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What changed in JBG SMITH Properties's 10-K — 2024 vs 2025

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Paragraph-level year-over-year comparison of JBG SMITH Properties's 2024 and 2025 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 2025 report.

+374 added−405 removedSource: 10-K (2026-02-17) vs 10-K (2025-02-18)

Top changes in JBG SMITH Properties's 2025 10-K

374 paragraphs added · 405 removed · 282 edited across 9 sections

Item 1. Business

Business — how the company describes what it does

58 edited+26 added−58 removed48 unchanged
Biggest changeAs of December 31, 2024: ● 93% of all operating assets, based on square footage, have earned at least one green building or health and well-being certification: o 3.9 million square feet of LEED Certified Multifamily Space (70%) o 2.2 million square feet of LEED Certified Commercial Space (35%) o 2.8 million square feet of ENERGY STAR Certified Multifamily Space (50%) o 3.7 million square feet of ENERGY STAR Certified Commercial Space (59%) o 6.2 million square feet of BOMA 360 Certified Commercial Space (99%) o 4.6 million square feet of Fitwel Full Building Certified Commercial and Multifamily Space (38%) o 6.2 million square feet of Fitwel Viral Response Module Certified Commercial Space (99%) ● 99.6% of our operating assets' energy and water use are benchmarked Tenant Sustainability Impacts Customer service is an integral component of real estate management.
Biggest changeAs of December 31, 2025: ● 96% of all operating assets, based on square footage, have earned at least one green building certification: o 3.1 million square feet of LEED Certified Multifamily Space (61%) o 5.2 million square feet of LEED Certified Commercial Space (76%) o 1.8 million square feet of ENERGY STAR Certified Multifamily Space (36%) o 2.5 million square feet of ENERGY STAR Certified Commercial Space (36%) o 6.2 million square feet of BOMA 360 Certified Commercial Space (89%) ● 99.6% of our operating assets' energy and water use are benchmarked Climate Change Resilience We take climate change and the associated risks seriously, and we are committed to managing and avoiding the impacts of climate change using science to inform action.
We want our employees to feel aligned with our company vision and enabled to grow in their careers. To that end, we have a strong track record of promoting from within. Consequently, the opportunities for growth and development also help to keep our population engaged and motivated.
We want our employees to feel aligned with our company vision and values and enabled to grow in their careers. To that end, we have a strong track record of promoting from within. Consequently, the opportunities for growth and development also help to keep our population engaged and motivated.
In keeping with our dedication to Placemaking, each new project is intended to contribute to an authentic and distinct neighborhood by creating a vibrant street environment with robust retail offerings and other amenities, including improved public spaces. To that end, we saw the delivery of two placemaking projects, Water Park and Surreal in 2023.
In keeping with our dedication to Placemaking, each new project is intended to contribute to an authentic and distinct neighborhood by creating a vibrant street environment with robust retail offerings and other amenities, including improved public spaces. To that end, we saw the delivery of two food and beverage Placemaking projects in 2023: Water Park and Surreal.
The presence of contamination or the failure to remediate contamination at our properties may (i) expose us to third-party liability (e.g., for cleanup costs, natural resource damages, bodily injury or property damage), (ii) subject our properties to liens in favor of the government for damages and costs the government incurs in connection with the contamination, (iii) impose restrictions on the manner in which a property may be used or businesses may be operated, or (iv) materially adversely affect our ability to sell, lease or develop the real estate or to borrow using the real estate as collateral.
The presence of contamination or the failure to remediate contamination at our properties may (i) 13 Table of Contents expose us to third-party liability (e.g., for cleanup costs, natural resource damages, bodily injury or property damage), (ii) subject our properties to liens in favor of the government for damages and costs the government incurs in connection with the contamination, (iii) impose restrictions on the manner in which a property may be used or businesses may be operated, or (iv) materially adversely affect our ability to sell, lease or develop the real estate or to borrow using the real estate as collateral.
We intend to continue publishing an annual sustainability report with key performance indicators that are aligned with the Global Reporting Initiative reporting framework, United Nations Sustainable Development Goals, Sustainability Accounting Standards Board Standards, and recommendations set forth by the Task Force on Climate-Related Financial Disclosures.
We intend to continue publishing an annual sustainability summary with key performance indicators that are aligned with the Global Reporting Initiative reporting framework, United Nations Sustainable Development Goals, Sustainability Accounting Standards Board Standards and recommendations set forth by the Task Force on Climate-Related Financial Disclosures.
We intend to conduct periodic climate-related risk assessments as the composition of our portfolio changes. ​ The assessment included all in-service assets, and our development pipeline and landholdings, and included climate events such as hurricane, wildfire, temperature extremes, water stress, drought, and pluvial, fluvial and coastal flooding.
We intend to conduct periodic climate-related risk assessments as the composition of our portfolio changes. ​ Our periodic assessments include all in-service assets, and our development pipeline and landholdings, and included climate events such as hurricane, wildfire, temperature extremes, water stress, drought, and pluvial, fluvial and coastal flooding.
One of our approaches to value creation uses a series of complementary disciplines through a process we call "Placemaking." Placemaking involves strategically mixing high-quality multifamily and commercial buildings with anchor, specialty and neighborhood retail in a high density, thoughtfully planned and designed public space.
One of our approaches to value creation uses a series of complementary disciplines we call "Placemaking." Placemaking involves strategically mixing high-quality multifamily and commercial buildings with anchor, specialty and neighborhood retail in a high density, thoughtfully planned and designed public space.
As defined by the TCFD framework, physical risks associated with climate change include acute risks (extreme weather-related events) and chronic risks (such as extreme heat and coastal flooding), and transition risks associated with climate change include policy and legal risks, market and reputation-related risks and decarbonization technology risks. ​ Our 2024 assessment of climate change risk relied on S&P Global Inc.'s Climanomics modeling tool.
As defined by the TCFD framework, physical risks associated with climate change include acute risks (extreme weather-related events) and chronic risks (such as extreme heat and coastal flooding), and transition risks associated with climate change include policy and legal risks, market and reputation-related risks and decarbonization technology risks. ​ Our most recent assessment of climate change risk relied on S&P Global Inc.'s Climanomics modeling tool.
In addition, our assets are exposed to the risk of contamination originating from other sources. While 15 Table of Contents a property owner may not be responsible for remediating contamination that has migrated onsite from an identifiable and viable offsite source, the contaminant's presence can have adverse effects on operations and the redevelopment of our assets.
In addition, our assets are exposed to the risk of contamination originating from other sources. While a property owner may not be responsible for remediating contamination that has migrated onsite from an identifiable and viable offsite source, the contaminant's presence can have adverse effects on operations and the redevelopment of our assets.
The operations of current and former tenants at our assets have involved, or may have involved, the presence or use of hazardous substances or petroleum products or the generation of hazardous wastes, and indemnities in our lease agreements may not fully protect us from liability, if, for example, a tenant responsible for environmental non­compliance or contamination becomes insolvent.
The operations of current and former tenants at our assets have involved, or may have involved, the presence or use of hazardous substances or petroleum products or the generation of hazardous wastes, and indemnities in our lease agreements may not fully protect us from liability, if, for example, a tenant responsible for environmental noncompliance or contamination becomes insolvent.
As of December 31, 2024, we had 645 employees. We believe that our talent is our competitive advantage. To that end, we focus on talent development and succession planning and pay-for-performance. We utilize talent management practices in the broadest sense to create an engaging workplace experience for our employees, where they feel valued, respected and supported.
As of December 31, 2025, we had 596 employees. We believe that our talent is our competitive advantage. To that end, we focus on talent development, succession planning and pay-for-performance. We utilize talent management practices in the broadest sense to create an engaging workplace experience for our employees, where they feel valued, respected and supported.
Substantially all our assets are held by, and our operations are conducted through, JBG SMITH LP. As of December 31, 2024, JBG SMITH, as its sole general partner, controlled JBG SMITH LP and owned 86.0% of its OP Units, after giving effect to the conversion of certain vested LTIP Units that are convertible into OP Units.
Substantially all our assets are held by, and our operations are conducted through, JBG SMITH LP. As of December 31, 2025, JBG SMITH, as its sole general partner, controlled JBG SMITH LP and owned 82.0% of its OP Units, after giving effect to the conversion of certain vested LTIP Units that are convertible into OP Units.
The list below is a sampling of offerings that help create a compelling employee experience: ● Streamlined annual performance reviews ● Executive coaching available ● Employee share purchase plan ● Hybrid / flexible work schedules ● Flexible paid time off ● Regular town halls where senior management updates the entire team on recent progress and other important matters ● Mentorship and coaching programs to develop and retain talent ● Employee referral program ● Generous company subsidy on health-related benefits ● Lunches with Leaders ● Volunteer opportunities 17 Table of Contents In addition to the above, we have a strong pay-for-performance culture.
The list below is a sampling of offerings that help create a compelling work environment for our employees: ● Streamlined annual performance reviews ● Employee share purchase plan ● Hybrid / flexible work schedules ● Flexible paid time off ● Town halls where senior management updates the entire team on recent progress and other important matters ● Mentorship, professional development, and coaching programs to develop and retain talent ● Employee referral program ● Generous company subsidy on health-related benefits ● Lunches with leaders ● Volunteer opportunities 15 Table of Contents In addition to the above, we have a strong pay-for-performance culture.
To develop a more informed view of future climate conditions and further our understanding of the direct climate-related risks to our properties, we have conducted a new climate-related 13 Table of Contents risk assessment (both acute and chronic risks across our operating assets and development pipeline) which addresses both physical and transition climate risk factors, and estimates the financial implications of those modeled risks at the asset level.
To develop a more informed view of future climate conditions and further our understanding of the direct climate-related risks to our properties, we periodically conduct a climate-related risk assessment (both acute and chronic risks across our operating assets and development pipeline) which addresses both physical and transition climate risk factors, and estimates the financial implications of those modeled risks at the asset level.
In addition, Washington, D.C. and Montgomery County, Maryland have laws that require, in certain circumstances, an owner of a multifamily rental property to allow tenant organizations the option to purchase the building at a market price if the owner attempts to sell the property.
In addition, Washington, D.C. has laws that require, in certain circumstances, an owner of a multifamily rental property to allow tenant organizations the option to purchase the building at a market price if the owner attempts to sell the property.
For additional information regarding our REIT status, see Item 9B "Other Information." Significant Tenants Only commercial leases with the U.S. federal government accounted for 10% or more of our total revenue as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended December 31, ​ ​ 2024 2023 2022 ​ ​ ​ (Dollars in thousands) Rental revenue from the U.S. federal government ​ $ 64,958 ​ $ 64,439 ​ $ 75,516 ​ Percentage of total revenue ​ 11.9 % 10.7 % 12.5 % ​ For a further discussion of the risks related to the federal government as tenant, including the timing of potential lease renewals or terminations, see Item 1A “Risk Factors” - Risks Related to Our Business and Operations - We derive a significant portion of our revenue from U.S. federal government tenants, and we may face additional risks and costs associated with directly managing assets occupied by government tenants. ​ Sustainability Our business values integrate environmental sustainability, social responsibility and strong governance practices throughout our organization.
For additional information regarding our REIT status, see Item 9B "Other Information." Significant Tenants Only commercial leases with the U.S. federal government accounted for 10% or more of our total revenue as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended December 31, ​ ​ ​ ​ ​ 2025 ​ ​ ​ 2024 ​ ​ ​ 2023 ​ ​ ​ (Dollars in thousands) Rental revenue from the U.S. federal government ​ $ 56,899 ​ $ 64,958 ​ $ 64,439 ​ Percentage of total revenue ​ 11.4 % 11.9 % 10.7 % ​ For a further discussion of the risks related to the federal government as tenant, including the timing of potential lease renewals or terminations, see Item 1A "Risk Factors" - Risks Related to Our Business and Operations - We derive a significant portion of our revenue from U.S. federal government tenants, and we may face additional risks and costs associated with directly managing assets occupied by government tenants. ​ Sustainability Our business values integrate environmental sustainability and strong governance practices throughout our operations and investment decisions.
Our Strategy We own and operate urban mixed-use properties concentrated in amenity-rich, Metro-served submarkets in and around Washington, D.C., most notably National Landing, that we believe have long-term growth potential and appeal to residential, office and retail tenants. We have significant expertise with multifamily, office and retail assets.
Our Strategy We own, operate and develop mixed-use properties concentrated in amenity-rich, Metro-served submarkets in and around Washington, D.C., most notably National Landing, that we believe have long-term growth potential and appeal to residential, office and/or retail tenants.
We developed two new office buildings for Amazon on Metropolitan Park in National Landing, totaling 2.1 million square feet, inclusive of approximately 50,000 square feet of street-level retail with new shops and restaurants, and Amazon took occupancy of its new headquarters in 2023. We are the property manager and retail leasing agent for Amazon's headquarters at National Landing.
Amazon currently occupies two office buildings that we developed for them on Metropolitan Park in National Landing, totaling 2.1 million square feet, inclusive of approximately 50,000 square feet of street-level retail with shops and restaurants. We are the property manager and retail leasing agent for Amazon's headquarters at National Landing.
This scale provides competitive advantages, including market knowledge, buying power and operating efficiencies across all product types. We also believe that our existing relationships arising out of our third-party asset management and real estate services business will continue to provide potential access to capital and new investment opportunities.
This scale provides competitive advantages, including market knowledge, buying power and operating efficiencies across all product types. We also believe that our existing relationships arising out of our third-party real estate services business will continue to provide potential access to capital and new investment opportunities. Competition The commercial real estate markets in which we operate are highly competitive.
Additionally, in 2024, we started construction on a new office amenity hub at 2011 Crystal Drive that, along with a repositioning of the asset itself, brings a large scale externally managed meeting and conference facility, two elevated food and beverage offerings, and an activated public lobby.
Finally, in the first half of 2026, we expect to complete construction on a new office amenity hub at 2011 Crystal Drive that, along with a repositioning of the asset itself, brings to National Landing a large-scale externally managed meeting and conference facility, two elevated food and beverage offerings, and an activated public lobby.
To learn more about our sustainability initiatives and performance, please visit https://www.JBGSMITH.com/About/Sustainability and download our Sustainability Report. Our website and the information contained therein or connected thereto are not intended to be incorporated into this Annual Report on Form 10-K.
As of December 31, 2025, our remaining unfunded commitments totaled $1.5 million. To learn more about our sustainability initiatives and performance, please visit https://www.JBGSMITH.com/About/Sustainability and download our Sustainability Report. Our website and the information contained therein or connected thereto are not intended to be incorporated into this Annual Report on Form 10-K.
In addition to portfolio lease-up, we expect increases in NOI from: (i) the commencement of signed but not yet commenced office and retail leases ($5.6 million total annualized estimated rent as of December 31, 2024, of which $1.5 million is expected in 2025) and (ii) contractual rent escalators in our non-GSA office and retail leases, which are based on increases in the Consumer Price Index or a fixed percentage.
We expect increases in annualized rent from (i) the commencement of signed but not yet commenced office and retail leases (as of December 31, 2025 we have $11.5 million of contractual annualized rent, most of which is expected to commence in 2026) and (ii) contractual rent escalators in our non-GSA office and retail leases, which are based on increases in the Consumer Price Index or a fixed percentage.
As of December 31, 2024, our Operating Portfolio consisted of 38 operating assets comprising 16 multifamily assets totaling 6,781 units (6,781 units at our share), 20 commercial assets totaling 6.7 million square feet (6.3 million square feet at our share) and two wholly owned land assets for which we are the ground lessor.
As of December 31, 2025, our Operating Portfolio consisted of 39 operating assets comprising 15 multifamily assets totaling 6,519 units (6,333 units at our share), 22 commercial assets totaling 7.3 million square feet (6.9 million square feet at our share) and two wholly owned land assets for which we are the ground lessor.
Future distributions will be declared and paid at the discretion of our Board of Trustees and will depend upon cash generated by operating activities, our financial condition, capital requirements, annual dividend requirements under the REIT provisions of the Code and such other factors as our Board of Trustees deems relevant.
We currently adhere and intend to continue to adhere to these requirements and to maintain our REIT status in future periods. 10 Table of Contents Future distributions will be declared and paid at the discretion of our Board of Trustees and will depend upon cash generated by operating activities, our financial condition, capital requirements, annual dividend requirements under the REIT provisions of the Code and such other factors as our Board of Trustees deems relevant.
Given our leasing capabilities and tenant demand for high-quality space in our submarkets, we believe that we are well positioned to achieve significant internal growth from the lease-up of vacant space in our in-service Operating Portfolio.
Given our leasing capabilities and tenant demand for the high-quality, amenitized space in National Landing, we believe that we are well-positioned to achieve internal growth from the lease-up of vacant space in this office portfolio. Monetize Our Development Pipeline.
If our competitors offer space at rental rates below current market rates, below the rental rates we currently charge our tenants, in better locations within our markets, in higher quality assets or offer better services, we may lose existing and potential tenants, and we may be pressured to reduce our rental rates below those we currently charge to retain tenants when our tenants' leases expire. 10 Table of Contents Segment Data We operate in the following business segments: multifamily, commercial and third-party asset management and real estate services.
If our competitors offer space at rental rates below current market rates, below the rental rates we currently charge our tenants, in better locations within our markets, in higher quality assets or offer better services, we may lose existing and potential tenants, and we may be pressured to reduce our rental rates below those we currently charge to retain tenants when our tenants' leases expire.
We believe National Landing is one of the region's best-located urban mixed-use communities due to its central location with proximity to the Pentagon, Amazon’s headquarters, Virginia Tech’s Innovation Campus and Reagan National Airport, and its large base of existing offices, apartments and hotels.
We believe National Landing is one of the region's best-located urban mixed-use communities due to its central location with proximity to the Pentagon, Amazon’s headquarters, Virginia Tech’s Innovation Campus and Reagan National Airport, and its large base of existing offices, apartments and hotels. 7 Table of Contents We continue to implement our comprehensive plan to reposition our holdings in National Landing by executing a broad array of Placemaking strategies.
As of December 31, 2024, we have invested $8.3 million of our $11.2 million commitment in the WHI Impact Pool. The WHI Impact Pool completed fundraising in 2020 with capital commitments totaling $114.4 million, and has closed $78.0 million in financing related to the purchase of residential communities containing 3,018 units through December 31, 2024.
The WHI Impact Pool completed fundraising in 2020 with capital commitments totaling $114.4 million, which included a commitment from us of $11.2 million, and has closed $84.4 million in financing related to the purchase of residential communities containing 3,136 units through December 31, 2025.
In addition, we are proud to have been recognized a "Top Workplace" several times in past years, and are focused on providing a positive employee experience to ensure that we remain an employer of choice.
We provide ample opportunities for employees to make meaningful connections with their co-workers and to give back to our communities. In addition, we are proud to have been recognized a "Top Workplace" several times in past years and are focused on providing a positive employee experience to ensure that we remain an employer of choice.
We pride ourselves on our strong, collaborative culture, and we strive to create a supportive and healthy work environment for our employees, which helps us continue to attract innovators to our organization. We have maintained our strategic partnerships with external organizations to ensure that we are building a strong pipeline of talent.
We pride ourselves on our strong, collaborative culture, and we strive to create a supportive and healthy work environment for our employees, which helps us continue to attract innovators to our organization and to ensure our future success.
