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What changed in STAG Industrial, Inc.'s 10-K — 2023 vs 2024

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Paragraph-level year-over-year comparison of STAG Industrial, Inc.'s 2023 and 2024 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 2024 report.

+260 added−241 removedSource: 10-K (2025-02-12) vs 10-K (2024-02-13)

Top changes in STAG Industrial, Inc.'s 2024 10-K

260 paragraphs added · 241 removed · 207 edited across 7 sections

Item 1. Business

Business — how the company describes what it does

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Biggest changeWe believe that our focus on owning and operating a portfolio of individually acquired industrial properties throughout CBRE-EA Tier 1 industrial markets in the United States will, when compared to other real estate portfolios, generate returns for our stockholders that are attractive in light of the associated risks for the following reasons. • The acquisition of individual properties has historically been more cost effective versus competing with a larger pool of buyers who may need to deploy significant capital quickly on large portfolio transactions. • Acquiring individually maintains our portfolio quality, as multi-asset portfolio acquisitions may include assets that are not desirable to us. • The contribution of individual assets to an aggregated portfolio creates diversification, thereby lowering risk and creating value. • Other institutional, industrial real estate buyers tend to focus on properties in a small number of super-primary markets.
Biggest changeWe believe that owning and operating a portfolio of individually acquired industrial properties throughout CBRE-EA Tier 1 industrial markets in the United States will, when compared to other real estate portfolios assembled through acquisitions of many properties at once or consisting of other property types, generate returns for our stockholders that are attractive in light of the associated risks for the following reasons. • The markets we operate in have an institutional presence, size, and velocity of transactions that allow us to take a granular and quantitative approach where we can be confident in generating both reliable cash flow and long-term asset appreciation for our real estate investments. • The contribution of individual assets to an aggregated portfolio creates diversification, thereby lowering risk and creating value. • Many other institutional, industrial real estate buyers focus on properties in a small number of super-primary markets.
Our Strategy Our primary business objectives are to own and operate a balanced and diversified portfolio that fits the needs of the markets we operate in, add value to the assets we acquire, and to enhance stockholder value over time by achieving sustainable long-term growth in distributable cash flow from operations.
Our Strategy Our primary business objectives are to own and operate a balanced and diversified portfolio that fits the needs of the markets we operate in, to add value to the assets we acquire, and to enhance stockholder value over time by achieving sustainable long-term growth in distributable cash flow from operations.
As part of our commitment to providing a work environment that attracts, develops and retains high-performing individuals and that treats employees with dignity and respect: • We offer equal employment opportunities to all of our employees and seek to foster a diverse and vibrant workplace with employees who possess a broad range of experiences, backgrounds, and skills.
As part of our commitment to providing a work environment that attracts, develops and retains high-performing individuals and that treats employees with dignity and respect: • We offer equal opportunities to all our employees and seek to foster a diverse and vibrant workplace with employees who possess a broad range of experiences, backgrounds, and skills.
This UPREIT structure provides us an opportunity to acquire properties on a tax-deferred basis by issuing common units in our Operating Partnership in exchange for properties. The following is a simplified diagram of our UPREIT structure at December 31, 2023. Additional Information Our principal executive offices are located at One Federal Street, 23rd Floor, Boston, Massachusetts 02110.
This UPREIT structure provides us an opportunity to acquire properties on a tax-deferred basis by issuing common units in our Operating Partnership in exchange for properties. The following is a simplified diagram of our UPREIT structure at December 31, 2024. Additional Information Our principal executive offices are located at One Federal Street, 23rd Floor, Boston, Massachusetts 02110.
“Comparable Lease” means a lease in the same space with a similar lease structure as compared to the previous in-place lease, excluding new leases for space that was not occupied under our ownership. “GAAP” means generally accepted accounting principles in the United States.
“Comparable Lease” means a lease in the same space with a similar lease structure as compared to the previous in-place lease, excluding new leases for space that was not occupied under our ownership. “GAAP” means generally accepted accounting principles in the United States of America.
In addition, annually we participate in the public disclosure rating process of the Global Real Estate Sustainability Benchmark, which is an entity that provides a ranking system to evaluate and compare ESG practices in the real estate industry. 7 Table of Contents Additional information regarding our corporate responsibility program will be included in our definitive Proxy Statement for our 2024 Annual Meeting of Stockholders and our 2022 Environmental, Social and Governance Report, or sustainability report, is currently available under the “Corporate Responsibility” section of our website at www.stagindustrial.com.
In addition, annually we participate in the public disclosure rating process of the Global Real Estate Sustainability Benchmark, which is an entity that provides a ranking system to evaluate and compare ESG practices in the real estate industry. 7 Table of Contents Additional information regarding our corporate responsibility program will be included in our definitive Proxy Statement for our 2025 Annual Meeting of Stockholders and our 2023 Environmental, Social and Governance Report, or sustainability report, is currently available under the “Corporate Responsibility” section of our website at www.stagindustrial.com.
Additional information regarding our human capital programs and initiatives will be included in our definitive Proxy Statement for our 2024 Annual Meeting of Stockholders and is currently available under the “Corporate Responsibility” section of our website at www.stagindustrial.com.
Additional information regarding our human capital programs and initiatives will be included in our definitive Proxy Statement for our 2025 Annual Meeting of Stockholders and is currently available under the “Corporate Responsibility” section of our website at www.stagindustrial.com.
Lastly, some of these environmental laws restrict the use of a property or place conditions on various activities. An example would be laws that require a business using chemicals to manage them carefully and to notify local officials that the chemicals are being used. 6 Table of Contents We could be responsible for any of the costs discussed above.
Lastly, some of these environmental laws restrict the use of a property or place conditions on various activities. An example would be laws that require a business using chemicals to manage them carefully and to notify local officials that the chemicals are being used. We could be responsible for any of the costs discussed above.
The common units are not publicly traded, but each common unit receives the same distribution as a share of our common stock, the value of each common unit is tied to the value of a share of our common stock, and each common unit, after one year, generally may be redeemed (that is, exchanged) for cash in an amount equivalent to the value of a share of our common stock or, if we choose, for a share of common stock on a one-for-one basis.
The common units are not publicly traded, but each common unit receives the same distribution as a share of our common stock, the value of each common unit is tied to the value of a share of our common stock, and each common unit, after one year, generally may be redeemed (that is, exchanged) for cash in an amount equivalent to the value of a share of our common stock or, if we choose, for a share of 8 Table of Contents common stock on a one-for-one basis.
Furthermore, various court decisions have established that third parties may recover damages for injury caused by property contamination. For instance, a person exposed to asbestos at one of our properties may seek to recover damages if he or she suffers injury from the asbestos.
Furthermore, various court decisions have established that third parties may recover damages for injury caused by property contamination. For instance, a person exposed to asbestos at one of our properties may seek to recover damages if he or she 6 Table of Contents suffers injury from the asbestos.
We also offer flexible spending accounts for medical expenses, a program to pay commuting and office parking costs with pre-tax income, and a competitive vacation policy, including paid holidays, personal time off, and other leave benefits. • We seek to foster a corporate culture where our stakeholders, including our employees, engage in, and collaborate to extend resources towards, community development.
We also offer flexible spending accounts for medical expenses, programs to pay commuting and office parking costs or dependent care costs with pre-tax income, and a competitive vacation policy, including paid holidays, personal time off, and other leave benefits. • We seek to foster a corporate culture where our stakeholders, including our employees, engage in, and collaborate to extend resources towards, community development.
Through our partnerships with these organizations, in recent years, our employees have committed significant time and resources to support children and young adults, including through personal donations, fundraising, and volunteer work. As of December 31, 2023, we had 95 employees, none represented by a labor union.
Through our partnerships with these organizations, in recent years, our employees have committed significant time and resources to support children and young adults, including through personal donations, fundraising, and volunteer work. As of December 31, 2024, we had 91 employees, none represented by a labor union.
When redeeming common units for cash, the value of a share of our common stock is 8 Table of Contents calculated as the average common stock closing price on the NYSE for the 10 trading days immediately preceding the redemption notice date.
When redeeming common units for cash, the value of a share of our common stock is calculated as the average common stock closing price on the NYSE for the 10 trading days immediately preceding the redemption notice date.
We also provide our employees with highly competitive health and wellness benefits, including medical, dental, vision, life, and short-term disability insurance, with premiums that are entirely paid for by the Company.
We also provide our employees with highly competitive health and wellness benefits, including medical, dental, vision, life, and short-term disability insurance, with premiums entirely paid by the Company.
“SL Rent Change” means the percentage change in the average monthly base rent over the term of the lease that commenced during the period compared to the Comparable Lease for assets included in the Operating Portfolio.
“Straight-line Rent Change” means the percentage change in the average monthly base rent over the term of the lease that commenced during the period compared to the Comparable Lease for assets included in the Operating Portfolio.
We are the sole member of the sole general partner of our Operating Partnership. As of December 31, 2023, we owned approximately 97.9% of the common units of limited partnership interest in our Operating Partnership (“common units”), and our current and former executive officers, directors, employees and their affiliates, and third parties owned the remaining 2.1%.
We are the sole member of the sole general partner of our Operating Partnership. As of December 31, 2024, we owned approximately 98.0% of the common units of limited partnership interest in our Operating Partnership (“common units”), and our current and former executive officers, directors, employees and their affiliates, and third parties owned the remaining 2.0%.
We intend to maintain a diversified mix of tenants to limit our exposure to any single tenant or industry. As of December 31, 2023, our Operating Portfolio was approximately 98.4% leased.
We intend to maintain a diversified mix of tenants to limit our exposure to any single tenant or industry. As of December 31, 2024, our Operating Portfolio was approximately 97.3% leased.
As of December 31, 2023, our buildings were approximately 98.2% leased, with no single tenant accounting for more than approximately 2.9% of our total annualized base rental revenue and no single industry accounting for more than approximately 11.0% of our total annualized base rental revenue.
As of December 31, 2024, our buildings were approximately 96.5% leased, with no single tenant accounting for more than approximately 2.9% of our total annualized base rental revenue and no single industry accounting for more than approximately 11.3% of our total annualized base rental revenue.
In contrast, we choose from a larger opportunity set of industrial properties across all CBRE-EA Tier 1 industrial markets in the United States. • Our wider focus results in an advantage versus the local and regional buyers we compete with in many non-super-primary markets for acquisition opportunities who may not have the same access to debt or equity capital as us. • Industrial properties generally require less capital expenditure than other commercial property types. 5 Table of Contents Regulation General We are subject to various laws, ordinances, rules and regulations of the United States and the states and local municipalities in which we own properties, including regulations relating to common areas and fire and safety requirements.
In contrast, we choose from a larger opportunity set of industrial properties across all CBRE-EA Tier 1 industrial markets in the United States. • Our wider focus results in an advantage versus the local and regional buyers we compete with for acquisition opportunities who may not have the same access to debt or equity capital as us. 5 Table of Contents • Industrial properties generally require less capital expenditure than other commercial property types.
SL Rent Change on new and renewal leases together grew approximately 44.0% and 24.3% during the years ended December 31, 2023 and 2022, respectively, and our Cash Rent Change on new and renewal leases together grew approximately 31.0% and 14.3% during the years ended December 31, 2023 and 2022, respectively.
Straight-line Rent Change on new and renewal leases together grew approximately 41.8% and 44.0% during the years ended December 31, 2024 and 2023, respectively, and our Cash Rent Change on new and renewal leases together grew approximately 28.3% and 31.0% during the years ended December 31, 2024 and 2023, respectively.
Under the ADA, places of public accommodation must meet certain federal requirements related to access and use by disabled persons. The ADA may require removal of structural barriers to access by persons with disabilities in certain public areas of our properties where such removal is readily achievable.
The ADA may require removal of structural barriers to access by persons with disabilities in certain public areas of our properties where such removal is readily achievable.
Our platform is designed to (i) identify properties for acquisition that offer relative value across CBRE-EA Tier 1 industrial real estate markets, industries, and tenants through the principled application of our proprietary risk assessment model, (ii) provide growth through sophisticated industrial operation and an attractive opportunity set, and (iii) capitalize our business appropriately given the characteristics of our assets.
Our platform is designed to (i) identify properties for acquisition that offer attractive returns across CBRE-EA Tier 1 industrial real estate markets, industries, and tenants, (ii) provide growth through our ownership of high-quality assets, property management and pursuit of acquisitions in an attractive opportunity set, and (iii) capitalize our business appropriately given the characteristics of our assets.
The information found on, or otherwise accessible through, our website is not incorporated into, and does not form a part of, this report or any other report or document we file with or furnish to the SEC.
The information found on, or otherwise accessible through, our website is not incorporated into, and does not form a part of, this report or any other report or document we file with or furnish to the SEC. 9 Table of Contents All reports, proxy and information statements and other information we file with the SEC are also available free of charge through the SEC’s website at www.sec.gov.
“Total annualized base rental revenue” means the contractual monthly base rent as of December 31, 2023 (which differs from rent calculated in accordance with GAAP) multiplied by 12.
“Total annualized base rental revenue” means the monthly base cash rent for the applicable property or properties as of December 31, 2024 (which is different from rent calculated in accordance with GAAP for purposes of our financial statements), multiplied by 12.
“Value Add Portfolio” means our properties that meet any of the following criteria: (i) less than 75% occupied as of the acquisition date (ii) will be less than 75% occupied due to known move-outs within two years of the acquisition date; (iii) out of service with significant physical renovation of the asset; or (iv) development. 4 Table of Contents “Weighted Average Lease Term” means the contractual lease term in years, assuming that tenants exercise no renewal options, purchase options, or early termination rights, weighted by square footage.
If a tenant is in a free rent period as of December 31, 2024, the annualized rent is calculated based on the first contractual monthly base rent amount multiplied by 12. 4 Table of Contents “Value Add Portfolio” means our properties that meet any of the following criteria: (i) less than 75% occupied as of the acquisition date (ii) will be less than 75% occupied due to known move-outs within two years of the acquisition date; (iii) out of service with significant physical renovation of the asset; or (iv) development.
We believe that we or our tenants, as applicable, have the necessary permits and approvals to operate each of our properties. Americans with Disabilities Act Our properties must comply with Title III of the Americans with Disabilities Act of 1990, as amended (the “ADA”) to the extent that such properties are “public accommodations” as defined under the ADA.
Americans with Disabilities Act Our properties must comply with Title III of the Americans with Disabilities Act of 1990, as amended (the “ADA”) to the extent that such properties are “public accommodations” as defined under the ADA. Under the ADA, places of public accommodation must meet certain federal requirements related to access and use by disabled persons.
We remain subject to state and local taxes on our income and property and to U.S. federal income and excise taxes on our undistributed income.
We remain subject to state and local taxes on our income and property and to U.S. federal income and excise taxes on our undistributed income. As of December 31, 2024, we owned 591 buildings in 41 states with approximately 116.6 million rentable square feet.
Local real estate investors typically do not have the same access to capital that we do as a publicly traded institution. We also face significant competition from owners and managers of competing properties in leasing our properties to prospective tenants and in re-leasing space to existing tenants.
Competition In acquiring our target properties, we often compete with local or regional operators due to our broad and differentiated geographical focus. We also face significant competition from owners and managers of competing properties in leasing our properties to prospective tenants and in re-leasing space to existing tenants.
As of December 31, 2023, we owned 569 buildings in 41 states with approximately 112.3 million rentable square feet, consisting of 493 warehouse/distribution buildings, 70 light manufacturing buildings, one flex/office building, and five Value Add Portfolio buildings. In addition, as of December 31, 2023, we had six development projects (which are not included in the building count noted above).
As of December 31, 2024, we had 11 development projects (which are not included in the building count noted above).
Removed
If a tenant is in a free rent period as of December 31, 2023, the total annualized base rental revenue is calculated based on the first contractual monthly base rent amount multiplied by 12.
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“Weighted Average Lease Term” means the contractual lease term in years, assuming that tenants exercise no renewal options, purchase options, or early termination rights, as of the lease start date weighted by square footage. Weighted Average Lease Term related to acquired assets reflects the remaining lease term in years as of the acquisition date weighted by square footage.
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While the majority of our portfolio consists of single-tenant properties, we also own a growing number of multi-tenant properties.
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We focus on acquiring assets individually or in small portfolios.
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Competition In acquiring our target properties, we often compete with local or regional operators due to the smaller, single asset (versus portfolio) focus of our acquisition strategy. We also we compete with other public industrial property sector REITs, single-tenant REITs, income oriented non-traded REITs, and private real estate funds.
Added
Notwithstanding our focus on acquiring assets individually, we will consider and may acquire portfolios when we believe the returns and/or long-term value are appropriate.
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All reports, proxy and information statements and other information we file with the SEC are also available free of charge through the SEC’s website at www.sec.gov. 9 Table of Contents
Added
Regulation General We are subject to various laws, ordinances, rules and regulations of the United States and the states and local municipalities in which we own properties, including regulations relating to common areas and fire and safety requirements. We believe that we or our tenants, as applicable, have the necessary permits and approvals to operate each of our properties.

