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What changed in JBG SMITH Properties's 10-K — 2022 vs 2023

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Paragraph-level year-over-year comparison of JBG SMITH Properties's 2022 and 2023 10-K annual filings, covering the Business, Risk Factors, Legal Proceedings, Cybersecurity, MD&A and Market Risk sections. Every new, removed and edited paragraph is highlighted side-by-side so you can see exactly what management changed in the 2023 report.

+430 added−433 removedSource: 10-K (2024-02-20) vs 10-K (2023-02-21)

Top changes in JBG SMITH Properties's 2023 10-K

430 paragraphs added · 433 removed · 345 edited across 8 sections

Item 1. Business

Business — how the company describes what it does

96 edited+24 added−17 removed52 unchanged
Biggest changeWhile we expect these opportunities to be entitled over the next 24 months, construction remains subject to completion of design, market conditions and our rigorous return requirements. The estimated potential development densities and uses reflect our current business plans as of December 31, 2022 and are subject to change based on market conditions.
Biggest changeThe estimated potential development densities and uses reflect our current business plans as of December 31, 2023 and are subject to change based on market conditions. 10 Table of Contents In addition to developing select assets in this pipeline, we expect to unlock value through opportunistic asset sales, ground leases and recapitalizations.
In addition to National Landing, these submarkets include the Rosslyn-Ballston Corridor in Northern Virginia; the Ballpark, U Street/Shaw, and Union Market, in the District of Columbia; and Bethesda in Maryland. These submarkets generally feature strong economic and demographic attributes, as well as superior transportation infrastructure that caters to the preferences of multifamily, office and retail tenants.
In addition to National Landing, these submarkets include the Rosslyn-Ballston Corridor in Northern Virginia; the Ballpark, U Street/Shaw, and Union Market/NoMa, in the District of Columbia; and Bethesda in Maryland. These submarkets generally feature strong economic and demographic attributes, as well as superior transportation infrastructure that caters to the preferences of multifamily, office and retail tenants.
Recycling the proceeds from these sales will not only fund our planned growth through value-added development and acquisitions, but will also further advance the strategic shift in the composition of our portfolio to majority multifamily, with an office portfolio concentrated in National Landing.
Recycling the proceeds from these sales will not only fund our planned growth through value-added development and potential acquisitions but will also further advance the strategic shift in the composition of our portfolio to majority multifamily, with an office portfolio concentrated in National Landing.
The expected publication date of our 2023 ESG report is April 30, 2023. Our website and the information contained therein or connected thereto are not intended to be incorporated into this Annual Report on Form 10-K. D&I We have a comprehensive, multi-year D&I strategy. See "Human Capital" below for further discussion.
The expected publication date of our 2024 ESG report is April 30, 2024. Our website and the information contained therein or connected thereto are not intended to be incorporated into this Annual Report on Form 10-K. D&I We have a comprehensive, multi-year D&I strategy. See "Human Capital" below for further discussion.
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, 16 Table of Contents 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.
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.
Affordable Housing and Tenant Protection Regulations Certain states and municipalities have adopted laws and regulations imposing restrictions on the timing or amount of rent increases and other tenant protections. As of December 31, 2022, approximately 7% of the multifamily units in our Operating Portfolio were designated as affordable housing.
Affordable Housing and Tenant Protection Regulations Certain states and municipalities have adopted laws and regulations imposing restrictions on the timing or amount of rent increases and other tenant protections. As of December 31, 2023, approximately 7% of the multifamily units in our Operating Portfolio were designated as affordable housing.
Lease agreements with federal government agencies contain provisions required by federal law, which require, among other things, that the lessor of the property agree to comply with certain rules and regulations, including rules and regulations related to anti-kickback procedures, 17 Table of Contents examination of records, audits and records, equal opportunity provisions, prohibition against segregated facilities, certain executive orders, subcontractor cost or pricing data, and certain provisions intending to assist small businesses.
Lease agreements with federal government agencies contain provisions required by federal law, which require, among other things, that the lessor of the property agree to comply with certain rules and regulations, including rules and regulations related to anti-kickback procedures, examination of records, audits and records, equal opportunity provisions, prohibition against segregated facilities, certain executive orders, subcontractor cost or pricing data, and certain provisions intending to assist small businesses.
In addition, our third-party asset management and real estate services business provides fee-based real estate services to the WHI, the JBG Legacy Funds and other third parties. Substantially all our assets are held by, and our operations are conducted through, JBG SMITH LP.
In addition, our third-party asset management and real estate services business provides fee-based real estate services to the JBG Legacy Funds, other third parties and the WHI Impact Pool. Substantially all our assets are held by, and our operations are conducted through, JBG SMITH LP.
These competitors may have greater financial resources or access to capital than we do or be willing to acquire assets in transactions which are more highly leveraged or are less attractive from a financial viewpoint than we are willing to pursue, which may reduce the number of suitable investment opportunities available to us or increase pricing.
These competitors may have greater financial resources or access to capital than we do or be willing to acquire assets in 11 Table of Contents transactions which are more highly leveraged or are less attractive from a financial viewpoint than we are willing to pursue, which may reduce the number of suitable investment opportunities available to us or increase pricing.
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 the preparation and issuance of a written report.
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.
Available Information Copies of our Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K, and amendments to those reports are available free of charge through our website ( https://www.JBGSMITH.com ) as soon as reasonably practicable after they are electronically filed with, or furnished to, the SEC.
Available Information Copies of our Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K, and amendments to those reports are available free of charge through our website ( https://www.JBGSMITH.com ) as soon as 19 Table of Contents reasonably practicable after they are electronically filed with, or furnished to, the SEC.
In addition to our 2030 targets, we have a legacy commitment to improve the energy efficiency of our commercial Operating Portfolio by at least 20% over the 10-year period ending in 2024 through the Department of Energy Better Buildings Challenge. We achieve 13 Table of Contents this improvement through real time energy use monitoring.
In addition to our 2030 targets, we have a legacy commitment to improve the energy efficiency of our commercial Operating Portfolio by at least 20% over the 10-year period ending in 2024 through the Department of Energy Better Buildings Challenge. We achieve this improvement through real time energy use monitoring.
With our hybrid corporate office schedule, flexibility, and keen focus on health and welfare, we offer our employees an environment that enables them to be confident in their in-office experience and demonstrate the energy and excitement that comes from being together and collaborating with coworkers to achieve desirable outcomes.
With our hybrid corporate office schedule, flexibility, and emphasis on health and welfare, we offer our employees an environment that enables them to be confident in their in-office experience and demonstrate the energy and excitement that comes from being together and collaborating with coworkers to achieve desirable outcomes.
Carbon neutrality was 12 Table of Contents accomplished first through energy and water efficiency, then the purchase of verified carbon offsets for Scope 1 emissions produced by onsite natural gas consumption and fugitive refrigerant emissions, and the purchase of Green-e RECs for Scope 2 emissions produced by consuming onsite electricity procured by us.
Carbon neutrality was accomplished first through energy and water efficiency, then the purchase of verified carbon offsets for Scope 1 emissions produced by onsite natural gas consumption and fugitive refrigerant emissions, and the purchase of Green-e RECs for Scope 2 emissions produced by consuming onsite electricity procured by us.
The environmental assessments did not reveal 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.
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.
Compliance with these regulations is costly and any increase in regulation could increase our costs, which could have a material adverse effect on us. Human Capital Our headquarters is located at 4747 Bethesda Avenue, Suite 200, Bethesda, MD 20814. As of December 31, 2022, we had 912 employees. We believe that our talent is our competitive advantage.
Compliance with these regulations is costly and any increase in regulation could increase our costs, which could have a material adverse effect on us. Human Capital Our headquarters is located at 4747 Bethesda Avenue, Suite 200, Bethesda, MD 20814. As of December 31, 2023, we had 844 employees. We believe that our talent is our competitive advantage.
Leasing is a major component of our business and is highly competitive. The principal means of competition in leasing are lease terms (including rent charged and tenant improvement allowances), location, services provided and the nature and condition of 11 Table of Contents the asset to be leased.
Leasing is a major component of our business and is highly competitive. The principal means of competition in leasing are lease terms (including rent charged and tenant improvement allowances), location, services provided, and the nature and condition of the asset to be leased.
On this campus, Virginia Tech intends to create an innovation ecosystem by co-locating academic and private sector uses to accelerate research and development spending, as well as the commercialization of technology. When the Innovation Campus is fully operational, Virginia Tech plans to annually graduate approximately 750 master students and 150 PhD students in STEM fields.
On this campus, Virginia Tech intends to create an innovation ecosystem by co-locating academic and private sector uses to accelerate research and development spending, as well as the commercialization of technology. When the Innovation Campus is fully operational, Virginia Tech plans to annually enroll approximately 750 master students and 200 PhD students in STEM fields.
The infrastructure investments include: two new Metro entrances (Crystal Drive and Potomac Yard); a pedestrian bridge to Reagan National Airport; a new commuter rail station located between two of our Crystal Drive office assets; lowering of elevated sections of U.S.
The infrastructure investments include: a new Metro station (Potomac Yard), a new Metro entrance (Crystal Drive) a pedestrian bridge to Reagan National Airport; a new commuter rail station located between two of our Crystal Drive office assets; lowering of elevated sections of U.S.
We intend to continue publishing an annual ESG report with key performance indicators that are aligned with the Global Reporting Initiative reporting framework, United Nations Sustainable Development Goals, Sustainability Accounting Standards Board Standards, and recommendations set forth by the Task Force on Climate-Related Financial Disclosures.
We intend to continue publishing an annual ESG report with key performance indicators that are aligned with the Global Reporting Initiative 12 Table of Contents reporting framework, United Nations Sustainable Development Goals, Sustainability Accounting Standards Board Standards, and recommendations set forth by the Task Force on Climate-Related Financial Disclosures.
Segment Data We operate in the following business segments: commercial, multifamily and third-party asset management and real estate services. Financial information related to these business segments for each of the three years in the period ended December 31, 2022 is set forth in Note 19 to the consolidated financial statements.
Segment Data We operate in the following business segments: multifamily, commercial and third-party asset management and real estate services. Financial information related to these business segments for each of the three years in the period ended December 31, 2023 is set forth in Note 20 to the consolidated financial statements.
Approximately two-thirds of our portfolio is located in National Landing where Amazon is incentivized to employ a minimum of 25,000 new full-time jobs and potentially 37,850 planned employees, and Virginia Tech's $1 billion Innovation Campus is under construction.
Approximately 75.0% of our portfolio is located in National Landing where Amazon is incentivized to employ a minimum of 25,000 new full-time jobs and potentially 37,850 planned employees, and Virginia Tech's $1 billion Innovation Campus is under construction.
The release of these hazardous materials and wastes could result in us incurring liabilities to remediate any resulting contamination.
The release of these hazardous substances and wastes could result in us incurring liabilities to remediate any resulting contamination.
To ensure that our ESG principles are fully integrated into our business practices, our sustainability, human resources, legal, accounting, D&I and WHI teams, as well as members of our management team, provide top-down support for the implementation of ESG initiatives.
To ensure that our ESG principles are fully integrated into our business practices, our sustainability, human resources, legal, accounting, D&I, and social impact investing teams, as well as members of our management team, provide top-down support for the implementation of ESG initiatives.
In addition to portfolio lease-up, we expect increases in NOI from: (i) the commencement of signed but not yet commenced leases ($16.4 million total annualized estimated rent as of December 31, 2022, of which $9.8 million is expected in 2023) and (ii) contractual rent escalators in our non-GSA office and retail leases, which are based on increases in the Consumer Price Index or a fixed percentage.
In addition to portfolio lease-up, we expect increases in NOI from: (i) the commencement of signed but not yet commenced office and retail leases ($4.7 million total annualized estimated rent as of December 31, 2023, of which $2.7 million is expected in 2024) and (ii) contractual rent escalators in our non-GSA office and retail leases, which are based on increases in the Consumer Price Index or a fixed percentage.
We have a dedicated team of sustainability professionals focused on ESG matters that coordinates and collaborates across business units and with our Board of Trustees and management, and which advises on environmental sustainability matters and develops and implements related initiatives.
We have a dedicated team of sustainability professionals focused on ESG matters that coordinate and collaborate across business units and with our Board of Trustees and management, and which advises on environmental sustainability matters and develops and implements related initiatives.
Our Strategy We own and operate urban mixed-use properties concentrated in what we believe are the highest growth, Metro-served submarkets in the Washington, D.C. metropolitan area, including National Landing, that have significant barriers to entry and key urban amenities. We have significant expertise with multifamily, office and retail assets.
Our Strategy We own and operate urban mixed-use properties concentrated in what we believe are the highest growth, Metro-served submarkets in and around Washington, D.C., most notably National Landing, that have significant barriers to entry and key urban amenities. We have significant expertise with multifamily, office and retail assets.
Capital investment planning considers the useful life of equipment, energy and water efficiency, occupant health impacts and maintenance requirements. Asset-level business plans that include energy and water efficiency capital investments are underway. Our development strategy focuses on reducing predicted energy and water consumption and embodied carbon, contributing to attaining our performance targets.
Capital investment planning considers the useful life of equipment, energy and water efficiency, occupant health impacts and maintenance requirements. Asset-level business plans that include energy and water efficiency capital investments were completed in 2023. Our development strategy focuses on reducing predicted energy and water consumption and embodied carbon, contributing to attaining our performance targets.
The list below is a more comprehensive list of offerings that help create a compelling employee experience: ● Talent reviews and 360 surveys for senior leaders ● Streamlined annual performance reviews ● Executive coaching available ● Employee share purchase plan ● Hybrid / flexible work schedules ● Flexible paid time off ● Regular town halls where senior management updates the entire team on recent progress and other important matters ● Employee surveys 18 Table of Contents ● Mentorship program to develop and retain talent ● Monthly D&I communications ● Employee roundtable discussions on pertinent current events, workplace issues and teambuilding ● Utilization of JBGS Inclusion Community and Women's Initiative to guide programming ● Partnerships with schools and organizations to facilitate recruitment of diverse talent ● Workforce development partnerships focused on diverse pipeline development ● Employee referral program ● Generous company subsidy on health-related benefits ● Lunches with Leaders ● Volunteer opportunities In addition to the above, we have a strong pay-for-performance culture where compensation is tied to both company and individual performance, ensuring that employees focus on both broader business focused goals, as well as their individual goals.
The list below is a sampling of offerings that help create a compelling employee experience: ● Streamlined annual performance reviews ● Executive coaching available ● Employee share purchase plan ● Hybrid / flexible work schedules ● Flexible paid time off ● Regular town halls where senior management updates the entire team on recent progress and other important matters ● Employee surveys ● Mentorship and coaching programs to develop and retain talent ● Monthly D&I communications ● Employee roundtable discussions on pertinent current events, workplace issues and teambuilding ● Utilization of JBGS Inclusion Community and Women's Initiative to guide D&I programming and events ● Partnerships with schools and organizations to facilitate recruitment of diverse talent ● Employee referral program ● Generous company subsidy on health-related benefits ● Lunches with Leaders ● Volunteer opportunities In addition to the above, we have a strong pay-for-performance culture where compensation is tied to both company and individual performance, ensuring that employees are focused on our success, as well as their individual goals.
As of December 31, 2022, JBG SMITH, as its sole general partner, controlled JBG SMITH LP and owned 88.3% of its OP Units, after giving effect to the conversion of certain vested LTIP Units that are convertible into OP Units. JBG SMITH is referred to herein as "we," "us," "our" or other similar terms.
As of December 31, 2023, JBG SMITH, as its sole general partner, controlled JBG SMITH LP and owned 87.8% of its OP Units, after giving effect to the conversion of certain vested LTIP Units that are convertible into OP Units. JBG SMITH is referred to herein as "we," "us," "our" or other similar terms.
We believe the strong technology sector tailwinds created by Amazon, the Virginia Tech Innovation Campus, the Pentagon and our National Landing digital infrastructure initiative will contribute to substantial growth from our Operating Portfolio and our 6.6 million square foot development pipeline in National Landing.
We believe the strong technology sector tailwinds created by Amazon, the Virginia Tech Innovation Campus, the Pentagon and our National Landing digital infrastructure 9 Table of Contents platform will contribute to substantial growth from our Operating Portfolio and our 6.6 million square foot development pipeline in National Landing.
For additional information regarding our REIT status, see Item 9B "Other Information." Significant Tenants Only the U.S. federal government accounted for 10% or more of our rental revenue, which consists of property rental and other property revenue, as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended December 31, ​ ​ 2022 2021 2020 ​ ​ ​ (Dollars in thousands) Rental revenue from the U.S. federal government ​ $ 75,516 ​ $ 83,256 ​ $ 84,086 ​ Percentage of commercial segment rental revenue ​ 23.7 % 22.8 % 24.3 % Percentage of rental revenue ​ 14.8 % 16.2 % 17.8 % ​ ESG Our business values integrate environmental sustainability, social responsibility, D&I, and strong governance practices throughout our organization.
For additional information regarding our REIT status, see Item 9B "Other Information." Significant Tenants Only the U.S. federal government accounted for 10% or more of our rental revenue, which consists of property rental and other property revenue, as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended December 31, ​ ​ 2023 2022 2021 ​ ​ ​ (Dollars in thousands) Rental revenue from the U.S. federal government ​ $ 64,439 ​ $ 75,516 ​ $ 83,256 ​ Percentage of commercial segment rental revenue ​ 23.0 % 23.7 % 22.8 % Percentage of rental revenue ​ 12.9 % 14.8 % 16.2 % ​ ESG Our business values integrate environmental sustainability, social responsibility, D&I, and strong governance practices throughout our organization.
The costs of remediation or removal of these substances may be substantial, and the presence of these substances, or the failure to promptly remediate these substances, may adversely affect the owner's ability to sell the real estate or to borrow using the real estate as collateral.
The costs of 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 or develop the real estate or to borrow using the real estate as collateral.
Reflecting the strength and diversity of our national labor force, our Board of Trustees has made a long-term commitment to evolve its composition to have equal balance between men and women and to reflect the ethnic diversity of our country. ● Surpassing $114 million in investor commitments to the JBG SMITH-managed WHI Impact Pool, which raises funds from third parties and, through 2022, closed $64.7 million in financing related to the purchase of residential communities that contain 2,565 units.
Reflecting the strength and diversity of our national labor force, our Board of Trustees has made a long-term commitment to evolve its composition to have equal balance between men and women and to reflect the ethnic diversity of our country. ● Surpassing $114 million in investor commitments to the JBG SMITH-managed WHI Impact Pool, which raises funds from third parties and, through 2023, has closed $72.0 million in financing related to the purchase of residential communities containing 2,833 units.
Utilizing our Placemaking expertise, each new project is intended to contribute to authentic and distinct neighborhoods by creating a vibrant street environment with robust retail offerings and other amenities, including improved public spaces.
Utilizing our Placemaking expertise, each new project is intended to contribute to authentic and distinct neighborhoods by creating a vibrant street environment with robust retail offerings and other amenities, including improved public spaces. Amazon's new headquarters is located in National Landing.
As of December 31, 2022, we had 1,583 multifamily units under construction in National Landing across two projects (4 buildings): 1900 Crystal Drive and 2000/2001 South Bell Street. Based on our current plans and estimates, these assets will require an additional $403.5 million to complete.
As of December 31, 2023, we had 1,583 multifamily units under construction in National Landing across two projects (4 buildings): 1900 Crystal Drive and 2000/2001 South Bell Street. Based on our current plans and estimates, these assets will require an additional $177.1 million to complete. Monetize Our Significant Development Pipeline.
Route 1 that currently divide parts of National Landing to create better multimodal access and walkability; funding for the innovation campus anchored by Virginia Tech; and Long Bridge, the planned two-track rail connection between Washington, D.C. and National Landing .
Route 1 that currently divide parts of National Landing to create better multimodal access and walkability; funding for the innovation campus anchored by Virginia Tech; and Long Bridge, the planned two-track rail connection between Washington, D.C. and National Landing . The Potomac Yard Metro station opened in May 2023.
These laws often impose such liability without regard to whether the owner knew of, or was responsible for, the presence of hazardous or toxic substances.
These laws often impose such liability without regard to whether the owner knew of, or was responsible for, the presence of hazardous or toxic substances, and the liability may be joint and several.
Soil and/or groundwater subsurface testing is conducted at our assets, when necessary, to further investigate any issues raised 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.
Soil, soil vapor and/or groundwater subsurface testing is conducted at our assets, when necessary, to further investigate any issues raised 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.
Successful execution of our capital allocation strategy enables us to source capital at NAV from the disposition of assets generating low cash yields and invest those proceeds in new acquisitions with higher cash yields and growth, as well as in development projects with significant yield spreads and profit potential. We view this strategy as a key tool to source capital.
Successful execution of our capital allocation strategy enables us to source capital at NAV from the disposition of assets generating low cash yields and invest those proceeds in new acquisitions with higher cash yields and growth, development projects with significant yield spreads and profit potential, and share repurchases.
We plan to report progress on these commitments annually in our ESG report. Our long-term strategy to reduce energy and water consumption includes operational and capital improvements that align with our business plan and contribute to attaining our performance targets. Asset teams review historical performance, conduct energy audits and regularly assess opportunities to achieve efficiency targets.
Our long-term strategy to reduce energy and water consumption includes operational and capital improvements that align with our business plan and contribute to attaining our performance targets. Asset teams review historical performance, conduct energy audits and regularly assess opportunities to achieve efficiency targets.
Additionally, we have two under-construction multifamily assets with 1,583 units (1,583 units at our share) and 20 assets in the development pipeline totaling 12.5 million square feet (9.7 million square feet at our share) of estimated potential development density.
Additionally, we have two under-construction multifamily assets with 1,583 units (1,583 units at our share) and 17 assets in the development pipeline totaling 10.8 million square feet (8.8 million square feet at our share) of estimated potential development density.
As of December 31, 2022: ● 91% of all operating assets, based on square footage, have earned at least one green building or health and well-being certification: o 4.7 million square feet of LEED Certified Commercial Space (57%) o 3.2 million square feet of LEED Certified Multifamily Space (57%) o 3.9 million square feet of ENERGY STAR Certified Commercial Space (46%) o 2.5 million square feet of ENERGY STAR Certified Multifamily Space (45%) o 6.5 million square feet of BOMA 360 Certified Commercial Space (77%) o 7.7 million square feet of Fitwel Viral Response Module Certified Commercial Space (92%) o 2.1 million square feet of Fitwel Full Building Certified Commercial and Multifamily Space (15%) ● 99.4% of our operating assets' energy and water use are benchmarked Tenant Sustainability Impacts Customer service is an integral component of real estate management.
As of December 31, 2023: ● 95% of all operating assets, based on square footage, have earned at least one green building or health and well-being certification: o 3.2 million square feet of LEED Certified Multifamily Space (61%) o 3.3 million square feet of LEED Certified Commercial Space (43%) o 2.7 million square feet of ENERGY STAR Certified Multifamily Space (52%) o 3.9 million square feet of ENERGY STAR Certified Commercial Space (51%) o 7.5 million square feet of BOMA 360 Certified Commercial Space (99%) o 3.8 million square feet of Fitwel Full Building Certified Commercial and Multifamily Space (29%) o 7.3 million square feet of Fitwel Viral Response Module Certified Commercial Space (96%) ● 99.4% of our operating assets' energy and water use are benchmarked Tenant Sustainability Impacts Customer service is an integral component of real estate management.
We pride ourselves on our strong, collaborative culture, and we strive to create an inclusive and healthy work environment for our employees, which helps us continue to attract innovators to our organization. Our workforce comprises 36% women and 56% minorities, and our senior leadership has 41% women representation.
We pride ourselves on our strong, collaborative culture, and we strive to create an inclusive and healthy work environment for our employees, which helps us continue to attract innovators to our organization. Our workforce comprises 38% women and 61% people of color, and our senior leadership has 39% women representation.
Many of our retail tenants in multifamily buildings are billed directly for electricity and water. As such, the percentage of our directly sub-metered tenants is very low. In most cases, we receive a bill at the whole building level for grid electricity and water usage, and bill tenants based on the percentage of the building's square footage that they occupy.
As such, the percentage of our directly sub-metered tenants is very low. In most cases, we receive a bill at the whole building level for grid electricity and water usage, and bill tenants based on the percentage of the building's square footage that they occupy. These tenants are not considered to be separately metered or sub-metered.
This expected powerful demand driver sits adjacent to 2.0 million square feet of development density we own in National Landing and a new, under-construction Potomac Yard Metro station (scheduled to open this summer), all approximately one mile south of Amazon's new headquarters.
This expected powerful demand driver sits adjacent to 2.0 million square feet of development density we own in National Landing and the new Potomac Yard Metro station, which opened in May 2023, all approximately one mile south of Amazon's new headquarters.
As of December 31, 2022, our development pipeline consists of 20 assets, and we estimate it can support 12.5 million square feet (9.7 million square feet at our share) of estimated potential development density: 83.1% of this potential development density comprises multifamily projects located in the high-growth submarkets of National Landing, the Ballpark, and Union Market/NoMa/H Street; and 100.0% of this potential development density is Metro-served.
As of December 31, 2023, our development pipeline consisted of 17 assets, and we estimate it can support 10.8 million square feet (8.8 million square feet at our share) of estimated potential development density: 82.1% of this potential development density comprises multifamily projects located in the high-growth submarkets of National Landing, the Ballpark, and Union Market/NoMa; and 100.0% of this potential development density is Metro-served.
As of December 31, 2022, our Operating Portfolio consisted of 51 operating assets comprising 31 commercial assets totaling 9.7 million square feet (8.4 million square feet at our share), 18 multifamily assets totaling 6,756 units (6,755 units at our share) and two wholly owned land assets for which we are the ground lessor.
As of December 31, 2023, our Operating Portfolio consisted of 44 operating assets comprising 16 multifamily assets totaling 6,318 units (6,318 units at our share), 26 commercial assets totaling 8.3 million square feet (7.7 million square feet at our share) and two wholly owned land assets for which we are the ground lessor.
Development teams use energy, water, and embodied carbon modeling to inform design decisions that best fit each individual building program, adapt to identified climate change conditions for our region, and promote healthy buildings. We use green building and health and well-being certifications as a verification tool across our portfolio.
Development teams use energy, water, and embodied carbon modeling to inform design decisions that best fit each individual building program, adapt to identified climate change conditions for our region, and promote healthy buildings.
To that end, we focus on talent development and succession planning, pay-for-performance, and D&I. We utilize talent management practices in the broadest sense to create a holistic, engaging work experience for our employees.
To that end, we focus on talent development and succession planning, pay-for-performance, and D&I. We utilize talent management practices in the broadest sense to create an engaging workplace experience for our employees, where they feel valued, respected and supported.
We are committed to providing a healthy living and working environment for building occupants. We accomplish this goal through monitoring and improving indoor air quality, eliminating toxic chemicals, providing access to nature and daylight, fresh foods, fitness, composting and waste reduction programs. We are a Green Lease Leader established by the Institute for Market Transformation and the U.S.
We accomplish this goal through monitoring and improving indoor air quality, eliminating toxic chemicals, providing access to nature and daylight, fresh foods, fitness, composting and waste reduction programs. 14 Table of Contents We are a Green Lease Leader established by the Institute for Market Transformation and the U.S. Department of Energy's Better Buildings Alliance.
Our sustainability team works directly with our business units to integrate our ESG principles throughout our operations and investment processes. Our sustainability team is responsible for leading annual ESG reporting efforts, maintaining building certifications, energy, water and waste benchmarking, sustainability strategy development and implementation and coordination with industry and community partners.
Our sustainability team is responsible for leading annual ESG reporting efforts, maintaining building certifications, energy, water and waste benchmarking, sustainability strategy development, and implementation and coordination with industry and community partners.
We recognize, however, that new development can foster challenging growth dynamics, with matters of social equity at the forefront. We strive to work alongside community members, leaders, and local and 15 Table of Contents federal governments to appropriately respond to these challenges.
We recognize, however, that new development can foster challenging growth dynamics, with matters of social equity at the forefront. We strive to work alongside community members, leaders, and local and federal governments to appropriately respond to these challenges. One of our efforts is the WHI, which we launched in 2018 in partnership with the Federal City Council.
Approximately two-thirds of our portfolio is in National Landing, which is anchored by four key demand drivers: Amazon's new headquarters, which is being developed by us; Virginia Tech's under-construction $1 billion Innovation Campus; the submarket’s proximity to the Pentagon; and our deployment of next-generation public and private 5G digital infrastructure.
Approximately 75.0% of our holdings are in the National Landing submarket in Northern Virginia, which is anchored by four key demand drivers: Amazon's new headquarters; Virginia Tech's under-construction $1 billion Innovation Campus; the submarket’s proximity to the Pentagon; and our deployment of 5G digital infrastructure.
Further, by 2030, we have committed to increase waste diversion to 60% and verify all assets using green building and health and well-being certifications across our Operating Portfolio and development pipeline.
By 2030, we have committed to reduce: energy consumption 25%, predicted energy consumption 25%, water consumption 20% and greenhouse gas emissions (Scope 1 and 2) 25%. Further, by 2030, we have committed to increase waste diversion to 60% and verify all assets using green building and health and well-being certifications across our Operating Portfolio and development pipeline.
In each case where the environmental assessments have identified conditions requiring remedial actions required by law, we have initiated appropriate actions.
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.
In connection with the ownership and operation of our 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 use of hazardous materials or generated hazardous wastes.
In connection with the ownership and operation of our current and former assets, we may be potentially liable for these costs.
We are proud to have been recognized by the Washington Post as a "Top Workplace" several times in past years, and are focused on providing a positive employee experience to ensure that we remain an employer of choice.
In addition, we are proud to have been recognized by the Washington Post as a "Top Workplace" several times in past years, and are focused on providing a positive employee experience to ensure that we remain an employer of choice. 18 Table of Contents We continually invest in our employee population, ensuring our employee experience more broadly continues to help us attract and retain the best talent in the industry.
As of December 31, 2022, we had 31 operating commercial assets totaling 9.7 million square feet (8.4 million square feet at our share), which were 88.5% leased at our share, resulting in 939,000 square feet available for lease.
As of December 31, 2023, we had 26 commercial assets totaling 8.3 million square feet (7.7 million square feet at our share), which were 86.3% leased at our share, resulting in 1.0 million square feet available for lease.
To develop a more informed view of future climate conditions and further our understanding of the direct physical risks to our properties, we have conducted a physical climate-related risk assessment (both acute and chronic risks), which includes our operating assets and land holdings in our development pipeline. We intend to conduct periodic physical climate-related risk assessments.
To develop a more informed view of future climate conditions and further our understanding of the direct climate-related risks to our properties, we have conducted a new climate-related risk assessment (both acute and chronic risks across our operating assets and development pipeline) which addresses both physical and transition climate risk factors, and estimates the financial implications of those modeled risks at the asset level.
We launched the WHI in 2018 in partnership with the Federal City Council to preserve or build between 2,000 and 3,000 units of affordable workforce housing in the Washington, D.C. region. In 2022, WHI was named ESG Investing Awards' 2022 Best ESG Investment Fund: Real Estate.
We launched the WHI in 2018 in partnership with the Federal City Council to preserve or build between 2,000 and 3,000 units of affordable workforce housing in the Washington, D.C. region. Our sustainability team works directly with our business units to integrate our ESG principles throughout our operations and investment processes.
As of December 31, 2022, we had 18 multifamily assets totaling 6,756 units (6,755 units at our share), which were 94.5% leased at our share.
As of December 31, 2023, we had 16 multifamily assets totaling 6,318 units (6,318 units at our share), which were 96.0% leased at our share.
As a leader in green building, we will continue to make capital investments that enhance building performance and tenant comfort, energy and water efficiency, on-site renewable energy and other decarbonization strategies. ​ Carbon-Neutral Operations Strategy ​ Our strategy to maintain carbon-neutral operations includes the following steps: ● First and foremost, plan for and deploy energy and water efficiency at all assets. ● Plan for and deploy energy, water, and embodied carbon reductions in the design of our buildings. ● Deploy on-site renewable energy where most impactful. ● Develop and deploy off-site renewable procurement strategies. ● To the extent necessary, offset any remaining emissions by purchasing verified renewable energy credits and carbon offsets.
We aim to develop risk mitigation and physical resilience plans for all assets taking into account the outputs from the Climanomics tool. ​ 15 Table of Contents Carbon-Neutral Operations Strategy Our strategy to maintain carbon-neutral operations includes the following steps: ● First and foremost, plan for and deploy energy and water efficiency at all assets. ● Plan for and deploy energy, water, and embodied carbon reductions in the design of our buildings. ● Deploy on-site renewable energy where most impactful. ● Develop and deploy off-site renewable procurement strategies. ● To the extent necessary, offset any remaining emissions by purchasing verified renewable energy credits and carbon offsets.
We anticipate redeploying the proceeds from these sales will not only help fund our planned growth, but will also further advance the strategic shift of our portfolio to majority multifamily.
We anticipate redeploying the proceeds from these sales will not only help fund our planned growth but will also further advance the strategic shift of our portfolio to majority multifamily. Current market conditions, however, have significantly slowed down the pace of asset sales, and we expect this reduced activity to continue in 2024.
We evaluate development, acquisition, disposition, share repurchase and other investment decisions based on how they may impact long-term NAV per share. We intend to continue to opportunistically sell or recapitalize assets as well as land sites where a ground lease or joint venture execution may represent the most attractive path to maximizing value.
We intend to continue to opportunistically sell or recapitalize assets as well as land sites where a ground lease or joint venture execution may represent the most attractive path to maximizing value.
One of our efforts is the WHI, which we launched in 2018 in partnership with the Federal City Council. The WHI is a transformational market-driven approach to producing affordable workforce housing and creating sustainable, mixed-income communities. The WHI is a scalable, market-driven model funded by a unique relationship between philanthropy and private investment.
The WHI is a transformational market-driven approach to producing affordable workforce housing and creating sustainable, mixed-income communities. The WHI is a scalable, market-driven model funded by a unique relationship between philanthropy and private investment. As of December 31, 2023, we have invested $7.7 million of our $11.2 million commitment in the WHI Impact Pool.
In addition to our Primary Focus on National Landing, Invest in and Operate Mixed-Use Assets in Other High-Growth, Metro-Served Submarkets in the Washington, D.C. Metropolitan Area.
In 2023, we believe that access to the unique digital infrastructure amenity was a decision factor for many of the tenants who executed leases in National Landing. In addition to our Primary Focus on National Landing, Invest in and Operate Mixed-Use Assets in Other High-Growth, Metro-Served Submarkets in the Washington, D.C. Metropolitan Area.
Virginia Tech is expected to occupy 675,000 square feet in the Innovation Campus. The following are key components of our strategy: Capitalize on Significant Demand Catalysts in National Landing.
The following are key components of our strategy: Capitalize on Significant Demand Catalysts in National Landing.
We currently have leases with Amazon totaling 1.0 million square feet across six office buildings in National Landing. We sold Amazon two of our National Landing development sites, Metropolitan Park and Pen Place. We are the developer, property manager and retail leasing agent for Amazon's new headquarters at National Landing.
We are the developer, property manager and retail leasing agent for Amazon's new headquarters at National Landing. As of December 31, 2023, we have leases with Amazon totaling approximately 927,000 square feet across five office buildings in National Landing.
We have demonstrated the results of this focus by: ● Achieving a 5-star designation in the GRESB Global ESG Benchmark for Real Assets for both diversified operating assets and future development, and being recognized as a 2021 Global Sector Leader - Diversified - Office/Residential Sector. ● Being named 2021 Nareit Diversified Leader in the Light award winner for sustained ESG excellence. ● Establishing an ESG Committee and maintaining oversight of environmental and social matters by the Board of Trustees' Corporate Governance & Nominating Committee. ● Being named to Bloomberg's Gender Equality Index. ● Improving the diversity of our Board of Trustees, which currently comprises 36% women.
We have demonstrated the results of this focus by: ● Achieving a 5-star designation in the GRESB Global ESG Benchmark for Real Assets for both diversified operating assets and future development, and being recognized as a 2023 Global Sector Leader - Development - Residential Sector. ● Being named 2023 Nareit Diversified Leader in the Light award winner for sustained ESG excellence. ● Being named a 2023 U.S.
We, alongside Amazon, Virginia Tech, and federal, state, and local governments plan to invest more than $12.4 billion, including infrastructure investments, that will directly benefit National Landing.
As of March 2023, Amazon has created approximately 8,000 new full-time jobs in National Landing. We, alongside Amazon, Virginia Tech, and federal, state, and local governments plan to invest over $12.0 billion, including infrastructure investments, that will directly benefit National Landing.
Through this process, we create synergies, and thus value, across those varied uses leading to unique, amenity-rich, walkable neighborhoods that are desirable and enhance tenant and investor demand.
Through this process, we create synergies, and thus value, across those varied uses leading to unique, amenity-rich, walkable neighborhoods that are desirable and enhance tenant and investor demand. We believe our Placemaking approach will increase occupancy and rental rates in our portfolio, in particular with respect to our concentrated and extensive land and operating asset holdings in National Landing.
Our standard lease contains a cost recovery clause for resource efficiency-related capital improvements and requires tenants to provide data for measuring, managing, and reporting sustainability performance. This language is included in 100% of our new office and retail leases and renewals. Nearly all our commercial tenants are metered at the whole building level for their grid electricity and water usage.
This language is included in 100% of our new office and retail leases and renewals. Nearly all our commercial tenants are metered at the whole building level for their grid electricity and water usage. Many of our retail tenants in multifamily buildings are billed directly for electricity and water.
Such laws and regulations limit our ability to charge market rents, increase rents, evict tenants or recover increases in our operating expenses and could make it more difficult for us to dispose of assets in certain circumstances.
Such laws and regulations limit our ability to charge market rents, increase rents, evict tenants or recover increases in our operating expenses and could make it more difficult for us to dispose of assets in certain circumstances. 17 Table of Contents The Americans with Disabilities Act and other Federal, State and Local Regulations The ADA generally requires that public buildings, including our assets, meet certain federal requirements related to access and use by disabled persons.
Given National Landing’s proximity to the Pentagon, recent historic increases in the U.S. defense budget and robust foreign defense spending, National Landing is positioned to capture growing defense demand, particularly as tech and defense are increasingly intertwined. Evidencing this point, in 2022, Huntington Ingalls Industries, Inc., a large defense contractor responsible for building a majority of the U.S.
Given National Landing’s proximity to the Pentagon, recent historic increases in the U.S. defense budget and robust foreign defense spending, we believe National Landing is positioned to capture growing defense demand, particularly as tech and defense are increasingly intertwined. In 2023, 47.4% of leases executed by us in National Landing were with the Department of Defense and defense contractors.
We are currently constructing two new office buildings for Amazon on Metropolitan Park, totaling 2.1 million square feet, inclusive of approximately 50,000 square feet of street-level retail with new shops and restaurants. We expect to deliver Metropolitan Park and Amazon to occupy it this summer.
During the second quarter of 2023, we completed the construction of two new office buildings for Amazon on Metropolitan Park in National Landing, totaling 2.1 million square feet, inclusive of approximately 50,000 square feet of street-level retail with new shops and restaurants, and Amazon took occupancy of its new headquarters in June 2023.
Department of Energy's Better Buildings Alliance. Green Lease Leaders recognizes companies who use the leasing process to achieve better collaboration between landlords and tenants with the goal of reducing building energy consumption and operating costs.
Green Lease Leaders recognizes companies who use the leasing process to achieve better collaboration between landlords and tenants with the goal of reducing building energy consumption and operating costs. Our standard lease contains a cost recovery clause for resource efficiency-related capital improvements and requires tenants to provide data for measuring, managing, and reporting sustainability performance.
Third-Party Services Business Our third-party asset management and real estate services business provides fee-based real estate services to the WHI, the JBG Legacy Funds and other third parties. The WHI pursues a transformational approach to producing affordable workforce housing and creating sustainable, mixed-income communities in the Washington, D.C. region.
Third-Party Services Business Our third-party asset management and real estate services business provides fee-based real estate services to the JBG Legacy Funds, other third parties and the WHI Impact Pool.
To the extent we send contaminated materials to other locations for treatment or disposal, we may be liable for the cleanup of those sites if they become contaminated. 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.
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.
We work with our insurance team to benchmark resilience features and adaptations for short-term horizons. ​ Asset-Level Risk Management We are managing transition risks by benchmarking energy, carbon, water and waste performance at the asset level and review this information with asset management and operations teams quarterly.
We currently have no properties in a Federal Emergency Management Agency hazard designated area. ​ Asset-Level Risk Management We are managing transition risks by benchmarking energy, carbon, water and waste performance at the asset level and review this information with asset management and operations teams quarterly.