Subject to market conditions, we intend to invest in multifamily development and potentially new office development subject to preleasing. The estimated potential development densities and uses reflect our current business plans as of December 31, 2024 and are subject to change based on market conditions.
The estimated potential development densities and uses reflect our current business plans as of December 31, 2025 and are subject to change based on market conditions. We continue to advance the design of our development pipeline.
These assets, while no longer owned by us, continue to generate third-party service fees. ​ We believe that the fees we earn in connection with providing these third-party services enhance our overall returns, provide additional scale and efficiency in our operating and development businesses and absorb a portion of the overhead and other administrative costs of our platform.
Purchasers continue to recognize our capabilities as a real estate operator, contributing to high success rates in the retention of property management. ​ We believe that the fees we earn in connection with providing these third-party services enhance our overall returns, provide additional scale and efficiency in our operating and development businesses and absorb a portion of the overhead and other administrative costs of our platform.
As of December 31, 2024, our development pipeline consisted of 19 assets, and we estimate it can support 11.0 million square feet (8.9 million square feet at our share) of estimated potential development density: 87.1% of this potential development density comprises multifamily projects located in the high-growth submarkets of National Landing and Union Market/NoMa; and 100.0% of this potential development density is Metro-served.
As of December 31, 2025, we estimate that our development pipeline can support 4.9 million square feet (3.6 million square feet at our share) of estimated potential development density: over 75.0% of this potential development density comprises multifamily projects predominately located in the National Landing submarket; and 100.0% of this potential development density is Metro-served.
We continue to implement our comprehensive plan to reposition our holdings in National Landing by executing a broad array of Placemaking strategies. Our Placemaking includes the delivery of new multifamily assets, the delivery of redeveloped and new office assets subject to demand therefor, amenity retail, and thoughtful improvements to the streetscape, sidewalks, parks and other outdoor gathering spaces.
Our Placemaking includes the delivery of new multifamily assets; subject to demand therefore, the delivery of redeveloped and new office assets; amenity retail; and thoughtful improvements to the streetscape, sidewalks, parks and other outdoor gathering spaces.
As of April 2024, Amazon had created approximately 8,000 new full-time jobs in National Landing. We, alongside Amazon, Virginia Tech, and federal, state, and local governments plan to invest over $12.0 billion, including infrastructure investments, that will directly benefit National Landing.
In addition, as of December 31, 2025, we have leases with Amazon totaling approximately 357,000 square feet in two office buildings in National Landing. We, alongside Amazon, Virginia Tech, and federal, state, and local governments plan to invest over $12.0 billion, including infrastructure investments, that will directly benefit National Landing.
At this campus, Virginia Tech intends to create an innovation ecosystem by co-locating academic and private sector uses to accelerate research and development spending, as well as the commercialization of technology. Virginia Tech plans to annually enroll approximately 750 master students and 200 PhD students in STEM fields at this campus.
In January 2025, the first academic building opened, which includes Virginia Tech’s Institute for Advanced Computing. At this campus, Virginia Tech intends to create an innovation ecosystem by co-locating academic and private sector uses to accelerate research and development spending, as well as the commercialization of technology.
Social Responsibility We believe the economic strength of our region is central to sustaining the long-term value of our portfolio. We are committed to the economic development of the Washington D.C. metropolitan area through continued investment in our projects and local communities. We recognize, however, that new development can foster challenging growth dynamics.
We are committed to the economic development of the Washington D.C. metropolitan area through continued investment in our projects and local communities. We recognize, however, that new development can foster challenging growth dynamics. We strive to work alongside community members, leaders, and local and federal governments to appropriately respond to these challenges.
The tailwinds created by Amazon, the Virginia Tech Innovation Campus, the Pentagon and our National Landing digital infrastructure platform will contribute to substantial growth from 8 Table of Contents our Operating Portfolio and our 6.8 million square foot development pipeline in National Landing.
We expect tailwinds created by the Pentagon, Amazon, the Virginia Tech Innovation Campus and our Placemaking efforts to contribute to substantial growth from our Operating Portfolio and our 3.4 million square foot development pipeline in National Landing. We believe that demand will continue to materialize at the critical intersection of defense and technology.
We believe that we are known for our creative deal-making and capital allocation skills and for our development and value creation expertise. Since the Formation Transaction, we have consistently focused our capital allocation strategy on maximizing long-term NAV per share growth, and will continue to do so.
We believe that we are known for our creative deal-making and disciplined capital allocation skills as well as our development and value creation expertise. Our capital allocation strategy remains anchored in our core objective: maximizing long-term NAV per share growth.
Through this process, we create synergies, and thus value, across those varied uses leading to unique, amenity-rich, walkable neighborhoods that are desirable and enhance tenant and investor demand.
Through this process, we create synergies, and thus value, across those varied uses leading to unique, amenity-rich, walkable neighborhoods that are desirable and enhance tenant and investor demand. We believe our Placemaking approach will increase occupancy and rental rates in our portfolio, particularly with respect to our concentrated and extensive land and operating asset holdings in National Landing.
Our sustainability team is responsible for leading annual reporting efforts, maintaining building certifications, energy, water and waste benchmarking, sustainability strategy development, and implementation and coordination with industry and community partners.
Our sustainability team is responsible for leading annual reporting efforts, maintaining building certifications, energy, water and waste benchmarking, sustainability strategy development, and implementation and coordination with industry and community partners. Energy and Water Efficiency and Management We believe that the efficient use of natural resources will result in sustainable long-term value and mitigate climate-related risks.
ITEM 1. BUSINESS The Company JBG SMITH, a Maryland real estate investment trust, owns, operates and develops mixed-use properties concentrated in amenity-rich, Metro-served submarkets in and around Washington, D.C., most notably National Landing, that we believe have long-term growth potential and appeal to residential, office and retail tenants.
ITEM 1. BUSINESS The Company JBG SMITH, a Maryland real estate investment trust, owns, operates and develops mixed-use properties concentrated in amenity-rich, Metro-served submarkets in and around Washington, D.C., most notably National Landing, where through our focus on placemaking, we cultivate vibrant, highly amenitized, walkable neighborhoods. In addition, our third-party real estate services business provides fee-based real estate services.
Moreover, environmental requirements have and may continue to become increasingly stringent, and our costs or operating restrictions may increase as a result. ​ Affordable Housing and Tenant Protection Regulations Certain states and municipalities have adopted laws and regulations imposing restrictions on the timing or amount of rent increases and other tenant protections.
Affordable Housing and Tenant Protection Regulations Certain states and municipalities have adopted laws and regulations imposing restrictions on the timing or amount of rent increases and other tenant protections. As of December 31, 2025, approximately 5% of the multifamily units in our Operating Portfolio were designated as affordable housing.
We do not know whether existing requirements will change or whether compliance with future requirements will require significant unanticipated expenditures that will affect our cash flow and results of operations. 16 Table of Contents Regulation Related to Government Tenants As discussed above, the U.S. federal government is a significant tenant.
If we fail to comply with these requirements, we could incur fines or private damage awards. 14 Table of Contents We do not know whether existing requirements will change or whether compliance with future requirements will require significant unanticipated expenditures that will affect our cash flow and results of operations.
The cost to comply with such requirements may be significant and if we fail to comply with such requirements, we could be subject to significant fines.
The cost to comply with such requirements may be significant and if we fail to comply with such requirements, we could be subject to significant fines. Moreover, environmental requirements have and may continue to become increasingly stringent, and our costs or operating restrictions may increase as a result.
Given National Landing’s proximity to the Pentagon, recent historic increases in the U.S. defense budget and robust foreign defense spending, we believe National Landing is positioned to capture growing demand from defense-focused tenants. In 2024, 81.9% of leases executed by us in National Landing were with the Department of Defense and defense contractors, including technology companies.
Given historic increases in the U.S. defense spending, most recently the adoption of a $1.0 trillion defense budget, and robust foreign defense spending, we believe Northern Virginia – particularly National Landing due to its proximity to the Pentagon – is positioned to capture growing demand from defense-focused tenants.
In 2024, we delivered The Grace and Reva with 808 multifamily units and approximately 38,000 square feet of retail space, which were 68.6% leased as of December 31, 2024. We expect to deliver 2000/2001 South Bell Street, a 775-unit multifamily asset comprising two towers, Valen and The Zoe with ground floor retail, in 2025.
In 2024, we delivered two multifamily projects: The Grace and Reva with 808 units and approximately 38,000 square feet of retail space. In 2025, we delivered two additional multifamily projects: The Zoe and Valen with 775 units and approximately 19,000 square feet of retail space.
We offer our employees an environment that enables them to be confident in their in-office experience and demonstrate the energy and excitement that comes from being together and collaborating with coworkers to achieve desirable outcomes.
At the same time, our core values provide a sound structure for finding common ground and working together as a team to deliver the best possible outcomes to our stakeholders. We offer our employees an environment that enables them to experience the energy and excitement that comes from being together and collaborating with coworkers to achieve desirable outcomes.
Financial information related to these business segments for each of the three years in the period ended December 31, 2024 is set forth in Note 20 to the consolidated financial statements. Tax Status We have elected to be taxed as a REIT under Sections 856-860 of the Code.
Segment Data We operate in the following business segments: multifamily, commercial and third-party real estate services. Financial information related to these business segments for each of the three years in the period ended December 31, 2025 is set forth in Note 20 to the consolidated financial statements.
All energy, water, waste and greenhouse gas emissions data in our sustainability report are third-party, limited assurance verified following ISO 14064-3. Our website and the information contained therein or connected thereto are not intended to be incorporated into this Annual Report on Form 10-K.
Our website and the information contained therein or connected thereto are not intended to be incorporated into this Annual Report on Form 10-K. Our sustainability team works directly with our business units to integrate our sustainability principles throughout our operations and investment processes.
Further, by 2030, we have committed to increase waste diversion to 60% and verify all assets using green building and health and well-being certifications across our Operating Portfolio and development pipeline. We achieve this improvement through real time energy use monitoring and capital investments in energy and water saving projects.
By 2030, we aim to reduce: energy consumption 25%, predicted energy consumption 25%, water consumption 40% and greenhouse gas emissions (Scope 1 and 2) 35%. Further, by 2030, we have committed to increase waste diversion to 40% and verify assets using green building certifications across our Operating Portfolio and development pipeline.
As of December 31, 2024, we had 20 commercial assets totaling 6.7 million square feet (6.3 million square feet at our share), which were 78.6% leased at our share, resulting in 1.4 million square feet available for lease.
Realize Contractual Embedded Rent Growth and Drive Incremental NOI Growth Through the Lease-up of Our Office Portfolio. As of December 31, 2025, we had 22 commercial assets totaling 7.3 million square feet (6.9 million square feet at our share), which were 77.5% leased at our share.
As of December 31, 2024, we had 16 multifamily assets totaling 6,781 units (6,781 units at our share), which were 92.9% leased at our share.
Stabilize Our Recently Delivered Multifamily Assets. As of December 31, 2025, we had 15 multifamily assets totaling 6,519 units (6,333 units at our share), which were 84.7% leased at our share. In 2024, we delivered The Grace and Reva with 808 multifamily units. In 2025, we delivered The Zoe and Valen with 775 multifamily units.
(We own three company vehicles with 11 Table of Contents emissions that are less than 0.01% of our carbon footprint and, therefore, are not included in our calculations of carbon neutrality.) Our detailed sustainability information, including our strategy, key performance targets and indicators, annual absolute comparisons, achievements and historical sustainability reports are available on our website at https://www.JBGSMITH.com/About/Sustainability .
Our detailed sustainability information, including our strategy, key performance targets and indicators, annual absolute comparisons, achievements and historical sustainability reports are available on our website at https://www.JBGSMITH.com/About/Sustainability. All energy, water, waste and greenhouse gas emissions data in our sustainability report are third-party, limited assurance verified following ISO 14064-3.
These tenants are not considered to be separately metered or sub-metered. Climate Change Resilience We take climate change and the associated risks seriously, and we are committed to managing and avoiding the impacts of climate change using science to inform action. We stand with our communities, tenants and shareholders in supporting meaningful solutions that address this global challenge.
We stand with our communities, tenants and shareholders in supporting meaningful solutions that address this global challenge.
The following are key components of our strategy: Capitalize on Significant Demand Catalysts in National Landing. We believe that demand will continue to materialize at the critical intersection of defense and technology.
The Innovation Campus, once fully built out, plans to host approximately 750 master students and 200 doctoral students. The following are key components of our strategy: Capitalize on Significant Demand Catalysts in National Landing. Almost 80.0% of our portfolio is located in National Landing.
We evaluate development, dispositions, share repurchases and other investment decisions based on how they may impact long-term NAV per share. We intend to continue to opportunistically sell or recapitalize assets as well as monetize land sites where a ground lease or joint venture execution may represent the most attractive path to maximizing value.
A fundamental component of our strategy to maximize long-term NAV per share is disciplined capital allocation. We evaluate acquisitions, development, share repurchases, dispositions, equity issuances, and other investment decisions based on how they may impact long-term NAV per share.
We are keenly focused on the employee experience and want every person to feel respected for what makes them unique. At the same time, our core values provide a sound structure for finding common ground and working together as a team to deliver the best possible outcomes.
We are keenly focused on the employee experience and want every person to feel respected for what makes them unique. We aim to ensure that all employees experience growth, belonging, and purpose at work and support this through a variety of policies, practices and activities throughout the year.
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Through an intense focus on placemaking, JBG SMITH cultivates vibrant, highly amenitized, walkable neighborhoods throughout the Washington, D.C. metropolitan area.
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Additionally, our development pipeline totaled 4.9 million square feet (3.6 million square feet at our share) of estimated potential development density. Our development pipeline excludes unentitled land parcels and land parcels controlled through an option agreement.
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Approximately 75.0% of our holdings are in the National Landing submarket in Northern Virginia, which is anchored by four key demand drivers: Amazon's headquarters; Virginia Tech's $1 billion Innovation Campus; proximity to the Pentagon; and our placemaking initiatives and public infrastructure improvements. In addition, our third-party asset management and real estate services business provides fee-based real estate services.
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Drawing on our deep expertise in mixed-use, urban infill real estate, we have consistently rotated across asset classes based on relative value, cost of capital, and risk-adjusted return potential. In previous cycles, this has meant divesting low-cap-rate CBD office assets and reallocating capital into higher-yield multifamily development.
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Additionally, we have one under-construction multifamily asset with 775 units (775 units at our share) and 19 assets in our development pipeline totaling 11.0 million square feet (8.9 million square feet at our share) of estimated potential development density.
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Alternatively, during cycles marked by strong private-market demand, we have focused on monetizing multifamily assets — often at premiums to NAV — creating efficient sources of capital for opportunistic investments. This disciplined, return-driven approach enables us to continually recycle capital into opportunities we believe offer the strongest long-term NAV per share growth potential.
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We intend to continue to opportunistically sell or recapitalize assets (which may be multifamily, commercial, and/or retail assets) as well as land sites where a ground lease or joint venture execution may represent the most attractive path to maximizing value.
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Also, in 2025, we received entitlement approvals to convert two obsolete office buildings into residential and hospitality uses and develop townhomes on currently vacant land. We subsequently sold the site now entitled for hospitality to a hotel owner/operator, and in 2026, we sold the vacant land to a townhome developer.
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As long as we believe our share price does not reflect the underlying, intrinsic value of our business, as we do now, we expect to continue repurchasing shares through our share repurchase plan (which has a capacity of approximately $838 million as of February 14, 2025) and to fund such repurchases through such assets sales or recapitalizations.
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These actions served our strategy of continuing to introduce complimentary uses to National Landing that support a vibrant mixed-use environment.
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In a climate where office assets are near cyclical lows with limited liquidity, we intend in the near term to focus on sourcing liquidity from multifamily assets, specifically our multifamily assets in Washington, D.C. where our holdings are less concentrated. Recycling these assets will also further advance our strategy to concentrate our portfolio in National Landing.
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We believe that the Northern Virginia market, unlike the rest of the region, remains strongly aligned with the spending priorities of the current national defense policy, and that a mandate to remain competitive in defense and technology is likely one of the few truly bipartisan issues left in Washington.
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We believe our Placemaking approach will increase occupancy and rental rates in our portfolio, in particular with respect to our concentrated and extensive land and 7 Table of Contents operating asset holdings in National Landing.
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We expect the defense industry’s focus on both innovative new technology and weapons systems to drive demand to Northern Virginia, specifically National Landing, given the massive concentration of contractors located there. 8 Table of Contents In 2025, this expected demand was evidenced by the fact that 93% of our leasing activity in National Landing was with tenants in the defense and technology industries.
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As of December 31, 2024, we have leases with Amazon totaling approximately 357,000 square feet in two office buildings in National Landing.
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As of December 31, 2025, these assets were 63.2% leased. In addition to the lease-up of these four towers, we expect our multifamily portfolio to benefit from the scarcity of new supply and the structurally limited inventory of new for-sale housing and resulting high home prices in the D.C. metropolitan area.
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In connection with Amazon's headquarters in National Landing, the Commonwealth of Virginia agreed to provide tax incentives to Amazon to create a minimum of 25,000 new full-time jobs and potentially 37,850 full-time jobs in National Landing with average annual wage targets for each calendar year, starting with $150,000 in 2019, and escalating 1.5% per year.
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While the dramatic re-pricing of office buildings and demand for suburban housing sites continue to overlap, we expect vacancy rates in the broader market to decline as more inventory goes offline for conversion to other uses. This reduction in inventory should steadily drive down vacancy.
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In addition to these publicly-funded efforts, we have also deployed digital infrastructure enhancements such as a densified, high-capacity fiber grid and 5G small cells as well as provisions for a small “edge” data center should there be demand for one in the future.
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In the absence of new construction (which generally remains prohibitively expensive), demand is likely to compress to the “best of the rest” as it resumes – a trend we see playing out real-time in the market, particularly among government contractors.
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The campus is part of a 20-acre innovation district, of which the first phase encompasses approximately 1.6 million square feet of space, including four office towers and two residential buildings, with ground-level retail. In January 2025, the first building opened.
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In response to that trend, we are repositioning 2011 Crystal Drive, which will bring to National Landing a large-scale externally managed meeting and conference facility, two elevated food and beverage offerings, and an activated public lobby.