Item 1A. Risk Factors

Risk Factors — what could go wrong, per management

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Biggest changeIf such disruptions worsen or continue for a prolonged period of time, any of these tenants may be unable to obtain financing necessary to continue to operate its business, unable to meet its rental obligations, unable to enter into new leases or forced to declare bankruptcy and reject our leases, which could materially and adversely affect us. 12 Table of Contents Any future public health crisis, pandemic, epidemic or outbreak of infectious disease could have material and adverse effects on our business, operating results, financial condition and cash flows.
Biggest changeIn addition, any claim we have for unpaid past rent could be substantially less than the amount owed. Any future public health crisis, pandemic, epidemic or outbreak of infectious disease could have material and adverse effects on our business, operating results, financial condition and cash flows.
Income from and the value of our properties may be adversely affected by, among other things: • a global economic crisis that results in increased budget deficits and weakened financial condition of international, national and local governments, which may lead to reduced governmental spending, tax increases, public sector job losses, increased interest rates, currency devaluations, defaults on debt obligations or other adverse economic events; • other periods of economic slowdown or recession, rising interest rates or declining demand for real estate, or the public perception that any of these events may occur; • tenant turnover, the attractiveness of our properties to potential tenants and changes in supply of, or demand for, similar or competing properties in an area (including from general overbuilding or excess supply in the market); 16 Table of Contents • technological changes, such as reconfiguration of supply chains, autonomous vehicles, drones, robotics, 3D printing, online marketplaces for industrial space, or other developments; • our ability to control rental rates and changes in operating costs and expenses, including costs of compliance with tax, real estate, environmental and zoning laws, rules and regulations and our potential liability thereunder; • changes in the cost or availability of insurance, including coverage for mold or asbestos; • unanticipated changes in costs associated with known adverse environmental conditions or retained liabilities for such conditions; • periods of high interest rates and tight money supply; • future terrorist attacks, which may result in declining economic activity, which could reduce the demand for, and the value of, our properties, and may adversely affect our tenants’ business and their ability to continue to honor their existing lease ; and • disruptions in the global supply chain caused by political, regulatory or other factors, including geopolitical developments outside the United States.
Income from and the value of our properties may be adversely affected by, among other things: • a global economic crisis that results in increased budget deficits and weakened financial condition of international, national and local governments, which may lead to reduced governmental spending, tax increases, public sector job losses, increased interest rates, currency devaluations, defaults on debt obligations or other adverse economic events; • other periods of economic slowdown or recession, rising interest rates or declining demand for real estate, or the public perception that any of these events may occur; • tenant turnover, the attractiveness of our properties to potential tenants and changes in supply of, or demand for, similar or competing properties in an area (including from general overbuilding or excess supply in the market); • technological changes, such as reconfiguration of supply chains, autonomous vehicles, drones, robotics, 3D printing, online marketplaces for industrial space, or other developments; • our ability to control rental rates and changes in operating costs and expenses, including costs of compliance with tax, real estate, environmental and zoning laws, rules and regulations and our potential liability thereunder; • changes in the cost or availability of insurance, including coverage for mold or asbestos; 16 Table of Contents • unanticipated changes in costs associated with known adverse environmental conditions or retained liabilities for such conditions; • periods of high interest rates and tight money supply; • future terrorist attacks, which may result in declining economic activity, which could reduce the demand for, and the value of, our properties, and may adversely affect our tenants’ business and their ability to continue to honor their existing lease ; and • disruptions in the global supply chain caused by political, regulatory or other factors, including geopolitical developments outside the United States.
Competition 22 Table of Contents for such personnel is intense, and we cannot assure you that we will be successful in attracting and retaining such skilled personnel. An increased focus on metrics and reporting related to corporate responsibility, specifically related to ESG factors, may impose additional costs and expose us to new risks.
Competition for such personnel is intense, and we cannot assure you that we will be successful in attracting and retaining such skilled personnel. 22 Table of Contents An increased focus on metrics and reporting related to corporate responsibility, specifically related to ESG factors, may impose additional costs and expose us to new risks.
Any future public health crisis, pandemic, epidemic or outbreak of infectious disease, such as the COVID-19 pandemic, could have material and adverse effects on our business, operating results, financial condition and cash flows due to, among other factors: (i) government authorities requiring the closure of offices or other businesses or instituting quarantines of personnel; (ii) disruption in global supply and delivery chains; (iii) a general decline in business activity and demand for real estate; (iv) repurposing or redevelopment of defunct retail properties into industrial properties; (v) reduced economic activity, general economic decline or recession, which may impact our tenants’ businesses and may cause one or more of our tenants to be unable to make rent payments to us timely, or at all, or to otherwise seek modifications of lease obligations; (vi) difficulty accessing debt and equity capital on attractive terms, or at all; and (vii) the potential negative impact on the health of our personnel or our ability to recruit and retain key employees.
Any future public health crisis, pandemic, epidemic or outbreak of infectious disease, such as the COVID-19 pandemic, could have material and adverse effects on our business, operating results, financial condition and cash flows due to, among other factors: (i) government authorities requiring the closure of offices or other businesses or instituting quarantines of personnel; 12 Table of Contents (ii) disruption in global supply and delivery chains; (iii) a general decline in business activity and demand for real estate; (iv) repurposing or redevelopment of defunct retail properties into industrial properties; (v) reduced economic activity, general economic decline or recession, which may impact our tenants’ businesses and may cause one or more of our tenants to be unable to make rent payments to us timely, or at all, or to otherwise seek modifications of lease obligations; (vi) difficulty accessing debt and equity capital on attractive terms, or at all; and (vii) the potential negative impact on the health of our personnel or our ability to recruit and retain key employees.
The success of our tenants in operating their businesses will continue to be impacted by many current economic challenges, which impact their cost of doing business, including, but not limited to, inflation, labor shortages, supply chain constraints and increasing energy prices and interest rates.
The success of our tenants in operating their businesses will continue to be impacted by many current economic challenges, which impact their cost of doing business, including, but not limited to, availability of financing, inflation, labor shortages, supply chain constraints and increasing energy prices and interest rates.
In addition, any potential change of control transaction may be further limited as a result of provisions related to the limited partnership interests designated as “LTIP Units” in our Operating Partnership (“LTIP units”) granted under the STAG Industrial, Inc. 2011 Equity Incentive Plan, as amended and restated (the “2011 Plan”), which require us to preserve the rights of LTIP unit holders and may restrict us from amending the Operating Partnership agreement in a manner that would have an adverse effect on the rights of LTIP unit holders.
In addition, any potential change of 13 Table of Contents control transaction may be further limited as a result of provisions related to the limited partnership interests designated as “LTIP Units” in our Operating Partnership (“LTIP units”) granted under the STAG Industrial, Inc. 2011 Equity Incentive Plan, as amended and restated (the “2011 Plan”), which require us to preserve the rights of LTIP unit holders and may restrict us from amending the Operating Partnership agreement in a manner that would have an adverse effect on the rights of LTIP unit holders.
As of December 31, 2023, we have not obtained and do not expect to obtain key man life insurance on any of our key personnel. We also believe that, as we expand, our future success will depend upon our ability to hire and retain highly skilled managerial, investment, financing, operational, and marketing personnel.
As of December 31, 2024, we have not obtained and do not expect to obtain key man life insurance on any of our key personnel. We also believe that, as we expand, our future success will depend upon our ability to hire and retain highly skilled managerial, investment, financing, operational, and marketing personnel.
Risks Related to Our Organization and Structure Our growth depends on external sources of capital, which are outside of our control and affect our ability to finance acquisitions, take advantage of strategic opportunities, satisfy debt obligations and make distributions to stockholders.
Risks Related to Our Organization and Structure Our growth depends, in part, on external sources of capital, which are outside of our control and affect our ability to finance acquisitions, take advantage of strategic opportunities, satisfy debt obligations and make distributions to stockholders.
As a result of unrealized built-in gain attributable to contributed properties at the time of contribution, some holders of common units, including members of our management team, may suffer more adverse tax consequences than our stockholders upon the sale or refinancing of certain properties, including disproportionately greater allocations of items of taxable income and gain upon a realization event.
As a result of unrealized 14 Table of Contents built-in gain attributable to contributed properties at the time of contribution, some holders of common units, including members of our management team, may suffer more adverse tax consequences than our stockholders upon the sale or refinancing of certain properties, including disproportionately greater allocations of items of taxable income and gain upon a realization event.
Actual events involving limited liquidity, defaults, non-performance or other adverse developments that affect financial institutions, transactional counterparties or other companies in the financial services industry or the financial services industry generally, or concerns or rumors about any events of these kinds or other similar risks, have in the past and may in the future lead to market-wide liquidity problems.
Actual events involving limited liquidity, defaults, non-performance or other adverse developments that affect financial institutions, transactional counterparties or other companies in the financial services industry or the financial services industry generally, or concerns or rumors about any events of these kinds or other similar risks, have in the past and may in the future 10 Table of Contents lead to market-wide liquidity problems.
Because of these requirements, we may not be able to fund future capital needs, including acquisition financing, from operating cash flow and rely on third-party sources to fund our capital needs.
Because of these requirements, we may not be able to fund all future capital needs, including acquisition financing, from operating cash flow and may rely on third-party sources to fund some of our capital needs.
Due to the uncertainty of market conditions that may affect future property dispositions, we cannot assure you that we will be able to sell our properties at a profit. Accordingly, the extent to which you will receive cash distributions and realize potential appreciation on our investments will be dependent upon fluctuating market conditions.
Due to the uncertainty of market conditions that may affect 18 Table of Contents future property dispositions, we cannot assure you that we will be able to sell our properties at a profit. Accordingly, the extent to which you will receive cash distributions and realize potential appreciation on our investments will be dependent upon fluctuating market conditions.
While we have the right to purchase the fee interests in these properties for a nominal purchase price, in the event of such a conversion, any preferential tax treatment offered by the PILOT programs will be lost. 18 Table of Contents We may be unable to sell properties, including as a result of uncertain market conditions.
While we have the right to purchase the fee interests in these properties for a nominal purchase price, in the event of such a conversion, any preferential tax treatment offered by the PILOT programs will be lost. We may be unable to sell properties, including as a result of uncertain market conditions.
We cannot assure you that our hedging strategies and derivative financial instruments will adequately offset the risk of interest rate volatility or that such instruments will not result in losses that may adversely impact our financial condition. 20 Table of Contents Adverse changes in our credit ratings could negatively affect our financing activity.
We cannot assure you that our hedging strategies and derivative financial instruments will adequately offset the risk of interest rate volatility or that such instruments will not result in losses that may adversely impact our financial condition. Adverse changes in our credit ratings could negatively affect our financing activity.
For example, we are unable to modify the rights of limited partners to receive distributions as set forth in the Operating Partnership agreement in a manner that 14 Table of Contents adversely affects their rights without their consent, even though such modification might be in the best interest of our stockholders.
For example, we are unable to modify the rights of limited partners to receive distributions as set forth in the Operating Partnership agreement in a manner that adversely affects their rights without their consent, even though such modification might be in the best interest of our stockholders.
We have filed a registration statement with the SEC allowing us to offer, from time to time, an indefinite amount of equity and debt securities on an as-needed basis, including shares under our ATM common stock offering program.
We have 15 Table of Contents filed a registration statement with the SEC allowing us to offer, from time to time, an indefinite amount of equity and debt securities on an as-needed basis, including shares under our ATM common stock offering program.
Although we assess our banking relationships as we believe necessary or 10 Table of Contents appropriate, our access to funding sources and other credit arrangements in amounts adequate to finance or capitalize our current and projected future business operations could be significantly impaired by factors that affect us, the financial services industry or economy in general.
Although we assess our banking relationships as we believe necessary or appropriate, our access to funding sources and other credit arrangements in amounts adequate to finance or capitalize our current and projected future business operations could be significantly impaired by factors that affect us, the financial services industry or economy in general.
This concentration may expose us to the risk of economic downturns in the industrial real estate sector to a greater extent than if our properties were more diversified across other sectors of the real estate industry. We are subject to geographic and industry concentrations that make us susceptible to adverse events with respect to certain markets and industries.
This concentration exposes us to the risk of economic downturns in the industrial real estate sector to a greater extent than if our properties were diversified across other sectors of the real estate industry. We are subject to geographic and industry concentrations that make us susceptible to adverse events with respect to certain markets and industries.
Our growth depends upon future acquisitions of properties, and we may be unable to consummate acquisitions on advantageous terms and acquisitions may not perform as we expect. The acquisition of properties entails various risks, including the risk that our investments may not perform as we expect.
Our growth depends, in part, upon acquisitions of properties, and we may be unable to consummate acquisitions on advantageous terms and acquisitions may not perform as we expect. The acquisition of properties entails various risks, including the risk that our investments may not perform as we expect.
The issuance of preferred stock could have the effect of delaying or preventing a transaction or a change of control that might be in the best interests of stockholders. 13 Table of Contents Certain provisions in the Operating Partnership agreement may delay or prevent a change of control.
The issuance of preferred stock could have the effect of delaying or preventing a transaction or a change of control that might be in the best interests of stockholders. Certain provisions in the Operating Partnership agreement may delay or prevent a change of control.
Also, a downgrade in our credit ratings may trigger additional payments or other negative consequences under our unsecured credit facility and other debt instruments. Adverse changes in our credit ratings could harm our capital market activities, ability to manage debt maturities, future growth and acquisition activity. U.S.
Also, a downgrade in our credit ratings may trigger additional payments or other negative consequences under our unsecured credit facility and other debt instruments. Adverse changes in our credit ratings could harm our capital market activities, ability to manage debt maturities, future growth and acquisition activity. 20 Table of Contents U.S.
Additionally, macroeconomic and geopolitical risks create challenges that may exacerbate current market conditions in the United States. Any of our tenants may experience an adverse event or downturn in its business at any time that may significantly weaken its financial condition or cause its failure.
Additionally, macroeconomic and geopolitical risks create challenges that may exacerbate current market conditions (including financial and credit market conditions) in the United States. Any of our tenants may experience an adverse event or downturn in its business or disruptions in liquidity sources at any time that may significantly weaken its financial condition or cause its failure.
Our operating results and financial condition could be negatively affected to the extent that an economic slowdown or downturn is prolonged or becomes more severe. Recent macroeconomic trends, including inflation and rising interest rates, and developments affecting the financial services industry, may adversely affect our business, financial condition and results of operations.
Our operating results and financial condition could be negatively affected to the extent that an economic slowdown or downturn is prolonged or becomes more severe. Inflation, rising interest rates, and developments that affect the financial services industry, may adversely affect our business, financial condition and results of other operations.
As of December 31, 2023, we had total outstanding debt of approximately $2.6 billion, including approximately $402.0 million of debt subject to variable interest rates (excluding amounts that were hedged to fix rates), and we expect that we will incur additional indebtedness in the future. Interest we pay on outstanding debt reduces our cash available for distribution.
As of December 31, 2024, we had total outstanding debt of approximately $3.0 billion, including approximately $409.0 million of debt subject to variable interest rates (excluding amounts that were hedged to fix rates), and we expect that we will incur additional indebtedness in the future. Interest we pay on outstanding debt reduces our cash available for distribution.
In addition, our investments could be materially adversely affected by changes in national and international political, environmental and socioeconomic circumstances, such as Russia’s invasion of Ukraine and the Israel-Hamas war, the possibility of such conflicts widening and their impact on macroeconomic conditions.
In addition, our investments could be materially adversely affected by changes in national and international political, environmental and socioeconomic circumstances, such as the ongoing conflict between Ukraine and Russia and the Israel-Hamas war, the possibility of such conflicts widening and their impact on macroeconomic conditions.
We have owned many of our properties for a limited time, and we may not be aware of characteristics or deficiencies involving any one or all of them. Of the properties in our portfolio at December 31, 2023, 231 buildings totaling approximately 44.7 million rentable square feet have been acquired in the past five years.
We have owned many of our properties for a limited time, and we may not be aware of characteristics or deficiencies involving any one or all of them. Of the properties in our portfolio at December 31, 2024, 194 buildings totaling approximately 35.4 million rentable square feet have been acquired in the past five years.
Rising inflation could also have an adverse impact on our financing costs (either through near-term borrowings on our variable rate debt, including our unsecured credit facility, or refinancing of existing debt at higher interest rates), and general and administrative expenses and property operating expenses, as these costs could increase at a rate higher than our rental and other revenue.
Inflation adversely affects our financing costs (either through near-term borrowings on our variable rate debt, including our unsecured credit facility, or refinancing of existing debt at higher interest rates), and our general and administrative expenses and property operating expenses, as these costs and expenses could increase at a rate higher than our rental and other revenue.
As of December 31, 2023, leases with respect to approximately 18.9% (excluding month-to-month leases) of our total annualized base rental revenue will expire before December 31, 2025. We cannot assure you that expiring leases will be renewed or that our properties will be re-leased at base rental rates equal to or above the current market rental rates.
As of December 31, 2024, leases with respect to approximately 22.7% (excluding month-to-month leases) of our total annualized base rental revenue will expire before December 31, 2026. We cannot assure you that expiring leases will be renewed or that our properties will be re-leased at base rental rates equal to or above the current market rental rates.
In connection with the acquisition and ownership of our properties, we may be exposed to such costs. The costs of compliance with environmental regulatory requirements, defending against 17 Table of Contents environmental claims or remediation of any contaminated property could materially adversely affect our business, operating results and cash available for distribution to stockholders.
In connection with the acquisition and ownership of our properties, we may be exposed to such costs. The costs of compliance with environmental regulatory requirements, defending against environmental claims or remediation of any contaminated property could materially adversely affect our business, operating results and cash available for distribution to stockholders. Some of our properties contain asbestos‑containing building materials.
Our investments are concentrated in the industrial real estate sector, and we would be adversely affected by an economic downturn in that sector. As of December 31, 2023, the majority of our buildings were industrial properties.
Our investments are in the industrial real estate sector, and we would be adversely affected by an economic downturn in that sector. As of December 31, 2024, almost all our buildings were industrial properties.
Some of our properties contain asbestos‑containing building materials. Environmental laws require owners of buildings containing asbestos properly manage and maintain the asbestos, adequately inform or train those who may come into contact with asbestos and undertake special precautions in the event that asbestos is disturbed during building renovation or demolition.
Environmental laws require owners of buildings containing asbestos properly manage and maintain the asbestos, adequately inform or train those who may come into contact 17 Table of Contents with asbestos and undertake special precautions in the event that asbestos is disturbed during building renovation or demolition.
In 19 Table of Contents addition, if we need to repay existing debt during periods of rising interest rates, we could be required to sell one or more of our properties at times which may not permit realization of the maximum return on such investments.
In addition, if we need to repay existing debt during periods of rising interest rates, we could be required to sell one or more of our properties at times which may not permit realization of the maximum return on such investments. 19 Table of Contents Our loan covenants could limit our flexibility and adversely affect our financial condition and ability to make distributions.
In addition, we expect to finance future acquisitions through a combination of secured and unsecured borrowings, proceeds from equity or debt offerings by us or our Operating Partnership or its subsidiaries and proceeds from property contributions and divestitures which may not be available and which could adversely affect our cash flows.
In addition, we expect to finance future acquisitions through a combination of borrowings, proceeds from equity or debt securities offerings by us or our Operating Partnership and proceeds from property contributions and divestitures, which may not be available and which could adversely affect our cash flows. We may face risks associated with acquiring properties in unfamiliar markets.
We may face risks associated with acquiring properties in unfamiliar markets. We have acquired, and may continue to acquire, properties in markets that are new to us.
We have acquired, and may continue to acquire, properties in markets that are new to us.
When we acquire properties located in these markets, we face risks associated with a lack of market knowledge or understanding of the local economy (including that competitors and counterparties may have much greater knowledge and understanding), forging new business relationships in the area and unfamiliarity with local government and laws. 11 Table of Contents A significant portion of our properties have leases that expire in the next two years and we may be unable to renew leases, lease vacant space or re-lease space on favorable terms.
When we acquire properties located in these markets, we face risks associated with a lack of market knowledge or understanding of the local economy (including that 11 Table of Contents competitors and counterparties may have much greater knowledge and understanding), forging new business relationships in the area and unfamiliarity with local government and laws.
If a sale‑leaseback transaction were so re-characterized, we might fail to satisfy the REIT qualification “asset tests” or “income tests” and, consequently, lose our REIT status effective with the year of re-characterization. Alternatively, the amount of our REIT taxable income could be recalculated which might also cause us to fail to meet the distribution requirement for a taxable year.
If a sale‑leaseback transaction were so re-characterized, we might fail to satisfy the REIT qualification “asset tests” or “income tests” and, consequently, lose our REIT status effective with the year of re-characterization.
Additionally, U.S. government policies implemented to address inflation, including actions by the Federal Reserve to increase interest rates, could negatively impact consumer spending, our tenants’ businesses, and/or future demand for industrial space.
Additionally, U.S. government policies implemented to address inflation, including actions (or inactions) by the Federal Reserve that maintain or increase interest rates, could harm consumer spending, our tenants’ businesses, demand for and returns from industrial space and our ability to acquire industrial real estate at attractive margins to our cost of capital.
Thus, compliance with the REIT requirements may hinder our ability to operate solely on the basis of maximizing profits and the value of our stockholders’ investment. 21 Table of Contents Re-characterization of sale‑leaseback transactions may cause us to lose our REIT status. In certain circumstances, we expect to purchase properties and lease them back to the sellers of such properties.
Re-characterization of sale‑leaseback transactions may cause us to lose our REIT status. In certain circumstances, we expect to purchase properties and lease them back to the sellers of such properties.
We may be required to make distributions to stockholders at times when it would be more advantageous to reinvest cash in our business or when we do not have funds readily available for distribution.
We may be required to make distributions to stockholders at times when it would be more advantageous to reinvest cash in our business or when we do not have funds readily available for distribution. Thus, compliance with the REIT requirements may hinder our ability to operate solely on the basis of maximizing profits and the value of our stockholders’ investment.
The prohibited transactions tax may limit our ability to engage in certain transactions. A REIT’s net income from prohibited transactions is subject to a 100% tax. In general, prohibited transactions are dispositions of property, other than foreclosure property, held primarily for sale to customers in the ordinary course of business.
In general, prohibited transactions are dispositions of property, other than foreclosure property, held primarily for sale to customers in the ordinary course of business.
Joint venture investments could be adversely affected by our lack of sole decision-making authority, our reliance on co-venturers’ financial condition and disputes between us and our co-venturers. We may in the future selectively acquire, own and/or develop properties through partnerships, joint ventures or other co-investment entities with third parties when we deem such transactions are warranted by the circumstances.
We currently have and may in the future selectively acquire, own and/or develop properties through partnerships, joint ventures or other co-investment entities with third parties when we deem such transactions are warranted by the circumstances.
The Federal Reserve may continue to raise the federal funds rate, which will likely lead to higher interest rates in the credit markets and the possibility of slowing economic growth and/or a recession.
While the Federal Reserve has since reduced the benchmark federal funds rate from its most recent peak, the Federal Reserve may maintain or increase the federal funds rate, which would lead to the current interest rates or higher prevailing in the credit markets and the possibility of slowing economic growth and/or a recession.
Further, if we borrow funds to make distributions, our future interest costs would increase, thereby reducing our earnings and cash available for distribution from what they otherwise would have been. 15 Table of Contents The number of shares of our common stock available for future sale, and future offerings of debt or equity securities may be dilutive to existing stockholders and adversely affect the market price of our common stock.
Further, if we borrow funds to make distributions, our future interest costs would increase, thereby reducing our earnings and cash available for distribution from what they otherwise would have been.
Removed
For example, on March 10, 2023, Silicon Valley Bank was closed by the California Department of Financial Protection and Innovation, which appointed the FDIC as receiver. Similarly, on March 12, 2023, Signature Bank and Silvergate Capital Corp. were each swept into receivership.
Added
A significant portion of our properties have leases that expire in the next two years and we may be unable to renew leases, lease vacant space or re-lease space on favorable terms.
Removed
In addition, any claim we have for unpaid past rent could be substantially less than the amount owed. If our tenants are unable to obtain financing necessary to continue to operate their businesses and pay us rent, we could be materially and adversely affected. Many of our tenants rely on external sources of financing to operate their businesses.
Added
The number of shares of our common stock available for future sale, and future offerings of debt or equity securities may be dilutive to existing stockholders and adversely affect the market price of our common stock.
Removed
The U.S. financial and credit markets have recently experienced liquidity disruptions, resulting in volatility in the markets and the unavailability of financing for many businesses.
Added
Joint venture investments could be adversely affected by our lack of sole decision-making authority, our reliance on co-venturers’ financial condition and disputes between us and our co-venturers.
Removed
The phase-out of LIBOR and transition to Term SOFR as a benchmark interest rate will have uncertain and possibly adverse effects.
Added
Alternatively, the amount of our REIT taxable income could be recalculated which might also cause us to fail to meet the distribution requirement for a taxable year. 21 Table of Contents The prohibited transactions tax may limit our ability to engage in certain transactions. A REIT’s net income from prohibited transactions is subject to a 100% tax.
Removed
In advance of the cessation of LIBOR on June 30, 2023, we amended our unsecured credit facility and term loans to be based on one-month Term SOFR, and as of December 31, 2023, we had no LIBOR-based debt or financial contracts.
Added
We may be unable to identify, investigate or remediate cyber events or incidents because attackers are increasingly using sophisticated techniques and tools (including generative artificial intelligence and other machine learning techniques) that can avoid detection, circumvent security controls, and even remove or obfuscate forensic evidence.
Removed
Due to the broad use of LIBOR as a reference rate, the impact of this transition to Term SOFR could adversely affect our financing costs, including spread pricing on our unsecured credit facility, unsecured term loans and any other variable rate debt obligations, as well as our operations and cash flows.
Added
As new technologies, including tools that harness generative artificial intelligence and other machine learning techniques, rapidly develop and become accessible, the use of such new technologies by us will present additional known and unknown risks, including, among others, the risk that confidential information may be stolen, misappropriated or disclosed and the risk that we may rely on incorrect, unclear or biased outputs generated by such technologies, any of which could have an adverse impact on us and our business.
Removed
There is no guarantee that the transition from LIBOR to Term SOFR will not result in financial market disruptions, significant increases in benchmark rates, or borrowing costs to borrowers, any of which could affect our interest expense and earnings and may have an adverse effect on our business, results of operations, financial condition, and stock price.
Removed
Whether or not Term SOFR attains market acceptance as a LIBOR replacement tool remains uncertain. Our loan covenants could limit our flexibility and adversely affect our financial condition and ability to make distributions.