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Item 1A. Risk Factors

Risk Factors — what could go wrong, per management

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Biggest changeTo the extent that we do so, we will be subject to risks, including, without limitation: ● construction or redevelopment costs of a project may exceed original estimates, possibly making the project less profitable than originally estimated, or unprofitable; ● inflation could increase the costs of construction and development projects, which could decrease the yield on such projects, delaying their commencement or resulting in fewer such pursuits; for example, in 2022, we delayed the start of some construction projects due to higher than underwritten costs; ● time required to complete the construction or redevelopment of a project or to lease-up the completed project may be greater than originally anticipated, thereby adversely affecting our cash flow and liquidity; ● contractor, subcontractor and supplier disputes, strikes, labor disputes or shortages, weather conditions or supply disruptions (including those related to the supply chain); ● failure to achieve expected occupancy and/or rent levels within the projected time frame, if at all; ● delays with respect to obtaining, or the inability to obtain, necessary zoning, occupancy, land use and other governmental permits, and changes in zoning and land use laws; ● occupancy rates and rents of a completed project may not be sufficient to make the project profitable; ● incurrence of design, permitting and other development costs for opportunities that we ultimately abandon; ● the ability of prospective real estate venture partners or buyers of our properties to obtain financing; and ● the availability and pricing of financing to fund our development activities on favorable terms or at all.
Biggest changeIn 2023, these conditions made new development starts infeasible; ● time required to complete the construction or redevelopment of a project or to lease-up the completed project may be greater than originally anticipated, thereby adversely affecting our cash flow and liquidity; ● contractor, subcontractor and supplier disputes, strikes, labor disputes or shortages, weather conditions or supply disruptions (including those related to the supply chain); ● failure to achieve expected occupancy and/or rent levels within the projected time frame, if at all; ● delays with respect to obtaining, or the inability to obtain, necessary zoning, occupancy, land use and other governmental permits, and changes in zoning and land use laws; ● occupancy rates and rents of a completed project may not be sufficient to make the project profitable; ● incurrence of design, permitting and other development costs for opportunities that we ultimately abandon; ● the ability of prospective real estate venture partners or buyers of our properties to obtain financing; and ● the availability and pricing of financing to fund our development activities on favorable terms or at all.
Certain of our trustees and executive officers may have actual or potential conflicts of interest because of their previous or continuing equity interest in, or positions at JBG, including trustees and members of our senior management, who have an ownership interest in the JBG Legacy Funds and own carried interests in certain JBG Legacy Funds and in certain of our real estate ventures that entitle them to receive additional compensation if certain funds or real estate ventures achieve certain return thresholds.
Certain of our trustees and executive officers may have actual or potential conflicts of interest, including because of their previous or continuing equity interest in, or positions at JBG, including trustees and members of our senior management, who have an ownership interest in the JBG Legacy Funds and own carried interests in certain JBG Legacy Funds and in certain of our real estate ventures that entitle them to receive additional compensation if certain funds or real estate ventures achieve certain return thresholds.
Provisions of the MGCL, may have the effect of inhibiting a third party from making a proposal to acquire us or of impeding a change of control under circumstances that 30 Table of Contents otherwise could provide the holders of common shares with the opportunity to realize a premium over the then-prevailing market price of such shares, including: ● provisions that prohibit business combinations between us and an "interested shareholder," defined generally as any holder or affiliate of any holder who beneficially owns 10% or more of the voting power of our shares, for five years after the most recent date on which the shareholder becomes an interested shareholder, and thereafter impose fair price and/or supermajority shareholder voting requirements on these combinations; and ● provisions that provide that a shareholder's "control shares" acquired in a "control share acquisition," as defined in the MGCL, have no voting rights, except to the extent approved by our shareholders by the affirmative vote of at least two-thirds of all the votes entitled to be cast on the matter, excluding all interested shares.
Provisions of the MGCL, may have the effect of inhibiting 30 Table of Contents a third party from making a proposal to acquire us or of impeding a change of control under circumstances that otherwise could provide the holders of common shares with the opportunity to realize a premium over the then-prevailing market price of such shares, including: ● provisions that prohibit business combinations between us and an "interested shareholder," defined generally as any holder or affiliate of any holder who beneficially owns 10% or more of the voting power of our shares, for five years after the most recent date on which the shareholder becomes an interested shareholder, and thereafter impose fair price and/or supermajority shareholder voting requirements on these combinations; and ● provisions that provide that a shareholder's "control shares" acquired in a "control share acquisition," as defined in the MGCL, have no voting rights, except to the extent approved by our shareholders by the affirmative vote of at least two-thirds of all the votes entitled to be cast on the matter, excluding all interested shares.
In addition, members of our senior management and certain trustees have an ownership interest 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 additional compensation if the fund or real estate venture achieves certain return thresholds.
Members of our senior management and certain trustees have an ownership interest 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 additional compensation if the fund or real estate venture achieves certain return thresholds.
We have significant exposure to Amazon, both as a result of their status as a tenant and as a result of fees we have received and expect to continue to receive from them as developer, property manager, and retail leasing agent for the company’s new headquarters at National Landing.
We have significant exposure to Amazon, both as a result of their status as a tenant and as a result of fees we expect to continue to receive from them as developer, property manager, and retail leasing agent for the company’s new headquarters at National Landing.
Although we and our subsidiary REITs believe that we have held, and intend to continue to hold, our properties for investment and do not intend to hold direct (rather than through taxable corporate subsidiaries) any properties that could be characterized as held for sale to customers in the ordinary course of our business, such characterization is a factual determination and no guarantee can be given that the IRS would agree with our characterization of our properties or that we will always be able to make use of the available statutory safe harbor.
Although we and our subsidiary REITs believe that we have held, and intend to continue to hold, our properties for investment and do not intend to hold directly (rather than through taxable corporate subsidiaries) any properties that could be characterized as held for sale to customers in the ordinary course of our business, such characterization is a factual determination and no guarantee can be given that the IRS would agree with our characterization of our properties or that we will always be able to make use of the available statutory safe harbor.
Additionally, pandemic outbreaks could lead governments and other authorities around the world, including federal, state and local authorities in the United States, to impose measures intended to mitigate its spread, including restrictions on freedom of movement and business operations such as issuing guidelines, travel bans, border closings, business closures, quarantine orders, and orders not allowing the collection of rents, rent increases, or eviction of non-paying tenants.
Additionally, pandemic outbreaks could lead governments and other authorities around the world, including federal, state and local authorities in the United States, to impose new or heightened measures intended to mitigate its spread, including restrictions on freedom of movement and business operations such as issuing guidelines, travel bans, border closings, business closures, quarantine orders, and orders not allowing the collection of rents, rent increases, or eviction of non-paying tenants.
Any curtailment of federal government spending, whether due to a change of presidential administration or control of Congress, federal government sequestrations, furloughs or shutdowns, a slowdown of the U.S. and/or global economy, any change in federal government agencies work-from-home policies or uses of office space or other factors, could have 20 Table of Contents an adverse impact on real estate values and property development in the Washington, D.C. metropolitan area, on demand and willingness to enter into long-term contracts for office space by the federal government and companies dependent upon the federal government, as well as on occupancy rates and annualized rents of multifamily and retail assets by occupants or patrons whose employment is by or related to the federal government.
Any curtailment of federal government spending, whether due to a change of presidential administration or control of Congress, federal government sequestrations, furloughs or shutdowns, a slowdown of the U.S. and/or global economy, any change in federal government agencies work-from-home policies or uses of office space or other factors, could have an adverse impact on real estate values and property development in the Washington, D.C. metropolitan area, on demand and willingness to enter into long-term contracts for office space by the federal government and companies dependent upon the federal government, as well as on occupancy rates and annualized rents of multifamily and retail assets by occupants or patrons whose employment is by or related to the federal government.
Additionally, we may be unable to identify, negotiate, finance or consummate 25 Table of Contents acquisitions of properties, or acquire properties on favorable terms, or at all. ● The composition of our portfolio by asset type is likely to change over time, which could expose us to different asset class risks than if our portfolio composition remained static, and we may be adversely affected by trends in the asset classes we currently own. ● We may not be able to control the operating expenses associated with our properties, which include real estate taxes, insurance, loan payments, maintenance, and costs of compliance with governmental regulation, or our operating expenses may remain constant or increase, even if our revenue does not increase, which could have a material adverse effect on us. ● Macroeconomic trends, including increases in inflation and interest rates, could have a material adverse effect on us, as well as our tenants, which may adversely impact our business, financial condition and results of operations. ● We may be unable to renew leases, lease vacant space or re-let space as leases expire, or do so on favorable terms, which could have a material adverse effect on us.
Additionally, we may be unable to identify, negotiate, finance or consummate acquisitions of properties, or acquire properties on favorable terms, or at all. ● The composition of our portfolio by asset type is likely to continue to change over time, which could expose us to different asset class risks than if our portfolio composition remained static, and we may be adversely affected by trends in the asset classes we currently own. ● We may not be able to control the operating expenses associated with our properties, which include real estate taxes, insurance, loan payments, maintenance, and costs of compliance with governmental regulation, or our operating expenses may remain constant or increase, even if our revenue does not increase, which could have a material adverse effect on us. ● Macroeconomic trends, including increases in inflation and interest rates, could have a material adverse effect on us, as well as our tenants, which may adversely impact our business, financial condition and results of operations. ● We may be unable to renew leases, lease vacant space or re-let space as leases expire, or do so on favorable terms, which could have a material adverse effect on us.
Generally, Maryland law permits a Maryland corporation to indemnify its present and former directors and officers except in instances where the person seeking indemnification acted in bad faith or with active and deliberate dishonesty, actually received an improper personal benefit in money, property or services or, in the case of a criminal proceeding, had reasonable cause to believe that his or her actions were unlawful.
Generally, MGCL permits a Maryland corporation to indemnify its present and former directors and officers except in instances where the person seeking indemnification acted in bad faith or with active and deliberate dishonesty, actually received an improper personal benefit in money, property or services or, in the case of a criminal proceeding, had reasonable cause to believe that his or her actions were unlawful.
In addition, if we are perceived to have breached the terms of a ground lease, the fee owner may initiate proceedings to terminate the lease. ● Our assets may be subject to impairment losses, which could have a material adverse effect on our results of operations. ● Climate change, including rising sea levels, flooding, extreme weather, and changes in precipitation and temperature, may result in physical damage to, or a total loss of, our assets located in areas affected by these conditions, including those in low-lying areas close to sea level, such as National Landing, and/or decreases in demand, rent from, or the value of those assets.
In addition, if we are perceived to have breached the terms of a ground lease, the fee owner may initiate proceedings to terminate the lease. ● Our assets may be subject to impairment losses, which could have a material adverse effect on our results of operations. ● Climate change, including rising sea levels, flooding, prolonged periods of extreme temperature or other extreme weather, and changes in precipitation and temperature, may result in physical damage to, or a total loss of, our assets located in areas affected by these conditions, including those in low-lying areas close to sea level, such as National Landing, and/or decreases in demand, rent from, or the value of those assets.
As a result, we and our shareholders may have more limited rights against our trustees and officers than might otherwise exist. Accordingly, if actions taken in good faith by any of our trustees or officers impede the performance of our company, your ability to recover damages from such trustee or officer will be limited.
As a result, we and our shareholders may have more limited rights against our trustees and officers than might otherwise exist. Accordingly, if actions taken in good faith by any of our trustees or officers impede the performance of our company, our shareholder’s ability to recover damages from such trustee or officer will be limited.
Our Placemaking depends in significant part on a retail component, which frequently involves retail assets embedded in or adjacent to our multifamily assets and/or commercial assets, making us subject to risks that affect the retail environment generally, such as competition from discount and online retailers, weakness in the economy, fluctuations in foot traffic, pandemics, a decline in consumer spending and the financial condition of major retail tenants, any of which could adversely affect market rents for retail space and the willingness or ability of retailers to lease space in our retail assets.
Our Placemaking depends in significant part on a retail component, which frequently involves retail assets embedded in or adjacent to our multifamily assets and/or commercial assets, making us subject to risks that affect the retail environment generally, such as competition from discount and online retailers, weakness in the economy, fluctuations in foot traffic, pandemics, a decline in consumer spending and the financial condition of major retail tenants, any of 23 Table of Contents which could adversely affect market rents for retail space and the willingness or ability of retailers to lease space in our retail assets.
We may find it necessary to make rent or other concessions and/or significant capital expenditures to improve our assets to retain and attract tenants. ● We may be unable to maintain or increase our occupancy and revenue at certain commercial, multifamily and other assets due to an increase in supply, more favorable terms offered by competitors, and/or deterioration in our markets. ● Increased affordability of residential homes and other competition for tenants of our multifamily properties could affect our ability to retain current residents of our multifamily properties, attract new ones or increase or maintain rents, which could adversely affect our results of operations and our financial condition. ● We may from time to time be subject to litigation, which may significantly divert the attention of our officers and/or trustees and result in defense costs, settlements, fines or judgments against us, some of which are not, or cannot be, covered by insurance, any of which could have a material adverse effect on us. ● We own leasehold interests in certain land on which some of our assets are located.
We may find it necessary to make rent or other concessions and/or significant capital expenditures to improve our assets to retain and attract tenants. ● We may be unable to maintain or increase our occupancy and revenue at certain multifamily, commercial and other assets due to an increase in supply, more favorable terms offered by competitors, and/or deterioration in our markets. ● Increased affordability of residential homes and other competition for tenants of our multifamily properties could affect our ability to retain current residents of our multifamily properties, attract new ones or increase or maintain rents, which could adversely affect our results of operations and our financial condition. ● We may from time to time be subject to litigation, which may significantly divert the attention of our officers and/or trustees and result in defense costs, settlements, fines or judgments against us, some of which are not, or cannot be, covered by insurance, any of which could have a material adverse effect on us.
While no such protection arrangements existed as of December 31, 2022, in the future we may agree to protect the contributors' ability to defer recognition of taxable gain through restrictions on our ability to dispose of, or refinance the debt on, the acquired properties for specified periods of time.
While no such protection arrangements existed as of December 31, 2023, in the future we may agree to protect the contributors' ability to defer recognition of taxable gain through restrictions on our ability to dispose of, or refinance the debt on, the acquired properties for specified periods of time.
The limited partnership agreement of our operating partnership requires the approval of the limited partners with respect to certain extraordinary transactions involving JBG SMITH, which may reduce the likelihood of such transactions being consummated, even if they are in the best interests of, and have been approved by, our shareholders.
The limited partnership agreement of JBG SMITH LP requires the approval of the limited partners with respect to certain extraordinary transactions involving JBG SMITH, which may reduce the likelihood of such transactions being consummated, even if they are in the best interests of, and have been approved by, our shareholders.
As permitted by Maryland law, under our declaration of trust, trustees and officers shall not be liable to us and our shareholders for money damages, except for liability resulting from actual receipt of an improper benefit or profit in money, property or services; or a final judgment based upon a finding of active and deliberate dishonesty by the trustee or officer that was material to the cause of action adjudicated.
As permitted by MGCL, under our declaration of trust, trustees and officers shall not be liable to us and our shareholders for money damages, except for liability resulting from actual receipt of an improper benefit or profit in money, property or services; or a final judgment based upon a finding of active and deliberate dishonesty by the trustee or officer that was material to the cause of action adjudicated.
Under the Tax Matters Agreement that we entered into with Vornado, we may be required to indemnify Vornado against 33 Table of Contents any taxes and related amounts and costs if the distribution of JBG SMITH shares by Vornado, together with certain related transactions, is not tax-free and that treatment results from (i) actions or failures to act by us, or (ii) our breach of certain representations or undertakings.
Under the Tax Matters Agreement that we entered into with Vornado, we may be required to indemnify Vornado against any taxes and related amounts and costs if the distribution of JBG SMITH shares by Vornado, together with certain related transactions, is not tax-free and that treatment results from (i) actions or failures to act by us, or (ii) our breach of certain representations or undertakings.
Under Maryland law, a Maryland corporation also may not indemnify a director or officer in a suit by or in the right of the corporation in which the director or officer was adjudged liable to the corporation or for a judgment of liability on the basis that a personal benefit was improperly received.
Under MGCL, a Maryland corporation also may not indemnify a director or officer in a suit by or in the right of the corporation in which the director or officer was adjudged liable to the corporation or for a judgment of liability on the basis that a personal benefit was improperly received.
The potential development density estimates for our development pipeline and/or any particular development parcel are based solely on our estimates, using data available to us, and our business plans as of December 31, 2022.
The potential development density estimates for our development pipeline and/or any particular development parcel are based solely on our estimates, using data available to us, and our business plans as of December 31, 2023.
For information about our available sources of funds, see "Management's Discussion and Analysis of Financial Condition and Results of Operations-Liquidity and Capital Resources" and the notes to the consolidated financial statements included herein. We are subject to interest rate risk, which could increase our interest expense, increase the cost to refinance and increase the cost of issuing new debt.
For information about our available sources of funds, see "Management's Discussion and Analysis of Financial Condition and Results of Operations-Liquidity and Capital Resources" and the notes to the consolidated financial statements included herein. 28 Table of Contents We are subject to interest rate risk, which could increase our interest expense, increase the cost to refinance and increase the cost of issuing new debt.
Additionally, if the Virginia Tech Innovation Campus reduces its contemplated size or does not have the anticipated collateral financial effect, or if any of our other key demand drivers in National Landing fail to materialize, it could have a material adverse effect on us.
Additionally, if the Virginia Tech Innovation Campus reduces its contemplated size, further delays its opening, or does not have the anticipated collateral financial effect, or if any of our other key demand drivers in National Landing fail to materialize, it could have a material adverse effect on us.
Provisions of Maryland law could inhibit changes in control, which may discourage third parties from conducting a tender offer or seeking other change of control transactions that might involve a premium price for our common shares or that our shareholders might otherwise believe to be in their best interest.
Provisions of MGCL could inhibit changes in control, which may discourage third parties from conducting a tender offer or seeking other change of control transactions that might involve a premium price for our common shares or that our shareholders might otherwise believe to be in their best interest.
Some of the factors used to determine whether these requirements apply to a company that is affiliated with the actual government contractor (the legal entity that is the lessor under a lease with a federal government agency) 21 Table of Contents include whether such company and the government contractor are under common ownership, have common management, and are under common control.
Some of the factors used to determine whether these requirements apply to a company that is affiliated with the actual government contractor (the legal entity that is the lessor under a lease with a federal government agency) include whether such company and the government contractor are under common ownership, have common management, and are under common control.
Any such transaction would create a conflict of interest as a result of our management team's interests on both sides of the transaction, because we manage the JBG Legacy Funds and because members of our management and board of trustees own interests in the general partner or other managing entities of the funds.
Any such transaction creates a conflict of interest as a result of our management team's interests on both sides of the transaction, because we manage the JBG Legacy Funds and because members of our management and Board of Trustees own interests in the general partner or other managing entities of the funds.
Our primary risks that could directly result from the occurrence of a cyber incident are theft of assets; operational interruption; regulatory enforcement, lawsuits and other legal proceedings; damage to our relationships with our tenants; and private data exposure.
Our primary risks that could directly result from the occurrence of a cyber incident are theft of assets; operational interruption; reputational damage; stolen funds; regulatory enforcement, lawsuits and other legal proceedings; damage to our relationships with our tenants; and private data exposure.
Our success depends on our ability to continue to attract, retain and motivate qualified personnel, but we may not be able to do so on acceptable terms or at all. Recently, the U.S. job market has experienced labor shortages and employee resignations at record levels, resulting in intense competition for retaining and hiring skilled employees.
Our success depends on our ability to continue to attract, retain and motivate qualified personnel, but we may not be able to do so on acceptable terms or at all. Recently, the U.S. job market has experienced labor shortages, resulting in intense competition for retaining and hiring skilled employees.
We and our respective partners or co- 22 Table of Contents venturers may each have the right to trigger a buy-sell right or forced sale arrangement, which could cause us to sell our interest, or acquire our partners' or co-venturers' interest, or to sell the underlying asset, either on unfavorable terms or at a time when we otherwise would not have initiated such a transaction.
We and our respective partners or co-venturers may each have the right to trigger a buy-sell right or forced sale arrangement, which could cause us to sell our interest, or acquire our partners' or co-venturers' interest, or to sell the underlying asset, either on unfavorable terms or at a time when we otherwise would not have initiated such a transaction.
Such factors include, but are not limited to: ● the economic health of the greater Washington Metro region and our geographic concentration therein, particularly our concentration in National Landing; ● decreases in demand for office space in the Washington, D.C. metropolitan area, particularly with respect to our two largest tenants, Amazon and the federal government; ● the amount and timing of Amazon’s investments in National Landing and revenue we receive from them currently and may receive in the future; ● whether any or all of the other three demand drivers discussed above will fail to materialize; ● reductions in or actual or threatened changes to the timing of federal government spending; ● changes in general political, economic and competitive conditions and specific market conditions; 34 Table of Contents ● the risks associated with real estate development and redevelopment, including unanticipated expenses, delays and other contingencies; ● the risks associated with the acquisition, disposition and ownership of real estate in general and our real estate assets in particular; ● the ability to control our operating expenses; ● the risks related to co-investments in real estate ventures and partnerships; ● the ability to renew leases, lease vacant space or re-let space as leases expire, and to do so on favorable terms; ● the economic health of our tenants; ● fluctuations in interest rates; ● the supply of competing properties and competition in the real estate industry generally; ● the availability and terms of financing and capital and the general volatility of securities markets; ● the risks associated with mortgage loans and other indebtedness; ● compliance with applicable laws, including those concerning the environment and access by persons with disabilities; ● increased investor focus and activism related to ESG matters; ● terrorist attacks and the occurrence of cyber incidents or system failures; ● the ability to maintain key personnel; ● failure to qualify and maintain our qualification as a REIT and the risks of changes in laws affecting REITs; and ● other factors discussed under the caption "Risk Factors." For a further discussion of factors that could materially affect the outcome of our forward-looking statements, see "Risk Factors" in this Annual Report on Form 10-K.
Such factors include: ● the economic health and public safety climate of the greater Washington Metro region and our geographic concentration therein, particularly our concentration in National Landing; ● decreases in demand for office space in the Washington, D.C. metropolitan area, particularly with respect to our two largest tenants, Amazon and the federal government; ● the amount and timing of Amazon’s investments in National Landing and revenue we receive from them currently and may receive in the future; ● whether any or all of the other three demand drivers discussed above will fail to materialize; ● whether the plan to build a sports and entertainment anchor in National Landing will materialize at the planned scale, or at all; ● reductions in or actual or threatened changes to the timing of federal government spending; ● changes in general political, economic, public safety and competitive conditions and specific market conditions; ● the risks associated with real estate development and redevelopment, including unanticipated expenses, delays and other contingencies; ● the risks associated with the acquisition, disposition and ownership of real estate in general and our real estate assets in particular; ● the ability to control our operating expenses; 34 Table of Contents ● the risks related to co-investments in real estate ventures and partnerships; ● the ability to renew leases, lease vacant space or re-let space as leases expire, and to do so on favorable terms; ● the economic health of our tenants; ● fluctuations in interest rates; ● the supply of competing properties and competition in the real estate industry generally; ● the availability and terms of financing and capital and the general volatility of securities markets; ● the risks associated with mortgage loans and other indebtedness; ● compliance with applicable laws, including those concerning the environment and access by persons with disabilities; ● increased investor focus and activism related to ESG matters; ● terrorist attacks, acts of violence and the occurrence of cyber incidents or system failures; ● the ability to maintain key personnel; ● failure to qualify and maintain our qualification as a REIT and the risks of changes in laws affecting REITs; and ● other factors discussed under the caption "Risk Factors." For a further discussion of factors that could materially affect the outcome of our forward-looking statements, see "Risk Factors" in this Annual Report on Form 10-K.