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Item 1A. Risk Factors

Risk Factors — what could go wrong, per management

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Biggest changeIn 2023, these conditions made new development starts infeasible; ● time required to complete the construction or redevelopment of a project or to lease-up the completed project may be greater than originally anticipated, thereby adversely affecting our cash flow and liquidity; ● contractor, subcontractor and supplier disputes, strikes, labor disputes or shortages, weather conditions or supply disruptions (including those related to the supply chain); ● failure to achieve expected occupancy and/or rent levels within the projected time frame, if at all; ● delays with respect to obtaining, or the inability to obtain, necessary zoning, occupancy, land use and other governmental permits, and changes in zoning and land use laws; ● occupancy rates and rents of a completed project may not be sufficient to make the project profitable; ● incurrence of design, permitting and other development costs for opportunities that we ultimately abandon; ● the ability of prospective real estate venture partners or buyers of our properties to obtain financing; and ● the availability and pricing of financing to fund our development activities on favorable terms or at all.
Biggest changeTo the extent that we do so, we will continue to be subject to risks, including, without limitation: ● construction or redevelopment costs of a project may exceed original estimates, possibly making the project less profitable than originally estimated, or unprofitable; ● inflation and domestic tariff policies could increase the costs for businesses which can deter new tenants from leasing space in commercial office buildings, reducing occupancy rates and hindering the growth of National Landing, and increase the costs of construction and development projects, which could decrease the yield on such projects, delaying their commencement or resulting in fewer such pursuits; ● time required to complete the construction or redevelopment of a project or to lease-up the completed project may be greater than originally anticipated, thereby adversely affecting our cash flow and liquidity; ● contractor, subcontractor and supplier disputes, strikes, labor disputes or shortages, weather conditions or supply disruptions (including those related to the supply chain); ● failure to achieve expected occupancy and/or rent levels within the projected time frame, if at all; ● delays with respect to obtaining, or the inability to obtain, necessary zoning, occupancy, land use and other governmental permits, and changes in zoning and land use laws; ● occupancy rates and rents of a completed project may not be sufficient to make the project profitable; ● incurrence of design, permitting and other development costs for opportunities that we ultimately abandon; ● the ability of prospective real estate venture partners or buyers of our properties to obtain financing; and ● the availability and pricing of financing to fund our development activities on favorable terms or at all.
Although we have implemented processes, procedures and controls to help mitigate the risks associated with a cyber incident, there can be no assurance that these measures will be sufficient for all possible situations. Even security measures that are appropriate, reasonable and/or in accordance with applicable legal requirements may not be sufficient to protect the information we maintain.
Although we have implemented processes, procedures and controls to help prevent and mitigate the risks associated with a cyber incident, there can be no assurance that these measures will be sufficient for all possible situations. Even security measures that are appropriate, reasonable and/or in accordance with applicable legal requirements may not be sufficient to protect the information we maintain.
We may find it necessary to make rent or other concessions and/or significant capital expenditures to improve our assets to retain and attract tenants. ● We may be unable to maintain or increase our occupancy and revenue at certain multifamily, commercial and other assets due to an increase in supply, more favorable terms offered by competitors, and/or deterioration in our markets. ● Increased affordability of residential homes and other competition for tenants of our multifamily properties could affect our ability to retain current residents of our multifamily properties, attract new ones or increase or maintain rents, which could adversely affect our results of operations and our financial condition. ● We may from time to time be subject to litigation, which may significantly divert the attention of our officers and/or trustees and result in defense costs, settlements, fines or judgments against us, some of which are not, or cannot be, covered by insurance, any of which could have a material adverse effect on us. 25 Table of Contents ● We own leasehold interests in certain land on which some of our assets are located.
We may find it necessary to make rent or other concessions and/or significant capital expenditures to improve our assets to retain and attract tenants. ● We may be unable to maintain or increase our occupancy and revenue at certain multifamily, commercial and other assets due to an increase in supply, more favorable terms offered by competitors, and/or deterioration in our markets. ● Increased affordability of residential homes and other competition for tenants of our multifamily properties could affect our ability to retain current residents of our multifamily properties, attract new ones or increase or maintain rents, which could adversely affect our results of operations and our financial condition. ● We may from time to time be subject to litigation, which may significantly divert the attention of our officers and/or trustees and result in defense costs, settlements, fines or judgments against us, some of which are not, or cannot be, covered by insurance, any of which could have a material adverse effect on us. ● We own leasehold interests in certain land on which some of our assets are located.
To the extent we dispose of assets to fund our development and investment plans, we may dispose of multifamily, commercial, and/or retail assets as well as land, but expect, in the current environment, to source liquidity from our multifamily assets in Washington, D.C.
To the extent we dispose of assets to fund our development and investment plans, we may dispose of multifamily, commercial, and/or retail assets as well as land, but expect, in the current environment, to source liquidity primarily from our multifamily assets in Washington, D.C.
Unauthorized parties, whether within or outside our company, may disrupt or gain access to our systems, or those of third parties with whom we do business, through human error, misfeasance, fraud, trickery, or other forms of deceit, including break-ins, use of stolen credentials, social engineering, phishing, computer viruses or other malicious codes, and similar means of unauthorized and destructive tampering.
Unauthorized parties, whether within or outside our company, may disrupt or gain access to our systems, or those of third parties with whom we do business, through human error, misfeasance, fraud, trickery, or other forms of deceit, including break-ins, use of stolen credentials, social engineering, phishing, computer viruses or other malicious code, and similar means of unauthorized and destructive tampering.
The presence of contamination or the failure to remediate contamination may (i) expose us to third-party liability (e.g., for cleanup costs, natural resource damages, bodily injury or property damage), (ii) subject our properties to liens in favor of the government for damages and costs the government incurs in connection with the contamination, (iii) result in restrictions on the manner in which a property may be used or businesses may be operated, or (iv) impair our ability to sell or lease real estate or to borrow using the real estate as collateral.
The presence of contamination or the failure to remediate contamination may (i) expose us to third-party liability (e.g., for cleanup costs, natural resource 23 Table of Contents damages, bodily injury or property damage), (ii) subject our properties to liens in favor of the government for damages and costs the government incurs in connection with the contamination, (iii) result in restrictions on the manner in which a property may be used or businesses may be operated, or (iv) impair our ability to sell or lease real estate or to borrow using the real estate as collateral.
While no such protection arrangements existed as of December 31, 2024, in the future we may agree to protect the contributors' ability to defer recognition of taxable gain through restrictions on our ability to dispose of, or refinance the debt on, the acquired properties for specified periods of time.
While no such protection arrangements existed as of December 31, 2025, in the future we may agree to protect the contributors' ability to defer recognition of taxable gain through restrictions on our ability to dispose of, or refinance the debt on, the acquired properties for specified periods of time.
As permitted by MGCL, under our declaration of trust, trustees and officers shall not be liable to us and our shareholders for money damages, except for liability resulting from actual receipt of an improper benefit or profit in money, property or services; or a final judgment based upon a finding of active and deliberate dishonesty by the trustee or officer that was material to the cause of action adjudicated.
As permitted by MGCL, under our declaration of trust, trustees and officers shall not be liable to us and our shareholders for money damages, except for liability resulting from actual receipt of an improper benefit or profit in money, property or services; or a final judgment based upon a finding of active and deliberate dishonesty by the trustee or officer that was 27 Table of Contents material to the cause of action adjudicated.
Additionally, 24 Table of Contents settlements by RealPage, Inc. or other defendants in such cases could impact the multifamily industry in ways that have an adverse effect on us. Moreover, if state and/or federal legislation regulating the use of third-party algorithmic revenue management systems by multifamily apartment rental companies is passed, the impact to us is difficult to predict.
Additionally, settlements by RealPage, Inc. or other defendants in such cases could impact the multifamily industry in ways that have an adverse effect on us. Moreover, if state and/or federal legislation regulating the use of third-party algorithmic revenue management systems by multifamily apartment rental companies is passed, the impact to us is difficult to predict.
However, we cannot give assurance that these environmental assessments have revealed all potential environmental liabilities, and identification of new compliance concerns or undiscovered areas of contamination, changes in the extent or known scope of contamination, 26 Table of Contents human exposure to contamination or changes in cleanup or compliance requirements could result in significant costs to us or operating restrictions on our properties.
However, we cannot give assurance that these environmental assessments have revealed all potential environmental liabilities, and identification of new compliance concerns or undiscovered areas of contamination, changes in the extent or known scope of contamination, human exposure to contamination or changes in cleanup or compliance requirements could result in significant costs to us or operating restrictions on our properties.
Changes to the U.S. federal income tax laws, including the possibility of major tax legislation, could have a material and adverse effect on us or our shareholders. We cannot predict whether, when, to 32 Table of Contents what extent or with what effective dates new U.S. federal tax laws, regulations, interpretations or rulings will be issued.
Changes to the U.S. federal income tax laws, including the possibility of major tax legislation, could have a material and adverse effect on us or our shareholders. We cannot predict whether, when, to what extent or with what effective dates new U.S. federal tax laws, regulations, interpretations or rulings will be issued.
The potential development density estimates for our development pipeline and/or any particular development parcel are based solely on our estimates, using data available to us, and our business plans as of December 31, 2024.
The potential development density estimates for our development pipeline and/or any particular development parcel are based solely on our estimates, using data available to us, and our business plans as of December 31, 2025.
If we had to pay federal income tax, the amount of money available to distribute to shareholders and pay our indebtedness would be reduced for the year or years involved, and we would not be required to make distributions to shareholders in 31 Table of Contents that taxable year and in future years until we again were able to qualify as a REIT.
If we had to pay federal income tax, the amount of money available to distribute to shareholders and pay our indebtedness would be reduced for the year or years involved, and we would not be required to make distributions to shareholders in that taxable year and in future years until we again were able to qualify as a REIT.
Disputes between us and partners or co-venturers may result in litigation or arbitration that would increase our expenses and prevent our officers and/or trustees from focusing their time and effort on 21 Table of Contents our business. In addition, we may in certain circumstances be liable for the actions of our third-party partners or co-venturers.
Disputes between us and partners or co-venturers may result in litigation or arbitration that would increase our expenses and prevent our officers and/or trustees from focusing their time and effort on our business. In addition, we may in certain circumstances be liable for the actions of our third-party partners or co-venturers.
Additionally, if the Virginia Tech Innovation Campus reduces its contemplated size or does 19 Table of Contents not have the anticipated collateral financial effect, or if any of our other key demand drivers in National Landing fail to materialize, it could have a material adverse effect on us.
Additionally, if the Virginia Tech Innovation Campus reduces its contemplated size or does not have the anticipated collateral financial effect, or if any of our other key demand drivers in National Landing fail to materialize, it could have a material adverse effect on us.
In addition, a sale or transfer by us to a third party of our interests in the partnership or real estate venture may be subject to consent rights or rights of first refusal in favor of our partners or co-venturers, which would in each case restrict our ability to dispose of our interest in the partnership or real estate venture.
In addition, a sale or transfer by us to a third party of our interests in the partnership or real estate venture may be subject to consent rights or rights of first refusal 19 Table of Contents in favor of our partners or co-venturers, which would in each case restrict our ability to dispose of our interest in the partnership or real estate venture.
A successful attack on one of our service providers could result in a compromise of our own network, theft of our data, legal obligations or liabilities, deployment of ransomware or a disruption in our supply chain or of services upon which we rely.
A successful attack on one of our service providers could result in a compromise of our own network, theft of our data, legal obligations or liabilities, deployment of ransomware or similar extortion schemes, a disruption in our supply chain or of services upon which we rely.
We are particularly susceptible to adverse economic or other conditions in the Washington D.C. metropolitan market (such as periods of economic slowdown or recession, business layoffs or downsizing, industry slowdowns, actual or anticipated federal government shutdowns, uncertainties related to federal elections, relocations of businesses or federal agencies and functions, increases in real estate and other taxes, actual or perceived increases in retail theft and other crime, imposed curfews or states of security, and the cost of complying with governmental regulations or increased regulation), as well as to natural disasters (including earthquakes, floods, storms and hurricanes), utility outages (including electricity and drinking water), potentially adverse effects of climate change and other disruptions that occur in this market (such as terrorist activity or threats of terrorist activity and other events), any of which may have a greater impact on the value of our assets or on our operating results than if we owned a more geographically diverse portfolio.
We are particularly susceptible to adverse economic or other conditions in the Washington D.C. metropolitan market (such as periods of economic slowdown or recession, business layoffs or downsizing, industry slowdowns and actual or anticipated federal government shutdowns, the decreases in size of the federal government, including recent and any future actual or anticipated efforts of the federal government to reduce government spending, uncertainties related to federal elections, relocations of businesses or federal agencies and functions, increases in real estate and other taxes, actual or perceived increases in retail theft and other crime, imposed curfews or states of security, military activity or law enforcement presence, and the cost of complying with governmental regulations or increased regulation), as well as to natural disasters (including earthquakes, floods, storms and hurricanes), utility outages (including electricity and drinking water), potentially adverse effects of climate change and other disruptions that occur in this market (such as terrorist activity or threats of terrorist activity and other events), any of which have and may in the future continue to have a greater impact on the value of our assets or on our operating results than if we owned a more geographically diverse portfolio.
Demand for office space in the Washington, D.C. metropolitan area and nationwide, including in our portfolio, has remained relatively low and may continue to decline due to increased usage of teleworking arrangements and more flexible work-from-anywhere policies leading to reconsiderations regarding amount of square footage needed (e.g. certain tenants have reduced their leased square footage or advised us of their intention to do so), and cost cutting, which could lead to continued lower office occupancy (as of December 31, 2024, 13.5% of our commercial and retail leases at our share, based on square footage, were scheduled to expire in 2025 or had month-to-month terms, and 4.4% were scheduled to expire in 2026), and new leasing has been slow to recover and may continue to lag due to delayed return-to-office plans and decision-making related to future office utilization. 18 Table of Contents Our portfolio of assets is geographically concentrated in Washington, D.C. metropolitan area submarkets, and particularly concentrated in National Landing, which makes us susceptible to adverse economic and other conditions such that an economic downturn affecting this area could have a material adverse effect on us.
Demand for office space in the Washington, D.C. metropolitan area and nationwide, including in our portfolio, has remained relatively low and may continue to decline due to increased usage of teleworking arrangements and more flexible work-from-anywhere policies leading to reconsiderations regarding amount of square footage needed (e.g. certain tenants have reduced their leased square footage or advised us of their intention to do so), and cost cutting, including by the federal government, which could lead to continued lower office occupancy (as of December 31, 2025, 9.9% of our office and retail leases at our share, based on square footage, were scheduled to expire in 2026 or had month-to-month terms, and 14.3% were scheduled to expire in 2027), and new leasing has been slow to recover and may continue to lag due to delayed return-to-office plans and decision-making related to future office utilization. 16 Table of Contents Our portfolio of assets is geographically concentrated in Washington, D.C. metropolitan area submarkets, and particularly concentrated in National Landing, which makes us susceptible to adverse economic and other conditions such that an economic downturn affecting this area could have a material adverse effect on us.
Moreover, the same risks that apply to the Washington, D.C. metropolitan area as a whole also apply to the individual submarkets where our assets are located. National Landing makes up approximately 75% of our portfolio based on square footage at our share, and we expect that percentage to increase in the coming years.
Moreover, the same risks that apply to the Washington, D.C. metropolitan area as a whole also apply to the individual submarkets where our assets are located. National Landing makes up almost 80.0% of our portfolio based on square footage at our share, and we expect that percentage to increase in the coming years.
Even the most well protected information, networks, systems and facilities remain potentially vulnerable because the techniques used in such attempted cyber incidents evolve and generally are not recognized until they have been launched against a number of targets.
Even the most well protected information, networks, systems and facilities remain potentially vulnerable because the techniques used in such attempted cyber incidents evolve and may not be recognized until they have been launched against a number of targets.
Such factors include: ● the economic health and public safety climate of the greater Washington Metro region and our geographic concentration therein, particularly our concentration in National Landing; ● decreases in demand for office space in the Washington, D.C. metropolitan area, particularly with respect to our two largest tenants, Amazon and the federal government; ● the amount and timing of Amazon’s investments in National Landing and revenue we receive from them currently and may receive in the future; ● whether any or all of the other three demand drivers discussed above will fail to materialize; ● reductions in or actual or threatened changes to the timing of federal government spending; ● changes in general political, regulatory, economic, public safety and competitive conditions and specific market conditions; ● the risks associated with real estate development and redevelopment, including unanticipated expenses, delays and other contingencies; ● the risks associated with the acquisition, disposition and ownership of real estate in general and our real estate assets in particular; ● the ability to control our operating expenses; ● the risks related to co-investments in real estate ventures and partnerships, including the ability to source joint venture capital for our development pipeline; ● the ability to renew leases, lease vacant space, re-let space as leases expire, or strategically take buildings out of service, and to do so on favorable terms; ● the economic health of our tenants; ● fluctuations in interest rates; ● the liquidity of our common shares; ● the supply of competing properties and competition in the real estate industry generally; ● the availability and terms of financing and capital and the general volatility of securities markets; ● the risks associated with mortgage loans and other indebtedness; ● compliance with applicable laws, including those concerning the environment and access by persons with disabilities; ● the ability to meet certain environmental targets; ● increased investor and government focus and activism (both positive and negative) related to sustainability and social responsibility matters; 33 Table of Contents ● terrorist attacks, acts of violence and the occurrence of cyber incidents or system failures; ● the ability to maintain key personnel; ● failure to qualify and maintain our qualification as a REIT and the risks of changes in laws affecting REITs; and ● other factors discussed under the caption "Risk Factors." For a further discussion of factors that could materially affect the outcome of our forward-looking statements, see "Risk Factors" in this Annual Report on Form 10-K.
Such factors include: ● the economic health and public safety climate of the greater Washington, D.C. metropolitan area and our geographic concentration therein, particularly our concentration in National Landing; 29 Table of Contents ● trends in demand for office space in the Washington, D.C. metropolitan area, particularly with respect to our two largest tenants: Amazon and the federal government as well as tenants in defense and technology industries; ● the amount and timing of Amazon’s investments in National Landing and revenue we receive from them currently and may receive in the future; ● whether any or all of the other demand drivers discussed above will fail to materialize; ● reductions in or actual or threatened changes to the timing of federal government spending; ● changes in general political, regulatory, economic, public safety and competitive conditions and specific market conditions; ● the risks associated with federal government shutdowns and the federal government’s recent and ongoing efforts to reduce government spending; ● the risks associated with real estate development and redevelopment, including unanticipated expenses, delays and other contingencies; ● the risks associated with the acquisition, disposition and ownership of real estate in general and our real estate assets in particular; ● the ability to complete desired acquisitions, dispositions and share repurchases on the terms and timeline anticipated; ● the ability to control our operating expenses; ● the risks related to co-investments in real estate ventures and partnerships, including the ability to source joint venture capital for our development pipeline; ● the ability to renew leases, lease vacant space, re-let space as leases expire, or strategically take buildings out of service, and to do so on favorable terms; ● the economic health of our tenants; ● fluctuations in interest rates; ● the liquidity of our common shares; ● the supply of competing properties and competition in the real estate industry generally; ● the availability and terms of financing and capital and the general volatility of securities markets; ● the risks associated with mortgage loans and other indebtedness; ● compliance with applicable laws, including those concerning the environment and access by persons with disabilities; ● the ability to meet certain environmental targets; ● increased investor and government focus and activism (both positive and negative) related to sustainability and social responsibility matters; ● terrorist attacks, acts of violence and the occurrence of cyber incidents or system failures; ● the ability to maintain key personnel; ● failure to qualify and maintain our qualification as a REIT and the risks of changes in laws affecting REITs; and ● other factors discussed under the caption "Risk Factors." For a further discussion of factors that could materially affect the outcome of our forward-looking statements, see "Risk Factors" in this Annual Report on Form 10-K.
As of December 31, 2024, 6.3% of our assets measured by total square feet at our share was held through real estate ventures, and we expect to co-invest in the future with other third parties through partnerships, real estate ventures or other entities, acquiring noncontrolling interests in or sharing responsibility for managing the affairs of a property, partnership, real estate venture or other entity.
As of December 31, 2025, 10.4% of our assets measured by total square feet at our share was held through real estate ventures, and we expect to co-invest in the future with other third parties through partnerships, real estate ventures or other entities, acquiring noncontrolling interests in or sharing responsibility for managing the affairs of a property, partnership, real estate venture or other entity.
Any such event could have a material adverse effect on us. We derive a significant portion of our revenue from five of our assets. As of December 31, 2024, five of our assets in the aggregate generated 29.4% of our share of annualized rent.
Any such event could have a material adverse effect on us. We derive a significant portion of our revenue from five of our assets. As of December 31, 2025, five of our assets in the aggregate generated 29.9% of our share of annualized rent.
These risks could result in substantial unanticipated delays or expenses and, under certain circumstances, could prevent the initiation or the completion of development or redevelopment activities, any of which could have a material adverse effect on us.
In some instances, these risks have resulted in and could in the future result in substantial unanticipated delays or expenses and, under certain circumstances, could prevent the initiation or the completion of development or redevelopment activities, any of which could have a material adverse effect on us.
All subsequent written and oral forward-looking statements attributable to us or any person acting on our behalf are expressly qualified in their entirety by the cautionary statements contained or referred to in this section.
All subsequent written and oral forward-looking statements attributable to us or any person acting on our behalf are expressly qualified in their entirety by the cautionary statements contained or referred to in this 30 Table of Contents section.
For the year ended December 31, 2024, 11.9% of our total revenue was generated by commercial rentals to federal government tenants, and federal government tenants historically have been a significant source of new leasing for us.
For the year ended December 31, 2025, 11.4% of our total revenue was generated by commercial rentals to federal government tenants, and federal government tenants historically have been a significant source of new leasing for us.
A significant and extended disruption could damage our business or reputation, cause a loss of revenue, have an adverse effect on tenant relations, cause an unintended or unauthorized public disclosure, or lead to the misappropriation of proprietary, personally identifying, and confidential information, any of which could result in us incurring significant expenses to resolve these kinds of issues.
A significant and extended disruption could damage our business or reputation, cause a loss of revenue, have an adverse effect on tenant relations, cause an unintended or unauthorized disclosure of confidential information, including proprietary or personal information, or lead to the misappropriation of such information, any of which could result in us incurring significant expenses to resolve these kinds of issues.
We may enter into hedging transactions to protect ourselves from the effects of interest rate fluctuations on floating rate debt. As of December 31, 2024, our hedging transactions included interest rate cap agreements, which covered $442.0 million of our outstanding consolidated debt, primarily with two counterparties, which also exposes us to counterparty risk.