Item 1C. Cybersecurity

Cybersecurity — threats and controls disclosure

6 edited+0 added−0 removed17 unchanged
Biggest changeWe use a comprehensive, cross-departmental approach for identifying, evaluating, preventing and/or mitigating cybersecurity threats and incidents, and have implemented controls and procedures that 23 Table of Contents provide for the prompt escalation of significant cybersecurity incidents so that decisions regarding reporting and public disclosure of such incidents can be made in a timely manner. • Technical Safeguards.
Biggest changeWe use a comprehensive, cross-departmental approach for identifying, evaluating, preventing and/or mitigating cybersecurity threats and incidents, and have implemented controls and procedures that provide for the prompt escalation of significant cybersecurity incidents so that decisions regarding reporting and public disclosure of such incidents can be made in a timely manner. 23 Table of Contents • Technical Safeguards.
Any significant developments related to our technical safeguards, including the results of any vulnerability assessments or network penetration testing, are reported to our board of directors, and we adjust our cybersecurity risk management policies and practices as necessary. • Management of Third-Party Risks .
Any significant developments related to our technical safeguards, including any material results of any vulnerability assessments or network penetration testing, are reported to our board of directors, and we adjust our cybersecurity risk management policies and practices as necessary. • Management of Third-Party Risks .
As of the date of this report, we are not aware of any cybersecurity threats, including as a result of any prior cybersecurity incidents, that have materially and adversely affected the Company (including our business strategy, results of operations or financial condition), nor are such threats reasonably likely to materially and adversely affect the same.
As of the date of this report, we are not aware of any cybersecurity threats, including as a result of any prior cybersecurity incidents, that have materially and adversely affected the Company (including our business strategy, results of operations or financial condition), nor, in our view, are such threats currently reasonably likely to materially and adversely affect the same.
For example, our Vice President–Information Technology has approximately 25 years of IT experience in various roles, the majority of which has been at publicly-reporting real estate companies.
For example, our Vice President–Information Technology has approximately 26 years of IT experience in various roles, the majority of which has been at publicly-reporting real estate companies.
In addition, the other members of our management team identified above have from 14 years to 29 years of work experience managing risks or control environments, including experience at the Company and other professional businesses, or, as third-party advisors, helping businesses manage risks or control environments. 24 Table of Contents
In addition, the other members of our management team identified above have from 15 years to 30 years of work experience managing risks or control environments, including experience at the Company and other professional businesses, or, as third-party advisors, helping businesses manage risks or control environments. 24 Table of Contents
The members of management responsible for our cybersecurity risk management program include our Vice President–Information Technology, our Chief Financial Officer, our General Counsel, our Chief Accounting Officer, our Head of Data, Analytics and Technology, and our Vice President–Financial Reporting and Accounting.
The members of management responsible for our cybersecurity risk management program include our Vice President–Information Technology, our General Counsel, our Chief Accounting Officer, our Senior Vice President–Data and Technology, and our Vice President–Financial Reporting and Accounting.