If we default under the terms of any of these ground leases, we may be liable for damages and could lose our leasehold interest in the property or our option to purchase the underlying fee interest in such asset.
If we default under the terms 26 Table of Contents of any of these ground leases, we may be liable for damages and could lose our leasehold interest in the property or our option to purchase the underlying fee interest in such asset.
In the event of a decline in business activity and demand for real estate transactions, our ability or desire to grow or diversify our portfolio could be affected. Additionally, local and national authorities could continue to expand and extend certain measures imposing restrictions on our ability to enforce contractual rental obligations upon our residents and tenants.
In the event of a decline in business activity and demand for real estate transactions, our ability or desire to grow or diversify our portfolio could be affected. Additionally, local and national authorities could extend or re-implement certain measures imposing restrictions on our ability to enforce contractual rental obligations upon our residents and tenants.
If we do not have other funds available in these and other types of situations, we could be required to borrow funds on unfavorable terms, sell assets at disadvantageous prices, distribute amounts that would otherwise be invested in future acquisitions, capital expenditures or repayment of debt, or make taxable distributions of our shares to make distributions sufficient to enable us to pay out enough of our taxable income to satisfy the REIT distribution requirement and avoid corporate income tax and a 4% excise tax in a particular year.
If we do not have other funds available, we could be required to borrow funds on unfavorable terms, sell assets at disadvantageous prices, distribute amounts that 32 Table of Contents would otherwise be invested in future acquisitions, capital expenditures or repayment of debt, or make taxable distributions of our shares to make distributions sufficient to enable us to pay out enough of our taxable income to satisfy the REIT distribution requirement and avoid corporate income tax and a 4% excise tax in a particular year.
However, third parties could seek to hold us responsible for any of the liabilities that Vornado agreed to retain, and there can be no assurance that Vornado will be able to fully satisfy its indemnification obligations.
However, third parties could seek to hold us responsible 33 Table of Contents for any of the liabilities that Vornado agreed to retain, and there can be no assurance that Vornado will be able to fully satisfy its indemnification obligations.
Demand for office space in the Washington, D.C. metropolitan area and nationwide, including in our portfolio, has declined and may continue to decline due to increased usage of teleworking arrangements and more flexible work from anywhere policies leading to reconsiderations regarding amount of square footage needed (e.g. certain tenants have reduced their leased square footage or advised us of their intention to do so), and cost cutting resulting from the pandemic, which could lead to continued lower office occupancy (as of December 31, 2022, 12.0% of our commercial and retail leases at our share, based on square footage, were scheduled to expire in 2023 or had month-to-month terms, and 19.4% were scheduled to expire in 2024), and new leasing has been slow to recover and will likely continue to lag due to delayed return-to-the office plans and decision making related to future office utilization.
Demand for office space in the Washington, D.C. metropolitan area and nationwide, including in our portfolio, has declined and may continue to decline due to increased usage of teleworking arrangements and more flexible work-from-anywhere policies leading to reconsiderations regarding amount of square footage needed (e.g. certain tenants have reduced their leased square footage or advised us of their intention to do so), and cost cutting resulting from the pandemic, which could lead to continued lower office occupancy (as of December 31, 2023, 25.7% of our commercial and retail leases at our share, based on square footage, were scheduled to expire in 2024 or had month-to-month terms, and 6.8% were scheduled to expire in 2025), and new leasing has been slow to recover and will likely continue to lag due to delayed return-to-office plans and decision-making related to future office utilization.
As of December 31, 2022, 8.8% of our assets measured by total square feet at our share was held through real estate ventures, and we expect to co-invest in the future with other third parties through partnerships, real estate ventures or other entities, acquiring noncontrolling interests in or sharing responsibility for managing the affairs of a property, partnership, real estate venture or other entity.
As of December 31, 2023, 7.2% of our assets measured by total square feet at our share was held through real estate ventures, and we expect to co-invest in the future with other third parties through partnerships, real estate ventures or other entities, acquiring noncontrolling interests in or sharing responsibility for managing the affairs of a property, partnership, real estate venture or other entity.
Under some 26 Table of Contents environmental laws, a current or previous owner or operator of real estate may be required to investigate and clean up hazardous or toxic substances released at a property.
Under some environmental laws, a current or previous owner or operator of real estate may be required to investigate and clean up hazardous or toxic substances released at a property.
Some holders of OP Units, including some members of our senior management, may suffer different and more adverse tax consequences than holders of our common shares upon the sale of certain of the assets owned by our operating partnership, and therefore these holders may have different objectives regarding the material terms of any sale or refinancing of certain assets, or whether to sell such assets at all.
Some holders of OP Units, including some members of our senior management, may suffer different and more adverse tax consequences than holders of our common shares upon the sale of certain of the assets owned by JBG SMITH LP, and therefore these holders may have different objectives regarding the material terms of any sale or refinancing of certain assets, or whether to sell such assets at all.
For the year ended December 31, 2022, 23.7% of the rental revenue from our commercial segment was generated by rentals to federal government tenants, and federal government tenants historically have been a significant source of new leasing for us.
For the year ended December 31, 2023, 23.0% of the rental revenue from our commercial segment was generated by rentals to federal government tenants, and federal government tenants historically have been a significant source of new leasing for us.
A portion of our outstanding debt is guaranteed by our operating partnership. Our cash flow from operations may be insufficient to meet our required debt service and payments of principal and interest on borrowings may leave us with insufficient cash resources to operate our assets or to pay the dividends currently contemplated.
A portion of our outstanding debt is guaranteed by JBG SMITH LP. Our cash flow from operations may be insufficient to meet our required debt service and payments of principal and interest on borrowings may leave us with insufficient cash resources to operate our assets or to pay the dividends currently contemplated.
Likewise, our ability to pay dividends to our shareholders depends on JBG 31 Table of Contents SMITH LP's ability first to satisfy its obligations, if any, to its creditors and make distributions payable to holders of preferred units (if any), and then to make distributions to us.
Likewise, our ability to pay dividends depends on JBG SMITH LP's ability first to satisfy its obligations, if any, to its creditors and make distributions payable to holders of preferred units (if any), and then to make distributions to us.
In addition, our declaration of trust requires us to indemnify our trustees and officers (in some cases, without requiring a preliminary determination of the trustee's or officer's ultimate entitlement to indemnification) for actions taken by them in those and certain other capacities to the maximum extent permitted by Maryland law.
In addition, our declaration of trust and indemnification agreements require us to indemnify our trustees and officers (in some cases, without requiring a preliminary determination of the trustee's or officer's ultimate entitlement to indemnification) for actions taken by them in those and certain other capacities to the maximum extent permitted by MGCL.
In the future, we may acquire properties or portfolios of properties through tax deferred contribution transactions in exchange for partnership interests in our operating partnership, which may result in shareholder dilution through the issuance of OP Units that may be exchanged for common shares.
In the future, we may acquire properties or portfolios of properties through tax deferred contribution transactions in exchange for partnership interests in JBG SMITH LP, which may result in shareholder dilution through the issuance of OP Units that may be exchanged for common shares.
Furthermore, the decline in the attractiveness of office assets, particularly combined with a lack of transactional activity and the current challenging capital markets could delay our capital recycling plans and our planned transition to have our portfolio comprised of majority multifamily assets.
Furthermore, the decline in the attractiveness of office assets, particularly combined with a lack of transactional activity and the current challenging capital markets could delay our capital recycling plans and our plan to transition to a portfolio comprising a majority of multifamily assets.
Thus, JBG SMITH LP's ability to make distributions to holders of its units, including us, depends on its subsidiaries' ability first to satisfy their obligations to their creditors, and then to make distributions to JBG SMITH LP.
Thus, JBG SMITH LP's ability to make distributions to holders of its units, including us, depends on its subsidiaries' ability first to satisfy their obligations to their creditors, and then to 31 Table of Contents make distributions to holders of its units.
Our declaration of trust and bylaws, the partnership agreement of our operating partnership and Maryland law, and the Code contain provisions that may delay, defer or prevent a change of control transaction that might involve a premium price for our common shares or that our shareholders otherwise believe to be in their best interest.
Our declaration of trust and bylaws, the partnership agreement of JBG SMITH LP and MGCL, and the Code contain provisions that may delay, defer or prevent a change of control transaction that might involve a premium price for our common shares or that our shareholders otherwise believe to be in their best interest.
Any such event could have a material adverse effect on us. We derive a significant portion of our revenue from five of our assets. As of December 31, 2022, five of our assets in the aggregate generated 24.3% of our share of annualized rent.
Any such event could have a material adverse effect on us. We derive a significant portion of our revenue from five of our assets. As of December 31, 2023, five of our assets in the aggregate generated 26.1% of our share of annualized rent.
A low ESG score could result in a negative perception of us, exclusion of our securities from consideration by certain investors and/or cause investors to reallocate their capital away from us, each of which could have an adverse impact on the price of our securities. We face risks related to the real estate industry.
A low ESG score could result in a negative perception of us, exclusion of our securities from consideration by certain investors and/or cause investors to reallocate their capital away from us, each of which could have an adverse impact on the price of our securities.
Finally, a key demand driver in National Landing is the presence of Amazon’s headquarters, Phase I of which is expected to be completed in 2023.
Finally, a key demand driver in National Landing is the presence of Amazon’s headquarters, Phase I of which was completed in 2023.
Even the most well protected information, networks, systems and facilities remain potentially vulnerable because the techniques used in such attempted cyber incidents evolve and generally are not recognized until launched against a target.
Even the most well protected information, networks, systems and facilities remain potentially vulnerable because the techniques used in such attempted cyber incidents evolve and generally are not recognized until they have been launched against a number of targets.
As of December 31, 2022, leases representing 12.0% of our share of the office and retail square footage in our Operating Portfolio were scheduled to expire in 2023 or have month-to-month terms, 19.4% were scheduled to expire in 2024, and 14.3% of our share of the square footage of the assets in our commercial portfolio was unoccupied and not generating rent.
As of December 31, 2023, leases representing 25.7% of our share of the office and retail square footage in our Operating Portfolio were scheduled to expire in 2024 or have month-to-month terms, 6.8% were scheduled to expire in 2025, and 14.4% of our share of the square footage of the assets in our commercial portfolio was unoccupied and not generating rent.
The benefits of Amazon's new headquarters locating in National Landing that might accrue to us may differ from what we, financial or industry analysts or investors anticipate and have anticipated since Amazon’s November 2018 announcement that it had selected sites in National Landing as the location of its new headquarters.
The impact of Amazon's headquarters in National Landing is difficult to forecast and quantify and may differ from what we, financial or industry analysts or investors anticipate and have anticipated since Amazon’s November 2018 announcement that it had selected sites in National Landing as the location of its new headquarters.
The actual density of our development pipeline and/or any development parcel may not be consistent with our estimated potential development density. As of December 31, 2022, we estimate that our 20 assets in the development pipeline will total 12.5 million square feet (9.7 million square feet at our share) of estimated potential development density.
The actual density of our development pipeline and/or any development parcel may not be consistent with our estimated potential development density. As of December 31, 2023, we estimate that our 17 assets in the development pipeline will total 10.8 million square feet (8.8 million square feet at our share) of estimated potential development density.
We are particularly susceptible to adverse economic or other conditions in the Washington D.C. metropolitan market (such as periods of economic slowdown or recession, business layoffs or downsizing, industry slowdowns, actual or anticipated federal government shutdowns, uncertainties related to federal elections, relocations of businesses, increases in real estate and other taxes, and the cost of complying with governmental regulations or increased regulation), as well as to natural disasters (including earthquakes, floods, storms and hurricanes), utility outages (including electricity and drinking water), potentially adverse effects of climate change and other disruptions that occur in this market (such as terrorist activity or threats of terrorist activity and other events), any of which may have a greater impact on the value of our assets or on our operating results than if we owned a more geographically diverse portfolio.
We are particularly susceptible to adverse economic or other conditions in the Washington D.C. metropolitan market (such as periods of economic slowdown or recession, business layoffs or downsizing, industry slowdowns, actual or anticipated federal government shutdowns, uncertainties related to federal elections, relocations of businesses, increases in real estate and other taxes, actual or perceived increases in retail theft and other crime, imposed curfews or states of security, and the cost of complying with governmental regulations or increased regulation), as well as to natural disasters (including earthquakes, floods, storms and hurricanes), utility outages (including electricity and drinking water), potentially adverse effects of climate change and other disruptions that occur in this market (such as terrorist activity or threats of terrorist activity and other events), any of which may have a greater impact on the value of our assets or on our operating results than if we owned a more geographically diverse portfolio. 20 Table of Contents Additionally, acts of violence, including terrorist attacks in the Washington, D.C. metropolitan area could directly or indirectly damage our assets, both physically and financially, or cause losses that materially exceed our insurance coverage.
As a result, members of our senior management could be incentivized to spend time and effort maximizing the cash flow from the assets being retained by the JBG Legacy Funds and certain real estate ventures, particularly through sales of assets, which may accelerate payments of the carried interest but would reduce the asset management and other fees that would otherwise be payable to us with respect to the JBG 29 Table of Contents Excluded Assets.
As a result, such employees could be incentivized to spend time and effort maximizing the 29 Table of Contents cash flow from the assets being retained by the JBG Legacy Funds or other relevant real estate ventures in which they have an ownership or other interest, including through sales of assets, which may, for example, accelerate payments of the carried interest but would reduce the asset management and other fees that would otherwise be payable to us with respect to the JBG Excluded Assets.
Partners or co-venturers may have economic or other business interests or goals that are inconsistent with our business interests or goals and may be in a position to take action or withhold consent contrary to our policies or objectives. In some instances, partners or co-venturers may have competing interests in our markets that could create conflict of interest issues.
Partners or co-venturers may have economic or other business interests or goals that are inconsistent or in direct conflict with our business interests or goals and may be in a position to take action or withhold consent contrary to our policies or objectives.
Phase II, which comprises approximately 50% of Amazon’s new headquarters in National Landing has not yet commenced construction; if Amazon determines to delay construction, reduce the size of Phase II or otherwise shrink its footprint in National Landing, that could have a material adverse impact on our plans for National Landing.
Phase II has not yet commenced construction due to a pause announced by Amazon; if Amazon determines to further delay construction, reduce the size of Phase II, or otherwise shrink its footprint in National Landing, that could have a material adverse impact on our plans for National Landing.
Certain organizations that provide corporate risk and corporate governance advisory services to investors have developed scores and ratings to evaluate companies based upon ESG metrics, and investors consider a company's score as a factor in making an investment decision. The focus and activism related to ESG matters may constrain our business operations or increase expenses.
Certain organizations that provide corporate risk and corporate governance advisory services to investors have developed scores and ratings to evaluate companies based upon ESG metrics, and investors may consider a company's score as a factor in making an investment decision.
Portions of our markets, including National Landing, have underperformed other markets in the region with respect to rent growth and occupancy. Any adverse economic or other conditions in the Washington, D.C. metropolitan area and our submarkets, especially National Landing, or any decrease in demand for office, multifamily or retail assets could have a material adverse effect on us.
Any adverse economic or other conditions in the Washington, D.C. metropolitan area and our submarkets, especially National Landing, or any decrease in demand for multifamily, office or retail assets could have a material adverse effect on us.
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 Annual Report on Form 10-K. ​
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 Annual Report on Form 10-K. ​ ITEM 1B. UNRESOLVED STAFF COMMENTS There are no unresolved comments from the staff of the SEC as of the date of this Annual Report on Form 10-K. ​
The loss of one or more members of our senior management team could adversely affect our ability to manage our business and to implement our growth strategies or could create a negative perception in the capital markets. 23 Table of Contents Our success and our ability to implement and manage anticipated future growth depend, in large part, upon the efforts of our senior management team.
The loss of one or more members of our senior management team could adversely affect our ability to manage our business and to implement our growth strategies or could create a negative perception in the capital markets.
Pandemics and other health concerns, including COVID-19, could have a negative effect on our business, results of operations, cash flows and financial condition. 24 Table of Contents Pandemics, including COVID-19, as well as both future widespread and localized outbreaks of infectious diseases and other health concerns, and the measures taken to prevent the spread or lessen the impact, could cause a material disruption to office and multifamily industry or the economy as a whole.
Pandemics, including COVID-19, as well as both future widespread and localized outbreaks of infectious diseases and other health concerns, and the measures taken to prevent the spread or lessen the impact, could cause a material disruption to multifamily and office industry or the economy as a whole.
Additionally, we may face reputational damage if our corporate responsibility initiatives do not meet the standards set by various constituencies, including those of third-party providers of corporate responsibility ratings and reports.
Additionally, focus and activism related to ESG matters may constrain our business operations or increase expenses, and we may face reputational damage if our corporate responsibility initiatives do not meet the standards set by various constituencies, including those of third-party providers of corporate responsibility ratings and reports.
Lease agreements with these federal government agencies contain provisions required by federal law, which require, among other things, that the lessor of the property agree to comply with certain rules and regulations, including rules and regulations related to anti-kickback procedures, examination of records, audits and records, equal opportunity provisions, prohibition against segregated facilities, certain executive orders, subcontractor cost or pricing data, and certain provisions intending to assist small businesses.
Lease agreements with these federal government agencies contain provisions required by federal law, which require, among other things, that the lessor of the property agree to comply with certain rules and regulations, including rules and regulations related to audits and records and subcontractor cost or pricing data.
A REIT's net income from prohibited transactions is subject to a 100% penalty tax. In general, prohibited transactions are sales or other dispositions of property, other than foreclosure property, held primarily for sale to customers in the ordinary course of business.
In general, prohibited transactions are sales or other dispositions of property, other than foreclosure property, held primarily for sale to customers in the ordinary course of business.
Members of our senior management team have national or regional industry reputations that attract business and investment opportunities and assist us in negotiations with lenders, existing and potential tenants and other industry participants.
Our success and our ability to implement and manage anticipated future growth depend, in large part, upon the efforts of our senior management team. Members of our senior management team have national or regional industry reputations that attract business and investment opportunities and assist us in negotiations with lenders, existing and potential tenants and other industry participants.
Although we have implemented processes, procedures and controls to help mitigate the risks associated with a cyber incident, there can be no assurance that these measures will be sufficient for all possible situations. Even security measures that are appropriate, reasonable and/or in accordance with applicable legal requirements may not be sufficient to protect the information we maintain.
Although we have implemented processes, procedures and controls to help mitigate the risks associated with a cyber incident, there can be no assurance that these measures will be sufficient for all possible situations.
For the year ended December 31, 2022, GSA was our largest single tenant, with 40 leases comprising 23.2% of total annualized rent at our share.
For the year ended December 31, 2023, GSA was our largest single tenant, with 37 leases comprising 22.7% 21 Table of Contents of total annualized rent at our share.
Increasingly competitive labor markets and our need to provide additional incentives to remain competitive in our hiring and retention efforts may hurt our ability to effectively operate our business and have a negative effect on our business, results of operations, cash flows, and financial condition.
These costs or taxes could increase our operating costs and decrease the cash available to pay our obligations or distribute to equity holders. 27 Table of Contents Increasingly competitive labor markets and our need to provide additional incentives to remain competitive in our hiring and retention efforts may hurt our ability to effectively operate our business and have a negative effect on our business, results of operations, cash flows, and financial condition.
Refer to the section entitled "Cautionary Statement Concerning Forward-Looking Statements" for additional information regarding these forward-looking statements. 19 Table of Contents Risks Related to Our Business and Operations A material portion of our portfolio comprises office assets, which have generally experienced a decrease in demand and may experience a further decrease in demand that could have a material adverse effect on us.
Risks Related to Our Business and Operations A material portion of our portfolio comprises office assets, which have generally experienced a decrease in demand and may experience a further decrease in demand that could have a material adverse effect on us.
Partnership or real estate venture investments could be adversely affected by our lack of sole decision-making authority, our reliance on partners' or co-venturers' financial condition and disputes between us and our partners or co-venturers, which could have a material adverse effect on us.
These risks could result in substantial unanticipated delays or expenses and, under certain circumstances, could prevent the initiation or the completion of development or redevelopment activities, any of which could have a material adverse effect on us. 22 Table of Contents Partnership or real estate venture investments could be adversely affected by our lack of sole decision-making authority, our reliance on partners' or co-venturers' financial condition and disputes between us and our partners or co-venturers, which could have a material adverse effect on us.
As of December 31, 2022, our hedging transactions included interest rate cap agreements, which covered $642.9 million of our outstanding consolidated debt, a significant portion of which is with one counterparty, which also exposes us to counterparty risk.
We may enter into hedging transactions to protect ourselves from the effects of interest rate fluctuations on floating rate debt. As of December 31, 2023, our hedging transactions included interest rate cap agreements, which covered $466.1 million of our outstanding consolidated debt, a significant portion of which is with one counterparty, which also exposes us to counterparty risk.
We directly manage assets with federal government agency tenants, which subjects us to additional risks associated with compliance with applicable federal rules and regulations. In addition, there are additional requirements relating to the potential application of equal opportunity provisions and related requirements to prepare written affirmative action plans applicable to government contractors and subcontractors.
In addition, there are additional requirements relating to the potential application of equal opportunity provisions and related requirements to prepare written affirmative action plans applicable to government contractors and subcontractors.
Any restrictions on our ability to incur additional indebtedness or make certain distributions could preclude us from meeting the 90% distribution requirement.
Restrictions on our ability to incur additional indebtedness or make certain distributions could preclude us from meeting the 90% distribution requirement. Consequently, there can be no assurance that we will be able to make distributions at the anticipated distribution rate or any other rate.
In addition, we may become subject to costs or taxes, or increases therein, associated with natural resource or energy usage (such as a "carbon tax"). These costs or taxes could increase our operating costs and decrease the cash available to pay our obligations or distribute to equity holders.
In addition, we may become subject to costs or taxes, or increases therein, associated with natural resource or energy usage (such as a "carbon tax").
We depend on major tenants in our commercial portfolio, and the bankruptcy, insolvency or inability to pay rent of any of these tenants could have a material adverse effect on us. As of December 31, 2022, the 20 largest office and retail tenants in our Operating Portfolio represented 62.1% of our share of total annualized office and retail estimated rent.
The occurrence of any of the risks described above could have a material adverse effect on us. We depend on major tenants in our commercial portfolio, and the bankruptcy, insolvency or inability to pay rent of any of these tenants could have a material adverse effect on us.
For example, we have been notified by two civilian GSA tenants that they are vacating their space, approximately 112,000 square feet, due to consolidation of space into another location in 2023.
For example, we have been notified by various GSA tenants that they are vacating their space totaling approximately 293,000 square feet in 2024.
Furthermore, any cash distributions from real estate ventures will be subject to the operating agreements of the real estate ventures, which may limit distributions, the timing of distributions or specify certain preferential distributions among the respective parties. The occurrence of any of the risks described above could have a material adverse effect on us.
Our real estate ventures may be subject to debt, and the refinancing of such debt may require equity capital calls. Furthermore, any cash distributions from real estate ventures will be subject to the operating agreements of the real estate ventures, which may limit distributions, the timing of distributions or specify certain preferential distributions among the respective parties.
Some statements in this Form 10-K, including statements in the following risk factors, constitute forward-looking statements.
Some statements in this Form 10-K, including statements in the following risk factors, constitute forward-looking statements. Refer to the section entitled "Cautionary Statement Concerning Forward-Looking Statements" for additional information regarding these forward-looking statements.
Disputes between us and partners or co-venturers may result in litigation or arbitration that would increase our expenses and prevent our officers and/or trustees from focusing their time and effort on our business. Consequently, actions by or disputes with partners or co-venturers might result in subjecting assets owned by the partnership or real estate venture to additional risk.
Disputes between us and partners or co-venturers may result in litigation or arbitration that would increase our expenses and prevent our officers and/or trustees from focusing their time and effort on our business. In addition, we may in certain circumstances be liable for the actions of our third-party partners or co-venturers.
These actions could adversely impact our results of operations and cash flow. Other potential conflicts of interest with the JBG Legacy Funds include transactions with these funds and competition for tenants. We have, and in the future we may, enter into transactions with the JBG Legacy Funds, such as purchasing assets from them.
These actions could adversely impact our results of operations and cash flow. Other potential conflicts of interest may arise with the JBG Legacy Funds or other relevant real estate ventures if we engage in direct transactions or compete for tenants.