We may enter into hedging transactions to protect ourselves from the effects of interest rate fluctuations on floating rate debt. As of December 31, 2025, our hedging transactions included interest rate cap agreements, which covered $410.9 million of our outstanding consolidated debt, primarily with two counterparties, which also exposes us to counterparty risk.
Additionally, we may be unable to identify, negotiate, finance or consummate acquisitions of properties, or acquire properties on favorable terms, or at all. ● The composition of our portfolio by asset type is likely to continue to change over time, which could expose us to different asset class risks than if our portfolio composition remained static or cause certain risks within an asset class to become more or less important as our composition changes, and we may be adversely affected by trends in the asset classes we currently own. ● We may not be able to control the operating expenses associated with our properties, which include real estate taxes, insurance, loan payments, maintenance, and costs of compliance with governmental regulation, or our operating expenses may remain constant or increase, even if our revenue does not increase, which could have a material adverse effect on us. ● Macroeconomic trends, including increases in inflation and interest rates, could have a material adverse effect on us, as well as our tenants, which may adversely impact our business, financial condition and results of operations. ● We may be unable to renew leases, lease vacant space or re-let space as leases expire, or do so on favorable terms, which could have a material adverse effect on us.
Additionally, we may be unable to identify, negotiate, finance or consummate acquisitions of properties, or acquire properties on favorable terms, or at all. ● The composition of our portfolio by asset type is likely to continue to change over time, which could expose us to different asset class risks than if our portfolio composition remained static or cause certain risks within an asset class to become more or less important, and we may be adversely affected by trends in the asset classes we currently own. ● We may not be able to control the operating expenses associated with our properties, which include real estate taxes, insurance, loan payments, maintenance, utilities and costs of compliance with governmental regulation, or our operating expenses may remain constant or increase, even if our revenue does not increase, which could have a material adverse effect on us. ● Pandemics and other health concerns could cause a material disruption to the multifamily and office industries or the economy as a whole and have a negative effect on our business, our results of operations, our cash flow and our financial condition. 22 Table of Contents ● Macroeconomic trends, including increases in inflation and interest rates, could have a material adverse effect on us, as well as our tenants, which may adversely impact our business, financial condition and results of operations. ● We may be unable to renew leases, lease vacant space or re-let space as leases expire, or do so on favorable terms, which could have a material adverse effect on us.
Lease agreements with these federal government agencies contain provisions required by federal law, which require, among other things, that the lessor of the property agree to comply with certain rules and regulations, including rules and regulations related to audits and records and subcontractor cost or pricing data.
Lease agreements with these federal government agencies contain provisions required by federal law, which require, among other things, that the lessor of the property agree to comply with certain rules and regulations, including those related to audits and records, subcontractor cost or pricing data, and anti-kickback and other ethics-focused laws.
These risks include, among other things, the risk that an economic downturn or a deterioration in the capital markets may materially affect the value of our equity securities; the absence of any guarantee or certainty regarding the timing, amount, or payment of future dividends on our common shares; the risk of dilution of ownership in our company due to certain actions taken by us; the risk that future offerings of debt or preferred equity securities, which would be senior to our common shares upon liquidation, and in the case of preferred equity securities may be senior to our common shares for purposes of dividend distributions or upon liquidation, may adversely affect the per share trading price of our common shares; the risk that our repurchase program may result in our shares being less liquid than they have been in the past; and the risk that the announcement of a material change may result in a rapid and significant decline in the price of our common shares.
These risks include, among other things, the risk that an economic downturn or a deterioration in the capital markets may materially affect the value of our equity securities; the absence of any guarantee or certainty regarding the timing, amount, or payment of future dividends on our common shares; the risk of dilution of ownership and/or voting power in our company due to certain actions taken by us; the risk that future offerings of debt or preferred equity securities, which would be senior to our common shares upon liquidation, and in the case of preferred equity securities may be senior to our common shares for purposes of dividend distributions or upon liquidation, may adversely affect the per share trading price of our common shares; and the risk that the announcement of a material change may result in a rapid and significant decline in the price of our common shares.
The occurrence of events that have a negative impact on the demand for federal government office space, such as a decrease in federal government payrolls or a change in policy that prevents governmental tenants from renting our office space or relocation of federal agencies and functions away from the Washington, D.C. region, would have a much larger adverse effect on our revenue than a corresponding occurrence affecting other categories of tenants.
Events could lower demand for federal government office space, such as a decrease in federal government payrolls, a change in policy that prevents governmental tenants from renting our office space or relocation of federal agencies and functions away from the Washington, D.C. region, which would have a much larger adverse effect on our revenue than a corresponding occurrence affecting commercial tenants.
In particular, we may use real estate ventures as a significant source of equity capital to fund our development strategy.
In particular, we may use real estate ventures as a significant source of equity capital to fund our development and acquisition strategies.
While some of this debt is protected against interest rate increases above specified rates via interest rate cap agreements, the remainder does not benefit from such arrangements. Further, we may borrow money at variable interest rates in the future without the benefit of associated hedges and caps.
While most of these mortgage loans are protected against interest rate increases above specified rates via interest rate cap agreements, the remainder does not benefit from such arrangements. Further, we may borrow money at variable interest rates in the future without the benefit of associated hedges and caps.
As of December 31, 2024, we had $2.6 billion aggregate principal amount of consolidated debt outstanding, and our unconsolidated real estate ventures had $235.0 million aggregate principal amount of debt outstanding ($68.0 million at our share), resulting in a total of $2.7 billion aggregate principal amount of debt outstanding at our share.
As of December 31, 2025, we had $2.5 billion aggregate principal amount of consolidated debt outstanding, and our unconsolidated real estate ventures had $175.0 million aggregate principal amount of debt outstanding ($35.0 million at our share), resulting in a total of $2.6 billion aggregate principal amount of debt outstanding at our share.
As of December 31, 2024, we have leases with Amazon in two office buildings in National Landing totaling approximately 357,000 square feet with annualized rent totaling $16.6 million.
As of December 31, 2025, we have leases with Amazon in two office buildings 17 Table of Contents in National Landing totaling approximately 357,000 square feet with annualized rent totaling $16.9 million.
Additionally, our debt agreements include customary restrictive covenants, that, among other things, restrict our ability to incur additional indebtedness, to engage in material asset sales, mergers, consolidations and acquisitions, and to make capital expenditures, and some of our debt agreements also include requirements to maintain financial ratios.
Additionally, our debt agreements include customary restrictive covenants, that, among other things, restrict our ability to incur additional indebtedness, to engage in material asset sales, mergers, consolidations and acquisitions, and in certain circumstances, to pay dividends, make distributions and repurchase common shares, and some of our debt agreements also include requirements to maintain financial ratios.
We depend on dividends and distributions from these subsidiaries. The creditors of these subsidiaries are entitled to amounts payable to them by the subsidiaries before the subsidiaries may pay any dividends or other distributions to us. Substantially all of our assets are held through JBG SMITH LP, which holds substantially all of its assets through wholly owned subsidiaries.
Substantially all our assets are owned by subsidiaries. We depend on dividends and distributions from these subsidiaries. The creditors of these subsidiaries are entitled to amounts payable to them by the subsidiaries before the subsidiaries may pay any dividends or other distributions to us.
In addition, such low- and moderate-income housing regulations often require us to rent a certain number of units at below-market rents, which has a negative impact on our ability to increase cash flows from our multifamily assets subject to such regulations. Furthermore, such regulations may negatively impact our ability to attract higher-paying residents to such properties.
In addition, such low- and moderate-income housing regulations often require us to rent a certain number of units at below- 18 Table of Contents market rents, which has a negative impact on our ability to increase cash flows from our multifamily assets subject to such regulations.
The loss of services of one or more members of our senior management team, or our inability to attract and retain similarly qualified personnel, could adversely affect our business, diminish our investment opportunities and weaken our relationships with lenders, business partners, existing and prospective tenants and industry participants, which could have a material adverse effect on us. 22 Table of Contents The actual density of our development pipeline and/or any development parcel may not be consistent with our estimated potential development density.
The loss of services of one or more members of our senior management team, or our inability to attract and retain similarly qualified personnel, could adversely affect our business, diminish our investment 20 Table of Contents opportunities and weaken our relationships with lenders, business partners, existing and prospective tenants and industry participants, which could have a material adverse effect on us.
As of December 31, 2024, the 20 largest office and retail tenants in our Operating Portfolio represented 58.7% of our share of total annualized office and retail rent.
As of December 31, 2025, the 20 largest office and retail tenants in our Operating Portfolio represented 55.4% of our share of total annualized office and retail rent.
We have significant exposure to Amazon as a tenant and as a result of fees we expect to receive from them as developer, property manager, and retail leasing agent for the company’s headquarters at National Landing.
We have significant exposure to Amazon as a tenant and as a result of fees we expect to receive from them as developer, property manager and retail leasing agent.
During the next four years (2025 to 2029), we have 20 leases, totaling approximately 542,000 square feet at our share, with U.S. federal government tenants that will expire.
During the next four years (2026 to 2030), we have 19 leases, totaling approximately 499,000 square feet at our share, with U.S. federal government tenants that will expire.
Additionally, a federal government shutdown could delay or prevent us from collecting rent payments from our federal government tenants.
Additionally, a federal government shutdown has and could in the future delay or prevent us from collecting rent payments from our federal government tenants.
For the year ended December 31, 2024, GSA was our largest single tenant, with 31 leases comprising 25.2% of total annualized rent at our share.
For the year ended December 31, 2025, GSA was our largest single tenant, with 30 leases comprising 23.6% of total annualized rent at our share.
JBG SMITH LP's cash flow is dependent on cash distributions to it by its subsidiaries, and in turn, substantially all of our cash flow is dependent on cash distributions to us by JBG SMITH LP.
Substantially all of our assets are held through JBG SMITH LP, which holds substantially all of its assets through wholly owned subsidiaries. JBG SMITH LP's cash flow is dependent on cash distributions to it by its subsidiaries, and in turn, substantially all of our cash flow is dependent on cash distributions to us by JBG SMITH LP.
As of December 31, 2024, leases representing 13.5% of our share of the office and retail square footage in our Operating Portfolio were scheduled to expire in 2025 or have month-to-month terms, 4.4% were scheduled to expire in 2026, and 22.1% of our share of the office and retail square footage in our Operating Portfolio was unoccupied and not generating rent.
As of December 31, 2025, leases representing 9.9% of our share of the office and retail square footage in our Operating Portfolio were scheduled to expire in 2026 or have month-to-month terms, 14.3% were scheduled to expire in 2027, and 23.7% of our share of the office and retail square footage in our Operating Portfolio was unoccupied and not generating rent.
Some holders of OP Units, including some members of our senior management, may suffer different and more adverse tax consequences than holders of our common shares upon the sale of certain of the assets owned by JBG SMITH LP, and therefore these holders may have different objectives regarding the material terms of any sale or refinancing of certain assets, or whether to sell such assets at all.
For example, some holders of OP Units may suffer different and more adverse tax consequences than holders of our common shares upon the sale of certain of the assets owned by JBG SMITH LP, and, therefore, these holders may have different objectives regarding the appropriate pricing, timing and material terms of any sale or refinancing of certain assets, or whether to sell such assets at all, which could influence their decisions in their capacities as members of management or the Board of Trustees.
We anticipate funding these plans through asset sales, real estate ventures with third parties, recapitalizations of assets, and public or private securities offerings, or a combination thereof.
Our future plans, including share repurchases, development and acquisitions, are capital intensive. We anticipate funding these plans through asset sales, real estate ventures with third parties, recapitalizations of assets, and public or private securities offerings, or a combination thereof.
For instance, certain of our GSA tenants have reduced their leased square footage. Any such curtailments in federal spending or changes in federal leasing policy could occur in the future, which could have a material adverse effect on us. We have significant exposure to Amazon and the National Landing submarket .
Any such curtailments in federal spending or changes in federal leasing policy could occur in the future, which could have a material adverse effect on us. We have significant exposure to Amazon and the National Landing submarket .
We and our third-party providers have been the target of cybersecurity threats and we expect them to continue. As of December 31, 2024, cybersecurity threats, including as a result of any previous cybersecurity incidents, have not materially affected us, including our business strategy, results of operations or financial condition.
We and our third-party providers have experienced cybersecurity threats and incidents in the past and we expect them to continue. However, cybersecurity threats, including as a result of any previous cybersecurity incidents, have not materially affected us, including our business strategy, results of operations or financial condition within the last three years.
Since launching our share repurchase program in 2020 through December 31, 2024, we have repurchased and retired 56.8 million common shares, which is 38% of the common shares and OP units outstanding as of December 31, 2019, for $1.1 billion, a weighted average purchase price per share of $19.87.
Since launching our share repurchase program in 2020 through December 31, 2025, we have repurchased and retired 83.6 million common shares, which is 62.3% of the common shares outstanding as of December 31, 2019, for $1.6 billion, a weighted average purchase price per share of $18.79.
Risks and Conflicts of Interest Related to Our Organization and Structure Tax consequences to holders of OP Units upon a sale of certain of our assets may cause the interests of our senior management to differ from your own.
Any of the foregoing could increase our interest expense, increase the cost to refinance and increase the cost of issuing new debt. 25 Table of Contents Risks and Conflicts of Interest Related to Our Organization and Structure Tax consequences to holders of OP Units upon a sale of certain of our assets may cause the interests of our senior management to differ from your own.
In general, prohibited transactions are sales or other dispositions of property, other than foreclosure property, held primarily for sale to customers in the ordinary course of business.
A REIT's net income from prohibited transactions is subject to a 100% penalty tax. In general, prohibited transactions are sales or other dispositions of property, other than foreclosure property, held primarily for sale to customers in the ordinary course of business.
Our access to debt or equity capital depends on the willingness of third parties to lend or make equity investments and on conditions in the capital markets generally. There can be no assurance that new capital will be available or available on acceptable terms. Our future plans, including share repurchases and development, are capital intensive.
We are primarily dependent on external capital to fund the expected growth of our business. Our access to debt or equity capital depends on the willingness of third parties to lend or make equity investments and on conditions in the capital markets generally. There can be no assurance that new capital will be available or available on acceptable terms.
Any of the foregoing could affect our ability to obtain additional funds as needed, or on favorable terms, which could, among other things, adversely affect our ability to meet operational needs or to finance our future acquisition and development activities.
Any of the foregoing could affect our ability to obtain additional funds as needed, or on favorable terms, which could, among other things, adversely affect our ability to meet operational needs or to finance our future acquisition and development activities. 24 Table of Contents We may not be able to obtain capital to make investments and/or obtaining that capital could fundamentally change the composition of our portfolio.
For example, we have been notified by a GSA tenant that they are vacating their space totaling approximately 88,000 square feet in 2025. Additionally, the recent change of presidential administration has placed increased focus on reduction of government spending, which could impact U.S. federal government leasing practices and upcoming renewals.
For example, we are aware of two GSA tenants that may vacate their space totaling approximately 63,000 square feet in 2026. Additionally, this presidential administration has placed increased focus on reduction of government spending, which could impact U.S. federal government leasing practices and upcoming renewals.
This ownership limit and the other restrictions on ownership and transfer of our shares contained in our declaration of trust may: (i) discourage a tender offer or other transactions or a change in management or of control that might involve a premium price for our common shares or that our shareholders might otherwise believe to be in their best interest; or (ii) result in the transfer of shares acquired in excess of the restrictions to a trust for the benefit of a charitable beneficiary and, as a result, the forfeiture by the acquirer of the benefits of owning the additional shares. 29 Table of Contents Additionally, our declaration of trust authorizes the Board of Trustees, without shareholder approval, to establish a class or series of common or preferred shares whose terms could delay, deter or prevent a change in control or other transaction that might involve a premium price or otherwise be in the best interest of our shareholders.
Our Board of Trustees may determine not to grant an exemption even if no adverse tax or REIT qualification consequences would be caused by ownership in excess of the 7.5% ownership limit. 26 Table of Contents This ownership limit and the other restrictions on ownership and transfer of our shares contained in our declaration of trust may: (i) discourage a tender offer or other transactions or a change in management or of control that might involve a premium price for our common shares or that our shareholders might otherwise believe to be in their best interest; or (ii) result in the transfer of shares acquired in excess of the restrictions to a trust for the benefit of a charitable beneficiary and, as a result, the forfeiture by the acquirer of the benefits of owning the additional shares.
As of December 31, 2024, all of our multifamily assets located within the Washington, D.C. metro region were subject to such regulations. 20 Table of Contents We are exposed to risks associated with real estate development and redevelopment, such as unanticipated expenses, delays and other contingencies, any of which could have a material adverse effect on us.
We are exposed to risks associated with real estate development and redevelopment, such as unanticipated expenses, delays and other contingencies, any of which could have a material adverse effect on us.
Restrictions on our ability to incur additional indebtedness or make certain distributions could preclude us from meeting the 90% distribution requirement. Consequently, there can be no assurance that we will be able to make distributions at the anticipated distribution rate or any other rate.
Restrictions on our ability to incur additional indebtedness or make certain distributions could preclude us from meeting the 90% distribution requirement.
For example, we have entered, and in the future may enter into transactions with the JBG Legacy Funds, such as purchasing assets from them.
Potential conflicts of interest may arise with the other relevant real estate ventures, including JBG Legacy Funds, if we engage in direct transactions or compete for assets or tenants. For example, we have entered, and in the future may enter into transactions with the JBG Legacy Funds, such as purchasing assets from them.
Some of our trustees and executive officers are persons who were employees of JBG, and they own equity interests in certain JBG Legacy Funds and related entities. Ownership of interests in the JBG Legacy Funds and current or past service as a managing member, at JBG, could create, or appear to create, potential conflicts of interest.
Ownership of interests in the JBG Legacy Funds, current or past service as a managing member at JBG, co-investments made alongside our investments, and other investments in real estate ventures by our executive officers and trustees, if any, could create, or appear to create potential conflicts of interest.
For information about our available sources of funds, see "Management's Discussion and Analysis of Financial Condition and Results of Operations-Liquidity and Capital Resources" and the notes to the consolidated financial statements included herein. 27 Table of Contents The liquidity of our common shares may decline as a result of our continued repurchase of our common shares.
Our development and investment plans may also require a significant amount of debt financing which subjects us to additional risks, such as rising interest rates. For information about our available sources of funds, see "Management's Discussion and Analysis of Financial Condition and Results of Operations-Liquidity and Capital Resources" and the notes to the consolidated financial statements included herein.
The risk of a cyber incident or disruption, including by computer hackers, foreign governments and cyber terrorists, has generally increased as the number, intensity and sophistication of attempted attacks have increased globally. As our reliance on technology increases, so do the risks posed to our systems – both internal and external.
The risk of a cyber incident or disruption, including by computer hackers, foreign governments and cyber terrorists, has generally increased as the number, intensity and sophistication of attempted attacks have increased globally. Further, adoption of AI tools by us or by third parties may pose new cybersecurity challenges.
As of December 31, 2024, $672.3 million of our outstanding consolidated debt was subject to instruments that bear interest at variable rates, and we may continue to incur indebtedness that bears interest at variable interest rates.
As of December 31, 2025, $205.0 million was outstanding under our revolving credit facility, and we had $600.9 million ($635.9 million, including our share of debt for unconsolidated real estate ventures) of mortgage loans outstanding both subject to instruments that bear interest at variable rates, and we may continue to incur indebtedness that bears interest at variable interest rates.
The tax imposed on REITs engaging in "prohibited transactions" may limit our ability to engage in transactions that would be treated as sales for U.S. federal income tax purposes. A REIT's net income from prohibited transactions is subject to a 100% penalty tax.
Consequently, there can be no assurance that we will be able to make distributions at the anticipated distribution rate or any other rate. 28 Table of Contents The tax imposed on REITs engaging in "prohibited transactions" may limit our ability to engage in transactions that would be treated as sales for U.S. federal income tax purposes.
As of December 31, 2024, we estimate that our 19 assets in our development pipeline will total 11.0 million square feet (8.9 million square feet at our share) of estimated potential development density.
The actual density of our development pipeline and/or any development parcel may not be consistent with our estimated potential development density. As of December 31, 2025, we estimate that our development pipeline can support 4.9 million square feet (3.6 million square feet at our share) of estimated potential development density.
We could also encounter reactions from governmental actors (such as anti-environmental, social and governance legislation or retaliatory legislative treatment), tenants and residents, that could have a material adverse effect on us. We face risks related to multifamily rental antitrust, regulatory scrutiny and related litigation.
If any of the foregoing risks materialize, it could have a material adverse effect on us. ​ 21 Table of Contents We face risks related to multifamily rental antitrust, regulatory scrutiny and related litigation.
Removed
The impact of Amazon's headquarters in National Landing is difficult to forecast and quantify and may differ from what we, financial or industry analysts or investors anticipate and have anticipated since Amazon’s November 2018 announcement that it had selected sites in National Landing as the location of its new headquarters.
Added
For example, we have observed a decrease in demand for our multifamily operating portfolio, which is mirrored by the broader Washington D.C. metropolitan area, resulting from a weaker job market, driven by losses in the federal government, which lost 52,400 jobs from November 2024 to November of 2025.
Removed
To the extent that we do so, we will continue to be subject to risks, including, without limitation: ● construction or redevelopment costs of a project may exceed original estimates, possibly making the project less profitable than originally estimated, or unprofitable; ● inflation and domestic tariff policies could increase the costs of construction and development projects, which could decrease the yield on such projects, delaying their commencement or resulting in fewer such pursuits.
Added
In January 2025, the current presidential administration announced an executive order establishing DOGE to reform federal government processes and reduce expenditures. A significant portion of our leases are with tenants that are federal government contractors or defense-related companies. These tenants rely heavily on continued federal government spending and contract awards.
Removed
A cyber incident is any intentional or unintentional adverse event that threatens the confidentiality, integrity, or availability of our information resources and can include unauthorized persons gaining access to systems to disrupt operations, corrupting data or stealing confidential information.
Added
Any reduction in federal government budgets, changes in procurement policies, or cost-cutting measures—particularly those affecting defense or related programs—could negatively impact the financial condition of these tenants, which could result in these tenants seeking to renegotiate lease terms, failing to renew leases, or defaulting on their obligations.
Removed
If any of the foregoing risks materialize, it could have a material adverse effect on us. ​ Pandemics and other health concerns could have a negative effect on our business, results of operations, cash flows and financial condition.
Added
The U.S. federal government has and may continue to implement initiatives focused on efficiencies, affordability and cost reductions, such as those pursued by DOGE, which may negatively impact our current leases with tenants that are with government entities, and/or negatively impact our tenants including government entities, government contractors and/or government employees and related demand for our residential and commercial real estate portfolio.
Removed
Pandemics as well as both future widespread and localized outbreaks of infectious diseases and other health concerns, and the measures taken to prevent the spread or lessen the impact, could cause a material disruption to multifamily and office industry or the economy as a whole.
Added
Furthermore, such regulations may negatively impact our ability to attract higher-paying residents to such properties. As of December 31, 2025, all of our multifamily assets located within the Washington, D.C. metropolitan area were subject to such regulations.
Removed
The impacts of such events could be severe and far-reaching, and may impact our operations in several ways.