Item 2. Properties

Properties — owned and leased real estate

13 edited+2 added−2 removed0 unchanged
Biggest changeLaurel 1 Warehouse / Distribution 112,294 Pedricktown 1 Warehouse / Distribution 247,220 Piscataway 1 Warehouse / Distribution 101,381 Swedesboro 1 Warehouse / Distribution 123,962 Westampton 1 Warehouse / Distribution 189,434 New Mexico Santa Teresa 1 Warehouse / Distribution 92,325 Nevada Fernley 1 Light Manufacturing 183,435 Las Vegas 1 Warehouse / Distribution 34,916 28 Table of Contents State City Number of Buildings Asset Type Total Rentable Square Feet Las Vegas 1 Light Manufacturing 122,472 Paradise 2 Light Manufacturing 80,422 Reno 1 Light Manufacturing 87,264 Sparks 2 Warehouse / Distribution 326,986 New York Buffalo 1 Warehouse / Distribution 117,000 Cheektowaga 1 Warehouse / Distribution 121,760 Farmington 1 Warehouse / Distribution 149,657 Gloversville 3 Warehouse / Distribution 211,554 Johnstown 2 Warehouse / Distribution 117,102 Johnstown 1 Light Manufacturing 42,325 Rochester 2 Warehouse / Distribution 252,860 Ronkonkoma 1 Warehouse / Distribution 64,224 Ohio Bedford Heights 1 Warehouse / Distribution 173,034 Boardman 1 Warehouse / Distribution 176,930 Canal Winchester 2 Warehouse / Distribution 814,265 Columbus 4 Warehouse / Distribution 1,486,450 Dayton 1 Warehouse / Distribution 205,761 Etna 1 Warehouse / Distribution 1,232,149 Fairborn 1 Warehouse / Distribution 259,369 Fairfield 2 Warehouse / Distribution 364,948 Gahanna 1 Warehouse / Distribution 383,000 Groveport 1 Warehouse / Distribution 320,657 Hilliard 1 Warehouse / Distribution 237,500 Macedonia 2 Warehouse / Distribution 338,297 Maple Heights 1 Warehouse / Distribution 170,000 Mason 1 Light Manufacturing 116,200 North Jackson 2 Warehouse / Distribution 518,758 Oakwood Village 1 Warehouse / Distribution 75,000 Salem 1 Light Manufacturing 271,000 Seville 1 Warehouse / Distribution 75,000 Streetsboro 1 Warehouse / Distribution 343,416 Strongsville 2 Warehouse / Distribution 341,561 Toledo 1 Warehouse / Distribution 177,500 Twinsburg 2 Warehouse / Distribution 426,974 West Chester 1 Warehouse / Distribution 269,868 West Jefferson 1 Warehouse / Distribution 857,390 Oklahoma Oklahoma City 2 Warehouse / Distribution 303,740 Tulsa 2 Warehouse / Distribution 309,600 Oregon Beaverton 2 Warehouse / Distribution 121,426 Salem 2 Light Manufacturing 155,900 Wilsonville 1 Warehouse / Distribution 78,000 Pennsylvania Allentown 4 Warehouse / Distribution 514,134 Burgettstown 1 Warehouse / Distribution 455,000 Charleroi 1 Warehouse / Distribution 119,161 Clinton 7 Warehouse / Distribution 1,531,972 Croydon 1 Warehouse / Distribution 101,869 Elizabethtown 1 Warehouse / Distribution 206,236 Export 1 Warehouse / Distribution 138,270 Hazleton 1 Warehouse / Distribution 589,580 Imperial 1 Warehouse / Distribution 315,634 Kulpsville 1 Warehouse / Distribution 152,625 Lancaster 1 Warehouse / Distribution 240,528 Langhorne 2 Warehouse / Distribution 180,000 Langhorne 2 Light Manufacturing 287,647 Lebanon 1 Warehouse / Distribution 211,358 Mechanicsburg 3 Warehouse / Distribution 747,054 29 Table of Contents State City Number of Buildings Asset Type Total Rentable Square Feet Muhlenberg Township 1 Warehouse / Distribution 392,107 New Galilee 1 Warehouse / Distribution 410,389 New Kensington 1 Warehouse / Distribution 200,500 New Kingstown 1 Warehouse / Distribution 330,000 O’Hara Township 1 Warehouse / Distribution 887,084 Pittston 1 Warehouse / Distribution 437,446 Reading 1 Warehouse / Distribution 248,000 Warrendale 1 Warehouse / Distribution 179,394 York 5 Warehouse / Distribution 1,306,834 South Carolina Columbia 1 Light Manufacturing 185,600 Duncan 3 Warehouse / Distribution 996,841 Edgefield 1 Light Manufacturing 126,190 Fountain Inn 2 Warehouse / Distribution 442,472 Fountain Inn 1 Light Manufacturing 203,888 Gaffney 1 Warehouse / Distribution 226,968 Goose Creek 1 Warehouse / Distribution 500,355 Greenwood 2 Light Manufacturing 175,055 Greer 6 Warehouse / Distribution 654,935 Laurens 1 Warehouse / Distribution 125,000 Piedmont 7 Warehouse / Distribution 1,387,556 Rock Hill 3 Warehouse / Distribution 720,120 Simpsonville 3 Warehouse / Distribution 1,138,494 Spartanburg 9 Warehouse / Distribution 1,802,623 Summerville 1 Warehouse / Distribution 88,583 Wellford 1 Warehouse / Distribution 233,433 West Columbia 6 Warehouse / Distribution 1,163,822 West Columbia 1 Light Manufacturing 464,206 Tennessee Chattanooga 3 Warehouse / Distribution 646,200 Cleveland 1 Warehouse / Distribution 151,704 Clinton 1 Warehouse / Distribution 166,000 Jackson 1 Warehouse / Distribution 267,391 Knoxville 2 Warehouse / Distribution 335,310 Knoxville 1 Light Manufacturing 106,000 Lebanon 2 Warehouse / Distribution 407,552 Loudon 1 Warehouse / Distribution 104,074 Madison 1 Warehouse / Distribution 418,406 Mascot 1 Warehouse / Distribution 130,560 Mascot 1 Light Manufacturing 190,560 Memphis 2 Warehouse / Distribution 1,331,075 Murfreesboro 2 Warehouse / Distribution 212,312 Nashville 1 Warehouse / Distribution 154,485 Vonore 1 Warehouse / Distribution 342,700 Texas Arlington 2 Warehouse / Distribution 290,324 Cedar Hill 1 Warehouse / Distribution 420,000 Conroe 1 Warehouse / Distribution 252,662 El Paso 12 Warehouse / Distribution 2,413,344 Garland 1 Light Manufacturing 253,900 Grapevine 2 Warehouse / Distribution 202,140 Houston 8 Warehouse / Distribution 999,124 Houston 2 Light Manufacturing 412,935 Humble 1 Warehouse / Distribution 289,200 Irving 1 Warehouse / Distribution 120,900 Katy 2 Warehouse / Distribution 244,903 Laredo 2 Warehouse / Distribution 462,658 McAllen 1 Warehouse / Distribution 301,200 Mission 1 Warehouse / Distribution 270,084 Rockwall 1 Warehouse / Distribution 389,546 Stafford 1 Warehouse / Distribution 68,300 30 Table of Contents State City Number of Buildings Asset Type Total Rentable Square Feet Waco 1 Warehouse / Distribution 66,400 Utah Provo 1 Warehouse / Distribution 177,071 Virginia Chester 1 Warehouse / Distribution 100,000 Fredericksburg 1 Warehouse / Distribution 140,555 Harrisonburg 1 Warehouse / Distribution 357,673 Independence 1 Warehouse / Distribution 120,000 N.
Biggest changeLaurel 1 112,294 Piscataway 1 101,381 Swedesboro 1 123,962 Westampton 1 189,434 New Mexico Santa Teresa 1 92,325 Nevada Fernley 1 183,435 Las Vegas 2 157,388 Paradise 2 80,422 28 Table of Contents State City Number of Buildings Total Rentable Square Feet Reno 1 87,264 Sparks 2 326,986 New York Buffalo 1 117,000 Cheektowaga 1 121,760 Farmington 1 149,657 Gloversville 3 211,554 Johnstown 3 159,427 Rochester 2 252,860 Ronkonkoma 1 64,224 Ohio Bedford Heights 1 173,034 Boardman 1 176,930 Canal Winchester 3 964,472 Columbus 4 1,486,450 Dayton 1 205,761 Etna 1 1,232,149 Fairborn 1 259,369 Fairfield 2 364,948 Gahanna 1 385,919 Groveport 1 320,657 Hilliard 1 237,500 Macedonia 2 338,297 Maple Heights 1 170,000 Mason 1 116,200 North Jackson 2 518,758 Oakwood Village 1 75,000 Salem 1 271,000 Streetsboro 1 343,416 Strongsville 2 341,561 Toledo 1 177,500 Twinsburg 2 426,974 West Chester 2 967,368 West Jefferson 1 857,390 Oklahoma Oklahoma City 2 303,740 Tulsa 2 309,600 Oregon Beaverton 2 121,426 Salem 2 155,900 Sherwood 1 99,136 Wilsonville 1 78,000 Pennsylvania Allentown 3 454,784 Burgettstown 1 455,000 Charleroi 1 119,161 Clinton 7 1,532,414 Croydon 1 101,869 Elizabethtown 1 206,236 Export 1 138,270 Hazleton 1 589,580 Imperial 1 315,634 Kulpsville 1 152,625 Lancaster 1 240,528 Langhorne 4 467,647 Lebanon 1 211,358 Mechanicsburg 3 747,054 Muhlenberg Township 1 392,107 New Galilee 1 410,389 New Kensington 1 200,500 New Kingstown 1 330,000 29 Table of Contents State City Number of Buildings Total Rentable Square Feet O’Hara Township 1 887,084 Pittston 1 437,446 Reading 1 248,000 Warrendale 1 179,394 York 5 1,306,834 South Carolina Columbia 1 185,600 Duncan 3 996,841 Edgefield 1 126,190 Fountain Inn 3 685,360 Gaffney 1 226,968 Goose Creek 1 500,355 Greenwood 2 175,055 Greer 6 654,935 Laurens 1 125,000 Piedmont 7 1,387,556 Rock Hill 3 720,120 Simpsonville 3 1,138,494 Spartanburg 9 1,802,623 Summerville 1 88,583 Wellford 1 233,433 West Columbia 7 1,628,028 Tennessee Chattanooga 3 646,200 Cleveland 1 151,704 Clinton 1 166,000 Jackson 1 267,391 Knoxville 3 441,310 Lebanon 2 407,552 Loudon 1 104,074 Madison 1 418,406 Mascot 2 321,120 Memphis 2 1,331,075 Murfreesboro 2 212,312 Nashville 1 154,485 Vonore 1 342,700 Texas Arlington 2 290,324 Cedar Hill 1 420,000 Conroe 1 252,662 El Paso 12 2,417,131 Garland 1 253,900 Grapevine 2 202,140 Houston 10 1,412,059 Humble 1 289,200 Irving 1 120,900 Katy 2 244,916 Laredo 2 462,658 McAllen 1 301,200 Mission 1 270,084 Rockwall 1 389,546 Socorro 1 254,103 Stafford 1 68,300 Waco 1 66,400 Utah Salt Lake City 1 172,847 Virginia Chester 1 100,000 Fredericksburg 1 140,555 Harrisonburg 1 357,673 Independence 1 120,000 30 Table of Contents State City Number of Buildings Total Rentable Square Feet N.
See Note 4 in the accompanying Notes to the Consolidated Financial Statements and the accompanying Schedule III for additional information. 31 Table of Contents Top Markets The following table summarizes information about the 20 largest markets in our portfolio based on total annualized base rental revenue as of December 31, 2023.
See Note 4 in the accompanying Notes to the Consolidated Financial Statements and the accompanying Schedule III for additional information. 31 Table of Contents Top Markets The following table summarizes information about the 20 largest markets in our portfolio based on total annualized base rental revenue as of December 31, 2024.
Top 20 Markets (1) % of Total Annualized Base Rental Revenue Chicago, IL 6.9 % Greenville, SC 5.4 % Pittsburgh, PA 4.1 % Detroit, MI 4.1 % Columbus, OH 3.7 % Minneapolis, MN 3.6 % South Central, PA 3.3 % Philadelphia, PA 3.2 % Houston, TX 2.6 % El Paso, TX 2.4 % Milwaukee, WI 2.2 % Charlotte, NC 2.1 % Indianapolis, IN 2.1 % Sacramento, CA 1.9 % Cleveland, OH 1.8 % Boston, MA 1.7 % Kansas City, MO 1.7 % Columbia, SC 1.5 % Grand Rapids, MI 1.5 % Cincinnati, OH 1.3 % Total 57.1 % (1) Market classification based on CBRE-EA industrial market geographies.
Top 20 Markets (1) % of Total Annualized Base Rental Revenue Chicago, IL 7.8 % Greenville, SC 5.1 % Minneapolis, MN 4.3 % Pittsburgh, PA 4.0 % Detroit, MI 3.9 % Columbus, OH 3.8 % South Central, PA 3.1 % Philadelphia, PA 2.8 % Boston, MA 2.5 % El Paso, TX 2.3 % Milwaukee, WI 2.3 % Kansas City, MO 2.1 % Charlotte, NC 2.1 % Houston, TX 2.0 % Sacramento, CA 2.0 % Indianapolis, IN 1.9 % Cincinnati, OH 1.8 % Cleveland, OH 1.8 % Columbia, SC 1.4 % Grand Rapids, MI 1.4 % Total 58.4 % (1) Market classification based on CBRE-EA industrial market geographies.
Top Industries The following table summarizes information about the 20 largest tenant industries in our portfolio based on total annualized base rental revenue as of December 31, 2023.
Top Industries The following table summarizes information about the 20 largest tenant industries in our portfolio based on total annualized base rental revenue as of December 31, 2024.
Scheduled Lease Expirations As of December 31, 2023, our Weighted Average Lease Term was approximately 4.5 years. The following table summarizes lease expirations for leases in place as of December 31, 2023, plus available space, for each of the ten calendar years beginning with 2024 and thereafter in our portfolio.
Scheduled Lease Expirations As of December 31, 2024, our Weighted Average Lease Term was approximately 4.3 years. The following table summarizes lease expirations for leases in place as of December 31, 2024, plus available space, for each of the ten calendar years beginning with 2025 and thereafter in our portfolio.
Top 20 Tenant Industries (1) % of Total Annualized Base Rental Revenue Air Freight & Logistics 11.0 % Containers & Packaging 8.1 % Automobile Components 7.1 % Machinery 6.0 % Commercial Services & Supplies 5.8 % Trading Companies & Distribution (Industrial Goods) 5.4 % Distributors (Consumer Goods) 4.5 % Building Products 4.2 % Consumer Staples Distribution 3.7 % Broadline Retail 3.7 % Household Durables 3.6 % Media 3.1 % Specialty Retail 2.8 % Ground Transportation 2.6 % Beverages 2.4 % Food Products 2.2 % Electronic Equip, Instruments 2.1 % Health Care Equipment & Supplies 2.0 % Chemicals 2.0 % Textiles, Apparel, Luxury Goods 1.5 % Total 83.8 % (1) Industry classification based on Global Industry Classification Standard methodology. 32 Table of Contents Top Tenants The following table summarizes information about the 20 largest tenants in our portfolio based on total annualized base rental revenue as of December 31, 2023.
Top 20 Tenant Industries (1) % of Total Annualized Base Rental Revenue Air Freight & Logistics 11.3 % Containers & Packaging 7.9 % Automobile Components 6.2 % Machinery 6.2 % Commercial Services & Supplies 5.5 % Trading Companies & Distribution (Industrial Goods) 5.5 % Distributors (Consumer Goods) 4.6 % Building Products 4.6 % Consumer Staples Distribution 3.8 % Broadline Retail 3.7 % Household Durables 3.2 % Media 3.0 % Specialty Retail 2.9 % Beverages 2.5 % Food Products 2.4 % Chemicals 1.9 % Ground Transportation 1.9 % Electronic Equip, Instruments 1.8 % Electrical Equipment 1.7 % Automobiles 1.6 % Total 82.2 % (1) Industry classification based on Global Industry Classification Standard methodology. 32 Table of Contents Top Tenants The following table summarizes information about the 20 largest tenants in our portfolio based on total annualized base rental revenue as of December 31, 2024.
Item 2. Properties As of December 31, 2023, we owned the properties in the following table.
Item 2. Properties As of December 31, 2024, we owned the properties in the following table.
Paul 1 Warehouse / Distribution 316,636 Missouri Berkeley 1 Warehouse / Distribution 121,223 Earth City 1 Warehouse / Distribution 116,783 Fenton 1 Warehouse / Distribution 127,464 Hazelwood 1 Warehouse / Distribution 305,550 Kansas City 1 Warehouse / Distribution 702,000 O’Fallon 2 Warehouse / Distribution 186,854 Mississippi Southaven 1 Warehouse / Distribution 556,600 North Carolina Catawba 1 Warehouse / Distribution 137,785 Charlotte 3 Warehouse / Distribution 243,880 Durham 1 Warehouse / Distribution 80,600 Garner 1 Warehouse / Distribution 150,000 Greensboro 2 Warehouse / Distribution 261,909 Huntersville 1 Warehouse / Distribution 185,570 Lexington 1 Warehouse / Distribution 201,800 Mebane 2 Warehouse / Distribution 606,840 Mebane 1 Light Manufacturing 202,691 Mocksville 1 Warehouse / Distribution 129,600 Mooresville 2 Warehouse / Distribution 799,200 Mountain Home 1 Warehouse / Distribution 146,014 Newton 1 Warehouse / Distribution 217,200 Pineville 1 Light Manufacturing 75,400 Rural Hall 1 Warehouse / Distribution 250,000 Salisbury 1 Warehouse / Distribution 288,000 Smithfield 1 Warehouse / Distribution 307,845 Troutman 1 Warehouse / Distribution 301,000 Winston-Salem 1 Warehouse / Distribution 385,000 Youngsville 1 Warehouse / Distribution 365,000 Nebraska Bellevue 1 Warehouse / Distribution 370,000 La Vista 1 Warehouse / Distribution 178,368 Omaha 5 Warehouse / Distribution 464,558 New Hampshire Londonderry 1 Warehouse / Distribution 125,060 Nashua 1 Warehouse / Distribution 337,391 New Jersey Branchburg 1 Warehouse / Distribution 113,973 Burlington 2 Warehouse / Distribution 756,990 Franklin Township 1 Warehouse / Distribution 183,000 Lumberton 1 Light Manufacturing 120,000 Moorestown 2 Warehouse / Distribution 187,569 Mt.
Paul 1 316,636 Missouri Berkeley 1 121,223 Earth City 1 116,783 Fenton 1 127,464 Hazelwood 1 305,550 Kansas City 3 1,378,000 O’Fallon 2 186,854 Mississippi Southaven 1 556,600 North Carolina Catawba 1 137,785 Charlotte 4 330,629 Durham 1 80,600 Garner 1 150,000 Greensboro 2 261,909 Huntersville 1 185,570 Lexington 1 201,800 Mebane 3 813,133 Mocksville 1 129,600 Mooresville 2 799,200 Mountain Home 1 146,014 Newton 1 217,200 Pineville 1 75,400 Rural Hall 1 250,000 Salisbury 1 288,000 Smithfield 1 307,845 Troutman 1 301,000 Winston-Salem 1 385,000 Youngsville 1 365,000 Nebraska Bellevue 1 370,000 La Vista 1 178,368 Omaha 5 464,558 New Hampshire Londonderry 1 125,060 Nashua 1 337,391 New Jersey Branchburg 1 113,973 Burlington 2 756,990 Franklin Township 1 183,000 Lumberton 1 120,000 Moorestown 3 257,061 Mt.
As of December 31, 2023, one of our 569 buildings was encumbered by mortgage indebtedness totaling approximately $4.5 million (excluding unamortized deferred financing fees, debt issuance costs, and fair market value premiums or discounts).
As of December 31, 2024, one of our 591 buildings was encumbered by mortgage indebtedness totaling approximately $4.3 million (excluding unamortized deferred financing fees, debt issuance costs, and fair market value premiums or discounts).
State City Number of Buildings Asset Type Total Rentable Square Feet Alabama Birmingham 4 Warehouse / Distribution 362,916 Montgomery 1 Warehouse / Distribution 332,000 Moody 1 Warehouse / Distribution 595,346 Phenix City 1 Warehouse / Distribution 117,568 Arkansas Bryant 1 Warehouse / Distribution 300,160 Rogers 1 Warehouse / Distribution 400,000 Arizona Avondale 1 Warehouse / Distribution 186,643 Chandler 1 Light Manufacturing 104,352 Gilbert 1 Warehouse / Distribution 41,504 Mesa 1 Light Manufacturing 71,030 Tucson 1 Warehouse / Distribution 129,047 California Fresno 1 Warehouse / Distribution 232,072 Hollister 1 Warehouse / Distribution 175,325 Lodi 1 Warehouse / Distribution 400,340 McClellan 1 Warehouse / Distribution 160,534 Menifee 2 Warehouse/ Distribution 157,146 Morgan Hill 2 Light Manufacturing 107,126 Rancho Cordova 2 Warehouse / Distribution 106,718 Roseville 1 Warehouse / Distribution 114,597 Sacramento 7 Warehouse / Distribution 846,519 Sacramento 1 Light Manufacturing 130,000 San Diego 1 Warehouse / Distribution 205,440 Stockton 3 Warehouse / Distribution 263,716 West Sacramento 1 Warehouse / Distribution 236,716 Colorado Grand Junction 1 Warehouse / Distribution 82,800 Johnstown 1 Warehouse / Distribution 132,194 Longmont 1 Light Manufacturing 64,750 Loveland 2 Warehouse / Distribution 195,674 Connecticut East Windsor 2 Warehouse / Distribution 271,111 Milford 2 Warehouse / Distribution 367,700 North Haven 3 Warehouse / Distribution 824,727 Wallingford 1 Warehouse / Distribution 105,000 Delaware New Castle 1 Warehouse / Distribution 485,987 Florida Daytona Beach 1 Light Manufacturing 142,857 Fort Myers 1 Warehouse / Distribution 260,620 Jacksonville 5 Warehouse / Distribution 1,256,750 Lake Worth 2 Warehouse / Distribution 157,758 Lake Worth 1 Light Manufacturing 42,158 Lakeland 1 Warehouse / Distribution 215,280 Orlando 1 Warehouse / Distribution 155,000 Orlando 1 Light Manufacturing 215,900 Tampa 1 Warehouse / Distribution 78,560 West Palm Beach 1 Light Manufacturing 112,353 Georgia Atlanta 1 Warehouse / Distribution 175,532 Augusta 1 Warehouse / Distribution 203,726 Buford 1 Warehouse / Distribution 103,720 Calhoun 1 Warehouse / Distribution 151,200 Dallas 1 Warehouse / Distribution 92,807 Forest Park 1 Warehouse / Distribution 373,900 Lithonia 1 Warehouse / Distribution 210,858 25 Table of Contents State City Number of Buildings Asset Type Total Rentable Square Feet Norcross 1 Warehouse / Distribution 152,036 Savannah 1 Warehouse / Distribution 504,300 Shannon 1 Warehouse / Distribution 568,516 Smyrna 1 Warehouse / Distribution 102,000 Statham 1 Warehouse / Distribution 225,692 Stone Mountain 1 Warehouse / Distribution 78,000 Iowa Ankeny 2 Warehouse / Distribution 400,968 Council Bluffs 1 Warehouse / Distribution 90,000 Des Moines 2 Warehouse / Distribution 301,381 Marion 1 Warehouse / Distribution 95,500 Idaho Idaho Falls 1 Warehouse / Distribution 78,690 Illinois Bartlett 1 Warehouse / Distribution 207,575 Batavia 2 Warehouse / Distribution 204,642 Batavia 1 Light Manufacturing 56,676 Belvidere 6 Warehouse / Distribution 1,069,222 Cary 1 Warehouse / Distribution 79,049 Crystal Lake 4 Warehouse / Distribution 506,096 Elgin 2 Warehouse / Distribution 383,856 Elgin 1 Light Manufacturing 41,007 Elmhurst 1 Warehouse / Distribution 72,499 Gurnee 1 Warehouse / Distribution 338,740 Harvard 1 Light Manufacturing 126,304 Hodgkins 2 Warehouse / Distribution 518,109 Itasca 3 Warehouse / Distribution 311,355 Lisle 1 Light Manufacturing 105,925 Machesney Park 1 Warehouse / Distribution 80,000 McHenry 2 Warehouse / Distribution 169,311 Montgomery 1 Warehouse / Distribution 584,301 Saint Charles 1 Light Manufacturing 102,000 Sauk Village 1 Warehouse / Distribution 375,785 Schaumburg 1 Warehouse / Distribution 67,817 St.
State City Number of Buildings Total Rentable Square Feet Alabama Birmingham 4 362,916 Montgomery 1 332,000 Moody 1 595,346 Phenix City 1 117,568 Arkansas Bryant 1 300,160 Rogers 1 400,000 Arizona Avondale 1 186,643 Chandler 1 104,352 Gilbert 1 41,504 Mesa 1 71,030 Phoenix 1 80,000 Tucson 1 129,047 California Fresno 1 232,072 Hollister 1 175,325 Lodi 1 400,340 McClellan 1 160,534 Menifee 2 157,146 Morgan Hill 2 107,126 Rancho Cordova 2 106,718 Roseville 1 114,597 Sacramento 8 976,557 San Diego 1 205,440 Stockton 3 263,716 West Sacramento 2 291,780 Colorado Grand Junction 1 82,800 Johnstown 1 132,194 Longmont 1 64,750 Loveland 2 195,674 Connecticut East Windsor 2 271,111 Milford 2 367,700 North Haven 3 824,727 Wallingford 1 105,000 Delaware New Castle 1 485,987 Florida Daytona Beach 1 142,857 Fort Myers 1 260,620 Jacksonville 5 1,256,750 Lake Worth 3 199,916 Lakeland 1 215,280 Orlando 2 370,900 Tampa 1 78,560 West Palm Beach 1 112,353 Georgia Atlanta 1 175,532 Augusta 1 203,726 Buford 1 103,720 Calhoun 1 151,200 Dallas 1 92,807 Forest Park 1 373,900 LaGrange 1 323,368 Lithonia 1 210,858 25 Table of Contents State City Number of Buildings Total Rentable Square Feet Norcross 1 152,036 Savannah 1 504,300 Shannon 1 568,516 Smyrna 1 102,150 Statham 1 225,692 Stone Mountain 1 78,000 Iowa Ankeny 2 400,968 Council Bluffs 1 90,000 Des Moines 2 301,381 Marion 1 95,500 Idaho Idaho Falls 1 78,690 Illinois Aurora 1 130,000 Bartlett 1 207,575 Batavia 3 261,318 Belvidere 4 636,960 Carol Stream 1 89,381 Cary 1 79,049 Crystal Lake 4 506,096 Elgin 8 1,372,401 Elmhurst 1 72,499 Gurnee 1 338,740 Harvard 1 126,304 Hodgkins 2 518,109 Itasca 3 311,355 Lisle 1 105,925 Machesney Park 1 80,000 McHenry 2 169,311 Montgomery 1 584,301 New Lenox 3 506,536 Saint Charles 1 102,000 Sauk Village 1 375,785 Schaumburg 1 67,817 St.
Charles 1 Light Manufacturing 115,491 Vernon Hills 1 Warehouse / Distribution 95,486 Waukegan 1 Warehouse / Distribution 131,252 West Chicago 2 Warehouse / Distribution 649,558 West Chicago 5 Light Manufacturing 305,874 West Dundee 1 Warehouse / Distribution 154,475 Wood Dale 1 Light Manufacturing 137,607 Indiana Albion 1 Light Manufacturing 37,578 Elkhart 2 Warehouse / Distribution 170,100 Fort Wayne 1 Warehouse / Distribution 108,800 Goshen 1 Warehouse / Distribution 366,000 Greenwood 1 Warehouse / Distribution 154,440 Indianapolis 1 Warehouse / Distribution 78,600 Jeffersonville 1 Warehouse / Distribution 563,032 Lafayette 3 Warehouse / Distribution 466,400 Lebanon 3 Warehouse / Distribution 2,230,323 Marion 1 Warehouse / Distribution 249,920 Portage 2 Warehouse / Distribution 786,249 South Bend 1 Warehouse / Distribution 225,000 Whitestown 1 Warehouse / Distribution 258,000 Yoder 1 Warehouse / Distribution 764,177 Kansas Edwardsville 1 Warehouse / Distribution 270,869 Lenexa 3 Warehouse / Distribution 581,059 Olathe 2 Warehouse / Distribution 725,839 Wichita 3 Warehouse / Distribution 248,550 26 Table of Contents State City Number of Buildings Asset Type Total Rentable Square Feet Kentucky Bardstown 1 Warehouse / Distribution 102,318 Danville 1 Warehouse / Distribution 757,047 Erlanger 1 Warehouse / Distribution 108,620 Florence 2 Warehouse / Distribution 641,136 Hebron 1 Warehouse / Distribution 109,000 Louisiana Baton Rouge 3 Warehouse / Distribution 532,036 Shreveport 1 Warehouse / Distribution 420,259 Massachusetts Chicopee 1 Warehouse / Distribution 217,000 Hudson 1 Light Manufacturing 128,000 Malden 2 Light Manufacturing 109,943 Middleborough 1 Light Manufacturing 80,100 Norton 1 Warehouse / Distribution 200,000 South Easton 1 Light Manufacturing 86,000 Sterling 1 Warehouse / Distribution 119,056 Stoughton 2 Warehouse / Distribution 258,213 Westborough 1 Warehouse / Distribution 121,700 Maryland Elkridge 1 Warehouse / Distribution 167,223 Hagerstown 3 Warehouse / Distribution 1,424,620 Hampstead 1 Warehouse / Distribution 1,035,249 Hunt Valley 1 Warehouse / Distribution 46,867 White Marsh 1 Warehouse / Distribution 103,564 Maine Biddeford 2 Warehouse / Distribution 265,126 Gardiner 1 Warehouse / Distribution 265,000 Lewiston 1 Flex Office 60,000 Portland 1 Warehouse / Distribution 100,600 Michigan Belleville 1 Light Manufacturing 160,464 Canton 1 Warehouse / Distribution 491,049 Chesterfield 4 Warehouse / Distribution 478,803 Grand Rapids 4 Warehouse / Distribution 656,262 Holland 1 Warehouse / Distribution 195,000 Kentwood 2 Warehouse / Distribution 370,020 Kentwood 1 Light Manufacturing 85,157 Lansing 4 Warehouse / Distribution 770,425 Livonia 2 Warehouse / Distribution 285,306 Marshall 1 Light Manufacturing 57,025 Novi 3 Warehouse / Distribution 685,010 Plymouth 1 Warehouse / Distribution 125,214 Redford 1 Warehouse / Distribution 138,912 Romulus 1 Warehouse / Distribution 303,760 Romulus 1 Light Manufacturing 274,500 Sterling Heights 1 Warehouse / Distribution 108,000 Walker 1 Warehouse / Distribution 210,000 Warren 4 Warehouse / Distribution 981,540 Wixom 1 Warehouse / Distribution 126,720 Zeeland 1 Warehouse / Distribution 230,200 Minnesota Blaine 1 Warehouse / Distribution 248,816 Bloomington 1 Light Manufacturing 145,351 Brooklyn Park 1 Warehouse / Distribution 200,720 Carlos 1 Light Manufacturing 196,270 Eagan 1 Warehouse / Distribution 276,550 Inver Grove Heigh 1 Warehouse / Distribution 80,655 Maple Grove 2 Warehouse / Distribution 207,875 Mendota Heights 1 Warehouse / Distribution 87,183 New Hope 1 Light Manufacturing 107,348 27 Table of Contents State City Number of Buildings Asset Type Total Rentable Square Feet Newport 1 Warehouse / Distribution 83,000 Oakdale 2 Warehouse / Distribution 210,044 Plymouth 3 Warehouse / Distribution 357,085 Savage 1 Warehouse / Distribution 244,050 Shakopee 1 Warehouse / Distribution 160,000 Shakopee 1 Light Manufacturing 136,589 South Saint Paul 1 Warehouse / Distribution 422,727 St.
Charles 1 115,491 Vernon Hills 1 95,486 Waukegan 1 131,252 West Chicago 7 955,432 West Dundee 1 154,475 Wood Dale 1 137,607 Indiana Elkhart 2 170,100 Fort Wayne 1 108,800 Goshen 1 366,000 Greenwood 1 154,440 Indianapolis 1 78,600 Jeffersonville 2 1,155,832 Lafayette 3 466,400 Lebanon 3 2,230,323 Marion 1 249,920 Portage 2 786,249 South Bend 1 225,000 Whitestown 1 258,000 Yoder 1 764,177 Kansas Edwardsville 1 270,869 Lenexa 3 581,059 Olathe 2 725,839 Wichita 3 248,550 26 Table of Contents State City Number of Buildings Total Rentable Square Feet Kentucky Bardstown 1 102,318 Danville 1 757,047 Erlanger 1 108,620 Florence 2 641,136 Hebron 1 109,000 Louisiana Baton Rouge 3 532,036 Shreveport 1 420,259 Massachusetts Andover 1 60,000 Hudson 1 128,000 Lawrence 1 91,333 Malden 2 109,943 Middleborough 1 80,100 Norton 1 200,000 South Easton 1 86,000 Sterling 1 119,056 Stoughton 2 258,213 Westborough 1 121,700 Wilmington 1 42,919 Woburn 2 96,219 Maryland Elkridge 1 167,223 Hagerstown 3 1,424,620 Hampstead 1 1,035,249 Hunt Valley 1 46,867 White Marsh 1 103,564 Maine Biddeford 2 265,126 Gardiner 1 265,000 Lewiston 1 60,000 Portland 1 100,600 Michigan Belleville 1 160,464 Canton 1 491,049 Chesterfield 4 478,803 Grand Rapids 4 656,262 Holland 1 195,000 Kentwood 3 455,177 Lansing 4 770,425 Livonia 2 285,306 Marshall 1 57,025 Novi 3 685,010 Plymouth 1 125,214 Redford 1 138,912 Romulus 2 578,260 Sterling Heights 1 108,000 Walker 1 210,000 Warren 4 981,540 Wixom 1 126,720 Zeeland 1 230,200 Minnesota Blaine 1 248,816 Bloomington 1 145,351 Brooklyn Park 2 326,720 Carlos 1 196,270 Eagan 1 276,550 Inver Grove Heigh 1 80,655 Lakeville 1 360,000 Maple Grove 2 207,875 27 Table of Contents State City Number of Buildings Total Rentable Square Feet Mendota Heights 2 183,279 New Hope 1 107,348 Newport 1 83,000 Oakdale 2 210,044 Plymouth 3 357,085 Savage 1 244,050 Shakopee 2 296,589 South Saint Paul 1 422,727 St.
Chesterfield 1 Warehouse / Distribution 109,520 Norfolk 1 Warehouse / Distribution 102,512 Richmond 1 Light Manufacturing 78,128 Washington Ridgefield 1 Warehouse / Distribution 141,400 Wisconsin Appleton 1 Warehouse / Distribution 152,000 Caledonia 1 Light Manufacturing 53,680 Cudahy 1 Warehouse / Distribution 128,000 De Pere 1 Warehouse / Distribution 200,000 DeForest 1 Warehouse / Distribution 262,521 Delavan 2 Light Manufacturing 146,400 East Troy 1 Warehouse / Distribution 149,624 Elkhorn 1 Warehouse / Distribution 111,000 Elkhorn 1 Light Manufacturing 78,540 Franklin 1 Warehouse / Distribution 156,482 Germantown 4 Warehouse / Distribution 520,163 Hartland 1 Warehouse / Distribution 121,050 Hudson 1 Warehouse / Distribution 139,875 Janesville 1 Warehouse / Distribution 700,000 Kenosha 1 Light Manufacturing 175,052 Madison 2 Warehouse / Distribution 283,000 Mayville 1 Light Manufacturing 339,179 Mukwonago 1 Warehouse / Distribution 157,438 Muskego 1 Warehouse / Distribution 81,230 New Berlin 3 Warehouse / Distribution 590,663 Oak Creek 2 Warehouse / Distribution 232,144 Pewaukee 2 Warehouse / Distribution 288,201 Pleasant Prairie 1 Warehouse / Distribution 291,599 Pleasant Prairie 1 Light Manufacturing 105,637 Sun Prairie 1 Warehouse / Distribution 427,000 West Allis 4 Warehouse / Distribution 243,478 Yorkville 1 Warehouse / Distribution 98,151 Total 569 112,271,592 Not reflected in the table above are six buildings under development.
Chesterfield 1 109,520 Norfolk 1 102,512 Richmond 1 78,128 Washington Ridgefield 1 141,400 Wisconsin Appleton 1 152,000 Caledonia 1 53,680 Cudahy 1 128,000 De Pere 1 200,000 DeForest 1 262,521 Delavan 2 146,400 East Troy 1 149,624 Elkhorn 1 78,540 Franklin 1 156,482 Germantown 4 520,163 Hartland 1 121,050 Hudson 1 139,875 Janesville 1 700,000 Kenosha 1 175,052 Madison 2 283,000 Mayville 1 339,179 Mukwonago 1 157,438 Muskego 1 81,230 New Berlin 3 591,035 Oak Creek 2 232,144 Pewaukee 2 288,201 Pleasant Prairie 1 105,637 Sun Prairie 1 427,000 Sussex 1 150,002 West Allis 4 243,478 Yorkville 1 98,151 Total 591 116,627,125 Not reflected in the table above are 11 buildings under development.
Top 20 Tenants (1) Number of Leases % of Total Annualized Base Rental Revenue Amazon 6 2.9 % Soho Studio, LLC 1 0.9 % American Tire Distributors, Inc. 7 0.9 % Eastern Metal Supply, Inc. 5 0.9 % Tempur Sealy International, Inc. 2 0.8 % Hachette Book Group, Inc. 1 0.8 % Kenco Logistic Services, LLC 3 0.7 % Yanfeng US Automotive Interior 2 0.7 % WestRock Company 7 0.7 % Penguin Random House, LLC 1 0.7 % FedEx Corporation 3 0.7 % Lippert Component Manufacturing 4 0.7 % DS Smith North America 2 0.7 % GXO Logistics, Inc. 2 0.7 % AFL Telecommunications LLC 2 0.6 % DHL Supply Chain 4 0.6 % Carolina Beverage Group 3 0.6 % Iron Mountain Information Management 5 0.6 % Packaging Corp of America 5 0.6 % Berlin Packaging LLC 4 0.6 % Total 69 16.4 % (1) Includes tenants, guarantors, and/or non-guarantor parents.
Top 20 Tenants (1) Number of Leases % of Total Annualized Base Rental Revenue Amazon 7 2.9 % American Tire Distributors, Inc. 7 1.0 % Soho Studio, LLC 1 0.9 % Schneider Electric USA, Inc. 4 0.8 % CHEP USA 6 0.8 % Tempur Sealy International, Inc. 2 0.7 % The Coca-Cola Company 3 0.7 % Iron Mountain Information Management 6 0.7 % Hachette Book Group, Inc. 1 0.7 % Penguin Random House, LLC 1 0.7 % Kenco Logistic Services, LLC 3 0.7 % FedEx Corporation 4 0.7 % Penske Truck Leasing Co.
Removed
Lease Expiration Year Number of Leases Expiring Total Rentable Square Feet (2) % of Total Occupied Square Feet Total Annualized Base Rental Revenue (in thousands) % of Total Annualized Base Rental Revenue Available — 2,062,300 — $ — — Month-to-month leases (1) 1 141,869 0.1 % 1,116 0.2 % 2024 62 8,256,998 7.5 % 44,397 7.6 % 2025 104 13,442,258 12.2 % 65,556 11.3 % 2026 139 19,727,593 17.9 % 104,264 18.0 % 2027 116 16,263,260 14.8 % 84,401 14.5 % 2028 93 11,847,861 10.8 % 63,905 11.0 % 2029 79 12,912,794 11.7 % 63,280 10.9 % 2030 38 6,038,157 5.5 % 37,409 6.4 % 2031 43 7,529,932 6.8 % 37,499 6.5 % 2032 19 2,800,575 2.5 % 19,507 3.4 % 2033 14 2,327,202 2.1 % 13,416 2.3 % Thereafter 31 8,920,793 8.1 % 45,628 7.9 % Total/weighted average 739 112,271,592 100.0 % $ 580,378 100.0 % (1) The month-to-month total rentable square footage includes a 40,000 square foot secondary short-term lease occupied by another tenant, whose lease count is included in their original long-term suite.
Added
LP 3 0.7 % WestRock Company 6 0.6 % Lippert Component Manufacturing 4 0.6 % DHL Supply Chain 4 0.6 % GXO Logistics, Inc. 2 0.6 % DS Smith North America 2 0.6 % Carolina Beverage Group 3 0.6 % AFL Telecommunications LLC 2 0.6 % Total 71 16.2 % (1) Includes tenants, guarantors, and/or non-guarantor parents.
Removed
(2) Leases previously scheduled to expire in 2024, totaling approximately 7.0 million square feet, have been amended to extend their lease expiration date as of December 31, 2023. These leases amended are excluded from 2024 expirations and are reflected in the new year of expiration. 33 Table of Contents
Added
Lease Expiration Year Number of Leases Expiring Total Rentable Square Feet (2) % of Total Occupied Square Feet Total Annualized Base Rental Revenue (in thousands) % of Total Annualized Base Rental Revenue Available — 4,129,694 — $ — — Month-to-month leases 2 25,074 — % 94 — % 2025 68 6,952,923 6.2 % 36,794 5.8 % 2026 141 19,114,923 17.0 % 106,583 16.9 % 2027 135 17,651,939 15.7 % 97,438 15.5 % 2028 108 13,722,797 12.2 % 76,516 12.2 % 2029 102 16,118,441 14.3 % 90,055 14.3 % 2030 64 10,555,306 9.4 % 60,194 9.6 % 2031 57 10,124,299 9.0 % 54,153 8.6 % 2032 24 3,542,922 3.1 % 24,588 3.9 % 2033 21 3,434,154 3.1 % 19,669 3.1 % 2034 14 3,478,855 3.1 % 24,005 3.8 % Thereafter 31 7,775,798 6.9 % 39,635 6.3 % Total 767 116,627,125 100.0 % $ 629,724 100.0 % (1) Leases previously scheduled to expire in 2024, totaling approximately 8.5 million square feet, have been amended to extend their lease expiration date as of December 31, 2024. 33 Table of Contents