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Item 2. Properties

Properties — owned and leased real estate

18 edited+0 added−3 removed4 unchanged
Biggest changeClark Street 100.0 % C Y 276,155 97.1% ​ 97.0% ​ 100.0% ​ 1901 South Bell Street (3) 100.0 % C Y 274,912 92.1% ​ 92.1% ​ - ​ 1770 Crystal Drive ​ 100.0 % C ​ Y ​ 273,650 ​ 98.4% ​ 100.0% ​ 68.5% ​ Crystal City Marriott (345 Rooms) 100.0 % C Y 266,000 - ​ - ​ - ​ 2100 Crystal Drive 100.0 % C Y 253,437 100.0% ​ 100.0% ​ - ​ 1800 South Bell Street 100.0 % C Y 206,186 99.2% ​ 100.0% ​ 88.8% ​ 200 12th Street S. 100.0 % C Y 202,761 77.5% ​ 77.5% ​ - ​ Crystal City Shops at 2100 (3) 100.0 % C Y 43,241 100.0% ​ - ​ 100.0% ​ Crystal Drive Retail (3) 100.0 % C Y 42,938 100.0% ​ - ​ 100.0% ​ Central Place Tower (4) ​ 50.0 % U Y 551,608 99.3% ​ 99.2% ​ 100.0% ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Other VA ​ 800 North Glebe Road 100.0 % C Y 303,759 99.3% ​ 100.0% ​ 81.9% ​ Stonebridge at Potomac Town Center (5) 10.0 % U Y 504,327 100.0% ​ - ​ 95.6% ​ Rosslyn Gateway-North 18.0 % U Y 146,759 68.8% ​ 66.3% ​ 100.0% ​ Rosslyn Gateway-South 18.0 % U Y 103,444 64.6% ​ 68.9% ​ - ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ D.C. ​ 2101 L Street 100.0 % C Y 375,493 77.7% ​ 58.1% ​ 92.6% ​ The Foundry 9.9 % U Y 227,493 79.8% ​ 79.2% ​ 100.0% ​ 1101 17th Street 55.0 % U Y 209,407 89.1% ​ 84.6% ​ 82.8% ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ MD ​ 4747 Bethesda Avenue (6) ​ 100.0 % C ​ Y ​ 300,508 ​ 98.0% ​ 97.9% ​ 100.0% ​ One Democracy Plaza (4) (5) 100.0 % C Y 213,139 87.1% ​ 87.0% ​ 100.0% ​ Operating - Total / Weighted Average ​ ​ ​ ​ ​ ​ 9,655,765 88.7% ​ 85.0% ​ 93.5% ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Totals at JBG SMITH Share ​ National Landing ​ ​ ​ ​ ​ ​ 6,995,632 88.3% ​ 85.5% ​ 93.0% ​ Other VA ​ ​ ​ ​ ​ ​ 399,229 95.8% ​ 95.7% ​ 89.5% ​ D.C. ​ ​ ​ ​ ​ ​ 513,165 80.4% ​ 65.2% ​ 91.3% ​ MD ​ ​ ​ ​ ​ ​ 513,647 93.5% ​ 93.2% 100.0% Operating - Total / Weighted Average ​ ​ ​ ​ ​ ​ ​ 8,421,673 ​ 88.5% ​ 85.1% ​ 92.6% ​ Note: At 100% share, unless otherwise noted.
Biggest changeClark Street 100.0 % C Y 276,203 94.2% ​ 91.1% ​ 80.9% ​ 1901 South Bell Street 100.0 % C Y 274,912 67.6% ​ 67.6% ​ - ​ 1770 Crystal Drive ​ 100.0 % C ​ Y ​ 273,787 ​ 100.0% ​ 100.0% ​ 100.0% ​ 2100 Crystal Drive 100.0 % C Y 253,437 100.0% ​ 100.0% ​ - ​ 1800 South Bell Street (3) 100.0 % C Y 203,273 100.0% ​ 100.0% ​ 100.0% ​ 200 12th Street S. 100.0 % C Y 202,761 77.5% ​ 77.5% ​ - ​ 2200 Crystal Drive (3) 100.0 % C Y 161,668 100.0% ​ 100.0% ​ - ​ Crystal Drive Retail (3) 100.0 % C Y 42,938 100.0% ​ - ​ 100.0% ​ Crystal City Shops at 2100 (3) 100.0 % C Y 34,452 100.0% ​ - ​ 100.0% ​ Central Place Tower (4) ​ 50.0 % U Y 551,594 96.4% ​ 96.2% ​ 100.0% ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Other ​ 2101 L Street 100.0 % C Y 375,493 76.1% ​ 74.6% ​ 92.6% ​ 800 North Glebe Road 100.0 % C Y 303,759 99.3% ​ 100.0% ​ 92.4% ​ One Democracy Plaza (4) (5) 100.0 % C Y 213,139 85.5% ​ 85.6% ​ 70.5% ​ 4747 Bethesda Avenue (6) ​ 20.0 % U ​ Y ​ 300,535 98.0% ​ 97.9% ​ 100.0% ​ 1101 17th Street 55.0 % U Y 209,401 88.6% ​ 88.9% ​ 82.8% ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Operating - Total / Weighted Average ​ ​ ​ ​ ​ ​ 8,269,736 87.0% ​ 85.7% ​ 95.9% ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Totals at JBG SMITH Share ​ National Landing ​ ​ ​ ​ ​ ​ 6,591,612 86.2% ​ 84.6% ​ 96.5% ​ Other ​ ​ ​ ​ ​ ​ 1,067,669 87.2% ​ 86.9% ​ 91.4% ​ Operating - Total / Weighted Average ​ ​ ​ ​ ​ ​ ​ 7,659,281 ​ 86.3% ​ 84.9% ​ 95.8% ​ Note: At 100% share, unless otherwise noted.
We present certain financial information and metrics "at JBG SMITH Share," which is calculated on an entity-by-entity basis, but exclude our: (i) 10.0% subordinated interest in one commercial building, (ii) 33.5% subordinated interest in four commercial buildings and (iii) 49.0% interest in three commercial buildings, 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.
We present certain financial information and metrics "at JBG SMITH Share," which is calculated on an entity-by-entity basis, but exclude our: (i) 10.0% subordinated interest in one commercial building, (ii) 33.5% subordinated interest in four commercial buildings, (iii) 49.0% interest in three commercial buildings and (iv) 9.9% interest in one commercial building, 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.
The weighted average remaining lease term for the entire portfolio is 5.7 years. (1) Annualized rent and annualized rent per square foot exclude percentage rent and the square footage of tenants that only pay percentage rent. ​
The weighted average remaining lease term for the entire portfolio is 5.1 years. (1) Annualized rent and annualized rent per square foot exclude percentage rent and the square footage of tenants that only pay percentage rent. ​
A significant number of our assets included in the following tables are held through real estate ventures with third parties or are subject to ground leases.
A number of our assets included in the following tables are held through real estate ventures with third parties or are subject to ground leases.
We classify our portfolio as "operating," "under-construction," or "development pipeline." The following tables provide information about each of our commercial, multifamily and development pipeline portfolios as of December 31, 2022. Many of our assets in the development pipeline are adjacent to or an integrated component of operating commercial or multifamily assets in our portfolio.
We classify our portfolio as "operating," "under-construction," or "development pipeline." The following tables provide information about our multifamily, commercial and development pipeline portfolios as of December 31, 2023. Many of our assets in the development pipeline are adjacent to or an integrated component of operating multifamily or commercial assets in our portfolio.
Because as of December 31, 2022, 8.8% of our assets, as measured by total square feet, was held through real estate ventures in which we own less than 100% of the ownership interest, we believe this form of presentation, which includes our economic interests in the unconsolidated real estate ventures, provides investors important information regarding a significant component of our portfolio, its composition, performance and capitalization.
Because as of December 31, 2023, 7.2% of our assets, as measured by total square feet, was held through real estate ventures in which we own less than 100% of the ownership interest, we believe this form of presentation, which includes our economic interests in the unconsolidated real estate ventures, provides investors important information regarding a significant component of our portfolio, its composition, performance and capitalization.
Clark Street - Residential (3) 100.0 % C Y 216 96,948 90.2% ​ 86.9% ​ - ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ D.C. ​ ​ ​ West Half ​ 100.0 % C Y 465 385,516 89.3% ​ 89.2% ​ 83.2% ​ Fort Totten Square 100.0 % C Y 345 384,956 98.5% ​ 95.7% ​ 100.0% ​ The Wren (4) ​ 99.7 % C ​ N ​ 433 ​ 332,682 ​ 96.2% ​ 94.5% ​ 100.0% ​ The Batley ​ 100.0 % C ​ N ​ 432 ​ 300,388 ​ 93.1% ​ 91.7% ​ - ​ WestEnd25 100.0 % C Y 283 273,264 95.1% ​ 94.7% ​ - ​ F1RST Residences ​ 100.0 % C ​ Y ​ 325 ​ 270,928 ​ 94.9% ​ 93.2% ​ 88.8% ​ Atlantic Plumbing (5) 100.0 % C Y 310 245,143 97.1% ​ 95.8% ​ 77.0% ​ 1221 Van Street 100.0 % C Y 291 225,530 94.4% ​ 92.1% ​ 100.0% ​ 901 W Street ​ 100.0 % C ​ Y ​ 161 ​ 154,379 ​ 96.7% ​ 98.1% ​ 57.9% ​ 900 W Street (3) ​ 100.0 % C ​ Y ​ 95 ​ 71,050 ​ 64.2% ​ 50.5% ​ - ​ North End Retail 100.0 % C Y — 27,355 91.6% ​ - ​ 91.6% ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ MD ​ ​ ​ 8001 Woodmont (6) 100.0 % C N 322 363,979 83.3% ​ 81.1% ​ 95.1% ​ Falkland Chase-South & West 100.0 % C Y 268 222,754 97.4% ​ 97.4% ​ - ​ Falkland Chase-North ​ 100.0 % C ​ Y ​ 170 ​ 112,143 ​ 96.5% ​ 96.5% ​ - ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Operating - Total / Weighted Average (3) ​ ​ ​ ​ ​ ​ 6,756 5,685,414 94.5% ​ 93.6% ​ 93.4% ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Under-Construction ​ ​ ​ National Landing ​ ​ ​ ​ ​ 1900 Crystal Drive (7) — ​ C ​ ​ 808 633,985 ​ ​ ​ ​ ​ ​ ​ 2000/2001 South Bell Street (7) ​ — ​ C ​ ​ ​ 775 ​ 580,966 ​ ​ ​ ​ ​ ​ ​ Under-Construction - Total ​ ​ ​ ​ ​ ​ 1,583 1,214,951 ​ ​ ​ ​ ​ ​ ​ Total ​ ​ ​ ​ ​ 8,339 6,900,365 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Totals at JBG SMITH Share (3) ​ ​ ​ National Landing ​ ​ ​ ​ ​ ​ 2,856 2,315,347 95.5% ​ 94.7% ​ 100.0% ​ D.C. ​ ​ ​ ​ ​ ​ ​ 3,139 ​ 2,670,089 ​ 94.8% ​ 93.4% ​ 92.4% ​ MD ​ ​ ​ ​ ​ ​ 760 698,876 89.9% ​ 90.3% ​ 95.1% ​ Operating - Total / Weighted Average ​ ​ ​ ​ ​ ​ ​ 6,755 ​ 5,684,312 ​ 94.5% ​ 93.6% ​ 93.4% ​ Under-construction assets ​ ​ ​ ​ ​ ​ ​ 1,583 ​ 1,214,951 ​ ​ ​ ​ ​ ​ Note: At 100% share, unless otherwise noted.
Clark Street - Residential (3) 100.0 % C Y 216 96,948 88.6% ​ 85.9% ​ - ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ D.C. ​ ​ ​ West Half ​ 100.0 % C Y 465 385,368 94.4% ​ 93.1% ​ 83.1% ​ Fort Totten Square 100.0 % C Y 345 384,956 97.3% ​ 91.6% ​ 100.0% ​ The Wren ​ 100.0 % C ​ Y ​ 433 ​ 332,682 ​ 96.8% ​ 94.2% ​ 100.0% ​ The Batley ​ 100.0 % C ​ Y ​ 432 ​ 300,388 ​ 96.1% ​ 94.4% ​ - ​ WestEnd25 100.0 % C Y 283 273,264 94.3% ​ 93.6% ​ - ​ F1RST Residences ​ 100.0 % C ​ Y ​ 325 ​ 270,928 ​ 95.1% ​ 94.2% ​ 100.0% ​ Atlantic Plumbing 100.0 % C Y 310 245,143 94.0% ​ 93.9% ​ 89.2% ​ 1221 Van Street 100.0 % C Y 291 225,592 96.0% ​ 93.1% ​ 100.0% ​ 901 W Street ​ 100.0 % C ​ Y ​ 161 ​ 154,379 ​ 94.5% ​ 95.7% ​ 63.9% ​ 900 W Street (3) ​ 100.0 % C ​ Y ​ 95 ​ 71,050 ​ 61.1% ​ 47.4% ​ - ​ North End Retail (4) 100.0 % C Y — 27,355 96.0% ​ - ​ 96.0% ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ MD ​ ​ ​ 8001 Woodmont 100.0 % C N 322 363,979 96.2% ​ 94.1% ​ 95.1% ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Operating - Total / Weighted Average (3) ​ ​ ​ ​ ​ ​ 6,318 5,350,431 96.0% ​ 94.7% ​ 95.3% ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Under-Construction ​ ​ ​ National Landing ​ ​ ​ ​ ​ 1900 Crystal Drive (5) — ​ C ​ ​ 808 633,985 ​ ​ ​ ​ ​ ​ ​ 2000/2001 South Bell Street (5) ​ — ​ C ​ ​ ​ 775 ​ 580,966 ​ ​ ​ ​ ​ ​ ​ Under-Construction - Total ​ ​ ​ ​ ​ ​ 1,583 1,214,951 ​ ​ ​ ​ ​ ​ ​ Total ​ ​ ​ ​ ​ 7,901 6,565,382 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Totals at JBG SMITH Share (3) ​ ​ ​ National Landing ​ ​ ​ ​ ​ ​ 2,856 2,315,347 96.6% ​ 96.0% ​ 100.0% ​ D.C. ​ ​ ​ ​ ​ ​ ​ 3,140 ​ 2,671,105 ​ 95.5% ​ 93.7% ​ 94.7% ​ MD ​ ​ ​ ​ ​ ​ 322 363,979 96.2% ​ 94.1% ​ 95.1% ​ Operating - Total / Weighted Average ​ ​ ​ ​ ​ ​ ​ 6,318 ​ 5,350,431 ​ 96.0% ​ 94.7% ​ 95.3% ​ Under-construction assets ​ ​ ​ ​ ​ ​ ​ 1,583 ​ 1,214,951 ​ ​ ​ ​ ​ ​ ​ Note: At 100% share, unless otherwise noted.
(5) Controlled through an option to acquire a leasehold interest. As of December 31, 2022, the weighted average remaining term for the option is 1.8 years. (6) Comprises six assets in which we have a minority interest. 809,500 SF is currently encumbered by two operating commercial assets.
(1) Currently encumbered by an operating commercial asset. (2) Controlled through an option to acquire a leasehold interest. As of December 31, 2023, the weighted average remaining term for the option is 1.4 years. (3) Comprises four assets in which we have a minority interest.
(6) Includes our corporate office lease for approximately 84,400 square feet. 37 Table of Contents Multifamily Assets ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Number Total ​ ​ Multifamily ​ ​ ​ ​ ​ % ​ ​ ​ Same Store (2) : ​ of ​ Square ​ % ​ % ​ Retail % ​ Multifamily Assets ​ Ownership ​ C/U (1) ​ YTD 2021-2022 ​ Units ​ Feet ​ Leased ​ Occupied ​ Occupied ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ National Landing ​ ​ ​ RiverHouse Apartments 100.0 % C Y 1,676 1,327,551 96.1% ​ 95.5% ​ 100.0% ​ The Bartlett 100.0 % C Y 699 619,372 93.6% ​ 92.8% ​ 100.0% ​ 220 20th Street 100.0 % C Y 265 271,476 97.0% ​ 94.7% ​ 100.0% ​ 2221 S.
In addition to other information, the following tables indicate our percentage ownership, whether the asset is consolidated or unconsolidated, and whether the asset is subject to a ground lease. 37 Table of Contents Multifamily Assets ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Number Total ​ ​ Multifamily ​ ​ ​ ​ ​ % ​ ​ ​ Same Store (2) : ​ of ​ Square ​ % ​ % ​ Retail % ​ Multifamily Assets ​ Ownership ​ C/U (1) ​ YTD 2022-2023 ​ Units ​ Feet ​ Leased ​ Occupied ​ Occupied ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ National Landing ​ ​ ​ RiverHouse Apartments 100.0 % C Y 1,676 1,327,551 96.6% ​ 96.0% ​ 100.0% ​ The Bartlett 100.0 % C Y 699 619,372 97.2% ​ 96.7% ​ 100.0% ​ 220 20th Street 100.0 % C Y 265 271,476 95.1% ​ 94.0% ​ 100.0% ​ 2221 S.
This out-of-service square footage is excluded from square feet, leased and occupancy metrics in the above table. ​ ​ ​ ​ ​ ​ ​ ​ ​ Not Available Commercial Asset In-Service for Lease 1550 Crystal Drive 550,311 ​ 1,721 251 18th Street S. ​ 317,374 ​ 21,992 1901 South Bell Street ​ 274,912 ​ 1,924 Crystal City Shops at 2100 ​ 43,241 ​ 28,974 Crystal Drive Retail ​ 42,938 ​ 14,027 2221 S.
This out-of-service square footage is excluded from square feet, leased and occupancy metrics in the above table. ​ ​ ​ ​ ​ ​ ​ ​ ​ Not Available Commercial Asset In-Service for Lease 1550 Crystal Drive 555,302 ​ 3,270 241 18th Street S. ​ 355,728 ​ 6,612 251 18th Street S. ​ 309,450 ​ 29,996 1800 South Bell Street ​ 203,273 ​ 2,913 2200 Crystal Drive ​ 161,668 ​ 121,940 Crystal Drive Retail ​ 42,938 ​ 14,027 Crystal City Shops at 2100 ​ 34,452 ​ 37,763 2221 S.
Clark Street - Office ​ — ​ 35,182 (4) Asset is subject to a ground lease where we are the lessee. (5) Not Metro-served.
Clark Street - Office ​ — ​ 35,182 (4) Asset is subject to a ground lease where we are the lessee. In February 2024, one of our unconsolidated real estate ventures sold Central Place Tower for a gross sales price of $325.0 million. (5) Not Metro-served.
Major Tenants The following table sets forth information for our 10 largest tenants by annualized rent for the year ended December 31, 2022: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ At JBG SMITH Share ​ ​ ​ ​ ​ ​ ​ ​ Annualized ​ % of Total ​ ​ Number of Square % of Total Rent Annualized Tenant ​ Leases ​ Feet ​ Square Feet ​ (In thousands) ​ Rent GSA 40 1,940,799 26.4 % $ 77,585 23.2 % Amazon 8 1,035,347 14.1 % 44,927 13.4 % Gartner, Inc 1 174,424 2.4 % 12,442 3.7 % Lockheed Martin Corporation 2 207,095 2.8 % 9,734 2.9 % Booz Allen Hamilton Inc 3 159,610 2.2 % 8,020 2.4 % Accenture LLP 2 116,736 1.6 % 5,987 1.8 % Public Broadcasting Service 1 120,328 1.6 % 4,866 1.5 % Evolent Health LLC 1 90,905 1.2 % 4,693 1.4 % Greenberg Traurig LLP 1 64,090 0.9 % 4,595 1.4 % The International Justice Mission 1 74,833 1.0 % 4,348 1.3 % Total 60 3,984,167 54.2 % $ 177,197 53.0 % ​ Note: Includes all in-place leases as of December 31, 2022 for which a tenant has taken occupancy for office and retail space within our Operating Portfolio. 39 Table of Contents Lease Expirations The following table sets forth as of December 31, 2022 the scheduled expirations of tenant leases in our Operating Portfolio for each year from 2023 through 2031 and thereafter, assuming no exercise of renewal options or early termination rights: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ At JBG SMITH Share ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ % of ​ ​ ​ ​ ​ ​ ​ ​ ​ % of ​ Annualized ​ Total ​ Annualized ​ ​ Number of ​ Square ​ Total ​ Rent (1) ​ Annualized ​ Rent Per Year of Lease Expiration ​ Leases ​ Feet ​ Square Feet ​ (in thousands) ​ Rent ​ Square Foot (1) Month-to-Month 41 91,420 1.2 % $ 1,263 0.4 % $ 13.81 2023 99 797,097 10.8 % 34,846 10.4 % 43.72 2024 70 1,424,593 19.4 % 65,051 19.4 % 45.66 2025 73 730,947 9.9 % 32,397 9.7 % 44.32 2026 51 229,012 3.1 % 11,299 3.4 % 49.34 2027 38 511,561 7.0 % 24,037 7.2 % 46.99 2028 55 416,369 5.7 % 20,268 6.0 % 48.68 2029 22 145,570 2.0 % 6,809 2.0 % 46.78 2030 28 393,117 5.3 % 22,182 6.6 % 56.43 2031 26 597,762 8.1 % 21,548 6.4 % 36.05 Thereafter 77 2,018,208 27.5 % 95,435 28.5 % 48.22 Total / Weighted Average 580 7,355,656 100.0 % $ 335,135 100.0 % $ 45.81 Note: Includes all in-place leases as of December 31, 2022 for office and retail space within our Operating Portfolio and assuming no exercise of renewal options or early termination rights.
Major Tenants The following table sets forth information for our 10 largest tenants by annualized rent for the year ended December 31, 2023: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ At JBG SMITH Share ​ ​ ​ ​ ​ ​ ​ ​ Annualized ​ % of Total ​ ​ Number of Square % of Total Rent Annualized Tenant ​ Leases ​ Feet ​ Square Feet ​ (In thousands) ​ Rent GSA 37 1,810,310 26.1 % $ 72,167 22.7 % Amazon 6 926,703 13.4 % 41,640 13.1 % Gartner, Inc 1 174,424 2.5 % 12,878 4.1 % Lockheed Martin Corporation 2 207,095 3.0 % 10,001 3.2 % Accenture LLP 2 116,736 1.7 % 5,722 1.8 % Public Broadcasting Service 1 120,328 1.7 % 5,004 1.6 % Booz Allen Hamilton Inc 3 107,415 1.5 % 4,859 1.5 % Greenberg Traurig LLP 1 64,090 0.9 % 4,698 1.5 % The International Justice Mission 1 74,833 1.1 % 4,508 1.4 % Family Health International 1 59,514 0.9 % 4,047 1.3 % Total 55 3,661,448 52.8 % $ 165,524 52.2 % ​ Note: Includes all leases as of December 31, 2023 for which a tenant has taken occupancy for office and retail space within our Operating Portfolio. 40 Table of Contents Lease Expirations The following table sets forth as of December 31, 2023 the scheduled expirations of tenant leases in our Operating Portfolio for each year from 2024 through 2032 and thereafter: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ At JBG SMITH Share ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ % of ​ ​ ​ ​ ​ ​ ​ ​ ​ % of ​ Annualized ​ Total ​ Annualized ​ ​ Number of ​ Square ​ Total ​ Rent (1) ​ Annualized ​ Rent Per Year of Lease Expiration ​ Leases ​ Feet ​ Square Feet ​ (In thousands) ​ Rent ​ Square Foot (1) Month-to-Month 34 350,538 5.1 % $ 12,823 4.0 % $ 36.58 2024 84 1,425,853 20.6 % 67,318 21.2 % 47.21 2025 59 470,183 6.8 % 21,600 6.8 % 45.94 2026 52 246,936 3.6 % 12,414 3.9 % 50.27 2027 34 508,033 7.3 % 24,879 7.8 % 48.97 2028 39 429,762 6.2 % 20,916 6.6 % 48.67 2029 27 199,507 2.9 % 9,730 3.1 % 48.77 2030 22 608,111 8.8 % 29,839 9.4 % 49.07 2031 27 552,510 8.0 % 21,122 6.7 % 38.23 2032 20 793,813 11.5 % 36,919 11.6 % 46.51 Thereafter 62 1,345,827 19.2 % 59,766 18.9 % 45.74 Total / Weighted Average 460 6,931,073 100.0 % $ 317,326 100.0 % $ 46.04 Note: Includes all leases as of December 31, 2023 for which a tenant has taken occupancy for office and retail space within our Operating Portfolio and assuming no exercise of renewal options or early termination rights.
See Note 6 to the consolidated financial statements for additional information. ​ 38 Table of Contents Development Pipeline ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Estimated ​ ​ % ​ Estimated Potential Development Density (SF) ​ Number of Asset Ownership ​ Total Office Multifamily Retail ​ Units ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ National Landing ​ ​ ​ ​ ​ ​ ​ 3330 Exchange Avenue (1) ​ 50.0% ​ 239,800 ​ — ​ 216,400 ​ 23,400 ​ 240 3331 Exchange Avenue (1) ​ 50.0% ​ 180,600 ​ — ​ 164,300 ​ 16,300 ​ 170 Potomac Yard Landbay F/G/H (2) ​ 50.0% / 100.0% ​ 2,614,000 ​ 1,369,000 ​ 1,147,000 ​ 98,000 ​ 1,240 2250 Crystal Drive ​ 100.0% ​ 696,200 ​ — ​ 681,300 ​ 14,900 ​ 825 1415 S.
(6) Includes our corporate office lease for approximately 84,400 square feet. ​ 39 Table of Contents Development Pipeline ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Estimated ​ ​ % ​ Estimated Potential Development Density (SF) ​ Number of Asset Ownership ​ Total Multifamily Office Retail ​ Units ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ National Landing ​ ​ ​ ​ ​ ​ ​ Potomac Yard Landbay F/G/H ​ 50.0% / 100.0% ​ 2,614,000 ​ 1,147,000 ​ 1,369,000 ​ 98,000 ​ 1,240 1415 S.
In addition to other information, the following tables indicate our percentage ownership, whether the asset is consolidated or unconsolidated, and whether the asset is subject to a ground lease. 36 Table of Contents Commercial Assets ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total ​ ​ ​ ​ ​ % ​ ​ ​ Same Store (2) : ​ Square ​ % ​ Office % ​ Retail % Commercial Assets ​ Ownership ​ C/U (1) ​ YTD 2021-2022 ​ Feet ​ Leased ​ Occupied ​ Occupied ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ National Landing ​ 1550 Crystal Drive (3) 100.0 % C Y 550,311 91.0% ​ 88.8% ​ 95.7% ​ 2121 Crystal Drive 100.0 % C Y 504,893 86.9% ​ 71.5% ​ - ​ 2345 Crystal Drive 100.0 % C Y 499,675 83.6% ​ 83.3% ​ 100.0% ​ 2231 Crystal Drive 100.0 % C Y 468,907 75.1% ​ 68.6% ​ 97.4% ​ 2011 Crystal Drive 100.0 % C Y 440,510 60.5% ​ 58.9% ​ 50.3% ​ 2451 Crystal Drive 100.0 % C Y 402,374 88.0% ​ 76.3% ​ 92.6% ​ 1235 S.
See Note 6 to the consolidated financial statements for additional information. ​ 38 Table of Contents Commercial Assets ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total ​ ​ ​ ​ ​ % ​ ​ ​ Same Store (2) : ​ Square ​ % ​ Office % ​ Retail % Commercial Assets ​ Ownership ​ C/U (1) ​ YTD 2022-2023 ​ Feet ​ Leased ​ Occupied ​ Occupied ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ National Landing ​ 1550 Crystal Drive (3) 100.0 % C Y 555,302 95.3% ​ 91.4% ​ 100.0% ​ 2121 Crystal Drive 100.0 % C Y 509,922 89.7% ​ 87.0% ​ 100.0% ​ 2345 Crystal Drive 100.0 % C Y 499,688 55.4% ​ 55.0% ​ 74.3% ​ 2231 Crystal Drive 100.0 % C Y 468,907 72.7% ​ 69.6% ​ 97.4% ​ 2011 Crystal Drive 100.0 % C Y 440,510 57.6% ​ 57.7% ​ 50.3% ​ 2451 Crystal Drive 100.0 % C Y 402,375 86.3% ​ 86.1% ​ 92.6% ​ 1235 S.
Eads Street ​ 100.0% ​ 531,400 ​ — ​ 527,400 ​ 4,000 ​ 635 223 23rd Street ​ 100.0% ​ 492,100 ​ — ​ 484,100 ​ 8,000 ​ 610 101 12th Street S. ​ 100.0% ​ 239,600 ​ 234,400 ​ — ​ 5,200 ​ — RiverHouse Land ​ 100.0% ​ 1,988,400 ​ — ​ 1,960,600 ​ 27,800 ​ 1,665 2525 Crystal Drive ​ 100.0% ​ 373,000 ​ — ​ 370,000 ​ 3,000 ​ 370 1800 South Bell Street Land (3) ​ 100.0% ​ 255,000 ​ 245,000 ​ — ​ 10,000 ​ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ D.C. ​ ​ Gallaudet Parcel 2-3 (4) (5) 100.0% ​ 819,100 ​ — ​ 758,200 ​ 60,900 ​ 820 5 M Street Southwest ​ 100.0% ​ 664,700 ​ — ​ 648,400 ​ 16,300 ​ 650 Capitol Point - North ​ 100.0% ​ 738,300 ​ — ​ 705,500 ​ 32,800 ​ 760 Gallaudet Parcel 4 (5) ​ 100.0% ​ 577,700 ​ — ​ 514,800 ​ 62,900 ​ 645 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Other Development Parcels (6) ​ ​ ​ 2,057,600 ​ 1,604,400 ​ 453,200 ​ — ​ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total ​ ​ 12,467,500 3,452,800 8,631,200 383,500 8,630 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Totals at JBG SMITH Share ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ National Landing ​ ​ ​ 6,593,000 ​ 1,313,900 ​ 5,137,300 ​ 141,800 ​ 5,280 D.C. ​ ​ ​ 2,992,100 ​ 149,600 ​ 2,669,600 ​ 172,900 ​ 2,875 Other ​ ​ ​ 145,700 ​ 89,700 ​ 56,000 ​ — ​ — ​ ​ ​ ​ 9,730,800 ​ 1,553,200 ​ 7,862,900 ​ 314,700 ​ 8,155 Note: At 100% share, unless otherwise noted.
Eads Street ​ 100.0% ​ 531,400 ​ 527,400 ​ — ​ 4,000 ​ 635 3330 Exchange Avenue ​ 50.0% ​ 239,800 ​ 216,400 ​ — ​ 23,400 ​ 240 3331 Exchange Avenue ​ 50.0% ​ 180,600 ​ 164,300 ​ — ​ 16,300 ​ 170 RiverHouse Land ​ 100.0% ​ 1,988,400 ​ 1,960,600 ​ — ​ 27,800 ​ 1,665 2250 Crystal Drive ​ 100.0% ​ 696,200 ​ 681,300 ​ — ​ 14,900 ​ 825 223 23rd Street ​ 100.0% ​ 492,100 ​ 484,100 ​ — ​ 8,000 ​ 610 2525 Crystal Drive ​ 100.0% ​ 373,000 ​ 370,000 ​ — ​ 3,000 ​ 370 101 12th Street S. ​ 100.0% ​ 239,600 ​ — ​ 234,400 ​ 5,200 ​ — 1800 South Bell Street Land (1) ​ 100.0% ​ 311,000 ​ — ​ 307,000 ​ 4,000 ​ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ D.C. ​ ​ ​ Gallaudet Parcel 2-3 (2) 100.0% ​ 819,100 ​ 758,200 ​ — ​ 60,900 ​ 820 Capitol Point - North ​ 100.0% ​ 451,400 ​ 434,100 ​ — ​ 17,300 ​ 470 Gallaudet Parcel 4 (2) ​ 100.0% ​ 644,200 ​ 605,200 ​ — ​ 39,000 ​ 645 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ — ​ ​ Other Development Parcels (3) ​ ​ ​ 1,248,100 ​ 142,200 ​ 1,105,900 ​ — ​ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total ​ ​ 10,828,900 7,490,800 3,016,300 321,800 7,690 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Totals at JBG SMITH Share ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ National Landing ​ ​ ​ 6,649,000 ​ 5,137,300 ​ 1,375,900 ​ 135,800 ​ 5,280 D.C. ​ ​ ​ 2,107,000 ​ 1,840,200 ​ 149,600 ​ 117,200 ​ 1,935 ​ ​ ​ ​ 8,756,000 ​ 6,977,500 ​ 1,525,500 ​ 253,000 ​ 7,215 Note: At 100% share, unless otherwise noted.
Clark Street 100.0 % C Y 384,911 96.6% ​ 95.3% ​ 95.0% ​ 241 18th Street S. 100.0 % C Y 362,219 95.7% ​ 96.2% ​ 89.9% ​ 1215 S.
Clark Street 100.0 % C Y 384,656 97.5% ​ 95.4% ​ 95.0% ​ 241 18th Street S. (3) 100.0 % C Y 355,728 96.3% ​ 93.8% ​ 100.0% ​ 1215 S.
Clark Street 100.0 % C Y 336,159 100.0% ​ 100.0% ​ 100.0% ​ 201 12th Street S. 100.0 % C Y 329,607 98.8% ​ 98.2% ​ 100.0% ​ 251 18th Street S. (3) 100.0 % C Y 317,374 96.2% ​ 99.0% ​ 61.1% ​ 2200 Crystal Drive 100.0 % C Y 283,608 57.0% ​ 57.0% ​ - ​ 1225 S.
Clark Street 100.0 % C Y 336,159 99.6% ​ 100.0% ​ 44.5% ​ 201 12th Street S. 100.0 % C Y 329,687 99.8% ​ 98.4% ​ 100.0% ​ 251 18th Street S. (3) 100.0 % C Y 309,450 82.7% ​ 81.7% ​ 100.0% ​ 1225 S.
The assets are consolidated in our financial statements as they are owned through variable interest entities for which we are the primary beneficiary.
(4) In January 2024, we sold North End Retail for a gross sales price of $14.3 million. (5) In 2021, we leased the land underlying 1900 Crystal Drive and 2000/2001 South Bell Street to a lessee. The assets are consolidated in our financial statements as they are owned through variable interest entities for which we are the primary beneficiary.
Removed
(4) In October 2022, we acquired an additional 3.7% ownership interest in The Wren, increasing our ownership interest to 99.7%. In February 2023, we acquired the remaining 0.3% ownership interest in The Wren, increasing our ownership interest to 100.0%. (5) In August 2022, we acquired the remaining 36.0% ownership interest in Atlantic Plumbing.
Removed
See Note 3 to the consolidated financial statements for additional information. (6) In October 2022, we acquired the remaining 50.0% ownership interest in 8001 Woodmont. See Note 3 to the consolidated financial statements for additional information. (7) In 2021, we leased the land underlying 1900 Crystal Drive and 2000/2001 South Bell Street to a lessee.
Removed
(1) Formerly referred to as Potomac Yard Landbay F – Block 19 and 15. (2) The ownership percentage for Potomac Yard Landbay F/G is 50.0%, and the ownership percentage for Potomac Yard Landbay H is 100.0%. (3) Currently encumbered by an operating commercial asset. (4) Formerly referred to as Gallaudet Parcel 1-3.