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Item 1C. Cybersecurity

Cybersecurity — threats and controls disclosure

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Biggest changeRisks, Threats and Material Incidents As of December 31, 2024, cybersecurity threats, including as a result of any previous cybersecurity incidents, have not materially affected us, including our business strategy, results of operations or financial condition. However, we and our third-party providers have been the target of cybersecurity threats and expect them to continue.
Biggest changeRisks, Threats and Material Incidents We and our third-party providers have experienced cybersecurity threats and incidents in the past and we expect them to continue. However, cybersecurity threats, including as a result of any previous cybersecurity incidents, have not materially affected us, including our business strategy, results of operations or financial condition within the last three years.
Management meets with the Audit Committee periodically to discuss cybersecurity strategy, risk, trends, and internal personnel and qualifications. As part of our annual enterprise risk assessment, technology and cyber risks are standing risk factors which are ranked and reviewed by management.
Management meets with the Audit Committee periodically to discuss cybersecurity strategy, risk, trends, and internal personnel and qualifications. As part of our annual enterprise risk assessment, technology and cyber risks are risk factors which are ranked and reviewed by management.
We seek to mitigate cybersecurity risks we identify through a variety of methods, including: ● When practical and necessary, we patch vulnerabilities that are identified. 34 Table of Contents ● We deploy endpoint detection and monitoring technologies to identify potential cybersecurity incidents, which have capabilities to automatically isolate and terminate vulnerabilities. ● We utilize industry leading tools and controls for user management, authentication, and privileged access management. ● We back up our systems and data to mitigate the impact of a cybersecurity event that would impact our ability to operate or result in the loss of data. ● We partner with strategic managed cybersecurity service providers to supplement the capabilities of our internal team. ● We periodically test, evaluate and refine our CIRP in response to identified risks. ● To manage the third-party cybersecurity risk introduced by our cloud-first strategy, we have implemented a due diligence process for new software partners as well as an annual review process for essential SaaS system partners. ● We conduct cybersecurity awareness training annually and simulated phishing campaigns no less than quarterly to test and educate our employees.
We seek to mitigate cybersecurity risks we identify through a variety of methods, including: ● When practical and necessary, we patch vulnerabilities that are identified. ● We deploy endpoint detection and monitoring technologies to identify potential cybersecurity incidents, which have capabilities to automatically isolate and terminate vulnerabilities. ● We utilize industry-standard tools and controls for user management, authentication, and privileged access management. ● We back up our systems and data to mitigate the impact of a cybersecurity event that would impact our ability to operate or result in the loss of data. ● We partner with strategic managed cybersecurity service providers to supplement the capabilities of our internal team. ● We periodically test, evaluate and refine our CIRP in response to identified risks. ● To manage the third-party cybersecurity risk introduced by our cloud-first strategy, we have implemented a due diligence process for new software partners as well as an annual review process for essential SaaS system partners. 31 Table of Contents ● We conduct cybersecurity awareness training annually and simulated phishing campaigns no less than quarterly to test and educate our employees.
They are supported in their efforts by a team of technical experts who have had formal training and possess relevant industry related experience in addition to managed cybersecurity service providers who specialize in preventing, identifying, and responding to cybersecurity threats. The Audit Committee of our Board of Trustees provides board-level governance and oversight regarding cybersecurity matters.
He is supported in his efforts by a team of technical experts who have had formal training and possess relevant industry related experience in addition to managed cybersecurity service providers who specialize in preventing, identifying and responding to cybersecurity threats. The Audit Committee of our Board of Trustees provides board-level governance and oversight regarding cybersecurity matters.
See Item 1A “Risk Factors” - Risks Related to Our Business and Operations - The occurrence of cyber incidents, or a deficiency in our cybersecurity, or the cybersecurity of our service providers, could negatively impact our business by causing a disruption to our operations, a compromise or corruption of our confidential information, regulatory enforcement and other legal proceedings, and/or damage to our business relationships, all of which could negatively impact our financial results. 35 Table of Contents
See Item 1A "Risk Factors" - Risks Related to Our Business and Operations - The occurrence of cyber incidents, or a deficiency in our cybersecurity, or the cybersecurity of our service providers, could negatively impact our business by causing a disruption to our operations, a compromise or corruption of our confidential information, regulatory enforcement and other legal proceedings, and/or damage to our business relationships, all of which could negatively impact our financial results.
In the event of a cyberattack, we engage our CIRP, which provides a framework of processes and procedures related to identifying, categorizing, responding, containing, analyzing, and eradicating cybersecurity threats to mitigate downtime and promptly restore systems and services. Management has responsibility for reporting cybersecurity incidents to the Audit Committee as they occur, if consistent with our CIRP.
In the event of a cybersecurity incident, we engage our CIRP, which provides a framework of processes and procedures related to identifying, categorizing, responding, containing, analyzing, and eradicating cybersecurity threats to mitigate downtime and promptly restore systems and services. Management has responsibility for reporting cybersecurity incidents to the Audit Committee in a timely manner, if consistent with our CIRP.
Our information technology operations, information security processes and CIRP are generally aligned with the National Institute of Standards and Technology’s framework. We have adopted a cloud-first strategy which is a foundational element to our overall cybersecurity posture.
Our information technology operations, information security processes and CIRP are informed by the National Institute of Standards and Technology Cybersecurity Framework. We have adopted a cloud-first strategy which is a foundational element to our overall cybersecurity posture.
Notwithstanding the steps we take to address cybersecurity, we may not be successful in preventing or mitigating all cybersecurity incidents or threats. Governance Our Chief Information & Technology Officer along with our Vice President of Cybersecurity & Cloud Infrastructure provide principal oversight and guidance of our cybersecurity risk management strategy, programs and processes.
Notwithstanding the steps we take to address cybersecurity, we may not be successful in preventing or mitigating all cybersecurity incidents or threats. Governance Our Chief Information & Technology Officer provides oversight and guidance of our cybersecurity risk management strategy, programs and processes.
The Chief Information & Technology Officer has over 20 years of experience in information technology in the real estate sector, leading organizations through strategic technology and process improvement initiatives. The Vice President of Cybersecurity & Cloud Infrastructure has over 15 years of extensive experience in cybersecurity and information technology.
The Chief Information & Technology Officer has over 20 years of experience in information technology in the real estate sector, leading organizations through strategic technology and process improvement initiatives.