Item 5. Market for Registrant's Common Equity

Market for Common Equity — stock, dividends, buybacks

4 edited+2 added−4 removed4 unchanged
Biggest changeAll other issuances of unregistered securities during the quarter ended December 31, 2023, if any, have previously been disclosed in filings with the SEC. 34 Table of Contents Performance Graph The following graph provides a comparison of the cumulative total return on our common stock with the cumulative total return on the Standard & Poor’s 500 Index and the MSCI US REIT Index.
Biggest changeThe average price paid reflects the average market value of shares withheld for tax purposes. 34 Table of Contents Performance Graph The following graph provides a comparison of the cumulative total return on our common stock with the cumulative total return on the Standard & Poor’s 500 Index and the MSCI US REIT Index.
Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities Information about our equity compensation plans and other related stockholder matters is incorporated by reference to our definitive Proxy Statement for our 2024 Annual Meeting of Stockholders.
Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities Information about our equity compensation plans and other related stockholder matters is incorporated by reference to our definitive Proxy Statement for our 2025 Annual Meeting of Stockholders.
The graph covers the period from December 31, 2018 to December 31, 2023 and assumes that $100 was invested in our common stock and in each index on December 31, 2018 and that all dividends were reinvested.
The graph covers the period from December 31, 2019 to December 31, 2024 and assumes that $100 was invested in our common stock and in each index on December 31, 2019 and that all dividends were reinvested.
Market Information Our common stock is listed on the NYSE and is traded under the symbol “STAG.” Holders of Our Common Stock As of February 12, 2024, we had 74 stockholders of record. This figure does not reflect the beneficial ownership of shares held in the nominee name.
Market Information Our common stock is listed on the NYSE and is traded under the symbol “STAG.” Holders of Our Common Stock As of February 11, 2025, we had 71 stockholders of record. This figure does not reflect the beneficial ownership of shares held in the nominee name.
Removed
Unregistered Sales of Equity Securities and Use of Proceeds Recent Sales of Unregistered Equity Securities During the quarter ended December 31, 2023, our Operating Partnership issued 119,965 common units upon exchange of outstanding LTIP units issued pursuant to the 2011 Plan.
Added
Unregistered Sales of Equity Securities and Use of Proceeds Recent Sales of Unregistered Equity Securities All issuances of unregistered securities during the quarter ended December 31, 2024, if any, have previously been disclosed in filings with the SEC.
Removed
Subject to certain restrictions, common units in our Operating Partnership may be redeemed for cash in an amount equal to the value of a share of common stock or, at our election, for a share of common stock on a one-for-one basis.
Added
Issuer Purchases of Equity Securities Period Total Number of Shares Purchased (1) Average Price Paid per Share (1) Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs Approximate Dollar Value of Shares that May Yet be Purchased Under the Plans or Programs October 1, 2024 - October 31, 2024 850 $ 39.09 — $ — November 1, 2024 - November 30, 2024 — $ — — $ — December 1, 2024 - December 31, 2024 — $ — — $ — Total/weighted average 850 $ 39.09 — $ — (1) Reflects shares surrendered to the Company for payment of tax withholdings obligations in connection with the vesting of shares of common stock issued pursuant to the 2011 Plan.
Removed
During the quarter ended December 31, 2023, we issued 172,743 shares of common stock upon redemption of 172,743 common units in our Operating Partnership held by various limited partners.
Removed
The issuance of such shares of common stock was either registered under the Securities Act or effected in reliance upon an exemption from registration provided by Section 4(a)(2) under the Securities Act and the rules and regulations promulgated thereunder.