Item 3. Legal Proceedings

Legal Proceedings — active lawsuits and investigations

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Biggest changeITEM 3. LEGAL PROCEEDINGS We are, from time to time, involved in 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. ​ ITEM 4. MINE SAFETY DISCLOSURES Not applicable. ​ PART II
Biggest changeITEM 3. LEGAL PROCEEDINGS We are, from time to time, involved in 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. ​ ITEM 4.
Added
MINE SAFETY DISCLOSURES Not applicable. ​ ​ ​ 41 Table of Contents PART II

Item 5. Market for Registrant's Common Equity

Market for Common Equity — stock, dividends, buybacks

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Biggest changePurchases 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.
Biggest changeOur Board of Trustees previously 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. 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.
No assurances can be given regarding what portion, if any, of distributions in 2023 or subsequent years will constitute a return of capital for federal income tax purposes.
No assurances can be given regarding what portion, if any, of distributions in 2024 or subsequent years will constitute a return of capital for federal income tax purposes.
The graph below compares the cumulative total return of our common shares, the S&P MidCap 400 Index and the FTSE Nareit Equity Office Index, from December 31, 2017 through December 31, 2022. The comparison assumes $100 was invested on December 31, 2017 in our common shares and in each of the foregoing indexes and assumes reinvestment of dividends, as applicable.
The graph below compares the cumulative total return of our common shares, the S&P MidCap 400 Index and the FTSE Nareit Equity Office Index, from December 31, 2018 through December 31, 2023. The comparison assumes $100 was invested on December 31, 2018 in our common shares and in each of the foregoing indexes and assumes reinvestment of dividends, as applicable.
ITEM 5. MARKET FOR REGISTRANT'S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES Market Information and Dividends Our common shares trade under the symbol "JBGS." On February 14, 2023, there were 799 holders of record of our common shares.
ITEM 5. MARKET FOR REGISTRANT'S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES Market Information and Dividends Our common shares trade under the symbol "JBGS." On February 16, 2024, there were 832 holders of record of our common shares.
Distributions to the extent of our current and accumulated earnings and profits for federal income tax purposes generally will be taxable to a shareholder as ordinary dividend income.
The annual distribution amounts are different from dividends as calculated for federal income tax purposes. Distributions to the extent of our current and accumulated earnings and profits for federal income tax purposes generally will be taxable to a shareholder as ordinary dividend income.
To qualify for the beneficial tax treatment accorded to REITs under the Code, we are currently required to make distributions to holders of our shares in an amount equal to at least 90% of our REIT taxable income as defined in Section 857 of the Code. 40 Table of Contents The annual distribution amounts are different from dividends as calculated for federal income tax purposes.
To qualify for the beneficial tax treatment accorded to REITs under the Code, we are currently required to make distributions to holders of our shares in an amount equal to at least 90% of our REIT taxable income as defined in Section 857 of the Code.
This number does not reflect individuals or other entities who hold their shares in "street name." Dividends declared for each of the three years in the period ended December 31, 2022 totaled $0.90 per common share (regular quarterly dividends of $0.225 per common share).
This number does not reflect individuals or other entities who hold their shares in "street name." Dividends declared for the year ended December 31, 2023 totaled $0.675 per common share (quarterly dividends of $0.225 per common share for the first three quarters of 2023.
While future dividends will be declared at the discretion of our Board of Trustees and will depend upon cash generated by our operating activities, our financial condition, capital requirements, annual distribution requirements under the REIT provisions of the Code and such other factors as our Board of Trustees deems relevant, management currently expects regular quarterly dividends in 2023 will be comparable in amount with those declared in 2022.
Future dividends will be declared at the discretion of our Board of Trustees and will depend upon cash generated by our operating activities, our financial condition, capital requirements, annual distribution requirements under the REIT provisions of the Code and such other factors as our Board of Trustees deems relevant.
Removed
There can be no assurance that the performance of our shares will continue in line with the same or similar trends depicted in the graph below. ​ ​ 41 Table of Contents ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 12/31/2017 ​ 12/31/2018 12/31/2019 12/31/2020 ​ 12/31/2021 12/31/2022 JBG SMITH Properties 100.00 ​ 103.03 120.79 ​ 97.58 ​ 92.29 ​ 63.64 S&P MidCap 400 Index 100.00 ​ 88.92 112.21 ​ 127.54 ​ 159.12 ​ 138.34 FTSE Nareit Equity Office Index 100.00 ​ 85.50 112.36 ​ 91.65 ​ 111.81 ​ 69.75 ​ Sales of Unregistered Shares During the year ended December 31, 2022, we did not sell any unregistered securities.
Added
On February 14, 2024, our Board of Trustees declared a quarterly dividend of $0.175 per common share, payable on March 15, 2024 to shareholders of record as of March 1, 2024. Dividends declared for the years ended December 31, 2022 and 2021 totaled $0.90 per common share (quarterly dividends of $0.225 per common share).
Removed
Repurchases of Equity Securities In March 2020, our Board of Trustees authorized the repurchase of up to $500.0 million of our outstanding common shares, which it increased to an aggregate of $1.0 billion in June 2022.
Added
There can be no assurance that the performance of our shares will continue in line with the same or similar trends depicted in the graph below. ​ 42 Table of Contents ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 12/31/2018 ​ 12/31/2019 12/31/2020 12/31/2021 ​ 12/31/2022 12/31/2023 JBG SMITH Properties 100.00 ​ 117.23 94.71 ​ 89.58 ​ 61.77 ​ 57.98 S&P MidCap 400 Index 100.00 ​ 126.20 143.44 ​ 178.95 ​ 155.58 ​ 181.15 FTSE Nareit Equity Office Index 100.00 ​ 131.42 107.19 ​ 130.77 ​ 81.58 ​ 83.23 ​ Sales of Unregistered Shares During the year ended December 31, 2023, we did not sell any unregistered securities. 43 Table of Contents Repurchases of Equity Securities The following is a summary of common shares repurchased: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 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 October 1, 2023 - October 31, 2023 ​ 2,021,688 ​ $ 13.85 ​ ​ 2,021,688 ​ $ 559,438,395 November 1, 2023 - November 30, 2023 ​ 914,797 ​ ​ 13.40 ​ ​ 914,797 ​ ​ 547,157,665 December 1, 2023 - December 31, 2023 ​ 1,194,234 ​ ​ 15.31 ​ ​ 1,194,234 ​ ​ 528,849,166 Total for the three months ended December 31, 2023 ​ 4,130,719 ​ ​ 14.17 ​ ​ 4,130,719 ​ ​ ​ Total for the year ended December 31, 2023 ​ 22,576,594 ​ ​ 14.83 ​ ​ 22,576,594 ​ ​ ​ Program total since inception in March 2020 (1) ​ 45,874,003 ​ ​ 20.88 ​ ​ 45,874,003 ​ ​ ​ (1) During the first quarter of 2024, through the date of this filing, we repurchased and retired 2.7 million common shares for $45.4 million, a weighted average purchase price per share of $16.52, pursuant to a repurchase plan under Rule 10b5-1 of the Securities Exchange Act of 1934, as amended.
Removed
During the year ended December 31, 2022, we repurchased and retired 14.2 million common shares for $361.0 million, a weighted average purchase price per share of $25.49. Since we began the share repurchase program, we have repurchased and retired 23.3 million common shares for $623.5 million, a weighted average purchase price per share of $26.74.

Item 6. [Reserved]

Selected Financial Data — reserved (removed by SEC in 2021)

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Biggest changeItem 6. ​ [Reserved] 42 Item 7. ​ Management's Discussion and Analysis of Financial Condition and Results of Operations 42 Item 7A. ​ Quantitative and Qualitative Disclosures About Market Risk 62 Item 8. ​ Financial Statements and Supplementary Data 64
Biggest changeItem 6. ​ [Reserved] 44 Item 7. ​ Management's Discussion and Analysis of Financial Condition and Results of Operations 44 Item 7A. ​ Quantitative and Qualitative Disclosures About Market Risk 63 Item 8. ​ Financial Statements and Supplementary Data 65