Item 2. Properties

Properties — owned and leased real estate

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Biggest changeMajor Tenants The following table sets forth information for our 10 largest tenants by annualized rent for the year ended December 31, 2024: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ At JBG SMITH Share ​ ​ ​ ​ ​ ​ ​ ​ Annualized ​ % of Total ​ ​ Number of Square % of Total Rent Annualized Tenant ​ Leases ​ Feet ​ Square Feet ​ (In thousands) ​ Rent GSA 31 1,479,379 28.8 % $ 57,696 25.2 % Amazon 3 357,339 7.0 % 16,622 7.2 % Lockheed Martin Corporation 2 207,095 4.0 % 10,276 4.5 % Accenture Federal Services LLC 2 123,706 2.4 % 5,635 2.5 % Public Broadcasting Service 1 120,328 2.3 % 5,099 2.2 % Whole Foods Market Group Inc 3 98,625 1.9 % 3,857 1.7 % American Diabetes Association 1 80,998 1.6 % 3,818 1.7 % Booz Allen Hamilton Inc 2 69,328 1.3 % 3,427 1.5 % National Consumer Cooperative 1 65,736 1.3 % 3,310 1.4 % SAIC 3 62,963 1.2 % 3,147 1.4 % Total 49 2,665,497 51.8 % $ 112,887 49.3 % ​ Note: Includes all leases as of December 31, 2024 for which a tenant has taken occupancy for office and retail space within our Operating Portfolio. 39 Table of Contents Lease Expirations The following table sets forth as of December 31, 2024 the scheduled expirations of tenant leases in our Operating Portfolio for each year from 2025 through 2033 and thereafter: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ At JBG SMITH Share ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ % of ​ ​ ​ ​ ​ ​ ​ ​ ​ % of ​ Annualized ​ Total ​ Annualized ​ ​ Number of ​ Square ​ Total ​ Rent (1) ​ Annualized ​ Rent Per Year of Lease Expiration ​ Leases ​ Feet ​ Square Feet ​ (In thousands) ​ Rent ​ Square Foot (1) Month-to-Month 16 209,018 4.1 % $ 8,556 3.7 % $ 40.93 2025 61 482,812 9.4 % 21,807 9.5 % 45.17 2026 46 227,098 4.4 % 11,385 5.0 % 50.13 2027 38 534,998 10.4 % 25,776 11.2 % 48.18 2028 30 386,841 7.5 % 18,004 7.8 % 46.54 2029 27 242,552 4.7 % 11,370 5.0 % 46.87 2030 28 603,032 11.7 % 29,194 12.7 % 48.41 2031 26 561,912 10.9 % 21,661 9.4 % 38.55 2032 18 651,033 12.7 % 26,138 11.4 % 40.15 2033 26 344,046 6.7 % 14,964 6.5 % 49.07 Thereafter 48 896,786 17.5 % 40,533 17.8 % 45.20 Total / Weighted Average 364 5,140,128 100.0 % $ 229,388 100.0 % $ 44.97 Note: Includes all leases as of December 31, 2024 for which a tenant has taken occupancy for office and retail space within our Operating Portfolio and assuming no exercise of renewal options or early termination rights.
Biggest changeMajor Tenants The following table summarizes information for our 10 largest tenants by annualized rent as of December 31, 2025: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ At JBG SMITH Share ​ ​ ​ ​ ​ ​ ​ ​ Annualized ​ % of Total ​ ​ ​ ​ ​ Number of ​ ​ ​ Square ​ ​ ​ % of Total ​ ​ ​ Rent ​ ​ ​ Annualized Tenant ​ Leases ​ Feet ​ Square Feet ​ (In thousands) ​ Rent GSA 30 1,452,629 26.5 % $ 58,304 23.6 % Amazon 3 357,339 6.5 % 16,851 6.8 % Lockheed Martin Corporation 2 183,442 3.3 % 9,393 3.8 % Accenture Federal Services LLC 2 123,706 2.3 % 5,726 2.3 % Public Broadcasting Service 1 120,328 2.2 % 5,260 2.1 % Whole Foods Market Group Inc 3 98,625 1.8 % 3,909 1.6 % American Diabetes Association 1 80,998 1.5 % 3,852 1.6 % Nooks LLC 3 76,328 1.4 % 3,710 1.5 % Booz Allen Hamilton Inc 2 69,328 1.3 % 3,501 1.4 % National Consumer Cooperative 1 65,736 1.2 % 3,372 1.4 % Total 48 2,628,459 48.0 % $ 113,878 46.1 % ​ Note: Includes all leases as of December 31, 2025 for which a tenant has taken occupancy for office and retail space within our Operating Portfolio.
The weighted average remaining lease term for the entire portfolio is 5.8 years. (1) Annualized rent and annualized rent per square foot exclude percentage rent and the square footage of tenants that only pay percentage rent. ​
The weighted average remaining lease term for the entire portfolio is 5.2 years. (1) Annualized rent and annualized rent per square foot exclude percentage rent and the square footage of tenants that only pay percentage rent. ​
Because as of December 31, 2024, 6.3% of our assets, as measured by total square feet, was held through real estate ventures in which we own less than 100% of the ownership interest, we believe this form of presentation, which includes our economic interests in the unconsolidated real estate ventures, provides investors important information regarding a significant component of our portfolio, its composition, performance and capitalization.
Because as of December 31, 2025, 10.4% of our assets, as measured by total square feet, was held through real estate ventures in which we own less than 100% of the ownership interest, we believe this form of presentation, which includes our economic interests in the unconsolidated real estate ventures, provides investors important information regarding a significant component of our 32 Table of Contents portfolio, its composition, performance and capitalization.
A number of our assets included in the following tables are held through real estate ventures with third parties or are subject to ground leases.
Many of our assets in the development pipeline are adjacent to or an integrated component of operating multifamily or commercial assets in our portfolio. A number of our assets included in the following tables are held through real estate ventures with third parties or are subject to ground leases.
Clark Street 100.0 % C Y 384,674 73.4% ​ 69.9% ​ 97.8% ​ 1215 S. Clark Street 100.0 % C Y 336,159 99.6% ​ 100.0% ​ 44.5% ​ 1225 S.
Clark Street 100.0 % C Y 384,688 67.2% ​ 62.8% ​ 97.8% ​ 1215 S. Clark Street 100.0 % C Y 336,159 99.6% ​ 100.0% ​ 44.5% ​ 1225 S.
We classify our portfolio as "operating," "under-construction," or "development pipeline." The following tables provide information about our multifamily, commercial and development pipeline portfolios as of December 31, 2024. Many of our assets in the development pipeline are adjacent to or an integrated component of operating multifamily or commercial assets in our portfolio.
We classify our portfolio as "operating," "under-construction," or "development pipeline." As of December 31, 2025, there were no assets under construction. The following tables summarize information about our multifamily, commercial and development pipeline portfolios as of December 31, 2025.
Clark Street 100.0 % C Y 276,223 98.4% ​ 99.2% ​ 80.9% ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Other ​ 800 North Glebe Road 100.0 % C Y 305,006 83.0% ​ 82.1% ​ 92.4% ​ One Democracy Plaza (4) (5) 100.0 % C Y 213,171 87.0% ​ 86.9% ​ 100.0% ​ 4747 Bethesda Avenue (6) ​ 20.0 % U ​ Y ​ 300,535 100.0% ​ 100.0% ​ 100.0% ​ 1101 17th Street 55.0 % U Y 210,134 80.8% ​ 80.0% ​ 82.8% ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Operating - Total / Weighted Average ​ ​ ​ ​ ​ ​ 6,660,592 79.4% ​ 77.4% ​ 91.5% ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Operating - Total / Weighted Average at JBG SMITH Share ​ 6,325,604 ​ 78.6% ​ 76.5% ​ 91.4% ​ Note: At 100% share, unless otherwise noted.
Clark Street 100.0 % C Y 276,184 99.1% ​ 100.0% ​ 80.9% ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Other ​ ​ ​ ​ ​ ​ ​ ​ Tysons Dulles Plaza ​ 100.0 % C N 491,494 69.4% ​ 69.4% ​ 70.1% ​ 800 North Glebe Road 100.0 % C ​ Y ​ 306,210 ​ 83.1% ​ 82.2% ​ 92.4% ​ One Democracy Plaza (4) (5) 100.0 % C Y 213,417 84.2% ​ 84.0% ​ 100.0% ​ 1101 17th Street 100.0 % C Y 210,451 84.2% ​ 84.3% ​ 82.8% ​ Dulles View (5) (6) ​ 60.0 % U N 354,378 70.7% ​ 70.7% ​ — ​ 4747 Bethesda Avenue (7) ​ 20.0 % U Y 300,535 92.8% ​ 92.4% ​ 100.0% ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Operating - Total / Weighted Average ​ ​ ​ ​ ​ ​ 7,317,368 77.8% ​ 75.5% ​ 88.9% ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Operating - Total / Weighted Average at JBG SMITH Share ​ 6,935,189 ​ 77.5% ​ 75.1% ​ 88.6% ​ Note: At 100% share, unless otherwise noted.
(1) "C" denotes a consolidated interest and "U" denotes an unconsolidated interest. (2) "Y" denotes an asset as same store and "N" denotes an asset as non-same store. (3) 2221 S. Clark Street - Residential and 900 W Street are excluded from percent leased and percent occupied metrics as they are operated as short-term rental properties .
(1) "C" denotes a consolidated interest and "U" denotes an unconsolidated interest. (2) "Y" denotes an asset as same store and "N" denotes an asset as non-same store. (3) 2221 S.
(3) 100.0 % C Y 300,319 99.0% ​ 90.9% ​ 53.2% ​ 1901 South Bell Street 100.0 % C Y 274,912 32.2% ​ 32.2% ​ - ​ 1770 Crystal Drive ​ 100.0 % C ​ Y ​ 273,787 ​ 98.3% ​ 100.0% ​ 67.8% ​ 200 12th Street S. 100.0 % C Y 202,761 52.8% ​ 52.8% ​ - ​ Crystal Drive Retail (3) 100.0 % C Y 42,938 90.1% ​ - ​ 90.1% ​ 1235 S.
(3) 100.0 % C Y 301,809 94.3% ​ 95.5% ​ 12.2% ​ 1770 Crystal Drive ​ 100.0 % C ​ Y ​ 273,787 ​ 98.3% ​ 100.0% ​ 67.8% ​ 200 12th Street S. 100.0 % C Y 202,761 52.8% ​ 52.8% ​ — ​ 1901 South Bell Street (3) 100.0 % C Y 71,986 100.0% ​ 100.0% ​ — ​ Crystal Drive Retail (3) 100.0 % C Y 44,094 86.6% ​ — ​ 86.6% ​ 1235 S.
This out-of-service square footage is excluded from square feet, leased and occupancy metrics in the above table. ​ ​ ​ ​ ​ ​ ​ ​ ​ Not Available Commercial Asset In-Service for Lease 1550 Crystal Drive 554,888 ​ 4,281 241 18th Street S. ​ 334,091 ​ 28,308 251 18th Street S. ​ 300,319 ​ 39,211 Crystal Drive Retail * ​ 42,938 ​ 86,242 2221 S.
This out-of-service square footage is excluded from square feet, leased and occupancy metrics in the above table. ​ ​ ​ ​ ​ ​ ​ ​ ​ Not Available Commercial Asset ​ ​ ​ In-Service ​ ​ ​ for Lease 1550 Crystal Drive 555,236 ​ 4,281 241 18th Street S. ​ 337,053 ​ 26,557 251 18th Street S. ​ 301,809 ​ 38,678 1901 South Bell Street ​ 71,986 ​ 202,926 Crystal Drive Retail ​ 44,094 ​ 85,052 2221 S.
(3) 100.0 % C Y 334,091 89.9% ​ 89.9% ​ - ​ 201 12th Street S. 100.0 % C Y 329,687 97.0% ​ 96.8% ​ 100.0% ​ 251 18th Street S.
(3) 100.0 % C Y 337,053 88.3% ​ 85.2% ​ 100.0% ​ 201 12th Street S. 100.0 % C Y 335,231 89.2% ​ 88.8% ​ 100.0% ​ 251 18th Street S.
In addition to other information, the following tables indicate our percentage ownership, whether the asset is consolidated or unconsolidated, and whether the asset is subject to a ground lease. 36 Table of Contents Multifamily Assets ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Number Total ​ ​ Multifamily ​ ​ ​ ​ ​ % ​ ​ ​ Same Store (2) : ​ of ​ Square ​ % ​ % ​ Retail % ​ Multifamily Assets ​ Ownership ​ C/U (1) ​ YTD 2023-2024 ​ Units ​ Feet ​ Leased ​ Occupied ​ Occupied ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ National Landing ​ ​ ​ RiverHouse Apartments 100.0 % C Y 1,676 1,326,219 96.9% ​ 95.9% ​ 100.0% ​ The Bartlett 100.0 % C Y 699 619,372 96.8% ​ 94.7% ​ 100.0% ​ 220 20th Street 100.0 % C Y 265 271,476 97.0% ​ 95.8% ​ 100.0% ​ 2221 S.
Multifamily Assets ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Number ​ ​ ​ Total ​ ​ ​ ​ ​ Multifamily ​ ​ ​ ​ ​ % ​ ​ ​ Same Store (2) : ​ of ​ Square ​ % ​ % ​ Retail % ​ Multifamily Assets ​ Ownership ​ C/U (1) ​ 2024-2025 ​ Units ​ Feet ​ Leased ​ Occupied ​ Occupied ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ National Landing ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ RiverHouse Apartments (Ashley, James and Potomac) 100.0 % C Y 1,676 1,326,219 91.8% ​ 90.7% ​ 100.0% ​ The Bartlett 100.0 % C Y 699 619,372 95.5% ​ 93.8% ​ 100.0% ​ Reva ​ 100.0 % C ​ N ​ 471 ​ 324,188 ​ 77.8% ​ 76.9% ​ 38.5% ​ The Grace ​ 100.0 % C ​ N ​ 337 ​ 311,903 ​ 86.1% ​ 83.4% ​ 81.8% ​ 220 20th Street 100.0 % C Y 265 271,476 95.1% ​ 95.1% ​ 100.0% ​ 2221 S.
Clark Street - Residential 100.0 % C Y 216 96,948 61.1% ​ 53.6% ​ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ D.C. ​ ​ ​ West Half ​ 100.0 % C Y 465 385,372 94.4% ​ 92.3% ​ 90.7% ​ The Wren ​ 100.0 % C ​ Y ​ 433 ​ 332,682 ​ 95.4% ​ 93.5% ​ 100.0% ​ The Batley ​ 100.0 % C ​ Y ​ 432 ​ 300,388 ​ 97.0% ​ 96.1% ​ — ​ WestEnd25 100.0 % C Y 283 273,264 97.2% ​ 95.8% ​ — ​ F1RST Residences ​ 100.0 % C ​ Y ​ 325 ​ 270,928 ​ 94.9% ​ 93.5% ​ 100.0% ​ Atlantic Plumbing 100.0 % C Y 310 245,228 96.8% ​ 94.5% ​ 97.3% ​ 1221 Van Street 100.0 % C Y 291 225,592 96.3% ​ 93.8% ​ 100.0% ​ 901 W Street ​ 100.0 % C ​ Y ​ 161 ​ 154,379 ​ 94.7% ​ 95.0% ​ 74.5% ​ 900 W Street ​ 100.0 % C ​ Y ​ 95 ​ 71,050 ​ 82.1% ​ 33.7% ​ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ MD ​ ​ ​ 8001 Woodmont (4) 100.0 % C Y 322 363,947 94.1% ​ 93.2% ​ 100.0% ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total / Weighted Average (3) ​ ​ ​ ​ ​ ​ 5,973 4,936,845 96.2% ​ 94.8% ​ 96.0% ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Recently Delivered ​ ​ ​ National Landing ​ ​ ​ Reva ​ 100.0 % C ​ N ​ 471 ​ 324,188 ​ 65.5% ​ 62.6% ​ 27.9% ​ The Grace ​ 100.0 % C ​ N ​ 337 ​ 311,903 ​ 71.8% ​ 66.2% ​ 66.8% ​ Total / Weighted Average ​ ​ ​ ​ ​ ​ 808 636,091 68.6% ​ 64.1% ​ 52.9% ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Operating - Total / Weighted Average (3) ​ ​ ​ ​ ​ ​ 6,781 5,572,936 92.9% ​ 91.0% ​ 90.0% ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Under-Construction ​ ​ ​ National Landing ​ ​ ​ ​ ​ 2000/2001 South Bell Street ​ 100.0 % C ​ ​ ​ 775 ​ 580,966 ​ ​ ​ ​ ​ ​ ​ Total ​ ​ ​ ​ ​ 7,556 6,153,902 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Totals at JBG SMITH Share (3) ​ ​ ​ National Landing ​ ​ ​ ​ ​ ​ 2,856 2,314,015 96.9% ​ 95.6% ​ 100.0% ​ D.C. ​ ​ ​ ​ ​ ​ ​ 2,795 ​ 2,258,883 ​ 95.8% ​ 94.2% ​ 94.5% ​ MD ​ ​ ​ ​ ​ ​ 322 363,947 94.1% ​ 93.2% ​ 100.0% ​ In-service assets ​ ​ ​ ​ ​ ​ 5,973 4,936,845 96.2% ​ 94.8% ​ 96.0% ​ Recently delivered assets ​ ​ ​ ​ ​ ​ 808 636,091 68.6% ​ 64.1% ​ 52.9% ​ Operating - Total / Weighted Average ​ ​ ​ ​ ​ ​ ​ 6,781 ​ 5,572,936 ​ 92.9% ​ 91.0% ​ 90.0% ​ Under-construction assets ​ ​ ​ ​ ​ ​ ​ 775 ​ 580,966 ​ ​ ​ ​ ​ ​ ​ Note: At 100% share, unless otherwise noted.
Clark Street - Residential (3) 100.0 % C Y 216 96,948 73.2% ​ 71.6% ​ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ D.C. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ The Wren ​ 100.0 % C ​ Y ​ 433 ​ 332,682 ​ 92.6% ​ 90.8% ​ 100.0% ​ F1RST Residences ​ 100.0 % C ​ Y ​ 325 ​ 270,928 ​ 89.2% ​ 88.0% ​ 100.0% ​ Atlantic Plumbing 100.0 % C Y 310 245,228 91.8% ​ 91.0% ​ 90.7% ​ 1221 Van Street 100.0 % C Y 291 225,592 85.5% ​ 82.8% ​ 100.0% ​ 901 W Street ​ 100.0 % C ​ Y ​ 161 ​ 154,340 ​ 89.8% ​ 88.2% ​ 74.6% ​ 900 W Street (3) ​ 100.0 % C ​ Y ​ 95 ​ 71,050 ​ 45.3% ​ 32.6% ​ — ​ West Half ​ 60.0 % C ​ Y ​ 465 ​ 385,372 ​ 87.4% ​ 86.5% ​ 83.1% ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total / Weighted Average (3) ​ ​ ​ ​ ​ ​ 5,744 4,635,298 90.2% ​ 88.7% ​ 89.4% ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Recently Delivered ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ National Landing ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Valen ​ 100.0 % C ​ N ​ 355 ​ 302,803 ​ 34.8% ​ 33.2% ​ — ​ The Zoe ​ 100.0 % C ​ N ​ 420 ​ 274,995 ​ 51.2% ​ 48.8% ​ 100.0% ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total / Weighted Average ​ ​ ​ ​ ​ ​ 775 577,798 42.6% ​ 41.7% ​ 42.2% ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Operating - Total / Weighted Average (3) ​ ​ ​ ​ ​ ​ 6,519 5,213,096 84.8% ​ 82.8% ​ 86.1% ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Totals at JBG SMITH Share (3) ​ ​ ​ 6,333 ​ 5,058,947 ​ 84.7% ​ 82.7% ​ 86.3% ​ ​ Note: At 100% share, unless otherwise noted.
(4) Classified as held for sale in our consolidated balance sheet as of December 31, 2024. ​ ​ 37 Table of Contents Commercial Assets ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total ​ ​ ​ ​ ​ % ​ ​ ​ Same Store (2) : ​ Square ​ % ​ Office % ​ Retail % Commercial Assets ​ Ownership ​ C/U (1) ​ YTD 2023-2024 ​ Feet ​ Leased ​ Occupied ​ Occupied ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ National Landing ​ 1550 Crystal Drive (3) 100.0 % C Y 554,888 89.2% ​ 86.7% ​ 99.7% ​ 2121 Crystal Drive 100.0 % C Y 509,869 68.6% ​ 68.3% ​ 100.0% ​ 2345 Crystal Drive 100.0 % C Y 499,635 47.3% ​ 46.7% ​ 74.3% ​ 2231 Crystal Drive 100.0 % C Y 468,371 75.2% ​ 72.5% ​ 97.4% ​ 2011 Crystal Drive 100.0 % C Y 441,057 68.0% ​ 57.0% ​ - ​ 2451 Crystal Drive 100.0 % C Y 402,375 84.0% ​ 83.8% ​ 92.6% ​ 241 18th Street S.
Clark Street - Residential and 900 W Street are excluded from percent leased and percent occupied metrics as they are operated as short-term rental properties . 33 Table of Contents Commercial Assets ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ % ​ ​ ​ Same Store (2) : ​ Square ​ % ​ Office % ​ Retail % Commercial Assets ​ Ownership ​ C/U (1) ​ 2024-2025 ​ Feet ​ Leased ​ Occupied ​ Occupied ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ National Landing ​ ​ ​ ​ ​ ​ ​ ​ 1550 Crystal Drive (3) 100.0 % C Y 555,236 90.1% ​ 87.3% ​ 98.9% ​ 2121 Crystal Drive 100.0 % C Y 509,595 66.8% ​ 64.7% ​ 100.0% ​ 2345 Crystal Drive 100.0 % C Y 499,635 33.3% ​ 32.4% ​ 74.3% ​ 2231 Crystal Drive 100.0 % C Y 468,755 69.1% ​ 65.6% ​ 97.4% ​ 2011 Crystal Drive 100.0 % C Y 441,634 68.8% ​ 49.1% ​ 51.4% ​ 2451 Crystal Drive 100.0 % C Y 402,276 85.4% ​ 85.2% ​ 92.6% ​ 241 18th Street S.
Clark Street - Office ​ — ​ 35,182 * Includes 72,215 SF of not available to lease space from the asset formerly known as Crystal City Shops at 2100. (4) Asset is subject to a ground lease through 2084, where we are the lessee. (5) Not Metro-served.
Clark Street - Office ​ — ​ 35,182 (4) Asset is subject to a ground lease through 2084, where we are the lessee. (5) Not Metro-served. (6) In December 2025, we acquired Dulles View, comprising two commercial buildings in Herndon, Virginia, through a real estate venture, for $31.5 million of which our 60.0% share was $18.9 million.
Removed
(6) Includes our corporate office lease for approximately 84,400 square feet. 38 Table of Contents Development Pipeline ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Estimated ​ ​ % ​ Estimated Potential Development Density (SF) ​ Number of Asset Ownership ​ Total Multifamily Office Retail ​ Units ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ National Landing ​ ​ ​ ​ ​ ​ ​ 1415 S.
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In addition to other information, the following tables indicate our percentage ownership, whether the asset is consolidated or unconsolidated, and whether the asset is subject to a ground lease.
Removed
Eads Street ​ 100.0% ​ 538,000 ​ 533,800 ​ — ​ 4,200 ​ 570 3330 Exchange Avenue ​ 50.0% ​ 239,800 ​ 216,400 ​ — ​ 23,400 ​ 240 3331 Exchange Avenue ​ 50.0% ​ 180,600 ​ 164,300 ​ — ​ 16,300 ​ 170 RiverHouse Land ​ 100.0% ​ 2,046,900 ​ 2,020,500 ​ — ​ 26,400 ​ 1,515 Potomac Yard Landbay F/G/H ​ 50.0% / 100.0% ​ 1,846,000 ​ 944,000 ​ 844,000 ​ 58,000 ​ 765 2250 Crystal Drive ​ 100.0% ​ 696,200 ​ 681,300 ​ — ​ 14,900 ​ 825 2100/2200 Crystal Drive Land ​ 100.0% ​ 565,000 ​ 565,000 ​ — ​ — ​ 530 223 23rd Street ​ 100.0% ​ 492,100 ​ 484,100 ​ — ​ 8,000 ​ 610 2525 Crystal Drive ​ 100.0% ​ 373,000 ​ 370,000 ​ — ​ 3,000 ​ 370 1901 South Bell Street Land (1) ​ 100.0% ​ 265,000 ​ 265,000 ​ — ​ — ​ 170 101 12th Street S. ​ 100.0% ​ 239,600 ​ — ​ 234,400 ​ 5,200 ​ — 1800 South Bell Street ​ 100.0% ​ 311,000 ​ — ​ 307,000 ​ 4,000 ​ — D.C. ​ ​ ​ ​ ​ Gallaudet Parcel 2-3 (2) 100.0% ​ 819,100 ​ 758,200 ​ — ​ 60,900 ​ 820 Gallaudet Parcel 4 (2) ​ 100.0% ​ 644,200 ​ 605,200 ​ — ​ 39,000 ​ 645 Capitol Point - North ​ 100.0% ​ 451,400 ​ 434,100 ​ — ​ 17,300 ​ 470 Other Development Parcels (3) ​ ​ ​ 1,248,100 ​ 142,200 ​ 1,105,900 ​ — ​ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total ​ ​ 10,956,000 8,184,100 2,491,300 280,600 7,700 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Totals at JBG SMITH Share ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ National Landing ​ ​ ​ 6,807,100 ​ 5,729,100 ​ 963,400 ​ 114,600 ​ 5,235 D.C. ​ ​ ​ 2,107,000 ​ 1,840,200 ​ 149,600 ​ 117,200 ​ 1,935 ​ ​ ​ ​ 8,914,100 ​ 7,569,300 ​ 1,113,000 ​ 231,800 ​ 7,170 Note: At 100% share, unless otherwise noted.
Added
(7) Includes our corporate office lease of 62,645 square feet.
Removed
(1) Currently encumbered by an operating commercial asset. (2) Controlled through an option to acquire a leasehold interest. (3) Comprises four assets in which we have a minority interest.
Added
Development Pipeline ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Estimated Potential Development Density (SF) Submarket Total Multifamily Office Retail ​ ​ ​ ​ ​ ​ ​ ​ ​ National Landing (1) 3,395,700 ​ 2,659,700 ​ 656,400 ​ 79,600 D.C. 175,700 ​ 42,700 ​ 133,000 ​ — ​ ​ ​ ​ ​ ​ ​ ​ ​ Totals at JBG SMITH Share 3,571,400 2,702,400 789,400 79,600 Note: Excludes unentitled land parcels and land parcels controlled through an option agreement. 34 Table of Contents (1) In February 2026, we sold a development parcel in Alexandria, Virginia with 347,700 square feet of estimated potential development density for $50.7 million.
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Lease Expirations The following table sets forth as of December 31, 2025 the scheduled expirations of tenant leases in our Operating Portfolio for each year from 2026 through 2034 and thereafter: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ At JBG SMITH Share ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ % of ​ ​ ​ ​ ​ ​ ​ ​ ​ % of ​ Annualized ​ Total ​ Annualized ​ ​ Number of ​ Square ​ Total ​ Rent (1) ​ Annualized ​ Rent Per Year of Lease Expiration ​ Leases ​ Feet ​ Square Feet ​ (In thousands) ​ Rent ​ Square Foot (1) Month-to-Month 9 122,504 2.2 % $ 5,070 2.1 % $ 41.39 2026 71 424,013 7.7 % 20,334 8.2 % 47.96 2027 57 784,095 14.3 % 37,683 15.3 % 48.06 2028 37 416,228 7.6 % 19,171 7.8 % 46.06 2029 41 361,007 6.6 % 17,086 6.9 % 47.33 2030 37 639,032 11.7 % 30,113 12.2 % 47.12 2031 39 641,617 11.7 % 25,205 10.2 % 39.28 2032 20 699,343 12.8 % 28,349 11.5 % 40.54 2033 28 361,490 6.6 % 15,917 6.4 % 44.03 2034 23 230,083 4.2 % 11,910 4.8 % 62.37 Thereafter 38 805,491 14.6 % 35,992 14.6 % 44.68 Total / Weighted Average 400 5,484,903 100.0 % $ 246,830 100.0 % $ 45.33 Note: Includes all leases as of December 31, 2025 for which a tenant has taken occupancy for office and retail space within our Operating Portfolio and assuming no exercise of renewal options or early termination rights.

Item 3. Legal Proceedings

Legal Proceedings — active lawsuits and investigations

3 edited+5 added−0 removed1 unchanged
Biggest changeIn our opinion, the outcome of such matters is not expected to have a material adverse effect on our financial position, results of operations or cash flows. ​ ITEM 4. MINE SAFETY DISCLOSURES Not applicable. ​ 40 Table of Contents ​ ​ PART II
Biggest changeIn our opinion, the outcome of such matters is not expected to have a material adverse effect on our financial position, results of operations or cash flows. Our accrual for loss contingencies relating to unresolved legal matters was included in "Other liabilities, net" in our consolidated balance sheet.
While we do not believe that these proceedings will have a material adverse effect on our financial condition, we cannot give assurance that the proceedings will not have a material effect on our results of operations or cash flows in the event of a negative outcome. ​ There are various other legal actions arising in the ordinary course of business.
While we do not believe that these proceedings will have a material adverse effect on our financial condition, we cannot give assurance that the proceedings will not have a material effect on our results of operations or cash flows in the event of a negative outcome.
While we intend to vigorously defend against this lawsuit, given the current stage of the District of Columbia’s lawsuit, we are unable to predict the outcome or estimate the amount of loss, if any, that may result from the lawsuit.
The District of Columbia is seeking monetary damages, equitable relief, attorneys’ fees, interest, and costs. While we intend to vigorously defend against this lawsuit, given the current stage 35 Table of Contents of the District of Columbia’s lawsuit, we are unable to predict the outcome or estimate the amount of loss, if any, that may result from the lawsuit.
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We, along with multiple other parties, are named defendants in a lawsuit arising out of a condominium development project known as Wardman Tower in Washington, D.C. The lawsuit was filed by the Wardman Tower Residential Condominium Unit Owners Association in the Superior Court of the District of Columbia on November 25, 2020.
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The lawsuit seeks damages resulting primarily from alleged construction and design deficiencies, alleged misrepresentations and claims alleged under the D.C. CPPA. The lawsuit seeks $185.0 million in compensatory damages, plus treble damages related to the CPPA claims, and attorney’s fees and costs. The trial began on November 10, 2025.
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The Wardman Tower project was designed and constructed by other parties and achieved substantial completion prior to our formation. We were not involved in any way with the project but one of our subsidiary entities, that was recently made a defendant in the litigation, had previously entered into a project management agreement with the project owner.
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We deny liability for the claims asserted and will vigorously defend ourselves against the claims alleged in the litigation. However, no assurance can be given that the matter will be resolved favorably. There are various other legal actions arising in the ordinary course of business.
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Actual losses may differ materially from amounts recorded and the ultimate outcome of these legal proceedings is generally not yet determinable. ​ ITEM 4. MINE SAFETY DISCLOSURES Not applicable. ​ 36 Table of Contents ​ ​ PART II