Item 7. Management's Discussion & Analysis

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

108 edited+39 added−16 removed98 unchanged
Biggest changeThis table includes a reconciliation from our same store portfolio to our total portfolio by also providing information for the years ended December 31, 2023 and 2022 with respect to the buildings acquired and sold after December 31, 2021, Operating Portfolio buildings with expansions placed into service or transferred from the Value Add Portfolio to the Operating Portfolio after December 31, 2021, flex/office buildings, Value Add Portfolio buildings, and buildings classified as held for sale. 42 Table of Contents Same Store Portfolio Acquisitions/Dispositions Other Total Portfolio Year ended December 31, Change Year ended December 31, Year ended December 31, Year ended December 31, Change 2023 2022 $ % 2023 2022 2023 2022 2023 2022 $ % Revenue Operating revenue Rental income $ 634,020 $ 601,536 $ 32,484 5.4 % $ 39,208 $ 30,970 $ 31,932 $ 21,871 $ 705,160 $ 654,377 $ 50,783 7.8 % Other income 211 369 (158) (42.8) % 176 1,144 2,288 1,455 2,675 2,968 (293) (9.9) % Total operating revenue 634,231 601,905 32,326 5.4 % 39,384 32,114 34,220 23,326 707,835 657,345 50,490 7.7 % Expenses Property 124,540 115,807 8,733 7.5 % 8,008 5,220 7,048 4,674 139,596 125,701 13,895 11.1 % Net operating income (1) $ 509,691 $ 486,098 $ 23,593 4.9 % $ 31,376 $ 26,894 $ 27,172 $ 18,652 568,239 531,644 36,595 6.9 % Other expenses General and administrative 47,491 46,958 533 1.1 % Depreciation and amortization 278,447 275,040 3,407 1.2 % Loss on impairment — 1,783 (1,783) (100.0) % Other expenses 4,693 4,363 330 7.6 % Total other expenses 330,631 328,144 2,487 0.8 % Total expenses 470,227 453,845 16,382 3.6 % Other income (expense) Interest and other income 68 103 (35) (34.0) % Interest expense (94,575) (78,018) (16,557) 21.2 % Debt extinguishment and modification expenses — (838) 838 (100.0) % Gain on the sales of rental property, net 54,100 57,487 (3,387) (5.9) % Total other income (expense) (40,407) (21,266) (19,141) 90.0 % Net income $ 197,201 $ 182,234 $ 14,967 8.2 % (1) For a detailed discussion of NOI, including the reasons management believes NOI is useful to investors, see “Non-GAAP Financial Measures” below. 43 Table of Contents Net Income Net income for our total portfolio increased by approximately $15.0 million or 8.2% to approximately $197.2 million for the year ended December 31, 2023 compared to approximately $182.2 million for the year ended December 31, 2022.
Biggest changeThis table includes a reconciliation from our same store portfolio to our total portfolio by also providing information for the years ended December 31, 2024 and 2023 with respect to the buildings acquired and sold after January 1, 2023, Operating Portfolio buildings with expansions placed into service or transferred from the Value Add Portfolio to the Operating Portfolio after January 1, 2023, Value Add Portfolio buildings, and buildings classified as held for sale. 43 Table of Contents Same Store Portfolio Acquisitions/Dispositions Other Total Portfolio Year ended December 31, Change Year ended December 31, Year ended December 31, Year ended December 31, Change 2024 2023 $ % 2024 2023 2024 2023 2024 2023 $ % Revenue Operating revenue Rental income $ 701,071 $ 670,880 $ 30,191 4.5 % $ 35,928 $ 17,391 $ 25,893 $ 16,889 $ 762,892 $ 705,160 $ 57,732 8.2 % Other income 235 246 (11) (4.5) % 244 504 4,013 1,925 4,492 2,675 1,817 67.9 % Total operating revenue 701,306 671,126 30,180 4.5 % 36,172 17,895 29,906 18,814 767,384 707,835 59,549 8.4 % Expenses Property 140,293 133,586 6,707 5.0 % 8,633 3,235 5,902 2,775 154,828 139,596 15,232 10.9 % Net operating income (1) $ 561,013 $ 537,540 $ 23,473 4.4 % $ 27,539 $ 14,660 $ 24,004 $ 16,039 612,556 568,239 44,317 7.8 % Other expenses General and administrative 49,202 47,491 1,711 3.6 % Depreciation and amortization 293,077 278,447 14,630 5.3 % Loss on impairment 4,967 — 4,967 100.0 % Other expenses 2,332 4,693 (2,361) (50.3) % Total other expenses 349,578 330,631 18,947 5.7 % Total expenses 504,406 470,227 34,179 7.3 % Other income (expense) Interest and other income 44 68 (24) (35.3) % Interest expense (113,169) (94,575) (18,594) 19.7 % Debt extinguishment and modification expenses (703) — (703) 100.0 % Gain on involuntary conversion 11,843 — 11,843 100.0 % Gain on the sales of rental property, net 32,273 54,100 (21,827) (40.3) % Total other income (expense) (69,712) (40,407) (29,305) 72.5 % Net income $ 193,266 $ 197,201 $ (3,935) (2.0) % (1) For a detailed discussion of NOI, including the reasons management believes NOI is useful to investors, see “Non-GAAP Financial Measures” below. 44 Table of Contents Net Income Net income for our total portfolio decreased by approximately $3.9 million or 2.0% to approximately $193.3 million for the year ended December 31, 2024 compared to approximately $197.2 million for the year ended December 31, 2023.
Fair Value of Financial Instruments Financial instruments include cash and cash equivalents, restricted cash, tenant accounts receivable, interest rate swaps, accounts payable, accrued expenses, unsecured credit facility, unsecured term loans, unsecured notes, and mortgage notes. See Note 4 in the accompanying Notes to Consolidated Financial Statements for the fair value of our indebtedness.
Fair Value of Financial Instruments Financial instruments include cash and cash equivalents, restricted cash, tenant accounts receivable, interest rate swaps, accounts payable, accrued expenses, unsecured credit facility, unsecured term loans, unsecured notes, and mortgage note. See Note 4 in the accompanying Notes to Consolidated Financial Statements for the fair value of our indebtedness.
Same store results are considered to be useful to investors in evaluating our performance because they provide information relating to changes in building-level operating performance without taking into account the effects of acquisitions or dispositions. We encourage the reader to not only look at our same store results, but also our total portfolio results, due to historic and future growth.
Same store results are useful to investors in evaluating our performance because they provide information relating to changes in building-level operating performance without taking into account the effects of acquisitions or dispositions. We encourage the reader to not only look at our same store results, but also our total portfolio results, due to historic and future growth.
Additionally, there was a decrease in same store lease income of approximately $1.0 million which was primarily attributable to management’s evaluation of operating leases to determine the probability of collecting substantially all of the lessee’s remaining lease payments under the lease term. For those that are not probable of collection, we convert to the cash basis of accounting.
Additionally, there was a decrease in same store lease income of approximately $3.1 million which was primarily attributable to management’s evaluation of operating leases to determine the probability of collecting substantially all of the lessee’s remaining lease payments under the lease term. For those leases that are not probable of collection, we convert to the cash basis of accounting.
As of December 31, 2023, we were in compliance with the applicable financial covenants. Pursuant to the terms of our unsecured debt agreements, we may not pay distributions that exceed the minimum amount required for us to qualify and maintain our status as a REIT if a default or event of default occurs and is continuing.
As of December 31, 2024, we were in compliance with the applicable financial covenants. Pursuant to the terms of our unsecured debt agreements, we may not pay distributions that exceed the minimum amount required for us to qualify and maintain our status as a REIT if a default or event of default occurs and is continuing.
The increase was primarily attributable to incremental operating cash flows from property acquisitions completed after December 31, 2022, and operating performance at existing properties. These increases were partially offset by the loss of cash flows from property dispositions completed after December 31, 2022 and fluctuations in working capital due to timing of payments and rental receipts.
The increase was primarily attributable to incremental operating cash flows from property acquisitions completed after December 31, 2023, and operating performance at existing properties. These increases were partially offset by the loss of cash flows from property dispositions completed after December 31, 2023 and fluctuations in working capital due to timing of payments and rental receipts.
Pursuant to the equity distribution agreements for our ATM common stock offering program, we may from time to time sell common stock through sales agents and their affiliates, including shares sold on a forward basis under forward sale agreements. The following table summarizes our ATM common stock offering program as of December 31, 2023.
Pursuant to the equity distribution agreements for our ATM common stock offering program, we may from time to time sell common stock through sales agents and their affiliates, including shares sold on a forward basis under forward sale agreements. The following table summarizes our ATM common stock offering program as of December 31, 2024.
Using the aforementioned assumptions, we expect that, overall, the rental rates on the respective new leases will be greater than the rates under existing leases expiring during the period January 1, 2024 to December 31, 2024, thereby resulting in an increase in revenue from the same space.
Using the aforementioned assumptions, we expect that, overall, the rental rates on the respective new leases will be greater than the rates under existing leases expiring during the period January 1, 2025 to December 31, 2025, thereby resulting in an increase in revenue from the same space.
Further, our NOI may not be comparable to that of other real estate companies, as they may use different methodologies for calculating NOI. 46 Table of Contents The following table summarizes a reconciliation of our NOI for the periods presented to net income, the nearest GAAP equivalent.
Further, our NOI may not be comparable to that of other real estate companies, as they may use different methodologies for calculating NOI. 47 Table of Contents The following table summarizes a reconciliation of our NOI for the periods presented to net income, the nearest GAAP equivalent.
The following table summarizes our Operating Portfolio leases that commenced during the year ended December 31, 2023. Any rental concessions in such leases are accounted for on a straight-line basis over the term of the lease.
The following table summarizes our Operating Portfolio leases that commenced during the year ended December 31, 2024. Any rental concessions in such leases are accounted for on a straight-line basis over the term of the lease.
We take a qualitative approach to consider whether an impairment of goodwill exists prior to quantitatively determining the fair value of the reporting unit in step one of the impairment test. We have recorded no impairments to goodwill as of December 31, 2023.
We take a qualitative approach to consider whether an impairment of goodwill exists prior to quantitatively determining the fair value of the reporting unit in step one of the impairment test. We have recorded no impairments to goodwill as of December 31, 2024.
As discussed below in “Critical Accounting Policies,” we evaluate the carrying value of all tangible and intangible rental property assets and deferred leasing intangible liabilities (collectively, the “property”) held for use for possible impairment when an event or change in circumstance has occurred that indicates their carrying value may not be recoverable.
As discussed below in “Critical Accounting Policies,” we evaluate the carrying value of all tangible and intangible rental property assets and deferred leasing intangible liabilities (collectively, the “property”) held for use for possible impairment when an event or change in circumstance has occurred that indicates their 38 Table of Contents carrying value may not be recoverable.
This increase was partially offset by the reduction of base rent of approximately $5.5 million due to tenant vacancies and a net increase in the amortization of net above market leases of approximately $0.5 million.
This increase was partially offset by the reduction of base rent of approximately $5.3 million due to tenant vacancies, and a net increase in the amortization of net above market leases of approximately $0.7 million.
Any future dividends on our common stock are declared in the sole discretion of our board of directors, subject to the distribution requirements to maintain our REIT status for federal income tax purposes, and may be reduced or stopped for any reason, including to use funds for other liquidity requirements. 48 Table of Contents Indebtedness Outstanding The following table summarizes certain information with respect to our indebtedness outstanding as of December 31, 2023.
Any future dividends on our common stock are declared in the sole discretion of our board of directors, subject to the distribution requirements to maintain our REIT status for federal income tax purposes, and may be reduced or stopped for any reason, including to use funds for other liquidity requirements. 49 Table of Contents Indebtedness Outstanding The following table summarizes certain information with respect to our indebtedness outstanding as of December 31, 2024.
We believe that our current balance sheet is in an adequate position at the date of this filing, despite possible volatility in the credit markets. Our interest rate exposure on our floating rate debt is managed through the use of interest rate swaps, which fix the rate of our long term floating rate debt.
We believe that our current balance sheet is in an adequate position at the date of this filing, despite possible volatility in the credit markets. 51 Table of Contents Our interest rate exposure on our floating rate debt is managed through the use of interest rate swaps, which fix the rate of our long term floating rate debt.
The value of in-place lease intangibles and tenant relationships are amortized over the remaining lease term (and expected renewal period of the respective lease for tenant relationships) as increases to depreciation and amortization expense. The remaining lease terms are adjusted for bargain renewal options or assumed exercises of early termination options, as applicable.
The value of in-place lease intangibles and tenant relationships are amortized over the remaining lease term (and expected renewal period of the 39 Table of Contents respective lease for tenant relationships) as increases to depreciation and amortization expense. The remaining lease terms are adjusted for bargain renewal options or assumed exercises of early termination options, as applicable.
In determining operating right-of-use asset and lease liability for our operating leases, we estimate an appropriate incremental borrowing rate on a fully-collateralized basis for the terms of the leases. We utilize a market-based approach to estimate the incremental borrowing rate for each individual lease.
In determining operating right-of-use asset 40 Table of Contents and lease liability for our operating leases, we estimate an appropriate incremental borrowing rate on a fully-collateralized basis for the terms of the leases. We utilize a market-based approach to estimate the incremental borrowing rate for each individual lease.
We measure equity-based compensation expense based on the fair value of the awards on the grant date and recognize the expense ratably over the vesting period, and forfeitures are recognized in the period in which they occur. On January 7, 2021, we adopted the STAG Industrial, Inc.
We measure equity-based compensation expense based on the fair value of the awards on the grant date and recognize the expense ratably over the vesting period, and forfeitures are recognized in the period in which they occur. 41 Table of Contents On January 7, 2021, we adopted the STAG Industrial, Inc.
If a tenant subsequently 39 Table of Contents terminates its lease, any unamortized portion of above and below market leases is accelerated into rental income and the in-place lease value and tenant relationships are accelerated into depreciation and amortization expense over the shortened lease term.
If a tenant subsequently terminates its lease, any unamortized portion of above and below market leases is accelerated into rental income and the in-place lease value and tenant relationships are accelerated into depreciation and amortization expense over the shortened lease term.
As of December 31, 2023, all of our outstanding variable rate debt, with the exception of our unsecured credit facility, was fixed with interest rate swaps through maturity.
As of December 31, 2024, all of our outstanding variable rate debt, with the exception of our unsecured credit facility, was fixed with interest rate swaps through maturity.
Total Other Income (Expense) Total other income (expense) consists of interest and other income, interest expense, debt extinguishment and modification expenses, and gain on the sales of rental property, net.
Total Other Income (Expense) Total other income (expense) consists of interest and other income, interest expense, debt extinguishment and modification expenses, gain on involuntary conversion, and gain on the sales of rental property, net.
The evaluation includes estimating and reviewing anticipated future undiscounted cash flows to be derived from the property. If such cash flows are less than the property’s carrying value, an impairment charge is 38 Table of Contents recognized to the extent by which the asset’s carrying value exceeds the estimated fair value.
The evaluation includes estimating and reviewing anticipated future undiscounted cash flows to be derived from the property. If such cash flows are less than the property’s carrying value, an impairment charge is recognized to the extent by which the asset’s carrying value exceeds the estimated fair value.
Neither extension option is subject to lender consent, assuming proper notice and satisfaction of the conditions. We are required to pay a facility fee on the aggregate commitment amount (currently $1.0 billion) at a rate per annum of 0.1% to 0.3%, depending on our debt rating, as defined in the credit agreement. The facility fee is due and payable quarterly.
Neither extension option is subject to lender consent, assuming proper notice and satisfaction of the conditions. We are required to pay a facility fee on the aggregate commitment amount (currently $1.0 billion) at a rate per annum of 0.1% to 0.3%, depending on our debt rating, as defined in the 2024 Credit Agreement (as defined below).
Derivatives designated and qualifying as a hedge of the exposure to variability in expected future cash flows, or other types of 40 Table of Contents forecasted transactions, are considered cash flow hedges.
Derivatives designated and qualifying as a hedge of the exposure to variability in expected future cash flows, or other types of forecasted transactions, are considered cash flow hedges.
Our goodwill of approximately $4.9 million represents amounts allocated to the assembled workforce from the acquired management company, and is presented in prepaid expenses and other assets on the accompanying Consolidated Balance Sheets.
As of December 31, 2024, our goodwill of approximately $4.9 million represents amounts allocated to the assembled workforce from the acquired management company, and is presented in prepaid expenses and other assets on the accompanying Consolidated Balance Sheets.
Leases that comprise approximately 7.6% of our total annualized base rental revenue will expire during the period from January 1, 2024 to December 31, 2024, excluding month-to-month leases. We assume, based upon internal renewal probability estimates, that some of our tenants will renew and others will vacate and the associated space will be re-let subject to downtime assumptions.
Leases that comprise approximately 5.8% of our total annualized base rental revenue will expire during the period from January 1, 2025 to December 31, 2025, excluding month-to-month leases. We assume, based upon internal renewal probability estimates, that some of our tenants will renew and others will vacate and the associated space will be re-let subject to downtime assumptions.
Due to demographic/consumer trends, geopolitical uncertainty and recent legislation supporting U.S. infrastructure, we expect acceleration in a number of industrial specific trends to support stronger long term demand, including: • the continued growth of e-commerce (as compared to the traditional retail store distribution model) and the concomitant demand by e-commerce industry participants for well-located, functional distribution space; • the increasing attractiveness of the United States as a manufacturing and distribution location because of the size of the U.S. consumer market, an increase in overseas labor costs, a desire for greater supply chain resilience and redundancy which is driving higher inventory to sales ratios and greater domestic warehouse demand over the long term (i.e. the shortening and fattening of the supply chain); and • the overall quality of the transportation infrastructure in the United States.
Due to demographic/consumer trends, geopolitical uncertainty and recent legislation supporting U.S. infrastructure, we expect industrial-specific trends to support stronger long term demand, including: • the continued growth of e-commerce (as compared to the traditional retail store distribution model) and the concomitant demand by e-commerce industry participants for well-located, functional distribution space; 36 Table of Contents • the increasing attractiveness of the United States as a manufacturing and distribution location because of the size of the U.S. consumer market, an increase in overseas labor costs, policies that promote domestic and regional manufacturing onshoring and nearshoring, a desire for greater supply chain resilience and redundancy which is driving higher inventory to sales ratios and greater domestic warehouse demand over the long term (i.e. the shortening and fattening of the supply chain); and • the overall quality of the transportation infrastructure in the United States.
While the macro-economic conditions continue to evolve and could result in tighter credit conditions, weakening tenant cash flows, and rising vacancy rates, we believe we will continue to benefit from having a well-diversified portfolio across various markets, tenant industries, and lease terms.
While the macro-economic conditions will evolve and could result in tighter credit conditions, weakening tenant cash flows, and rising vacancy rates, we believe we will benefit on a relative basis from having a well-diversified portfolio across various markets, tenant industries, and lease terms.
Operating cash flow from rental income, expense recoveries from tenants, and other income from operations is our principal source of funds to pay operating expenses, debt service, recurring capital expenditures, and the distributions required to maintain our REIT qualification. We primarily rely on the capital markets (equity and debt securities) to fund our acquisition activity.
Operating cash flow from rental income, expense recoveries from tenants, and other income from operations are our principal sources of funds to pay operating expenses, debt service, recurring capital expenditures, and the distributions required to maintain our REIT qualification. We primarily rely on the capital markets (equity and debt securities and bank borrowings) to fund our acquisition activity.
At December 31, 2023, the one-month Term SOFR was 5.35472%. The current interest rate is not adjusted to include the amortization of deferred financing fees or debt issuance costs incurred in obtaining debt or any unamortized fair market value premiums or discounts.
At December 31, 2024, the one-month Term SOFR was 4.33249%. The current interest rate is not adjusted to include the amortization of deferred financing fees or debt issuance costs incurred in obtaining debt or any unamortized fair market value premiums or discounts.
This increase was due to increases in real estate tax, insurance, repairs and maintenance, other expenses, and utilities expense of approximately $4.0 million, $2.5 million, $1.4 million, $1.4 million, and $0.2 million, respectively. These increases were partially offset by a reduction of snow removal expense of approximately $0.8 million.
This increase was due to increases in real estate tax, other, insurance, repairs and maintenance, and snow removal expenses of approximately $3.4 million, $1.3 million, $0.9 million, $0.7 million, and $0.7 million, respectively. These increases were partially offset by a reduction of utilities expense of approximately $0.3 million.
The increase was attributable to (i) an increase of approximately $5.7 million of real estate tax reimbursements due to an increase in real estate taxes levied by the taxing authority for certain tenants for which we pay the real estate taxes on their behalf, (ii) changes to lease terms where we began paying the real estate taxes on behalf of tenants that had previously paid the taxes directly to the taxing authorities, and (iii) occupancy of previously vacant buildings.
The increase was also attributable to an increase of approximately $2.9 million of real estate tax reimbursements due to an increase in real estate taxes levied by the taxing authority for certain tenants for which we pay the real estate taxes on their behalf, changes to lease terms where we began paying the real estate taxes on behalf of tenants that had previously paid the taxes directly to the taxing authorities, and occupancy of previously vacant buildings.
We own all of our properties and conduct substantially all of our business through our Operating Partnership, which we control and manage. As of December 31, 2023, we owned approximately 97.9% of the common units in our Operating Partnership, and our current and former executive officers, directors, senior employees and their affiliates, and other third parties owned the remaining 2.1%.
We own all of our properties and conduct substantially all of our business through our Operating Partnership, which we control and manage. As of December 31, 2024, we owned approximately 98.0% of the common units in our Operating Partnership, and our current and former executive officers, directors, senior employees and their affiliates, and other third parties owned the remaining 2.0%.
We define same store properties as properties that were in the Operating Portfolio for the entirety of the comparative periods presented. The results for same store properties exclude termination fees, solar income, and other income adjustments. Same store properties exclude Operating Portfolio properties with expansions placed into service after December 31, 2021.
We define same store properties as properties that were in the Operating Portfolio for the entirety of the comparative periods presented. The results for same store properties exclude termination fees, solar income, and other income adjustments. Same store properties exclude Operating Portfolio properties with expansions placed into service after January 1, 2023.
Interest Rate Risk We use interest rate swaps to fix the rate of our variable rate debt. As of December 31, 2023, all of our outstanding variable rate debt, with the exception of our unsecured credit facility, was fixed with interest rate swaps through maturity. We recognize all derivatives on the balance sheet at fair value.
As of December 31, 2024, all of our outstanding variable rate debt, with the exception of our unsecured credit facility, was fixed with interest rate swaps through maturity. We recognize all derivatives on the balance sheet at fair value.
Equity Preferred Stock We are authorized to issue up to 20,000,000 shares of preferred stock, par value $0.01 per share. As of December 31, 2023 and December 31, 2022, there were no shares of preferred stock issued or outstanding. C ommon Stock We are authorized to issue up to 300,000,000 shares of common stock, par value $0.01 per share.
As of December 31, 2024 and December 31, 2023, there were no shares of preferred stock issued or outstanding. Common Stock We are authorized to issue up to 300,000,000 shares of common stock, par value $0.01 per share.
As of December 31, 2023, we owned approximately 97.9% of the common units in our Operating Partnership, and our current and former executive officers, directors, senior employees and their affiliates, and third parties that contributed properties to us in exchange for common units in our Operating Partnership owned the remaining 2.1%.
As of December 31, 2024, we owned approximately 98.0% of the common units in our Operating Partnership, and our current and former executive officers, directors, senior employees and their affiliates, and third parties that contributed properties to us in exchange for common units in our Operating Partnership owned the remaining 2.0%.
Going forward, the general consensus among economists is to expect low growth in the United States with a continued historically elevated risk of recession.
The general consensus among economists is low growth in the United States with a continued historically elevated risk of recession.
Additionally, there was approximately $4.1 million and $4.7 million of termination, solar, and other income adjustments from certain buildings in our same store portfolio for the years ended December 31, 2023 and December 31, 2022, respectively. Total Other Expenses Total other expenses consist of general and administrative, depreciation and amortization, loss on impairment, and other expenses.
Additionally, there was approximately $5.3 million and $3.8 million of termination, solar, and other income adjustments from certain buildings in our same store portfolio for the years ended December 31, 2024 and December 31, 2023, respectively. Total Other Expenses Total other expenses consist of general and administrative, depreciation and amortization, loss on impairment, and other expenses.
Discussions of selected operating information for our same store portfolio and our total portfolio for the comparison of the years ended December 31, 2022 and 2021 that are not included in this Form 10-K can be found in “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in Part II, Item 7 of our Annual Report on Form 10-K for the year ended December 31, 2022, which was filed with the SEC on February 14, 2023.
Discussions of selected operating information for our same store portfolio and our total portfolio for the comparison of the years ended December 31, 2023 and 2022 that are not included in this Form 10-K can be found in “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in Part II, Item 7 of our Annual Report on Form 10-K for the year ended December 31, 2023, which was filed with the SEC on February 13, 2024. 42 Table of Contents Comparison of the year ended December 31, 2024 to the year ended December 31, 2023 The following table summarizes selected operating information for our same store portfolio and our total portfolio for the years ended December 31, 2024 and 2023 (dollars in thousands).