Item 7. Management's Discussion & Analysis

Management's Discussion & Analysis (MD&A) — revenue / margin commentary

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Biggest changeNet cash used in financing activities of $730.1 million primarily comprised: (i) $400.0 million of repayments of our revolving credit facility, (ii) $361.0 million of common shares repurchased, (iii) $270.7 million of repayments of mortgage loans, (iv) $107.7 million of dividends paid to common shareholders, (v) $16.4 million of distributions to redeemable noncontrolling interests and (vi) $9.5 million related to the redemption of our partner’s noncontrolling interest, partially offset by (vii) $179.7 million of borrowings under mortgage loans, (viii) $150.0 million of borrowings under our unsecured term loan, (ix) $100.0 million of proceeds from borrowings under our revolving credit facility and (x) $9.4 million of contributions from noncontrolling interests.
Biggest changeNet cash used in investing activities of $98.2 million primarily comprised: (i) $333.7 million of development costs, construction in progress and real estate additions, (ii) $29.0 million of investments in unconsolidated real estate ventures and other investments and (iii) a $19.6 million payment of a deferred purchase price related to the 2020 acquisition of a development parcel, partially offset by (iv) $281.5 million of proceeds from the sale of real estate and (v) $10.5 million of distributions of capital from unconsolidated real estate ventures and other investments. 60 Table of Contents Net cash used in financing activities of $158.8 million primarily comprised: (i) $335.3 million of common shares repurchased, (ii) $309.8 million of repayments of the revolving credit facility, (iii) $281.9 million of repayments of mortgage loans, (iv) $94.0 million of dividends paid to common shareholders, (v) $17.6 million of debt issuance and modification costs and (vi) $15.3 million of distributions to redeemable noncontrolling interests, partially offset by (vii) $371.8 million of proceeds from borrowings under the revolving credit facility, (viii) $345.1 million of borrowings under mortgage loans and (ix) $170.0 million of borrowings under the term loans.
We aggregate our operating segments into three reportable segments (commercial, multifamily, and third-party asset management and real estate services) based on the economic characteristics and nature of our assets and services. We compete with many property owners and developers.
We aggregate our operating segments into three reportable segments (multifamily, commercial and third-party asset management and real estate services) based on the economic characteristics and nature of our assets and services. We compete with many property owners and developers.
In 2022, we sold the Universal Buildings and Pen Place, and sold 7200 Wisconsin Avenue, 1730 M Street, RTC-West/RTC-West Trophy Office/RTC-West Land ("RTC-West") and Courthouse Plaza 1 and 2 to an unconsolidated real estate venture. We collectively refer to these assets as the "Disposed Properties" in the discussion below.
In 2022, we sold the Universal Buildings and Pen Place, and sold 7200 Wisconsin Avenue, 1730 M Street, RTC-West/RTC-West Trophy Office/RTC-West Land and Courthouse Plaza 1 and 2 to an unconsolidated real estate venture. We collectively refer to these assets as the "Disposed Properties" in the discussion below.
Nareit defines FFO as net income (loss) (computed in accordance with GAAP), excluding depreciation and amortization expense related to real estate, gains and losses from the sale of certain real estate assets, gains and 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.
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 also maintain coverage, through our wholly owned captive insurance subsidiary, for a portion of the first loss on the above limits and for both 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 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 continue to implement our comprehensive plan to reposition our holdings in National Landing in Northern Virginia by executing a broad array of Placemaking strategies. Our Placemaking includes the delivery of new multifamily and office developments, locally sourced amenity retail, and thoughtful improvements to the streetscape, sidewalks, parks and other outdoor gathering spaces.
We continue to implement our comprehensive plan to reposition our holdings in the National Landing submarket in Northern Virginia by executing a broad array of Placemaking strategies. Our Placemaking includes the delivery of new multifamily and office developments, locally sourced amenity retail, and thoughtful improvements to the streetscape, sidewalks, parks and other outdoor gathering spaces.
Our debt, consisting of mortgage loans secured by our properties, a revolving credit facility and unsecured 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.
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.
Commitments and Contingencies Insurance We maintain general liability insurance with limits of $150.0 million per occurrence and in the aggregate, and property and rental value insurance coverage with limits of $1.5 billion per occurrence, with sub-limits for certain perils such as floods and earthquakes on each of our properties.
Commitments and Contingencies Insurance We maintain general liability insurance with limits of $150.0 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.
As of December 31, 2022, the aggregate amount of principal payment guarantees was $8.3 million for our consolidated entities. In connection with the Formation Transaction, we have a Tax Matters Agreement that provides special rules that allocate tax liabilities if the distribution of JBG SMITH shares by Vornado, together with certain related transactions, is determined not to be tax-free.
As of December 31, 2023, the aggregate amount of principal payment guarantees was $8.3 million for our consolidated entities. In connection with the Formation Transaction, we have a Tax Matters Agreement that provides special rules that allocate tax liabilities if the distribution of JBG SMITH shares by Vornado, together with certain related transactions, is determined not to be tax-free.
Sensitivity of Estimate to Change: While our methodology did not change in 2022, to the extent the estimates and assumptions in our discounted cash flow models used to value our buildings or our projections of land value change due to market conditions or other factors, our estimated fair values may be different and such differences could be material to our consolidated financial statements.
Sensitivity of Estimate to Change: While our methodology did not change in 2023, to the extent the estimates and assumptions in our discounted cash flow models used to value our buildings or our projections of land value change due to market conditions or other factors, our estimated fair values may be different and such differences could be material to our consolidated financial statements.
See discussion of third-party real estate services revenue, including reimbursements, and third-party real estate services expenses for the year ended December 31, 2022 in the preceding pages under "Results of Operations." Consistent with internal reporting presented to our CODM and our definition of NOI, the third-party asset management and real estate services operating results are excluded from the NOI data below.
See discussion of third-party real estate services revenue, including reimbursements, and third-party real estate services expenses for the year ended December 31, 2023 in the preceding pages under "Results of Operations." Consistent with internal reporting presented to our CODM and our definition of NOI, the third-party asset management and real estate services operating results are excluded from the NOI data below.
Estimates of future cash flows are subjective and are based, in part, on assumptions regarding future occupancy, rental rates and capital requirements that could differ materially from actual results. Longer anticipated holding periods for real estate assets directly reduce the likelihood of recording an impairment loss.
Estimates of future cash flows are subjective and are based, in part, on assumptions regarding future occupancy, rental rates, capitalization and discount rates, and capital requirements that could differ materially from actual results. Longer anticipated holding periods for real estate assets directly reduce the likelihood of recording an impairment loss.
Sensitivity of Estimate to Change: While our methodology did not change in 2022, if our cash flow projections or our evaluation of qualitative factors change, based on market conditions or other factors, our evaluation of impairment losses may be different and such differences could be material to our consolidated financial statements.
Sensitivity of Estimate to Change: While our methodology did not change in 2023, if our cash flow projections or our evaluation of qualitative factors change, based on market conditions or other factors, our evaluation of impairment losses may be different and such differences could be material to our consolidated financial statements.
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 the preparation and issuance of a written report.
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.
Sensitivity of Estimate to Change: If the probability of collection changes, due to tenant creditworthiness, changes to tenant payment patterns or economic trends, our evaluation of collectability may be different and such differences could be material to our consolidated financial statements. 47 Table of Contents Recent Accounting Pronouncements See Note 2 to the consolidated financial statements for a description of recent accounting pronouncements.
Sensitivity of Estimate to Change: If the probability of collection changes, due to tenant creditworthiness, changes to tenant payment patterns or economic trends, our evaluation of collectability may be different and such differences could be material to our consolidated financial statements. Recent Accounting Pronouncements See Note 2 to the consolidated financial statements for a description of recent accounting pronouncements.
The environmental assessments did not reveal 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.
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.
In addition, our third-party asset management and real estate services business provides fee-based real estate services to the WHI, the JBG Legacy Funds and other third parties.
In addition, our third-party asset management and real estate services business provides fee-based real estate services to the JBG Legacy Funds, other third parties and the WHI Impact Pool.
Outlook A fundamental component of our strategy to maximize long-term NAV per share is active capital allocation. We evaluate development, acquisition, disposition, share repurchases and other investment decisions based on how they may impact 43 Table of Contents long-term NAV per share.
Outlook A fundamental component of our strategy to maximize long-term NAV per share is active capital allocation. We evaluate development, acquisition, disposition, share repurchases and other investment decisions based on how they may impact long-term NAV per share.
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.
While there is judgment surrounding changes in designations, a property is removed 53 Table of Contents 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.
Results of Operations The following section discusses certain line items from our consolidated statements of operations and the year-to-year comparisons between 2022 and 2021.
Results of Operations The following section discusses certain line items from our consolidated statements of operations and the year-to-year comparisons between 2023 and 2022.
In 2022, we acquired the remaining 36.0% ownership interest in Atlantic Plumbing and the remaining 50.0% ownership interest in 8001 Woodmont, which were previously owned by unconsolidated real estate ventures and consolidated upon acquisition. In November 2021, we acquired The Batley.
In 2022, we acquired the remaining 36.0% ownership interest in Atlantic Plumbing and the remaining 50.0% ownership interest in 8001 Woodmont, which were previously owned by unconsolidated real estate ventures and consolidated upon acquisition.
Sensitivity of Estimate to Change: While our methodology did not change in 2022, if our estimates of future cash flows, anticipated holding periods, asset strategy or fair values change, based on market conditions, anticipated selling prices or 46 Table of Contents other factors, our evaluation of impairment losses may be different and such differences could be material to our consolidated financial statements.
Sensitivity of Estimate to Change: While our methodology did not change in 2023, if our estimates of future cash flows, anticipated holding periods, asset strategy or fair values change, based on market conditions, anticipated selling prices or other factors, our evaluation of impairment losses may be different and such differences could be material to our consolidated financial statements.
The release of these hazardous materials and wastes could result in us incurring liabilities to remediate any resulting contamination.
The release of these hazardous substances and wastes could result in us incurring liabilities to remediate any resulting contamination.
(3) We have operating lease right-of-use assets and lease liabilities associated with various ground leases for which we are the lessee in our consolidated balance sheet. See Note 20 to the consolidated financial statements for additional information. (4) Excludes obligations related to construction or development contracts totaling $403.5 million since payments are only due upon satisfactory performance under the contracts.
(3) We have operating lease right-of-use assets and lease liabilities associated with various ground leases for which we are the lessee in our consolidated balance sheet. See Note 21 to the consolidated financial statements for additional information. (4) Excludes obligations related to construction or development contracts totaling $177.1 million since payments are only due upon satisfactory performance under the contracts.
This loan is the initial advance under a Fannie Mae multifamily credit facility, which provides flexibility for collateral substitutions, future advances tied to performance, ability to mix fixed and floating rates, as well as stagger maturities.
This loan is the initial advance under a Fannie Mae multifamily credit facility which provides flexibility for collateral substitutions, future advances tied to performance, ability to mix fixed and floating rates, and staggered maturities.
In addition, our third-party asset management and real estate services business provides fee-based real estate services to the WHI, the JBG Legacy Funds and other third parties. Substantially all our assets are held by, and our operations are conducted through, JBG SMITH LP.
In addition, our third-party asset management and real estate services business provides fee-based real estate services to the 44 Table of Contents JBG Legacy Funds, other third parties and the WHI Impact Pool. Substantially all our assets are held by, and our operations are conducted through, JBG SMITH LP.
We also entered into two forward-starting interest rate swaps that will be effective July 2024 with a total notional value of $200.0 million, which will effectively fix SOFR at a weighted average interest rate of 2.80% through the maturity date.
We have two forward-starting interest rate swaps that will be effective July 2024 with a total notional value of $200.0 million, which will effectively fix SOFR at a weighted average interest rate of 2.81% through the maturity date.
The costs of remediation or removal of these substances may be substantial, and the presence of these substances, or the failure to promptly remediate these substances, may adversely affect the owner's ability to sell the real estate or to borrow using the real estate as collateral.
The costs of 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 or develop the real estate or to borrow using the real estate as collateral.
One-month LIBOR of 4.39% or one-month term SOFR of 4.36% was applied to loans, as applicable which are variable (no hedge) or variable with an interest rate cap. Additionally, we assumed no additional borrowings on construction loans. (2) Excludes our proportionate share of unconsolidated real estate venture indebtedness. See additional information in Unconsolidated Real Estate Ventures section below.
One-month term SOFR of 5.35% and daily SOFR of 5.38% was applied to loans, as applicable, which are variable (no hedge) or variable with an interest rate cap. Additionally, we assumed no additional borrowings on construction loans. (2) Excludes our proportionate share of unconsolidated real estate venture indebtedness. See additional information in Unconsolidated Real Estate Ventures section below.
(4) 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. (5) Includes the results of the properties that are owned, operated and in-service for the entirety of both periods being compared.
(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.
The amendment extends the maturity date of the term loan from July 2024 to January 2028 and amends the interest rate to SOFR plus 1.25% to SOFR plus 1.80%, varying based on a ratio of our total outstanding indebtedness to a valuation of certain real property and assets.
The amendment extended the maturity date of the term loan to January 2028 and amended the interest rate to SOFR plus 1.25% to SOFR plus 1.80%, varying based on a ratio of our total outstanding indebtedness to a valuation of certain real property and assets.
These laws often impose such liability without regard to whether the owner knew of, or was responsible for, the presence of hazardous or toxic substances.
These laws often impose such liability without regard to whether the owner knew of, or was responsible for, the presence of hazardous or toxic substances, and the liability may be joint and several.
Soil and/or groundwater subsurface testing is conducted at our assets, when necessary, to further investigate any issues raised 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.
Soil, soil vapor and/or groundwater subsurface testing is conducted at our assets, when necessary, to further investigate any issues raised 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.
Also excludes committed tenant-related obligations totaling $62.3 million ($60.4 million related to our consolidated entities and $1.9 million related to our unconsolidated real estate ventures at our share) as timing and amounts of payments are uncertain and may only be due upon satisfactory performance of certain conditions. See Commitments and Contingencies section below for additional information.
Also excludes committed tenant-related obligations totaling $46.8 million ($46.0 million related to our consolidated entities and $828,000 related to our unconsolidated real estate ventures at our share) as timing and amounts of payments are uncertain and may only be due upon satisfactory performance of certain conditions. See Commitments and Contingencies section below for additional information.
Discussions of the year-to-year comparisons between 2021 and 2020 can be found in "Management's Discussion and Analysis of Financial Condition and Results of Operations" in Part II, Item 7 of Annual Report on Form 10-K for the year ended December 31, 2021 , filed with the SEC on February 22, 2022, which is incorporated herein by reference.
Discussions of the year-to-year comparisons between 2022 and 2021 can be found in "Management's Discussion and Analysis of Financial Condition and Results of Operations" in Part II, Item 7 of Annual Report on Form 10-K for the year ended December 31, 2022 , filed with the SEC on February 21, 2023.
Successful execution of our capital allocation strategy enables us to source capital at NAV from the disposition of assets generating low cash yields and invest those proceeds in new acquisitions with higher cash yields and growth, as well as in development projects with significant yield spreads and profit potential. We view this strategy as a key tool to source capital.
Successful execution of our capital allocation strategy enables us to source capital at NAV from the disposition of assets generating low cash yields and invest those proceeds in new acquisitions with higher cash yields and growth, development projects with significant yield spreads and profit potential, and share repurchases.
Additionally, we have two under-construction multifamily assets with 1,583 units (1,583 units at our share) and 20 assets in the development pipeline totaling 12.5 million square feet (9.7 million square feet at our share) of estimated potential development density.
Additionally, we have two under-construction multifamily assets with 1,583 units (1,583 units at our share) and 17 assets in the development pipeline totaling 10.8 million square feet (8.8 million square feet at our share) of estimated potential development density.
We anticipate redeploying the proceeds from these sales will not only help fund our planned growth, but will also further advance the strategic shift of our portfolio to majority multifamily. However, curbed lending activity has significantly slowed down the pace of asset sales and we expect this reduced activity to continue into 2023.
We anticipate redeploying the proceeds from these sales will not only help fund our planned growth, but will also further advance the strategic shift of our portfolio to majority multifamily. Current market conditions have significantly slowed down the pace of asset sales, and we expect this reduced activity to continue in 2024.
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 debt — As of December 31, 2022, we had $275.1 million on a consolidated basis and $297.2 million at our share of mortgage loans scheduled to mature in 2023; ● capital expenditures, including major renovations, tenant improvements and leasing costs — As of December 31, 2022, we had committed tenant-related obligations totaling $62.3 million ($60.4 million related to our consolidated entities and $1.9 million related to our unconsolidated real estate ventures at our share); ● development expenditures — As of December 31, 2022, we had assets under construction that, based on our current plans and estimates, require an additional $403.5 million to complete, which we anticipate will be primarily expended over the next two to three years; ● dividends to shareholders and distributions to holders of OP Units and LTIP Units — On December 15, 2022, our Board of Trustees declared a quarterly dividend of $0.225 per common share, which was paid on January 12, 2023; ● possible common share repurchases and ● possible acquisitions of properties, either directly or indirectly through the acquisition of equity interests.
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 debt — As of December 31, 2023, we had $120.3 million on a consolidated basis and at our share related to a mortgage loan scheduled to mature in 2024; ● capital expenditures, including major renovations, tenant improvements and leasing costs — As of December 31, 2023, we had committed tenant-related obligations totaling $46.8 million ($46.0 million related to our consolidated entities and $828,000 related to our unconsolidated real estate ventures at our share); ● development expenditures — As of December 31, 2023, we had assets under construction that, based on our current plans and estimates, require an additional $177.1 million to complete, which we anticipate will be primarily expended over the next two years; ● dividends to shareholders and distributions to holders of OP Units and LTIP Units — on February 14, 2024, our Board of Trustees declared a quarterly dividend of $0.175 per common share; ● possible common share repurchases — during the first quarter of 2024, through the date of this filing, we repurchased and retired 2.7 million common shares for $45.4 million; and ● possible acquisitions of properties, either directly or indirectly through the acquisition of equity interests.
Operating Results Highlights of operating results for the year ended December 31, 2022 included: ● net income attributable to common shareholders of $85.4 million, or $0.70 per diluted common share, compared to a net loss attributable to common shareholders of $79.3 million, or $0.63 per diluted common share, for 2021; ● third-party real estate services revenue, including reimbursements, of $89.0 million compared to $114.0 million for 2021; ● operating commercial portfolio leased and occupied percentages at our share of 88.5% and 85.1% compared to 84.9% and 82.9% as of December 31, 2021; ● operating multifamily portfolio leased and occupied percentages (1) at our share of 94.5% and 93.6% compared to 93.6% and 91.8% as of December 31, 2021; ● the leasing of 936,000 square feet at our share, at an initial rent (2) of $46.41 per square foot and a GAAP-basis weighted average rent per square foot (3) of $45.44; and ● an increase in same store (4) NOI of 12.1% to $302.3 million compared to $269.7 million for 2021.
Operating Results Highlights of operating results for the year ended December 31, 2023 included: ● net loss attributable to common shareholders of $80.0 million, or $0.78 per diluted common share, compared to net income attributable to common shareholders of $85.4 million, or $0.70 per diluted common share, for 2022; ● third-party real estate services revenue, including reimbursements, of $92.1 million compared to $89.0 million for 2022; ● operating multifamily portfolio leased and occupied percentages (1) at our share of 96.0% and 94.7% compared to 94.5% and 93.6% as of December 31, 2022; ● operating commercial portfolio leased and occupied percentages at our share of 86.3% and 84.9% compared to 88.5% and 85.1% as of December 31, 2022; ● the leasing of 927,000 square feet at our share, at an initial rent (2) of $47.14 per square foot and a GAAP-basis weighted average rent per square foot (3) of $45.52; and ● an increase in same store (4) NOI of 1.6% to $299.9 million compared to $295.0 million for 2022.
The increases in property revenue and consolidated NOI were due to our acquisition of The Batley in November 2021, the consolidation of Atlantic Plumbing and 8001 Woodmont in 2022, and higher occupancy and rental rates across the portfolio. The increase in consolidated NOI was partially offset by an increase in operating costs.
The increases in property revenue and consolidated NOI were primarily due to the consolidation of Atlantic Plumbing and 8001 Woodmont, and higher occupancy and rents across the portfolio. The increase in consolidated NOI was partially offset by an increase in property operating costs.
(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 is 2.64%, and the weighted average maturity date of the interest rate caps is September 27, 2023. The interest rate cap strike is exclusive of the credit spreads associated with the mortgage loans.
(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 3.33%, and the weighted average maturity date of the interest rate caps is March 2025. The interest rate cap strike is exclusive of the credit spreads associated with the mortgage loans.
Non-cash income adjustments of $244.8 million primarily include depreciation and amortization expense, share-based compensation expense, deferred rent, loss from unconsolidated real estate ventures, net income from investments, amortization of lease incentives and other non-cash items.
Non-cash income adjustments of $356.2 million primarily include depreciation and amortization expense, impairment loss, share-based compensation expense, loss from unconsolidated real estate ventures, deferred rent and other non-cash items.
(2) Related to decreases in the value of the underlying real estate assets. NOI and Same Store NOI NOI is a non-GAAP financial measure management uses to assess an asset's performance. The most directly comparable GAAP measure is net income (loss) attributable to common shareholders.
NOI and Same Store NOI NOI is a non-GAAP financial measure management uses to assess an asset's performance. The most directly comparable GAAP measure is net income (loss) attributable to common shareholders.
As disclosed 61 Table of Contents in Note 20 to the consolidated financial statements, environmental liabilities totaled $18.0 million and $18.2 million as of December 31, 2022 and 2021, and are included in "Other liabilities, net" in our consolidated balance sheets.
As disclosed in Note 21 to the consolidated financial statements, environmental liabilities totaled $17.6 million and $18.0 million as of December 31, 2023 and 2022, and are included in "Other liabilities, net" in our consolidated balance sheets.
Overview As of December 31, 2022, our Operating Portfolio consisted of 51 operating assets comprising 31 commercial assets totaling 9.7 million square feet (8.4 million square feet at our share), 18 multifamily assets totaling 6,756 units (6,755 units at our share) and two wholly owned land assets for which we are the ground lessor.