Item 5. Market for Registrant's Common Equity

Market for Common Equity — stock, dividends, buybacks

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Biggest changeThere can be no assurance that the performance of our shares will continue in line with the same or similar trends depicted in the graph below. ​ ​ ​ ​ ​ ​ ​ 41 Table of Contents ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 12/31/2019 ​ 12/31/2020 12/31/2021 ​ 12/31/2022 12/31/2023 12/31/2024 JBG SMITH Properties 100.00 ​ 80.78 76.41 ​ 52.69 ​ 49.46 ​ 47.23 S&P MidCap 400 Index 100.00 ​ 113.66 141.80 ​ 123.28 ​ 143.54 ​ 163.54 FTSE Nareit Equity Office Index 100.00 ​ 81.56 99.51 ​ 62.07 ​ 63.34 ​ 76.95 ​ Sales of Unregistered Shares During the year ended December 31, 2024, we did not sell any unregistered securities. 42 Table of Contents Repurchases of Equity Securities The following is a summary of common shares repurchased: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Period ​ Total Number Of Common Shares Purchased ​ Average Price Paid Per Common Share ​ Total Number Of Common Shares Purchased As Part Of Publicly Announced Plans Or Programs ​ Approximate Dollar Value Of Common Shares That May Yet Be Purchased Under the Plan Or Programs October 1, 2024 - October 31, 2024 ​ - ​ $ - ​ - ​ $ 372,862,091 November 1, 2024 - November 30, 2024 ​ 153,843 ​ ​ 15.58 ​ 153,843 ​ ​ 370,462,409 December 1, 2024 - December 31, 2024 ​ - ​ ​ - ​ - ​ ​ 370,462,409 Total for the three months ended December 31, 2024 ​ 153,843 ​ ​ 15.58 ​ 153,843 ​ ​ ​ Total for the year ended December 31, 2024 ​ 10,927,343 ​ ​ 15.60 ​ 10,927,343 ​ ​ ​ Program total since inception in March 2020 (1) ​ 56,801,346 ​ ​ 19.87 ​ 56,801,346 ​ ​ ​ (1) During the first quarter of 2025, through February 14, 2025, we repurchased and retired 2.1 million common shares for $32.3 million, a weighted average purchase price per share of $15.15, pursuant to a repurchase plan under Rule 10b5-1 of the Securities Exchange Act of 1934, as amended.
Biggest changeThere can be no assurance that the performance of our shares will continue in line with the same or similar trends depicted in the graph below. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 12/31/2020 12/31/2021 ​ 12/31/2022 12/31/2023 12/31/2024 12/31/2025 JBG SMITH Properties 100.00 ​ 94.58 65.22 ​ 61.22 ​ 58.46 ​ 67.33 S&P MidCap 400 Index 100.00 ​ 124.76 108.47 ​ 126.29 ​ 143.89 ​ 154.68 FTSE Nareit Equity Office Index 100.00 ​ 122.00 76.10 ​ 77.65 ​ 94.35 ​ 81.15 ​ Sales of Unregistered Shares During the year ended December 31, 2025, we did not sell any unregistered securities. 38 Table of Contents Repurchases of Equity Securities The following table summarizes common shares repurchased: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Period ​ Total Number Of Common Shares Purchased ​ Average Price Paid Per Common Share ​ Total Number Of Common Shares Purchased As Part Of Publicly Announced Plans Or Programs ​ Approximate Dollar Value Of Common Shares That May Yet Be Purchased Under the Plan Or Programs October 1, 2025 - October 31, 2025 ​ 383,758 ​ $ 20.49 ​ 383,758 ​ $ 428,472,747 November 1, 2025 - November 30, 2025 ​ — ​ ​ — ​ — ​ ​ 428,472,747 December 1, 2025 - December 31, 2025 ​ — ​ ​ — ​ — ​ ​ 428,472,747 Total for the three months ended December 31, 2025 ​ 383,758 ​ ​ 20.49 ​ 383,758 ​ ​ ​ Total for the year ended December 31, 2025 ​ 26,824,382 ​ ​ 16.52 ​ 26,824,382 ​ ​ ​ Program total since inception in March 2020 (1) ​ 83,625,728 ​ ​ 18.79 ​ 83,625,728 ​ ​ ​ (1) In 2026, through February 13, 2026, we repurchased and retired 647,843 common shares for $10.6 million, a weighted average purchase price per share of $16.41, pursuant to a repurchase plan under Rule 10b5-1 of the Securities Exchange Act of 1934, as amended.
No assurances can be given regarding what portion, if any, of distributions in 2025 or subsequent years will constitute a return of capital for federal income tax purposes.
No assurances can be given regarding what portion, if any, of distributions in 2026 or subsequent years will constitute a return of capital for federal income tax purposes.
This number does not reflect individuals or other entities who hold their shares in "street name." Dividends declared for the year ended December 31, 2024, totaled $0.875 per common share (five distributions of $0.175 per common share).
This number does not reflect individuals or other entities who hold their shares in "street name." Dividends declared for the year ended December 31, 2025, totaled $0.70 per common share (quarterly dividends of $0.175 per common share). Dividends declared for the year ended December 31, 2024, totaled $0.875 per common share (five distributions of $0.175 per common share).
Dividends declared for the year ended December 31, 2023, totaled $0.675 per common share (quarterly dividends of $0.225 per common share for the first three quarters of 2023). Dividends declared for the year ended December 31, 2022, totaled $0.90 per common share (quarterly dividends of $0.225 per common share).
Dividends declared for the year ended December 31, 2023, totaled $0.675 per common share (quarterly dividends of $0.225 per common share for the first three quarters of 2023).
ITEM 5. MARKET FOR REGISTRANT'S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES Market Information and Dividends Our common shares trade under the symbol "JBGS." On February 14, 2025, there were 763 holders of record of our common shares.
ITEM 5. MARKET FOR REGISTRANT'S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES Market Information and Dividends Our common shares trade on the NYSE under the symbol "JBGS." On February 13, 2026, there were 701 holders of record of our common shares.
The graph below compares the cumulative total return of our common shares, the S&P MidCap 400 Index and the FTSE Nareit Equity Office Index, from December 31, 2019, through December 31, 2024. The comparison assumes $100 was invested on December 31, 2019 in our common shares and in each of the foregoing indexes and assumes reinvestment of dividends, as applicable.
The graph below compares the cumulative total return of our common shares, the S&P MidCap 400 Index and the FTSE Nareit Equity Office Index, from December 31, 2020, through December 31, 2025.
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Effective October 27, 2025, 30.0 million authorized but unissued common shares were reclassified as Class B Shares, and on October 27, 2025, we issued 13.9 million Class B Shares to certain LTIP Unit and OP Unit holders.
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Holders of Class B Shares are entitled to vote on all matters submitted to our shareholders, with common shares and Class B Shares voting as a single class. Class B Shares are automatically cancelled and redeemed upon the redemption of each corresponding OP Unit.
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Class B Shares are not listed on any national securities exchange, and do not have any economic rights or rights to any dividends, distributions or proceeds upon our liquidation. Similarly, the Class B Shares are excluded from the calculation of earnings (loss) per common share as they do not participate in profits or losses.
Added
In 2026, through the date of this filing, we issued 3.0 million Class B Shares to certain LTIP Unit holders in connection with the 2026 equity grants. On February 13, 2026, there were 200 holders of our Class B Shares.
Added
The comparison assumes $100 was 37 Table of Contents invested on December 31, 2020 in our common shares and in each of the foregoing indexes and assumes reinvestment of dividends, as applicable.

Item 6. [Reserved]

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

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Biggest changeItem 6. ​ [Reserved] 43 Item 7. ​ Management's Discussion and Analysis of Financial Condition and Results of Operations 43 Item 7A. ​ Quantitative and Qualitative Disclosures About Market Risk 61 Item 8. ​ Financial Statements and Supplementary Data 63
Biggest changeItem 6. ​ [Reserved] 39 Item 7. ​ Management's Discussion and Analysis of Financial Condition and Results of Operations 39 Item 7A. ​ Quantitative and Qualitative Disclosures About Market Risk 58 Item 8. ​ Financial Statements and Supplementary Data 60