We expect to fully physically settle the applicable forward sale agreement on one or more dates prior to the scheduled maturity date of December 14, 2024, at which point we would receive the proceeds net of certain costs; provided, however, we may elect to cash settle or net share settle such forward sale agreement at any time through the scheduled maturity date.
We may physically settle the applicable forward sale agreements on one or more dates prior to the respective scheduled maturity dates, at which point we would receive the proceeds net of certain costs; provided, however, we may elect to cash settle or net share settle such forward sale agreements at any time through the respective scheduled maturity dates.
Level 2 financial instruments are defined as significant other observable inputs. As of December 31, 2023, we had 21 interest rate swaps outstanding that were in an asset position of approximately $50.4 million, including any adjustment for nonperformance risk related to these agreements. As of December 31, 2023, we had approximately $1.4 billion of variable rate debt.
Level 2 financial instruments are defined as significant other observable inputs. As of December 31, 2024, we had 21 interest rate swaps outstanding that were in an asset position of approximately $36.5 million, including any adjustment for nonperformance risk related to these agreements.
Same store lease income increased approximately $22.8 million or 4.6% to approximately $518.4 million for the year ended December 31, 2023 compared to approximately $495.6 million for the year ended December 31, 2022. The increase was primarily due to an increase in rental income of approximately $29.8 million from the execution of new leases and lease renewals with existing tenants.
Same store lease income increased approximately $22.0 million or 4.0% to approximately $568.6 million for the year ended December 31, 2024 compared to approximately $546.6 million for the year ended December 31, 2023. The increase was primarily due to an increase in rental income of approximately $31.1 million from the execution of new leases and lease renewals with existing tenants.
Debt Capital Structure December 31, 2023 Total principal outstanding (in thousands) $ 2,631,537 Weighted average duration (years) 4.3 % Secured debt 0.2 % % Debt maturing next 12 months 1.9 % Net Debt to Real Estate Cost Basis (1) 36.3 % (1) “Net Debt” means amounts outstanding under our unsecured credit facility, unsecured term loans, unsecured notes, and mortgage notes, less cash and cash equivalents.
Debt Capital Structure December 31, 2024 Total principal outstanding (in thousands) $ 3,038,322 Weighted average duration (years) 4.5 % Secured debt 0.1 % % Debt maturing next 12 months 5.8 % Net Debt to Real Estate Cost Basis (1) 38.0 % (1) “Net Debt” means amounts outstanding under our unsecured credit facility, unsecured term loans, unsecured notes, and mortgage note, less cash and cash equivalents.
Total Costs per square foot represent the total costs expected to be incurred on the leases that commenced during the period and do not reflect actual expenditures for the period. (2) Represents the total rental concessions for the entire lease term.
Total Costs per square foot represent the total costs expected to be incurred on the leases that commenced during the period and do not reflect actual expenditures for the period.
Furthermore, as permitted under Rule 13-01(a)(4)(vi) of Regulation S-X, we have not presented summarized financial information for our Operating Partnership because the assets, liabilities, and results of operations of our Operating Partnership are not materially different than the corresponding amounts in the Company’s consolidated financial statements, and we believe the inclusion of such summarized financial information would be repetitive and would not provide incremental value to investors.
Furthermore, as permitted under Rule 13-01(a)(4)(vi) of Regulation S-X, we have not presented summarized financial information for our Operating Partnership because the assets, liabilities, and results of operations of our Operating Partnership are not materially different than the corresponding amounts in the Company’s consolidated financial statements, and we believe the inclusion of such summarized financial information would be repetitive and would not provide incremental value to investors. 52 Table of Contents Equity Preferred Stock We are authorized to issue up to 20,000,000 shares of preferred stock, par value $0.01 per share.
Year ended December 31, Reconciliation of Net Income to FFO (in thousands) 2023 2022 2021 Net income $ 197,201 $ 182,234 $ 196,432 Rental property depreciation and amortization 278,216 274,823 238,487 Loss on impairment — 1,783 — Gain on the sales of rental property, net (54,100) (57,487) (97,980) FFO $ 421,317 $ 401,353 $ 336,939 Preferred stock dividends — — (1,289) Redemption of preferred stock — — (2,582) Amount allocated to restricted shares of common stock and unvested units (546) (558) (838) FFO attributable to common stockholders and unit holders $ 420,771 $ 400,795 $ 332,230 Net Operating Income We consider NOI to be an appropriate supplemental performance measure to net income (loss) because we believe it helps investors and management understand the core operations of our buildings.
Year ended December 31, Reconciliation of Net Income to FFO (in thousands) 2024 2023 2022 Net income $ 193,266 $ 197,201 $ 182,234 Rental property depreciation and amortization 292,781 278,216 274,823 Loss on impairment 4,967 — 1,783 Gain on the sales of rental property, net (32,273) (54,100) (57,487) FFO $ 458,741 $ 421,317 $ 401,353 Amount allocated to restricted shares of common stock and unvested units (533) (546) (558) FFO attributable to common stockholders and unit holders $ 458,208 $ 420,771 $ 400,795 Net Operating Income We consider NOI to be an appropriate supplemental performance measure to net income (loss) because we believe it helps investors and management understand the core operations of our buildings.
Construction starts declined as a result of both moderating demand and volatile capital markets in 2023. The weakening global and U.S. economic trends could be a notable headwind and may result in relatively less demand for space and higher vacancy.
Construction starts continue to decline as a result of both moderating demand and volatile capital markets. The volatile global and U.S. macro-economic trends could be a notable headwind and could result in relatively less demand for space, increased credit loss, and higher vacancy.
Same store rental income, which is comprised of lease income and other billings as discussed below, increased by approximately $32.5 million or 5.4% to approximately $634.0 million for the year ended December 31, 2023 compared to approximately $601.5 million for the year ended December 31, 2022.
Same store rental income, which is comprised of lease income and other billings as discussed below, increased by approximately $30.2 million or 4.5% to approximately $701.1 million for the year ended December 31, 2024 compared to approximately $670.9 million for the year ended December 31, 2023.
Indebtedness (dollars in thousands) Principal Outstanding as of December 31, 2023 (in thousands) Interest Rate (1)(2) Maturity Date Prepayment Terms (3) Unsecured credit facility: Unsecured Credit Facility (4) $ 402,000 Term SOFR + 0.855% October 23, 2026 i Total unsecured credit facility 402,000 Unsecured term loans: Unsecured Term Loan F 200,000 2.94 % January 12, 2025 i Unsecured Term Loan G 300,000 1.78 % February 5, 2026 i Unsecured Term Loan A 150,000 2.14 % March 15, 2027 i Unsecured Term Loan H 187,500 3.73 % January 25, 2028 i Unsecured Term Loan I 187,500 3.49 % January 25, 2028 i Total unsecured term loans 1,025,000 Total unamortized deferred financing fees and debt issuance costs (3,227) Total carrying value unsecured term loans, net 1,021,773 Unsecured notes: Series A Unsecured Notes 50,000 4.98 % October 1, 2024 ii Series D Unsecured Notes 100,000 4.32 % February 20, 2025 ii Series G Unsecured Notes 75,000 4.10 % June 13, 2025 ii Series B Unsecured Notes 50,000 4.98 % July 1, 2026 ii Series C Unsecured Notes 80,000 4.42 % December 30, 2026 ii Series E Unsecured Notes 20,000 4.42 % February 20, 2027 ii Series H Unsecured Notes 100,000 4.27 % June 13, 2028 ii Series I Unsecured Notes 275,000 2.80 % September 29, 2031 ii Series K Unsecured Notes 400,000 4.12 % June 28, 2032 ii Series J Unsecured Notes 50,000 2.95 % September 28, 2033 ii Total unsecured notes 1,200,000 Total unamortized deferred financing fees and debt issuance costs (4,128) Total carrying value unsecured notes, net 1,195,872 Mortgage notes (secured debt): United of Omaha Life Insurance Company 4,537 3.71 % October 1, 2039 ii Total mortgage notes 4,537 Net unamortized fair market value discount (136) Total unamortized deferred financing fees and debt issuance costs — Total carrying value mortgage notes, net 4,401 Total / weighted average interest rate (5) $ 2,624,046 3.79 % (1) Interest rate as of December 31, 2023.
Indebtedness (dollars in thousands) Principal Outstanding as of December 31, 2024 (in thousands) Interest Rate (1)(2) Maturity Date Prepayment Terms (3) Unsecured credit facility: Unsecured Credit Facility (4) $ 409,000 Term SOFR + 0.875% September 7, 2029 i Total unsecured credit facility 409,000 Unsecured term loans: Unsecured Term Loan F (5) 200,000 2.96 % March 23, 2029 i Unsecured Term Loan G 300,000 1.80 % February 5, 2026 i Unsecured Term Loan A 150,000 2.16 % March 15, 2027 i Unsecured Term Loan H 187,500 3.35 % January 25, 2028 i Unsecured Term Loan I 187,500 3.51 % January 25, 2028 i Total unsecured term loans 1,025,000 Total unamortized deferred financing fees and debt issuance costs (3,152) Total carrying value unsecured term loans, net 1,021,848 Unsecured notes: Series D Unsecured Notes 100,000 4.32 % February 20, 2025 ii Series G Unsecured Notes 75,000 4.10 % June 13, 2025 ii Series B Unsecured Notes 50,000 4.98 % July 1, 2026 ii Series C Unsecured Notes 80,000 4.42 % December 30, 2026 ii Series E Unsecured Notes 20,000 4.42 % February 20, 2027 ii Series H Unsecured Notes 100,000 4.27 % June 13, 2028 ii Series L Unsecured Notes 175,000 6.05 % May 28, 2029 ii Series M Unsecured Notes 125,000 6.17 % May 28, 2031 ii Series I Unsecured Notes 275,000 2.80 % September 29, 2031 ii Series K Unsecured Notes 400,000 4.12 % June 28, 2032 ii Series J Unsecured Notes 50,000 2.95 % September 28, 2033 ii Series N Unsecured Notes 150,000 6.30 % May 28, 2034 ii Total unsecured notes 1,600,000 Total unamortized deferred financing fees and debt issuance costs (5,908) Total carrying value unsecured notes, net 1,594,092 Mortgage note (secured debt): United of Omaha Life Insurance Company 4,322 3.71 % October 1, 2039 ii Total mortgage note 4,322 Net unamortized fair market value discount (127) Total carrying value mortgage note, net 4,195 Total / weighted average interest rate (6) $ 3,029,135 3.98 % (1) Interest rate as of December 31, 2024.
As of December 31, 2023, one-month Term SOFR for the Unsecured Term Loans A, F, G, H, and I was swapped to a fixed rate of 1.31%, 2.11%, 0.95%, 2.90%, and 2.66%, respectively (which includes the 0.10% adjustment). One-month Term SOFR for the Unsecured Term Loan H will be swapped to a fixed rate of 2.50% effective January 12, 2024.
Our unsecured term loans have a stated interest rate of one-month Term SOFR plus a 0.10% adjustment and a spread of 0.85%. As of December 31, 2024, one-month Term SOFR for the Unsecured Term Loans A, F, G, H, and I was swapped to a fixed rate of 1.31%, 2.11%, 0.95%, 2.50%, and 2.66%, respectively (which includes the 0.10% adjustment).
On December 31, 2023, we owned 513 industrial buildings consisting of approximately 101.7 million square feet, which represents approximately 90.6% of our total portfolio, that are considered our same store portfolio in the analysis below. Same store occupancy decreased approximately 0.7% to 98.4% as of December 31, 2023 compared to 99.1% as of December 31, 2022.
On December 31, 2024, we owned 535 industrial buildings consisting of approximately 106.4 million square feet, which represents approximately 91.3% of our total portfolio, that are considered our same store portfolio in the analysis below. Same store occupancy decreased approximately 1.3% to 97.2% as of December 31, 2024 compared to 98.5% as of December 31, 2023.
We did not receive any proceeds from the sale of such shares on a forward basis.
We initially do not receive any proceeds from the sales of shares on a forward basis.
The amount of rental income generated by the buildings in our portfolio depends principally on occupancy and rental rates.
Rental Income We receive income primarily in the form of rental income from the tenants who occupy our buildings. The amount of rental income generated by the buildings in our portfolio depends principally on occupancy and rental rates.
Year ended December 31, Reconciliation of Net Income to NOI (in thousands) 2023 2022 2021 Net income $ 197,201 $ 182,234 $ 196,432 General and administrative 47,491 46,958 $ 48,629 Depreciation and amortization 278,447 275,040 $ 238,699 Interest and other income (68) (103) $ (121) Interest expense 94,575 78,018 $ 63,484 Loss on impairment — 1,783 $ — Debt extinguishment and modification expenses — 838 $ 2,152 Other expenses 4,693 4,363 $ 2,878 Gain on the sales of rental property, net (54,100) (57,487) $ (97,980) Net operating income $ 568,239 $ 531,644 $ 454,173 Cash Flows Comparison of the year ended December 31, 2023 to the year ended December 31, 2022 The following table summarizes our cash flows for the year ended December 31, 2023 compared to the year ended December 31, 2022.
Year ended December 31, Reconciliation of Net Income to NOI (in thousands) 2024 2023 2022 Net income $ 193,266 $ 197,201 $ 182,234 General and administrative 49,202 47,491 46,958 Depreciation and amortization 293,077 278,447 275,040 Interest and other income (44) (68) (103) Interest expense 113,169 94,575 78,018 Loss on impairment 4,967 — 1,783 Gain on involuntary conversion (11,843) — — Debt extinguishment and modification expenses 703 — 838 Other expenses 2,332 4,693 4,363 Gain on the sales of rental property, net (32,273) (54,100) (57,487) Net operating income $ 612,556 $ 568,239 $ 531,644 Cash Flows Comparison of the year ended December 31, 2024 to the year ended December 31, 2023 The following table summarizes our cash flows for the year ended December 31, 2024 compared to the year ended December 31, 2023.
As a result, we are required to include in this report a statement of why management believes that presentation of these measures provides useful information to investors. 45 Table of Contents Funds From Operations FFO should not be considered as an alternative to net income (determined in accordance with GAAP) as an indication of our performance, and we believe that to understand our performance further, FFO should be compared with our reported net income (loss) in accordance with GAAP, as presented in our consolidated financial statements included in this report.
Funds From Operations FFO should not be considered as an alternative to net income (determined in accordance with GAAP) as an indication of our performance, and we believe that to understand our performance further, FFO should be compared with our reported net income (loss) in accordance with GAAP, as presented in our consolidated financial statements included in this report.
The spread over the applicable rate for our unsecured credit facility and unsecured term loans is based on our debt rating and leverage ratio, as defined in the respective loan agreements.
The spread over the applicable rate for our unsecured credit facility and unsecured term loans is based on our debt rating and leverage ratio, as defined in the respective loan agreements. (2) Our unsecured credit facility has a stated interest rate of one-month Term SOFR plus a 0.10% adjustment and a spread of 0.775%.
(5) The weighted average interest rate was calculated using the fixed interest rate swapped on the notional amount of $1,025.0 million of debt and is not adjusted to include the amortization of deferred financing fees or debt issuance costs incurred in obtaining debt or any unamortized fair market value premiums or discounts. 49 Table of Contents The aggregate undrawn nominal commitments on our unsecured credit facility as of December 31, 2023 was approximately $594.7 million, including issued letters of credit.
(6) The weighted average interest rate was calculated using the fixed interest rate swapped on the notional amount of $1,025.0 million of debt and is not adjusted to include the amortization of deferred financing fees or debt issuance costs incurred in obtaining debt or any unamortized fair market value premiums or discounts.
Subsequent to December 31, 2021, we acquired 35 buildings consisting of approximately 5.4 million square feet (excluding seven buildings that were included in the Value Add Portfolio at December 31, 2023 or transferred from the Value Add Portfolio to the Operating Portfolio after December 31, 2021), and sold 18 buildings consisting of approximately 3.8 million 44 Table of Contents square feet.
Subsequent to January 1, 2023, we acquired 39 buildings consisting of approximately 6.7 million square feet (excluding nine buildings that were included in the Value Add Portfolio at December 31, 2024 or transferred from the Value Add Portfolio to the Operating Portfolio after January 1, 2023), and sold 20 buildings consisting of approximately 3.7 million square feet.
Other Net Operating Income Our other assets include our flex/office buildings, Value Add Portfolio, buildings classified as held for sale, and Operating Portfolio buildings with expansions placed in service or transferred from the Value Add Portfolio to the Operating Portfolio after December 31, 2021.
Other Net Operating Income Our other assets include our Value Add Portfolio, buildings classified as held for sale, and Operating Portfolio buildings with expansions placed in service or transferred from the Value Add Portfolio to the Operating Portfolio after January 1, 2023. Other NOI also includes termination, solar, and other income adjustments from buildings in our same store portfolio.
Net cash provided by (used in) financing activities decreased approximately $138.9 million to approximately $75.7 million net cash used in financing activities for the year ended December 31, 2023, compared to approximately $63.2 million net cash provided by financing activities for the year ended December 31, 2022.
Net cash provided by (used in) financing activities increased approximately $362.0 million to approximately $286.3 million net cash provided by financing activities for the year ended December 31, 2024, compared to approximately $75.7 million net cash used in financing activities for the year ended December 31, 2023.
Our portfolio continues to benefit from historically low availability throughout the national industrial market. Demand moderated in 2023 relative to recent peaks, but remains solid across a broad array of our markets. Vacancy and availability rates, while rising, remain low by historical standards. The supply pipeline remains robust, albeit smaller and more notably concentrated in very large warehouses.
Our portfolio continues to have strong occupancy and benefits from geographic diversity throughout the national industrial market. Demand across the industrial market is moderating relative to recent peaks. Vacancy and availability rates, while rising, remain low by historical standards in many markets. The supply pipeline remains robust, albeit smaller and, in certain market, concentrated in very large warehouses.
Total other expenses increased approximately $2.5 million or 0.8% for the year ended December 31, 2023 to approximately $330.6 million compared to approximately $328.1 million for the year ended December 31, 2022.
Total other expenses increased approximately $18.9 million or 5.7% for the year ended December 31, 2024 to approximately $349.6 million compared to approximately $330.6 million for the year ended December 31, 2023.
The decrease was primarily attributable to the acquisition of 16 buildings during the year ended December 31, 2023 of approximately $321.9 million, compared to the acquisition of 26 buildings during the year ended December 31, 2022 of approximately $472.6 million.
The increase was primarily attributable to the acquisition rental property during the year ended December 31, 2024 of approximately $706.6 million, compared to the acquisition of rental property during the year ended December 31, 2023 of approximately $321.9 million.
These decreases were partially offset by an increase in net borrowings of approximately $348.0 million under our unsecured credit facility and an increase in proceeds from sales of common stock, net of approximately $14.7 million during the year ended December 31, 2023 compared to the year ended December 31, 2022.
These increases were partially offset by a decrease in net borrowings of approximately $220.0 million under our unsecured credit facility and an increase of approximately $7.4 million in dividends and distributions paid during the year ended December 31, 2024 compared to the year ended December 31, 2023.
Description Estimated Useful Life Building 40 Years Building and land improvements (maximum) 20 years Tenant improvements Shorter of useful life or terms of related lease Leases For leases in which we are the lessee, we recognize a right-of-use asset and corresponding lease liability on the accompanying Consolidated Balance Sheets equal to the present value of the fixed lease payments.
Le a ses For leases in which we are the lessee, we recognize a right-of-use asset and corresponding lease liability on the accompanying Consolidated Balance Sheets equal to the present value of the fixed lease payments.
Additionally, there was a decrease in cash paid for additions of land and building and improvements of approximately $3.8 million during the year ended December 31, 2023 compared to the year ended December 31, 2022.
Additionally, there was an increase in cash paid for additions of land and building and improvements related to development and other capital expenditures of approximately $42.6 million during the year ended December 31, 2024 compared to the year ended December 31, 2023.
These decreases in net cash used in investing activities were partially offset by decrease in proceeds from sales of rental property, net of approximately $29.7 million during the year ended December 31, 2023 compared to the year ended December 31, 2022.
These increases were partially offset by an increase in proceeds from sales of rental property, net of approximately $20.9 million during the year ended December 31, 2024 compared to the year ended December 31, 2023.
As of December 31, 2023, our buildings were approximately 98.2% leased, with no single tenant accounting for more than approximately 2.9% of our total annualized base rental revenue and no single industry accounting for more than approximately 11.0% of our total annualized base rental revenue.
We own both single- and multi-tenant properties, although the majority of our portfolio is single-tenant. As of December 31, 2024, our buildings were approximately 96.5% leased, with no single tenant accounting for more than approximately 2.9% of our total annualized base rental revenue and no single industry accounting for more than approximately 11.3% of our total annualized base rental revenue.
Net cash used in investing activities decreased approximately $127.2 million to approximately $320.3 million for the year ended December 31, 2023, compared to approximately $447.5 million for the year ended December 31, 2022.
Net cash used in investing activities increased approximately $410.7 million to approximately $731.1 million for the year ended December 31, 2024, compared to approximately $320.3 million for the year ended December 31, 2023.
Positive or negative changes in economic or other conditions, new supply, adverse weather conditions, natural disasters, epidemics, and other factors in these markets may affect our overall performance. Rental Income We receive income primarily in the form of rental income from the tenants who occupy our buildings.
Conditions in Our Markets The buildings in our portfolio are located in markets throughout the United States. Positive or negative changes in economic or other conditions, new supply, adverse weather conditions, natural disasters, epidemics, and other factors in these markets may affect our overall performance.
Pursuant to the terms of our unsecured loan agreements, if a default or event of default occurs and is continuing, we may not pay distributions that exceed the minimum amount required for us to qualify and maintain our status as a REIT. 50 Table of Contents Events of Default: Our unsecured credit facility and unsecured term loans contain customary events of default, including, but not limited to, non-payment of principal, interest, fees or other amounts, defaults in the compliance with the financial and other covenants contained in the applicable loan agreement, cross-defaults to other material debt, and bankruptcy or other insolvency events.
Events of Default: Our unsecured credit facility and unsecured term loans contain customary events of default, including, but not limited to, non-payment of principal, interest, fees or other amounts, defaults in the compliance with the financial and other covenants contained in the applicable loan agreement, cross-defaults to other material debt, and bankruptcy or other insolvency events.
We believe that the diversification of our portfolio by market, tenant industry, and tenant credit will prove to be a strength in this environment. Conditions in Our Markets The buildings in our portfolio are located in markets throughout the United States.
We believe that the diversification of our portfolio by market, tenant industry, and tenant credit will prove to be a strength in this environment. On October 22, 2024, American Tire Distributors, Inc.
In addition, on March 31, 2023, Steven T. Kimball joined our Company as Executive Vice President–Real Estate Operations. Factors That May Influence Future Results of Operations Our ability to increase revenues or cash flow will depend in part on our (i) external growth, specifically acquisition activity, and (ii) internal growth, specifically occupancy and rental rates on our portfolio.
Factors That May Influence Future Results of Operations Our ability to increase revenues or cash flow will depend in part on our (i) external growth, specifically acquisition activity, and (ii) internal growth, specifically occupancy and rental rates on our portfolio. A variety of other factors, including those noted below, also affect our future results of operations.
Those tests involve the percentage of income that we earn from specified sources, the percentage of our assets that falls within specified categories, the diversity of our capital stock ownership and the percentage of our earnings that we distribute.
Those tests involve the percentage of income that we earn from specified sources, the percentage of our assets that falls within specified categories, the diversity of our capital stock ownership and the percentage of our earnings that we distribute. As of December 31, 2024, we owned 591 buildings in 41 states with approximately 116.6 million rentable square feet.
In instances when it is determined that the tenant is the owner of tenant improvements, rental income recognition begins when the tenant takes possession of or controls the physical use of the leased space. 41 Table of Contents When we are the owner of tenant improvements or other capital items, the cost to construct the tenant improvements or other capital items, including costs paid for or reimbursed by the tenants, is recorded as capital assets.
When we are the owner of tenant improvements or other capital items, the cost to construct the tenant improvements or other capital items, including costs paid for or reimbursed by the tenants, is recorded as capital assets.
For the majority of our tenants, our property operating expenses are controlled, in part, by the triple net provisions in tenant leases.
Property Operating Expenses Our property operating expenses generally consist of utilities, real estate taxes, management fees, insurance, and site repair and maintenance costs. For the majority of our tenants, our property operating expenses are controlled, in part, by the triple net provisions in tenant leases.
Other NOI also includes termination, solar, and other income adjustments from buildings in our same store portfolio. For a detailed reconciliation of our other NOI to net income, see the table above. These buildings contributed approximately $23.1 million and $14.0 million to NOI for the years ended December 31, 2023 and December 31, 2022, respectively.
For a detailed reconciliation of our other NOI to net income, see the table above. These buildings contributed approximately $18.7 million and $12.2 million to NOI for the years ended December 31, 2024 and December 31, 2023, respectively.
Operating Portfolio Square Feet Cash Basis Rent Per Square Foot SL Rent Per Square Foot Total Costs Per Square Foot (1) Cash Rent Change SL Rent Change Weighted Average Lease Term (years) Rental Concessions per Square Foot (2) Year ended December 31, 2023 New Leases 2,991,646 $ 7.16 $ 7.62 $ 3.78 43.3 % 54.3 % 5.3 $ 0.67 Renewal Leases 10,322,350 $ 5.59 $ 5.89 $ 1.13 26.9 % 40.5 % 4.3 $ 0.07 Total/weighted average 13,313,996 $ 5.94 $ 6.28 $ 1.72 31.0 % 44.0 % 4.5 $ 0.21 (1) “Total Costs” means the costs for improvements of vacant and renewal spaces, as well as the contingent-based legal fees and commissions for leasing transactions.
Operating Portfolio Square Feet Cash Basis Rent Per Square Foot Straight-line Rent Per Square Foot Total Costs Per Square Foot (1) Cash Rent Change Straight-line Rent Change Weighted Average Lease Term (years) Rental Concessions per Square Foot (2) Year ended December 31, 2024 New Leases 2,861,955 $ 5.63 $ 5.80 $ 1.97 22.6 % 31.1 % 4.5 $ 0.87 Renewal Leases 10,675,681 $ 6.23 $ 6.60 $ 1.23 29.8 % 44.5 % 4.7 $ 0.14 Total/weighted average 13,537,636 $ 6.10 $ 6.43 $ 1.39 28.3 % 41.8 % 4.7 $ 0.29 (1) “Total Costs” means the costs for improvements of vacant and renewal spaces, as well as the contingent-based legal fees and commissions for leasing transactions.
In addition to our diversified portfolio, we believe that certain characteristics of our business and capital 36 Table of Contents structure should position us well in an uncertain environment, including our minimal floating rate debt exposure (taking into account our hedging activities), strong banking relationships, strong liquidity, access to capital, and the fact that many of our competitors for the assets we purchase tend to be smaller local and regional investors who may have been more heavily impacted by rising interest rates and lack of available capital.
In addition to our diversified portfolio, we believe that certain characteristics of our business and capital structure should position us well in an uncertain environment, including our minimal floating rate debt exposure (taking into account our hedging activities), strong banking relationships, strong liquidity, and access to capital.