Overview As of December 31, 2023, our Operating Portfolio consisted of 44 operating assets comprising 16 multifamily assets totaling 6,318 units (6,318 units at our share), 26 commercial assets totaling 8.3 million square feet (7.7 million square feet at our share) and two wholly owned land assets for which we are the ground lessor.
These estimates are prepared using management's best judgment, after considering past and current events and economic conditions. In addition, certain information relied upon by management in preparing such estimates includes internally generated financial and operating information, external market information, when available, and when necessary, information obtained from consultations with third-party experts. Actual results could differ from these estimates.
In addition, certain information relied upon by management in preparing such estimates includes internally generated financial and operating information, external market information, when available, and when necessary, information obtained from consultations with third-party experts. Actual results could differ from these estimates.
Environmental Matters Under various federal, state and local laws, ordinances and regulations, an owner of real estate is liable for the costs of removal or remediation of certain hazardous or toxic substances on that real estate.
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 on that real estate.
Additionally, the cutting-edge digital infrastructure investments we are making, including our ownership of Citizens Broadband Radio Service wireless spectrum in National Landing and our agreements with AT&T and Federated Wireless, are advancing our efforts to make National Landing among the first 5G-operable submarkets in the nation. Amazon's new headquarters is located in National Landing.
Additionally, the digital infrastructure investments we are making, including our ownership of CBRS wireless spectrum in National Landing and our agreements with AT&T, Cisco and Federated Wireless, are advancing our efforts to make National Landing among the first 5G-operable submarkets in the nation.
Summary of Cash Flows The following summary discussion of our cash flows is based on our consolidated statements of cash flows and is not meant to be an all-inclusive discussion of the changes in our cash flows: ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended December 31, ​ 2022 2021 ​ ​ (In thousands) Net cash provided by operating activities ​ $ 178,037 ​ $ 217,622 Net cash provided by (used in) investing activities ​ 524,021 ​ (368,741) Net cash (used in) provided by financing activities ​ (730,080) ​ 189,878 ​ Cash Flows for the Year Ended December 31, 2022 Cash and cash equivalents, and restricted cash decreased $28.0 million to $274.1 million as of December 31, 2022, compared to $302.1 million as of December 31, 2021.
Summary of Cash Flows The following summary discussion of our cash flows is based on our consolidated statements of cash flows and is not meant to be an all-inclusive discussion of the changes in our cash flows: ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended December 31, ​ 2023 2022 ​ ​ (In thousands) Net cash provided by operating activities ​ $ 183,372 ​ $ 178,037 Net cash (used in) provided by investing activities ​ (98,179) ​ 524,021 Net cash used in financing activities ​ (158,825) ​ (730,080) ​ Cash Flows for the Year Ended December 31, 2023 Cash and cash equivalents, and restricted cash decreased $73.6 million to $200.4 million as of December 31, 2023, compared to $274.1 million as of December 31, 2022.
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 increased by $32.5 million, or 12.1%, to $302.3 million for the year ended December 31, 2022 from $269.7 million for the year ended December 31, 2021.
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 increased by $4.8 million, or 1.6%, to $299.9 million for the year ended December 31, 2023 from $295.0 million for the year ended December 31, 2022.
We anticipate that cash flows from continuing operations and proceeds from financings, recapitalizations and asset sales, 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 over the next 12 months. 55 Table of Contents Financing Activities The following is a summary of mortgage loans: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Weighted Average ​ ​ ​ ​ ​ ​ ​ ​ Effective December 31, ​ Interest Rate (1) 2022 2021 ​ ​ ​ ​ (In thousands) Variable rate (2) 5.21% ​ $ 892,268 ​ $ 867,246 Fixed rate (3) 4.44% ​ 1,009,607 ​ 921,013 Mortgage loans ​ ​ 1,901,875 ​ 1,788,259 Unamortized deferred financing costs and premium/discount, net (4) ​ ​ (11,701) ​ (10,560) Mortgage loans, net ​ ​ ​ $ 1,890,174 ​ $ 1,777,699 (1) Weighted average effective interest rate as of December 31, 2022.
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. 56 Table of Contents Mortgage Loans The following is a summary of mortgage loans: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Weighted Average ​ ​ ​ ​ ​ ​ ​ ​ Effective December 31, ​ Interest Rate (1) 2023 2022 ​ ​ ​ ​ (In thousands) Variable rate (2) 6.25% ​ $ 608,582 ​ $ 892,268 Fixed rate (3) 4.78% ​ 1,189,643 ​ 1,009,607 Mortgage loans ​ ​ 1,798,225 ​ 1,901,875 Unamortized deferred financing costs and premium/discount, net (4) ​ ​ (15,211) ​ (11,701) Mortgage loans, net ​ ​ ​ $ 1,783,014 ​ $ 1,890,174 (1) Weighted average effective interest rate as of December 31, 2023.
This decrease resulted from $730.1 million of net cash used in financing activities, partially offset by $524.0 million of net cash provided by investing activities and $178.0 million of net cash provided by operating activities. Our outstanding debt was $2.5 billion as of December 31, 2022 and 2021.
This decrease resulted from $158.8 million of net cash used in financing activities and $98.2 million of net cash used in investing activities, partially offset by $183.4 million of net cash provided by operating activities. Our outstanding debt was $2.6 billion and $2.5 billion as of December 31, 2023 and 2022.
In keeping with our dedication to Placemaking, each new project is intended to contribute to authentic and distinct neighborhoods by creating a vibrant street environment with robust retail offerings and other amenities, including improved public spaces.
In keeping with our dedication to Placemaking, each new project is intended to contribute to authentic and distinct neighborhoods by creating a vibrant street environment with robust retail offerings and other amenities, including improved public spaces. To that end, we saw the delivery of two Placemaking projects, Water Park and Surreal, this year.
As of December 31, 2022 and 2021, we had various interest rate swap and cap agreements on certain of our mortgage loans with an aggregate notional value of $1.3 billion. See Note 18 for additional information.
Clark Street and 1215 S. Clark Street. As of December 31, 2023 and 2022, we had various interest rate swap and cap agreements on certain of our mortgage loans with an aggregate notional value of $1.7 billion and $1.3 billion. See Note 19 to the consolidated financial statements for additional information.
As of December 31, 2022, we had additional capital commitments and certain recorded guarantees to our unconsolidated real estate ventures and other investments totaling $62.8 million. As of December 31, 2022, we had no principal payment guarantees related to our unconsolidated real estate ventures. We evaluate reconsideration events as we become aware of them.
As of December 31, 2023, we had additional capital commitments and certain recorded guarantees to our unconsolidated real estate ventures and other investments totaling $61.3 million. As of December 31, 2023, we had no principal payment guarantees related to our unconsolidated real estate ventures.
Property rental revenue decreased by $7.8 million, or 1.6%, to $491.7 million in 2022 from $499.6 million in 2021. The decrease was primarily due to a $50.2 million decrease in revenue from our commercial assets, partially offset by a $40.2 million increase in revenue from our multifamily assets.
Property rental revenue decreased by $8.6 million, or 1.7%, to $483.2 million in 2023 from $491.7 million in 2022. The decrease was primarily due to a $39.1 million decrease in revenue from our commercial assets, partially offset by a $26.6 50 Table of Contents million increase in revenue from our multifamily assets and a $3.9 million increase in other revenue.
Approximately two-thirds of our portfolio is in National Landing, which is anchored by four key demand drivers: Amazon's new headquarters, which is being developed by us; Virginia Tech's under-construction $1 billion Innovation Campus; the submarket’s proximity to the Pentagon; and our deployment of next-generation public and private 5G digital infrastructure.
Approximately 75.0% of our holdings are in the National Landing submarket in Northern Virginia, which is anchored by four key demand drivers: Amazon's new headquarters; Virginia Tech's under-construction $1 billion Innovation Campus; the submarket’s proximity to the Pentagon; and our deployment of 5G digital infrastructure.
The following is a summary of amounts outstanding under the credit facility: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Effective ​ December 31, ​ Interest Rate (1) 2022 2021 ​ ​ ​ ​ (In thousands) Revolving credit facility (2) (3) 5.51% ​ $ — ​ $ 300,000 ​ ​ ​ ​ ​ ​ ​ ​ ​ Tranche A-1 Term Loan (4) 2.61% ​ $ 200,000 ​ $ 200,000 Tranche A-2 Term Loan (4) 3.40% ​ 350,000 ​ 200,000 Unsecured term loans ​ ​ 550,000 ​ 400,000 Unamortized deferred financing costs, net ​ ​ (2,928) ​ (1,336) Unsecured term loans, net ​ ​ ​ $ 547,072 ​ $ 398,664 (1) Effective interest rate as of December 31, 2022.
The following is a summary of amounts outstanding under the revolving credit facility and term loans: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Effective ​ December 31, ​ Interest Rate (1) 2023 2022 ​ ​ ​ ​ (In thousands) Revolving credit facility (2) (3) 6.83% ​ $ 62,000 ​ $ — ​ ​ ​ ​ ​ ​ ​ ​ ​ Tranche A-1 Term Loan (4) 2.70% ​ $ 200,000 ​ $ 200,000 Tranche A-2 Term Loan (5) 3.58% ​ 400,000 ​ 350,000 2023 Term Loan (6) ​ 5.31% ​ ​ 120,000 ​ ​ — Term loans ​ ​ 720,000 ​ 550,000 Unamortized deferred financing costs, net ​ ​ (2,828) ​ (2,928) Term loans, net ​ ​ ​ $ 717,172 ​ $ 547,072 (1) Effective interest rate as of December 31, 2023.
The following represents the components of revenue from our third-party asset management and real estate services business: ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended December 31, ​ X 2022 2021 ​ ​ (In thousands) Property management fees ​ $ 19,589 ​ $ 19,427 Asset management fees ​ 6,191 ​ 8,468 Development fees ​ 8,325 ​ 25,493 Leasing fees ​ 6,017 ​ 5,833 Construction management fees ​ 522 ​ 512 Other service revenue ​ 5,706 ​ 6,146 Third-party real estate services revenue, excluding reimbursements ​ 46,350 ​ 65,879 Reimbursement revenue (1) ​ 42,672 ​ 48,124 Third-party real estate services revenue, including reimbursements ​ ​ 89,022 ​ ​ 114,003 Third-party real estate services expenses ​ ​ 94,529 ​ ​ 107,159 Third-party real estate services revenue less expenses ​ $ (5,507) ​ $ 6,844 (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.
The following represents the components of revenue from our third-party asset management and real estate services business: ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended December 31, ​ ​ 2023 2022 ​ (In thousands) Property management fees ​ $ 19,930 ​ $ 19,589 Asset management fees ​ 5,030 ​ 6,191 Development fees ​ 10,253 ​ 8,325 Leasing fees ​ 5,592 ​ 6,017 Construction management fees ​ 1,383 ​ 522 Other service revenue ​ 5,316 ​ 5,706 Third-party real estate services revenue, excluding reimbursements ​ 47,504 ​ 46,350 Reimbursement revenue (1) ​ 44,547 ​ 42,672 Third-party real estate services revenue, including reimbursements ​ ​ 92,051 ​ ​ 89,022 Third-party real estate services expenses ​ ​ 88,948 ​ ​ 94,529 Third-party real estate services revenue less expenses ​ $ 3,103 ​ $ (5,507) (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.
Comparison of the Year Ended December 31, 2022 to 2021 The following summarizes certain line items from our consolidated statements of operations that we believe are important in understanding our operations and/or those items which significantly changed in the year ended December 31, 2022 compared to the same period in 2021: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended December 31, ​ 2022 2021 % Change ​ (Dollars in thousands) Property rental revenue ​ $ 491,738 ​ $ 499,586 (1.6) % Third-party real estate services revenue, including reimbursements ​ 89,022 ​ 114,003 (21.9) % Depreciation and amortization expense ​ 213,771 ​ 236,303 (9.5) % Property operating expense ​ 150,004 ​ 150,638 (0.4) % Real estate taxes expense ​ 62,167 ​ 70,823 (12.2) % General and administrative expense: ​ ​ ​ ​ ​ ​ ​ ​ ​ Corporate and other ​ 58,280 ​ 53,819 8.3 % Third-party real estate services ​ 94,529 ​ 107,159 (11.8) % Share-based compensation related to Formation Transaction and special equity awards ​ 5,391 ​ 16,325 (67.0) % Transaction and other costs ​ 5,511 ​ 10,429 (47.2) % Loss from unconsolidated real estate ventures, net ​ 17,429 ​ 2,070 742.0 % Interest and other income, net ​ 18,617 ​ 8,835 110.7 % Interest expense ​ 75,930 ​ 67,961 11.7 % Gain on the sale of real estate, net ​ 161,894 ​ 11,290 * ​ Impairment loss ​ ​ — ​ ​ 25,144 ​ (100.0) % * Not meaningful.
Comparison of the Year Ended December 31, 2023 to 2022 The following summarizes certain line items from our consolidated statements of operations that we believe are important in understanding our operations and/or those items which significantly changed in the year ended December 31, 2023 compared to the same period in 2022: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended December 31, ​ 2023 2022 % Change ​ (Dollars in thousands) Property rental revenue ​ $ 483,159 ​ $ 491,738 (1.7) % Third-party real estate services revenue, including reimbursements ​ 92,051 ​ 89,022 3.4 % Depreciation and amortization expense ​ 210,195 ​ 213,771 (1.7) % Property operating expense ​ 144,049 ​ 150,004 (4.0) % Real estate taxes expense ​ 57,668 ​ 62,167 (7.2) % General and administrative expense: ​ ​ ​ ​ ​ ​ ​ ​ ​ Corporate and other ​ 54,838 ​ 58,280 (5.9) % Third-party real estate services ​ 88,948 ​ 94,529 (5.9) % Share-based compensation related to Formation Transaction and special equity awards ​ 549 ​ 5,391 (89.8) % Loss from unconsolidated real estate ventures, net ​ 26,999 ​ 17,429 54.9 % Interest and other income, net ​ 15,781 ​ 18,617 (15.2) % Interest expense ​ 108,660 ​ 75,930 43.1 % Gain on the sale of real estate, net ​ 79,335 ​ 161,894 (51.0) % Impairment loss ​ ​ 90,226 ​ ​ — ​ * ​ * Not meaningful.
In each case where the environmental assessments have identified conditions requiring remedial actions required by law, we have initiated appropriate actions.
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.
Net cash provided by operating activities of $178.0 million primarily comprised: (i) $181.9 million of net income (before $244.8 million of non-cash items and a $161.9 million gain on the sale of real estate), (ii) $11.4 million of return on capital from unconsolidated real estate ventures and (iii) $15.2 million of net change in operating assets and liabilities.
Net cash provided by operating activities of $183.4 million primarily comprised: (i) $185.2 million of net income (before $356.2 million of non-cash items and $79.3 million of gain on the sale of real estate), (ii) $20.7 million of return on capital from unconsolidated real estate ventures and (iii) $22.5 million of net change in operating assets and liabilities.
The interest rate for the revolving credit facility excludes a 0.15% facility fee. (2) As of December 31, 2022, one-month term SOFR was 4.36%. As of December 31, 2022 and 2021, letters of credit with an aggregate face amount of $467,000 and $911,000 were outstanding under our revolving credit facility.
The interest rate for the revolving credit facility excludes a 0.15% facility fee. (2) As of December 31, 2023, daily SOFR was 5.38%. As of December 31, 2023 and 2022, letters of credit with an aggregate face amount of $467,000 were outstanding under our revolving credit facility. In February 2024, we repaid all amounts outstanding under our revolving credit facility.
The timing and amounts of payments for tenant-related obligations are uncertain and may only be due upon satisfactory performance of certain conditions. There are various legal actions against us in the ordinary course of business. In our opinion, the outcome of such matters will not have a material adverse effect on our financial condition, results of operations or cash flows.
There are various legal actions against us in the ordinary course of business. In our opinion, the outcome of such matters will not have a material adverse effect on our financial condition, results of operations or cash flows.
In connection with the ownership and operation of our 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 use of hazardous materials or generated hazardous wastes.
In connection with the ownership and operation of our current and former assets, we may be potentially liable for these costs.
During the year ended December 31, 2022, we repurchased and retired 14.2 million common shares for $361.0 million, a weighted average purchase price per share of $25.49. During the year ended December 31, 2021, we repurchased and retired 5.4 million common shares for $157.7 million, a weighted 57 Table of Contents average purchase price per share of $29.34.
During the year ended December 31, 2023, we repurchased and retired 22.6 million common shares for $335.3 million, a weighted average purchase price per share of $14.83. During the year ended December 31, 2022, we repurchased and retired 14.2 million common shares for $361.0 million, a weighted average purchase price per share of $25.49.
Accordingly, we aggregate our operating segments into three reportable segments (commercial, multifamily, and third-party asset management and real estate services) based on the economic characteristics and nature of our assets and services. 53 Table of Contents The CODM measures and evaluates the performance of our operating segments, with the exception of the third-party asset management and real estate services business, based on the NOI of properties within each segment.
Accordingly, we aggregate our operating segments into three reportable segments (multifamily, commercial and third-party asset management and real estate services) based on the economic characteristics and nature of our assets and services.
To the extent we send contaminated materials to other locations for treatment or disposal, we may be liable for the cleanup of those sites if they become contaminated. Most of our assets have been subject to environmental assessments that are intended to evaluate the environmental condition of the 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 cleanup of those sites if they become contaminated, without regard to whether we complied with environmental laws in doing so. 62 Table of Contents 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.
We expect to satisfy these requirements using one or more of the following: ● cash and cash equivalents — As of December 31, 2022, we had cash and cash equivalents of $241.1 million; ● cash flows from operations; ● distributions from real estate ventures; ● borrowing capacity under our current credit facility — As of December 31, 2022, we had $1.0 billion of availability under our credit facility, including $50.0 million undrawn under our Tranche A-2 Term Loan; and ● proceeds from financings, asset sales and recapitalizations.
We expect to satisfy these requirements using one or more of the following: ● cash and cash equivalents — As of December 31, 2023, we had cash and cash equivalents of $164.8 million; ● cash flows from operations; ● distributions from real estate ventures; ● borrowing capacity under our current revolving credit facility — As of December 31, 2023, we had $687.5 million of availability under our revolving credit facility; ● proceeds from financings, asset sales and recapitalizations; and 59 Table of Contents ● proceeds from the issuance of securities.
The increase was primarily due to higher compensation expenses. General and administrative expense: third-party real estate services decreased by $12.6 million, or 11.8%, to $94.5 million in 2022 from $107.2 million in 2021. The decrease was primarily due to a decrease in reimbursable and compensation expenses.
General and administrative expense: third-party real estate services decreased by $5.6 million, or 5.9%, to $88.9 million in 2023 from $94.5 million in 2022. The decrease was primarily due to lower compensation expense resulting from lower headcount, partially offset by an increase in third-party reimbursable expenses.
In January 2022, the Tranche A-1 Term Loan was amended to extend the maturity date to January 2025 with two one-year extension options, and to amend the interest rate to SOFR plus 1.15% to SOFR plus 1.75%, varying based on a ratio of our total outstanding indebtedness to a valuation of certain real property and assets.
Revolving Credit Facility and Term Loans As of December 31, 2023, 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 Tranche A-1 Term Loan maturing in January 2025, a $400.0 million Tranche A-2 Term Loan maturing in January 2028 and a $120.0 million 2023 Term Loan maturing in June 2028. 57 Table of Contents In January 2022, the Tranche A-1 Term Loan was amended to extend the maturity date to January 2025 with two one-year extension options, and to amend the interest rate to SOFR plus 1.15% to SOFR plus 1.75%, varying based on a ratio of our total outstanding indebtedness to a valuation of certain real property and assets.
FFO may not be comparable to similarly titled measures used by other companies. 50 Table of Contents The following is the reconciliation of net income (loss) attributable to common shareholders, the most directly comparable GAAP measure, to FFO: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended December 31, ​ X 2022 2021 ​ 2020 ​ ​ (In thousands) Net income (loss) attributable to common shareholders ​ $ 85,371 ​ $ (79,257) ​ $ (62,303) Net income (loss) attributable to redeemable noncontrolling interests ​ 13,244 ​ (8,728) ​ (4,958) Net income (loss) attributable to noncontrolling interests ​ 371 ​ (1,740) ​ — Net income (loss) ​ 98,986 ​ (89,725) ​ (67,261) Gain on the sale of real estate, net of tax ​ (158,769) ​ (11,290) ​ (59,477) Gain on the sale of unconsolidated real estate assets ​ (6,797) ​ (28,326) ​ 2,126 Real estate depreciation and amortization ​ 204,752 ​ 227,424 ​ 211,455 Real estate impairment loss, net of tax (1) ​ ​ — ​ ​ 24,301 ​ ​ 7,805 Impairment related to unconsolidated real estate ventures (2) ​ 19,286 ​ 25,263 ​ ​ 6,522 Pro rata share of real estate depreciation and amortization from unconsolidated real estate ventures ​ 21,169 ​ 28,216 ​ 28,949 FFO attributable to noncontrolling interests ​ (735) ​ 1,522 ​ (9) FFO attributable to OP Units ​ 177,892 ​ 177,385 ​ 130,110 FFO attributable to redeemable noncontrolling interests ​ (21,846) ​ (18,034) ​ (14,163) FFO attributable to common shareholders ​ $ 156,046 ​ $ 159,351 ​ $ 115,947 (1) In connection with the preparation and review of our annual consolidated financial statements, we determined certain assets were impaired and recorded impairment losses for the years ended December 31, 2021 and 2020 totaling $25.1 million ($24.3 million net of tax) and $10.2 million (of which $7.8 million related to real estate).
FFO may not be comparable to similarly titled measures used by other companies. 52 Table of Contents The following is the reconciliation of net income (loss) attributable to common shareholders, the most directly comparable GAAP measure, to FFO: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended December 31, ​ ​ 2023 2022 ​ 2021 ​ (In thousands) Net income (loss) attributable to common shareholders ​ $ (79,978) ​ $ 85,371 ​ $ (79,257) Net income (loss) attributable to redeemable noncontrolling interests ​ (10,596) ​ 13,244 ​ (8,728) Net income (loss) attributable to noncontrolling interests ​ (1,135) ​ 371 ​ (1,740) Net income (loss) ​ (91,709) ​ 98,986 ​ (89,725) Gain on the sale of real estate, net of tax ​ (79,335) ​ (158,769) ​ (11,290) Gain on the sale of unconsolidated real estate assets ​ (411) ​ (6,797) ​ (28,326) Real estate depreciation and amortization ​ 203,269 ​ 204,752 ​ 227,424 Real estate impairment loss, net of tax ​ ​ 90,226 ​ ​ — ​ ​ 24,301 Impairment related to unconsolidated real estate ventures (1) ​ 28,598 ​ 19,286 ​ ​ 25,263 Pro rata share of real estate depreciation and amortization from unconsolidated real estate ventures ​ 11,545 ​ 21,169 ​ 28,216 FFO attributable to noncontrolling interests ​ 1,024 ​ (735) ​ 1,522 FFO attributable to OP Units ​ 163,207 ​ 177,892 ​ 177,385 FFO attributable to redeemable noncontrolling interests ​ (22,820) ​ (21,846) ​ (18,034) FFO attributable to common shareholders ​ $ 140,387 ​ $ 156,046 ​ $ 159,351 (1) Related to decreases in the value of the underlying real estate assets.
Reportable Segments We review operating and financial data for each property on an individual basis; therefore, each of our individual properties is a separate operating segment.
(5) Includes the results of the properties that are owned, operated and in-service for the entirety of both periods being compared. Reportable Segments We review operating and financial data for each property on an individual basis; therefore, each of our individual properties is a separate operating segment.
On July 18, 2017, we acquired the management business and certain assets and liabilities of JBG. 42 Table of Contents We have elected to be taxed as a REIT under sections 856-860 of the Code.
We were organized for the purpose of receiving, via the spin-off on July 17, 2017, substantially all the assets and liabilities of Vornado's Washington, D.C. segment. On July 18, 2017, we acquired the management business and certain assets and liabilities of JBG. We have elected to be taxed as a REIT under sections 856-860 of the Code.
The decrease was primarily due to (i) a $17.2 million decrease in development fees related to the timing of development projects, (ii) a $5.5 million decrease in reimbursement revenue due to the termination of a management agreement and fewer construction management projects, and (iii) a $2.3 million decrease in asset management fees due to the sale of assets within the JBG Legacy Funds.
The increase was primarily due to a $1.9 million increase in development fees related to the timing of development projects, a $1.9 million increase in reimbursement revenue and an $861,000 increase in construction management fees due to an increase in active projects, partially offset by a $1.2 million decrease in asset management fees due to the sale of assets within the JBG Legacy Funds.
Clark Street and 1215 S. Clark Street. In January 2023, we entered into a $187.6 million loan facility, collateralized by The Wren and F1RST Residences. The loan has a seven-year term and a fixed interest rate of 5.13%.
Certain mortgage loans are recourse to us. See Note 21 to the consolidated financial statements for additional information. In January 2023, we entered into a $187.6 million loan facility, collateralized by The Wren and F1RST Residences. The loan has a seven-year term and a fixed interest rate of 5.13%.
An impairment loss is recognized if the carrying amount of the asset is not recoverable and is measured based on the excess of the property's carrying amount over its estimated fair value.
Estimates of future cash flows are based on our current plans, anticipated holding periods and available market information at the time the analyses are prepared. An impairment loss is recognized if the carrying amount of the asset is not recoverable and is measured based on the excess of the property's carrying amount over its estimated fair value.
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. Certain mortgage loans are recourse to us. See Note 20 to the consolidated financial statements for additional information.
As of December 31, 2023 and 2022, the net carrying value of real estate collateralizing our mortgage loans totaled $2.2 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.
(3) As of December 31, 2022 and 2021, excludes net deferred financing costs related to our revolving credit facility of $3.3 million and $5.0 million that were included in "Other assets, net." (4) As of December 31, 2022 and 2021, the outstanding balance was fixed by interest rate swap agreements.
(3) As of December 31, 2023 and 2022, excludes net deferred financing costs related to our revolving credit facility of $10.2 million and $3.3 million that were included in "Other assets, net" in our consolidated balance sheets. (4) As of December 31, 2023, the interest rate swaps fix SOFR at a weighted average interest rate of 1.46%.

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Item 7A. Quantitative and Qualitative Disclosures About Market Risk

Market Risk — interest-rate, FX, commodity exposure

14 edited+2 added−1 removed3 unchanged
Biggest changeThe following is a summary of our exposure to a change in interest rates: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, 2022 ​ December 31, 2021 ​ ​ ​ 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) ​ $ 892,268 ​ 5.21% ​ ​ $ 2,528 ​ $ 867,246 2.01% ​ Fixed rate (2) ​ 1,009,607 ​ 4.44% ​ ​ — ​ 921,013 4.32% ​ ​ ​ $ 1,901,875 ​ ​ ​ ​ ​ $ 2,528 ​ $ 1,788,259 ​ ​ ​ Credit facility: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Revolving credit facility (3) ​ $ — ​ 5.51% ​ ​ $ — ​ $ 300,000 1.15% ​ Tranche A-1 Term Loan (4) ​ 200,000 ​ 2.61% ​ ​ — ​ 200,000 2.59% ​ Tranche A-2 Term Loan (4) ​ 350,000 ​ 3.40% ​ ​ — ​ 200,000 2.49% ​ ​ ​ $ 550,000 ​ ​ ​ ​ ​ $ — ​ $ 700,000 ​ ​ ​ Pro rata share of debt of unconsolidated real estate ventures (contractual balances): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Variable rate (1) ​ $ 22,065 ​ 6.45% ​ ​ $ 166 ​ $ 281,608 2.56% ​ Fixed rate (2) ​ 33,000 ​ 4.13% ​ ​ — ​ 91,653 4.49% ​ ​ ​ $ 55,065 ​ ​ ​ ​ ​ $ 166 ​ $ 373,261 ​ ​ ​ (1) Includes variable rate mortgage loans with interest rate cap agreements.
Biggest changeThe following is a summary of our exposure to a change in interest rates: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, 2023 ​ December 31, 2022 ​ ​ ​ 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) ​ $ 608,582 ​ 6.25% ​ ​ $ 1,445 ​ $ 892,268 5.21% ​ Fixed rate (2) ​ 1,189,643 ​ 4.78% ​ ​ — ​ 1,009,607 4.44% ​ ​ ​ $ 1,798,225 ​ ​ ​ ​ ​ $ 1,445 ​ $ 1,901,875 ​ ​ ​ Revolving credit facility and term loans: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Revolving credit facility (3) ​ $ 62,000 ​ 6.83% ​ ​ $ 629 ​ $ — 5.51% ​ Tranche A-1 Term Loan (4) ​ 200,000 ​ 2.70% ​ ​ — ​ 200,000 2.61% ​ Tranche A-2 Term Loan (4) ​ 400,000 ​ 3.58% ​ ​ — ​ 350,000 3.40% ​ 2023 Term Loan (5) ​ ​ 120,000 ​ ​ 5.31% ​ ​ ​ — ​ ​ — ​ — ​ ​ ​ $ 782,000 ​ ​ ​ ​ ​ $ 629 ​ $ 550,000 ​ ​ ​ Pro rata share of debt of unconsolidated real estate ventures (contractual balances): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Variable rate (1) ​ $ 35,000 ​ 5.00% ​ ​ $ — ​ $ 22,065 6.45% ​ Fixed rate (2) ​ 33,000 ​ 4.13% ​ ​ — ​ 33,000 4.13% ​ ​ ​ $ 68,000 ​ ​ ​ ​ ​ $ — ​ $ 55,065 ​ ​ ​ (1) Includes variable rate mortgage loans with interest rate cap agreements.
If the hedges are deemed to be effective, the fair value is recorded in "Accumulated other comprehensive income (loss)" in our consolidated balance sheets and is subsequently reclassified into "Interest expense" in our consolidated statements of operations in the period that the hedged forecasted transactions affect earnings.
If the hedges are deemed to be effective, the fair value is recorded in "Accumulated other comprehensive income" in our consolidated balance sheets and is subsequently reclassified into "Interest expense" in our consolidated statements of operations in the period that the hedged forecasted transactions affect earnings.
The fair value of our revolving credit facility and unsecured 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 December 31, 2022 and 2021, the estimated fair value of our consolidated debt was $2.4 billion and $2.5 billion.
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 December 31, 2023 and 2022, the estimated fair value of our consolidated debt was $2.5 billion and $2.4 billion.
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 December 31, 2022 and 2021, we had interest rate swap and cap agreements with an aggregate notional value of $1.4 billion and $862.7 million, which were designated as effective hedges.
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 December 31, 2023 and 2022, we had interest rate swap and cap agreements with an aggregate notional value of $2.2 billion and $1.4 billion, which were designated as effective hedges.
The fair value of our interest rate swaps and caps designated as effective hedges consisted of assets totaling $53.5 million and $393,000 as of December 31, 2022 and 2021 included in "Other assets, net" in our consolidated balance sheets, and liabilities totaling $18.4 million as of December 31, 2021, included in "Other liabilities, net" in our consolidated balance sheet.
The fair value of our interest rate swaps and caps designated as effective hedges consisted of assets totaling $35.6 million and $53.5 million as of December 31, 2023 and 2022 included in "Other assets, net" in our consolidated balance sheets, and liabilities totaling $7.9 million as of December 31, 2023 included in "Other liabilities, net" in our consolidated balance sheet.
As of December 31, 2022 and 2021, we had various interest rate cap agreements with an aggregate notional value of $711.8 million and $867.7 million, which were designated as ineffective hedges.
As of December 31, 2023 and 2022, we had various interest rate cap agreements with an aggregate notional value of $642.7 million and $711.8 million, which were non-designated derivatives.
We do not enter into derivative financial instruments for speculative purposes. 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.
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.
As of December 31, 2022, one-month LIBOR was 4.39% and one-month term SOFR was 4.36%, as applicable. The impact of these interest rate caps is reflected in our calculation of the annual effect of a 1% change in base rates. (2) Includes variable rate mortgage loans with interest rates fixed by interest rate swap agreements.
The impact of these interest rate caps is reflected in our calculation of the annual effect of a 1% change in base rates. (2) Includes variable rate mortgage loans with interest rates fixed by interest rate swap agreements. 63 Table of Contents (3) As of December 31, 2023, daily SOFR was 5.38%.
Derivative Financial Instruments Designated as Ineffective Hedges Certain derivative financial instruments, consisting of interest rate cap agreements, are cash flow hedges that are designated as ineffective hedges, and are carried at their estimated fair value on a recurring basis. Realized and unrealized gains are recorded in "Interest expense" in our consolidated statements of operations.
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 recorded in "Interest expense" in our consolidated statements of operations.
As of December 31, 2022, the interest rate swaps fix SOFR at a weighted average interest rate of 1.46% for the Tranche A-1 Term Loan and 2.15% for the Tranche A-2 Term Loan.
As of December 31, 2023, the interest rate swaps fix SOFR at a weighted average interest rate of 1.46% for the Tranche A-1 Term Loan and 2.29% for the Tranche A-2 Term Loan. See Note 10 to the consolidated financial statements for additional information.
(3) As of December 31, 2022, one-month term SOFR was 4.36%. The interest rate for the revolving credit facility excludes a 0.15% facility fee. (4) As of December 31, 2022 and 2021, the outstanding balance was fixed by interest rate swap agreements.
The interest rate for the revolving credit facility excludes a 0.15% facility fee. In February 2024, we repaid all amounts outstanding under our revolving credit facility. (4) As of December 31, 2023 and 2022, the outstanding balance was fixed by interest rate swap agreements.
The fair value of our interest rate caps designated as ineffective hedges consisted of assets totaling $8.1 million and $558,000 as of December 31, 2022 and 2021, included in "Other assets, net" in our consolidated balance sheets. ​ ​ 63 Table of Contents
The fair value of our interest rate cap agreements which were non-designated derivatives consisted of assets totaling $6.7 million and $8.1 million as of December 31, 2023 and 2022, included in "Other assets, net" in our consolidated balance sheets, and liabilities totaling $6.5 million as of December 31, 2023, included in "Other liabilities, net" in our consolidated balance sheet. ​ ​ 64 Table of Contents
For mortgage loans with interest rate caps, the weighted average interest rate cap strike is 2.64%, and the weighted average maturity date of the interest rate caps is September 28, 2023. The interest rate cap strike is exclusive of the credit spreads associated with the mortgage loans.
For mortgage loans with interest rate caps, the weighted average interest rate cap strike was 3.33%, and the weighted average maturity date of the interest rate caps is March 2025. The interest rate cap strike is exclusive of the credit spreads associated with the mortgage loans. As of December 31, 2023, one-month term SOFR was 5.35%.
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. 62 Table of Contents 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.
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.
Removed
We assess the effectiveness of our hedges both at inception and on an ongoing basis.
Added
(5) As of December 31, 2023, the outstanding balance was fixed by an interest rate swap agreement, which fixes SOFR at an interest rate of 4.01% through the maturity date.
Added
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.

Other JBGS 10-K year-over-year comparisons