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Item 7A. Quantitative and Qualitative Disclosures About Market Risk

Market Risk — interest-rate, FX, commodity exposure

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Biggest changeIf interest rates increased by 100 basis points and assuming we had an outstanding balance of $402.0 million on our unsecured credit facility for the year ended December 31, 2023, our interest expense would have increased by approximately $4.0 million for the year ended December 31, 2023.
Biggest changeIf interest rates increased 55 Table of Contents by 100 basis points and assuming we had an outstanding balance of $409.0 million on our unsecured credit facility for the year ended December 31, 2024, our interest expense would have increased by approximately $4.1 million for the year ended December 31, 2024.
In addition, an increase in interest rates could decrease the amounts third parties are willing to pay for our assets, thereby limiting our ability to change our portfolio promptly in response to changes in economic or other conditions.
In addition, an increase in interest rates could decrease the amounts third parties are willing to pay for our assets, thereby limiting our ability to change our portfolio promptly in response to changes in economic or other conditions.
We have used derivative financial instruments to manage, or hedge, interest rate risks related to our borrowings, primarily through interest rate swaps. As of December 31, 2023, we had $1.4 billion of variable rate debt.
We have used derivative financial instruments to manage, or hedge, interest rate risks related to our borrowings, primarily through interest rate swaps. As of December 31, 2024, we had $1.4 billion of variable rate debt.
As of December 31, 2023, all of our outstanding variable rate debt, with the exception of our unsecured credit facility which had a balance of $402.0 million, was fixed with interest rate swaps through maturity.
As of December 31, 2024, all of our outstanding variable rate debt, with the exception of our unsecured credit facility which had a balance of $409.0 million, was fixed with interest rate swaps through maturity.

Other STAG 10-K year-over-year comparisons