Item 7. Management's Discussion & Analysis

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

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Biggest changeTo conform to the current period presentation, we have included certain other property revenue in the calculation of NOI to align with our internal reporting. ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended December 31, ​ 2024 2023 ​ ​ (Dollars in thousands) Net loss attributable to common shareholders ​ $ (143,526) ​ $ (79,978) Net loss attributable to redeemable noncontrolling interests ​ (22,202) ​ (10,596) Net loss attributable to noncontrolling interests ​ ​ (12,025) ​ ​ (1,135) Net loss ​ ​ (177,753) ​ ​ (91,709) Add: ​ ​ ​ ​ Depreciation and amortization expense ​ 208,180 ​ 210,195 General and administrative expense: ​ ​ ​ ​ Corporate and other ​ 58,790 ​ 54,838 Third-party real estate services ​ 74,264 ​ 88,948 Share-based compensation related to Formation Transaction and special equity awards ​ — ​ 549 Transaction and other costs ​ 5,317 ​ 8,737 Interest expense ​ 134,068 ​ 108,660 (Gain) loss on the extinguishment of debt ​ (9,235) ​ 450 Impairment loss ​ ​ 55,427 ​ ​ 90,226 Income tax expense (benefit) ​ 762 ​ (296) Less: ​ ​ ​ ​ ​ ​ Third-party real estate services, including reimbursements revenue ​ 69,465 ​ 92,051 Loss from unconsolidated real estate ventures, net ​ (7,122) ​ (26,999) Interest and other income, net ​ 11,598 ​ 15,781 Gain (loss) on the sale of real estate, net ​ (2,753) ​ 79,335 Adjustments: ​ ​ ​ ​ ​ ​ NOI attributable to unconsolidated real estate ventures at our share ​ 6,808 ​ 19,452 Non-cash rent adjustments (1) ​ (9,482) ​ (23,482) Other adjustments (2) ​ 1,321 ​ 12,092 Total adjustments ​ (1,353) ​ 8,062 NOI at our share ​ 277,279 ​ 318,492 Less: out-of-service NOI loss (3) (4) ​ (9,922) ​ (3,512) Operating Portfolio NOI (4) ​ 287,201 ​ 322,004 Non-same store NOI (4) (5) ​ 19,537 ​ 57,799 Same store NOI (4) (6) ​ $ 267,664 ​ $ 264,205 ​ ​ ​ ​ ​ ​ ​ Change in same store NOI ​ 1.3% ​ ​ ​ Number of properties in same store pool ​ 36 ​ ​ ​ (1) Adjustment to exclude deferred rent, above/below market lease amortization and lease incentive amortization.
Biggest changeThe decrease was substantially attributable to (i) lower occupancy and recovery revenue and higher utilities expense, partially offset by lower real estate taxes in our commercial portfolio and (ii) lower occupancy and higher operating expenses, partially offset by higher rents in our multifamily portfolio. 48 Table of Contents The following table reconciles net loss attributable to common shareholders to NOI at our share and same store NOI at our share: ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended December 31, ​ ​ ​ ​ 2025 ​ ​ ​ 2024 ​ ​ ​ ​ ​ ​ ​ Net loss attributable to common shareholders ​ $ (139,063) ​ $ (143,526) Net loss attributable to redeemable noncontrolling interests ​ (28,998) ​ (22,202) Net loss attributable to noncontrolling interests ​ ​ — ​ ​ (12,025) Net loss ​ ​ (168,061) ​ ​ (177,753) Add: ​ ​ ​ ​ ​ ​ Depreciation and amortization expense ​ 190,064 ​ 208,180 General and administrative expense: ​ ​ ​ ​ ​ ​ Corporate and other ​ 59,169 ​ 58,790 Third-party real estate services ​ 60,594 ​ 74,264 Transaction and other costs ​ 6,223 ​ 5,317 Interest expense ​ 142,037 ​ 134,068 (Gain) loss on the extinguishment of debt, net ​ 2,402 ​ (9,235) Impairment loss ​ ​ 65,847 ​ ​ 55,427 Income tax expense (benefit) ​ (3,830) ​ 762 Less: ​ ​ ​ ​ ​ ​ Third-party real estate services, including reimbursements revenue ​ 62,227 ​ 69,465 Loss from unconsolidated real estate ventures, net ​ (4,420) ​ (7,122) Interest and other income, net ​ 4,211 ​ 11,598 Gain (loss) on the sale of real estate, net ​ 46,633 ​ (2,753) Adjustments: ​ ​ ​ ​ ​ ​ NOI attributable to unconsolidated real estate ventures at our share ​ 4,162 ​ 6,808 Real estate venture partner’s share of NOI attributable to consolidated real estate ventures ​ (1,975) ​ — Non-cash rent adjustments (1) ​ 2,838 ​ (9,482) Other adjustments (2) ​ (687) ​ 1,321 Total adjustments ​ 4,338 ​ (1,353) NOI at our share ​ 250,132 ​ 277,279 Less: out-of-service NOI loss (3) (4) ​ (6,368) ​ (9,922) Operating Portfolio NOI (4) ​ 256,500 ​ 287,201 Non-same store NOI (4) (5) ​ 34,140 ​ 52,871 Same store NOI (4) (6) ​ $ 222,360 ​ $ 234,330 ​ ​ ​ ​ ​ ​ ​ Change in same store NOI ​ (5.1%) ​ ​ ​ Number of properties in same store pool ​ 33 ​ ​ ​ (1) Adjustment to exclude deferred rent, above/below market lease amortization/accretion and lease incentive amortization.
Loss on the sale of real estate of $2.8 million in 2024 was primarily due to the sale of North End Retail and Fort Totten Square, partially offset by the recognition of previously recorded contingent liabilities relieved in connection with the sale of Central Place Tower by one of our unconsolidated joint ventures.
Loss on the sale of real estate of $2.8 million in 2024 was primarily due to the sale of Fort Totten Square and North End Retail, partially offset by the recognition of previously recorded contingent liabilities relieved in connection with the sale of Central Place Tower by one of our unconsolidated joint ventures.
We believe FFO is a meaningful non-GAAP financial measure useful in comparing our levered operating performance from period-to-period and compared to similar real estate companies because FFO excludes real estate depreciation and amortization expense, which implicitly assumes that the value of real estate diminishes predictably over time rather than fluctuating based on market conditions, and other non-comparable income and expenses.
We believe FFO is a meaningful non-GAAP financial measure useful in comparing our levered operating performance from period-to-period and as compared to similar real estate companies because FFO excludes real estate depreciation and amortization expense, which implicitly assumes that the value of real estate diminishes predictably over time rather than fluctuating based on market conditions, and other non-comparable income and expenses.
Real Estate Description: Real estate is carried at cost, net of accumulated depreciation and amortization. As real estate is undergoing redevelopment activities, all property operating expenses directly associated with and attributable to the redevelopment, including interest expense, are capitalized to the extent that we believe such costs are recoverable through the value of the property.
Real Estate Description: Real estate is carried at cost, net of accumulated depreciation. As real estate is undergoing redevelopment activities, all property operating expenses directly associated with and attributable to the redevelopment, including interest expense, are capitalized to the extent that we believe such costs are recoverable through the value of the property.
Judgments and Uncertainties: We periodically evaluate the collectability of amounts due from tenants and recognize an adjustment to property rental revenue for accounts receivable and deferred rent receivable if we conclude it is not probable, we will collect the remaining lease payments under the lease agreements.
Judgments and Uncertainties: We periodically evaluate the collectability of amounts due from tenants and recognize an adjustment to property rental revenue for accounts receivable and deferred rent receivable if we conclude it is not probable that we will collect the remaining lease payments under the lease agreements.
(2) Adjustment to exclude commercial lease termination revenue, related party management fees, corporate entity activity and inter-segment activity. (3) Includes the results of our under-construction asset and assets in the development pipeline. (4) Represents amounts at our share.
(2) Adjustment to exclude commercial lease termination revenue, related party management fees, corporate entity activity and inter-segment activity. (3) Includes the results of our under-construction assets and assets in the development pipeline. (4) Represents amounts at our share.
With respect to the third-party real estate services business, we review revenue streams generated by this segment, excluding reimbursement revenue, as well as the expenses attributable to this segment at our proportionate share, calculated by excluding real estate services revenue from our interests in such real estate ventures.
With respect to the third-party real estate services business, we review revenue streams generated by this segment, excluding reimbursement revenue, as well as the expenses attributable to this segment at our proportionate share, calculated by excluding real estate services revenue from our interests in real estate ventures.
Based on the terms as of December 31, 2024, the interest rate for the credit facility varies based on a ratio of our total outstanding indebtedness to a valuation of certain real property and assets, and ranges (i) in the case of the revolving credit facility, from daily SOFR plus 1.40% to daily SOFR plus 1.85%, (ii) in the case of the Tranche A-1 Term Loan, from one-month term SOFR plus 1.15% to one-month term SOFR plus 1.75%, (iii) in the case of the Tranche A-2 Term Loan, from one-month term SOFR plus 1.25% to one-month term SOFR plus 1.80% and (iv) in the case of the 2023 Term Loan, from one-month term SOFR plus 1.25% to one-month term SOFR plus 1.80%.
Based on the terms as of December 31, 2025, the interest rate for the credit facility varies based on a ratio of our total outstanding indebtedness to a valuation of certain real property and assets, and ranges (i) in the case of the revolving credit facility, from daily SOFR plus 1.40% to daily SOFR plus 1.85%, (ii) in the case of the Tranche A-1 Term Loan, from one-month term SOFR plus 1.15% to one-month term SOFR plus 1.75%, (iii) in the case of the Tranche A-2 Term Loan, from one-month term SOFR plus 1.25% to one-month term SOFR plus 1.80% and (iv) in the case of the 2023 Term Loan, from one-month term SOFR plus 1.25% to one-month term SOFR plus 1.80%.
In keeping with our dedication to Placemaking, each new project is intended to contribute to an authentic and distinct neighborhood by creating a vibrant street environment with robust retail offerings and other amenities, including improved public spaces. To that end, we saw the delivery of two placemaking projects, Water Park and Surreal in 2023.
In keeping with our dedication to Placemaking, each new project is intended to contribute to an authentic and distinct neighborhood by creating a vibrant street environment with robust retail offerings and other amenities, including improved public spaces. To that end, we saw the delivery of two food and beverage Placemaking projects in 2023: Water Park and Surreal.
Sensitivity of Estimate to Change: While our methodology did not change in 2024, if our estimates of future cash flows, anticipated holding periods, asset strategy or fair values change, based on market conditions, anticipated selling prices or other factors, our evaluation of impairment losses may be different and such differences could be material to our consolidated financial statements.
Sensitivity of Estimate to Change: While our methodology did not change in 2025, if our estimates of future cash flows, anticipated holding periods, asset strategy or fair values change, based on market conditions, anticipated selling prices or other factors, our evaluation of impairment losses may be different and such differences could be material to our consolidated financial statements.
Sensitivity of Estimate to Change: While our methodology did not change in 2024, to the extent the estimates and assumptions in our discounted cash flow models used to value our buildings or our projections of land value change due to market conditions or other factors, our estimated fair values may be different and such differences could be material to our consolidated financial statements.
Sensitivity of Estimate to Change: While our methodology did not change in 2025, to the extent the estimates and assumptions in our discounted cash flow models used to value our buildings or our projections of land value change due to market conditions or other factors, our estimated fair values may be different and such differences could be material to our consolidated financial statements.
Sensitivity of Estimate to Change: While our methodology did not change in 2024, if our cash flow projections or our evaluation of qualitative factors change, based on market conditions or other factors, our evaluation of impairment losses may be different and such differences could be material to our consolidated financial statements.
Sensitivity of Estimate to Change: While our methodology did not change in 2025, if our cash flow projections or our evaluation of qualitative factors change, based on market conditions or other factors, our evaluation of impairment losses may be different and such differences could be material to our consolidated financial statements.
We use NOI internally as a performance measure and believe NOI and same store NOI provide useful information to investors regarding our financial condition and results of operations because it reflects only property related revenue (which includes base rent, tenant reimbursements and other operating revenue, net of free rent and payments associated with assumed lease liabilities) 51 Table of Contents less operating expenses and ground rent for operating leases, if applicable.
We use NOI internally as a performance measure and believe NOI and same store NOI provide useful information to investors regarding our financial condition and results of operations because it reflects only property related revenue (which includes base rent, tenant reimbursements and other operating revenue, net of free rent and payments associated with assumed lease liabilities) less operating expenses and ground rent for operating leases, if applicable.
Commitments and Contingencies Insurance We maintain general liability insurance with limits of $150.0 million per occurrence and in the aggregate, and property and rental value insurance coverage with limits of $1.0 billion per occurrence, with sub-limits for certain perils such as floods and earthquakes on each of our properties.
Commitments and Contingencies Insurance We maintain general liability insurance with limits of $102.0 million per occurrence and in the aggregate, and property and rental value insurance coverage with limits of $1.0 billion per occurrence, with sub-limits for certain perils such as floods and earthquakes on each of our properties.
Legal Proceedings In November 2023, the District of Columbia filed a lawsuit in the Superior Court of the District of Columbia against RealPage, Inc., a provider of revenue management systems, numerous multifamily rental companies, and 14 owners and/or operators of multifamily housing in the District of Columbia, including JBG Associates, L.L.C., one of our 59 Table of Contents subsidiaries, alleging that the defendants violated the District of Columbia Antitrust Act by unlawfully agreeing to use RealPage, Inc. revenue management systems and sharing sensitive data.
Legal Proceedings In November 2023, the District of Columbia filed a lawsuit in the Superior Court of the District of Columbia against RealPage, Inc., a provider of revenue management systems, numerous multifamily rental companies, and 14 owners and/or operators of multifamily housing in the District of Columbia, including JBG Associates, L.L.C., one of our subsidiaries, alleging that the defendants violated the District of Columbia Antitrust Act by unlawfully agreeing to use RealPage, Inc. revenue management systems and sharing sensitive data.
Estimated fair values are calculated based on the following information in order of preference, dependent upon availability: (i) pending or executed agreements, (ii) market prices for comparable properties or (iii) the sum of discounted cash flows.
Estimated fair values are calculated based on the following information in order of priority, dependent upon availability: (i) pending or executed agreements, (ii) market prices for comparable properties or (iii) the sum of discounted cash flows.
Soil, soil vapor and/or groundwater subsurface testing is conducted at our assets, when necessary, to further investigate any 60 Table of Contents conditions identified by the initial assessment that could reasonably be expected to pose a material concern to the property or result in us incurring material environmental liabilities as a result of redevelopment.
Soil, soil vapor and/or groundwater subsurface testing is conducted at our assets, when necessary, to further investigate any conditions identified by the initial assessment that could reasonably be expected to pose a material concern to the property or result in us incurring material environmental liabilities as a result of redevelopment.
The operations of current and former tenants at our assets have involved, or may have involved, the presence or use of hazardous substances or petroleum products or the generation of hazardous wastes, and indemnities in our lease agreements may not fully protect us from liability, if, for example, a tenant responsible for environmental non­compliance or contamination becomes insolvent.
The operations of current and former tenants at our assets have involved, or may have involved, the presence or use of hazardous substances or petroleum products or the generation of hazardous wastes, and indemnities in our lease agreements may not fully protect us from liability, if, for example, a tenant responsible for environmental noncompliance or contamination becomes insolvent.
An impairment exists when the carrying amount of an asset exceeds the sum of the undiscounted cash flows expected to result from the use and eventual disposition of the asset. Estimates of future cash flows are based on our current plans, anticipated holding periods and available market information at the time the analyses are prepared.
An impairment exists when the carrying amount of an asset exceeds the sum of the undiscounted cash flows expected to result from the use and eventual disposition of the 43 Table of Contents asset. Estimates of future cash flows are based on our current plans, anticipated holding periods and available market information at the time the analyses are prepared.
Discussions of the year-to-year comparisons between 2023 and 2022 can be found in "Management's Discussion and Analysis of Financial Condition and Results of Operations" in Part II, Item 7 of Annual Report on Form 10-K for the year ended December 31, 2023 , filed with the SEC on February 20, 2024.
Discussions of the year-to-year comparisons between 2024 and 2023 can be found in "Management's Discussion and Analysis of Financial Condition and Results of Operations" in Part II, Item 7 of Annual Report on Form 10-K for the year ended December 31, 2024 , filed with the SEC on February 18, 2025.
As disclosed in Note 21 to the consolidated financial statements, environmental liabilities totaled $17.5 million and $17.6 million as of December 31, 2024 and 2023, and are included in "Other liabilities, net" in our consolidated balance sheets.
As disclosed in Note 21 to the consolidated financial statements, environmental liabilities totaled $17.5 million as of December 31, 2025 and 2024, and are included in "Other liabilities, net" in our consolidated balance sheets.
The increase was primarily due to a $4.0 million increase in property operating expense from our multifamily assets and a $1.7 million increase in other property operating expense, partially offset by a $3.1 million decrease in property operating expense from our commercial assets.
The decrease was primarily due to a $7.7 million decrease in other property operating expense, partially offset by a $1.7 million increase in property operating expense from our commercial assets and a $1.1 million increase in property operating expense from our multifamily assets.
The cost to comply with such requirements may be significant and if we fail to comply with such requirements, we could be subject to significant fines. Moreover, environmental requirements have and may continue to become increasingly stringent, and our costs or operating restrictions may increase as a result.
The cost to comply with such requirements may be significant and if we fail to comply with such requirements, we could be subject to significant fines. Moreover, environmental requirements have and may continue to become increasingly stringent, and our costs or operating restrictions may increase as a result. 57 Table of Contents
We compete with many property owners and developers.
We compete with many property owners, investors and developers.
One-month term SOFR of 4.33% and daily SOFR of 4.49% was applied to loans, as applicable, which are variable (no hedge) or variable with an interest rate cap. Additionally, we assumed no additional borrowings on construction loans. (2) Excludes our proportionate share of unconsolidated real estate venture indebtedness. See additional information in Unconsolidated Real Estate Ventures section below.
One-month term SOFR of 3.69% and daily SOFR of 3.87% was applied to loans, as applicable, which are variable (no hedge) or variable with an interest rate cap. Additionally, we assumed no additional borrowings on construction loans. (2) Excludes our proportionate share of unconsolidated real estate venture indebtedness. See additional information in Unconsolidated Real Estate Ventures section below.
(2) Includes variable rate mortgage loans with interest rate cap agreements. For mortgage loans with interest rate caps, the weighted average interest rate cap strike was 3.36%, and the weighted average maturity date of the interest rate caps is the first quarter of 2026. The interest rate cap strike is exclusive of the credit spreads associated with the mortgage loans.
(2) Includes variable rate mortgage loans with interest rate cap agreements. For mortgage loans with interest rate caps, the weighted average interest rate cap strike was 3.18%, and the weighted average maturity date of the interest rate caps is the fourth quarter of 2026. The interest rate cap strike is exclusive of the credit spreads associated with the mortgage loans.
We exercise judgment in assessing the probability of collection and consider payment history, current credit status and economic outlook in making this determination.
We exercise judgment in assessing the 44 Table of Contents probability of collection and consider payment history, current credit status and economic outlook in making this determination.
(4) Excludes obligations related to construction or development contracts totaling $73.3 million since payments are only due upon satisfactory performance under the contracts.
(4) Excludes obligations related to construction or development contracts totaling $14.8 million since payments are only due upon satisfactory performance under the contracts.
Also excludes committed tenant-related obligations totaling $43.8 million ($43.5 million related to our consolidated entities and $309,000 related to our unconsolidated real estate ventures at our share) as timing and amounts of payments are uncertain and may only be due upon satisfactory performance of certain conditions. See Commitments and Contingencies section below for additional information.
Also excludes committed tenant-related obligations totaling $35.6 million ($33.1 million related to our consolidated entities and $2.5 million related to our unconsolidated real estate ventures at our share) as timing and amounts of payments are uncertain and may only be due upon satisfactory performance of certain conditions. See Commitments and Contingencies section below for additional information.
We have elected to be taxed as a REIT under sections 856-860 of the Code. Under those sections, a REIT which distributes at least 90% of its REIT taxable income as dividends to its shareholders each year and which meets certain other conditions will not be taxed on that portion of its taxable income which is distributed to its shareholders.
Under those sections, a REIT which distributes at least 90% of its REIT taxable income as dividends to its shareholders each year and which meets certain other conditions will not be taxed on that portion of its taxable income which is distributed to its shareholders.
Substantially all our assets are held by, and our operations are conducted through, JBG SMITH LP. We were organized for the purpose of receiving, via the spin-off on July 17, 2017, substantially all the assets and liabilities of Vornado's Washington, D.C. segment. On July 18, 2017, we acquired the management business and certain assets and liabilities of JBG.
Substantially all our assets are held by, and our operations are conducted through, JBG SMITH LP. 39 Table of Contents We were organized for the purpose of receiving, via the spin-off on July 17, 2017, substantially all the assets and liabilities of Vornado's Washington, D.C. segment.
The interest rate for the revolving credit facility excludes a 0.20% and 0.15% facility fee as of December 31, 2024 and 2023. (2) As of December 31, 2024, daily SOFR was 4.49%. As of December 31, 2024 and 2023, letters of credit with an aggregate face amount of $15.2 million and $467,000 were outstanding under our revolving credit facility.
The interest rate for the revolving credit facility excludes a 0.20% facility fee. (2) As of December 31, 2025, daily SOFR was 3.87%. As of December 31, 2025 and 2024, letters of credit with an aggregate face amount of $4.8 million and $15.2 million were outstanding under our revolving credit facility.
(6) As of December 31, 2024, the interest rate swap fixed SOFR at an interest rate of 4.01% through the maturity date. Common Shares Repurchased Our Board of Trustees previously authorized the repurchase of up to $1.5 billion of our outstanding common shares. In February 2025, our Board of Trustees increased our common share repurchase authorization to $2.0 billion.
(6) The interest rate swap fixes SOFR at an interest rate of 4.01% through the maturity date. 52 Table of Contents Common Shares Repurchased Our Board of Trustees previously authorized the repurchase of up to $1.5 billion of our outstanding common shares. In February 2025, our Board of Trustees increased our common share repurchase authorization to $2.0 billion.
In December 2024, in connection with the sale of 2101 L Street, the lender of the related $120.9 million mortgage loan accepted the proceeds from the sale and $6.7 million of cash as repayment of the mortgage loan.
In February 2025, in connection with the sale of 8001 Woodmont, we repaid the related $99.7 million mortgage loan. In December 2024, in connection with the sale of 2101 L Street, the lender of the related $120.9 million mortgage loan accepted the proceeds from the sale and $6.7 million of cash as repayment of the mortgage loan.
Sensitivity of Estimate to Change: If the probability of collection changes, due to tenant creditworthiness, changes to tenant payment patterns or economic trends, our evaluation of collectability may be different and such differences could be material to our consolidated financial statements.
Sensitivity of Estimate to Change: If the probability of collection changes, due to tenant creditworthiness, changes to tenant payment patterns or economic trends, our evaluation of collectability may be different and such differences could be material to our consolidated financial statements. Recent Accounting Pronouncements See Note 2 to the consolidated financial statements for a description of recent accounting pronouncements.
Material Cash Requirements Our material cash requirements for the next 12 months and beyond are to fund: ● normal recurring expenses; ● debt service and principal repayment obligations, including balloon payments on maturing mortgage debt — As of December 31, 2024, we had maturities totaling $340.7 million ($307.7 million related to our consolidated entities and $33.0 million related to an unconsolidated real estate venture at our share) scheduled to mature in 2025; ● capital expenditures, including major renovations, tenant improvements and leasing costs — As of December 31, 2024, we had committed tenant-related obligations totaling $43.8 million ($43.5 million related to our consolidated entities and $309,000 related to our unconsolidated real estate ventures at our share); ● development expenditures — As of December 31, 2024, we had one asset under construction and started construction on a new amenity hub at 2011 Crystal Drive that, based on our current plans and estimates, require an additional $73.3 million to complete, which we anticipate will be primarily expended over the next year; ● dividends to shareholders and distributions to holders of OP Units and LTIP Units — On December 16, 2024, our Board of Trustees declared a quarterly dividend of $0.175 per common share that was paid on January 14, 2025; ● possible common share repurchases — During the first quarter of 2025, through February 14, 2025, we repurchased and retired 2.1 million common shares for $32.3 million; and ● possible acquisitions of properties, either directly or indirectly through the acquisition of equity interests.
Material Cash Requirements Our material cash requirements for the next 12 months and beyond are to fund: ● normal recurring expenses; ● debt service and principal repayment obligations, including balloon payments on maturing mortgage debt — As of December 31, 2025, we had maturities totaling $164.9 million related to our consolidated entities scheduled to mature in 2026; ● capital expenditures, including major renovations, tenant improvements and leasing costs — As of December 31, 2025, we had committed tenant-related obligations totaling $35.6 million ($33.1 million related to our consolidated entities and $2.5 million related to our unconsolidated real estate ventures at our share); ● development expenditures — As of December 31, 2025, we have remaining commitments related to Valen, a recently completed multifamily asset, and we are building a new amenity hub at 2011 Crystal Drive that together, based on our current plans and estimates, require an additional $14.8 million to complete, which we anticipate will be primarily expended during the first half of 2026; ● dividends to shareholders and distributions to holders of OP Units and LTIP Units — On December 16, 2025, our Board of Trustees declared a quarterly dividend of $0.175 per common share that was paid on January 13, 2026; ● possible common share repurchases — In 2026, through February 13, 2026, we repurchased and retired 647,843 common shares for $10.6 million; and ● possible acquisitions of properties, either directly or indirectly through the acquisition of equity interests.
We expect to satisfy these requirements using one or more of the following: ● cash and cash equivalents — As of December 31, 2024, we had cash and cash equivalents of $145.8 million; ● cash flows from operations; ● distributions from real estate ventures; ● borrowing capacity under our current revolving credit facility — As of December 31, 2024, we had $649.8 million of availability under our revolving credit facility; ● proceeds from financings, joint venture capital, asset sales and recapitalizations; and ● proceeds from the issuance of securities.
We expect to satisfy these requirements using one or more of the following: ● cash and cash equivalents — As of December 31, 2025, we had cash and cash equivalents of $75.3 million; ● cash flows from operations; ● distributions from real estate ventures; ● borrowing capacity under our current revolving credit facility — As of December 31, 2025, we had $540.2 million of undrawn capacity under our revolving credit facility; 53 Table of Contents ● proceeds from financings, joint venture capital, asset sales and recapitalizations; and ● proceeds from the issuance of securities.
We consider an accounting estimate to be critical if changes in the estimate could have a material impact on our consolidated results of operations or financial condition. 46 Table of Contents Our significant accounting policies are fully described in Note 2 to the consolidated financial statements; however, the most critical accounting estimates, which involve the use of judgments as to future uncertainties and, therefore, may result in actual amounts that differ from estimates, are as follows: Asset Acquisitions Description: We account for asset acquisitions, which includes the consolidation of previously unconsolidated real estate ventures, at cost, including transaction costs, plus the fair value of any assumed debt.
Our significant accounting policies are fully described in Note 2 to the consolidated financial statements; however, the most critical accounting estimates, which involve the use of judgments as to future uncertainties and, therefore, may result in actual amounts that differ from estimates, are as follows: Asset Acquisitions Description: We account for asset acquisitions, which includes the consolidation of previously unconsolidated real estate ventures, at cost, including transaction costs, plus the fair value of any assumed debt.
Acquisitions are moved into the same store pool once we have owned the property for the entirety of the comparable periods and the property is not under significant development or redevelopment. Same store NOI increased by $3.5 million, or 1.3%, to $267.7 million for the year ended December 31, 2024 from $264.2 million for the year ended December 31, 2023.
Acquisitions are moved into the same store pool once we have owned the property for the entirety of the comparable periods and the property is not under significant development or redevelopment. Same store NOI decreased by $12.0 million, or 5.1%, to $222.4 million for the year ended December 31, 2025 from $234.3 million for the year ended December 31, 2024.
We have the option to increase the $750.0 million revolving credit facility or add term loans up to $500.0 million. The revolving credit facility has two six-month extension options, and the Tranche A-1 Term Loan has one remaining one-year extension option.
We have the option to increase the $750.0 million revolving credit facility or add term loans up to $500.0 million. The revolving credit facility has two six-month extension options.
Overview As of December 31, 2024, our Operating Portfolio consisted of 38 operating assets comprising 16 multifamily assets totaling 6,781 units (6,781 units at our share), 20 commercial assets totaling 6.7 million square feet (6.3 million square feet at our share) and two wholly owned land assets for which we are the ground lessor.
Overview As of December 31, 2025, our Operating Portfolio consisted of 39 operating assets comprising 15 multifamily assets totaling 6,519 units (6,333 units at our share), 22 commercial assets totaling 7.3 million square feet (6.9 million square feet at our share) and two wholly owned land assets for which we are the ground lessor .
The decrease was primarily due to lower compensation expenses. 54 Table of Contents Liquidity and Capital Resources Property rental revenue is our primary source of operating cash flow and depends on many factors including occupancy levels and rental rates, as well as our tenants' ability to pay rent.
The decrease was primarily due to lower compensation expenses related to a decline in the number of third-party management contracts and lower professional fees. Liquidity and Capital Resources Property rental revenue is our primary source of operating cash flow and depends on many factors including occupancy levels and rental rates, as well as our tenants' ability to pay rent.
Summary of Cash Flows The following summary discussion of our cash flows is based on our consolidated statements of cash flows and is not meant to be an all-inclusive discussion of the changes in our cash flows: ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended December 31, ​ 2024 2023 ​ ​ (In thousands) Net cash provided by operating activities ​ $ 129,393 ​ $ 183,372 Net cash provided by (used in) investing activities ​ 144,155 ​ (98,179) Net cash used in financing activities ​ (290,797) ​ (158,825) ​ Cash Flows for the Year Ended December 31, 2024 Cash and cash equivalents, and restricted cash decreased $17.2 million to $183.2 million as of December 31, 2024, compared to $200.4 million as of December 31, 2023.
Summary of Cash Flows The following summary discussion of our cash flows is based on our consolidated statements of cash flows and is not meant to be an all-inclusive discussion of the changes in our cash flows: ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended December 31, ​ ​ ​ ​ 2025 ​ ​ ​ 2024 ​ ​ (In thousands) Net cash provided by operating activities ​ $ 73,257 ​ $ 129,393 Net cash provided by investing activities ​ 357,315 ​ 144,155 Net cash used in financing activities ​ (510,474) ​ (290,797) ​ Cash Flows for the Year Ended December 31, 2025 Cash and cash equivalents, and restricted cash decreased $79.9 million to $103.3 million as of December 31, 2025, compared to $183.2 million as of December 31, 2024.
While we intend to vigorously defend against this lawsuit, given the current stage of the District of Columbia’s lawsuit, we are unable to predict the outcome or estimate the amount of loss, if any, that may result from the lawsuit.
The District of Columbia is seeking monetary damages, equitable relief, attorneys’ fees, interest, and costs. While we intend to vigorously defend against this lawsuit, given the current stage of the District of Columbia’s lawsuit, we are unable to predict the outcome or estimate the amount of loss, if any, that may result from the lawsuit.
Judgments and Uncertainties: On a periodic basis, we evaluate our investments in unconsolidated real estate ventures for impairment. An investment in a real estate venture is considered impaired if we determine that its fair value is less than the net carrying value of the investment in that real estate venture on an other-than-temporary basis.
An investment in a real estate venture is considered impaired if we determine that its fair value is less than the net carrying value of the investment in that real estate venture on an other-than-temporary basis.
See Note 19 to the consolidated financial statements for additional information. 55 Table of Contents Revolving Credit Facility and Term Loans As of December 31, 2024, our unsecured revolving credit facility and term loans totaling $1.5 billion consisted of a $750.0 million revolving credit facility maturing in June 2027, a $200.0 million Tranche A-1 Term Loan maturing in January 2026, as extended in September 2024, a $400.0 million Tranche A-2 Term Loan maturing in January 2028 and a $120.0 million 2023 Term Loan maturing in June 2028.
Revolving Credit Facility and Term Loans As of December 31, 2025 and 2024, our unsecured revolving credit facility and term loans totaling $1.5 billion consisted of a $750.0 million revolving credit facility maturing in June 2027, a $200.0 million Tranche A-1 Term Loan maturing in January 2027, as extended in January 2026, a $400.0 million Tranche A-2 Term Loan maturing in January 2028 and a $120.0 million 2023 Term Loan maturing in June 2028.
During the fourth quarter of 2024, we increased effective rents, which represent the average change in rental rates versus expiring rental rates net of concessions, by 0.8% for new leases and 4.6% upon renewal while achieving a 60.0% renewal rate across our portfolio.
During 2025, effective rents, which represent the average change in rental rates versus expiring rental rates net of concessions, decreased by 1.1% for new leases and increased by 5.0% upon renewal while achieving a 56.2% renewal rate across our portfolio.
With the objective of ultimately reducing our competitive office inventory in National Landing, we expect to help foster a healthier long-term office market while repurposing older, underutilized buildings for redevelopment or conversion to multifamily housing, hospitality or other complimentary uses that will support a vibrant mixed-use environment.
We expect to help foster a healthier long-term office market by repurposing older, underutilized buildings for redevelopment or conversion to multifamily housing, hospitality or other complimentary uses that will support a vibrant mixed-use environment.
The following is a summary of amounts outstanding under the revolving credit facility and term loans: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Effective ​ December 31, ​ Interest Rate (1) 2024 2023 ​ ​ ​ ​ (In thousands) Revolving credit facility (2) (3) 5.98% ​ $ 85,000 ​ $ 62,000 ​ ​ ​ ​ ​ ​ ​ ​ ​ Tranche A-1 Term Loan (4) 5.34% ​ $ 200,000 ​ $ 200,000 Tranche A-2 Term Loan (5) 4.20% ​ 400,000 ​ 400,000 2023 Term Loan (6) ​ 5.41% ​ ​ 120,000 ​ ​ 120,000 Term loans ​ ​ 720,000 ​ 720,000 Unamortized deferred financing costs, net ​ ​ (2,147) ​ (2,828) Term loans, net ​ ​ ​ $ 717,853 ​ $ 717,172 (1) Effective interest rate as of December 31, 2024.
The following table summarizes amounts outstanding under the revolving credit facility and term loans: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Effective ​ December 31, ​ ​ ​ ​ Interest Rate (1) ​ ​ ​ 2025 ​ ​ ​ 2024 ​ ​ ​ ​ (In thousands) Revolving credit facility (2) (3) 5.46% ​ $ 205,000 ​ $ 85,000 ​ ​ ​ ​ ​ ​ ​ ​ ​ Tranche A-1 Term Loan (4) 5.44% ​ $ 200,000 ​ $ 200,000 Tranche A-2 Term Loan (5) 4.30% ​ 400,000 ​ 400,000 2023 Term Loan (6) ​ 5.51% ​ ​ 120,000 ​ ​ 120,000 Term loans ​ ​ 720,000 ​ 720,000 Unamortized deferred financing costs, net ​ ​ (1,592) ​ (2,147) Term loans, net ​ ​ ​ $ 718,408 ​ $ 717,853 (1) Effective interest rate as of December 31, 2025.
Impairment loss of $90.2 million in 2023 was related to 2101 L Street, 2100 Crystal Drive, 2200 Crystal Drive and a development parcel, which were written down to their estimated fair value. FFO FFO is a non-GAAP financial measure computed in accordance with the definition established by Nareit in the Nareit FFO White Paper - 2018 Restatement.
Impairment loss of $55.4 million in 2024 was related to 1901 South Bell Street, 2101 L Street, 8001 Woodmont and two development parcels, which were written down to their estimated fair value. FFO FFO is a non-GAAP financial measure computed in accordance with the definition established by Nareit in the Nareit FFO White Paper - 2018 Restatement.
As of December 31, 2024, we had no debt principal payment guarantees related to our consolidated real estate assets.
As of December 31, 2025, we had no principal payment guarantees related to our unconsolidated real estate ventures.
Environmental Matters Under various federal, state and local laws, ordinances and regulations, a current or former owner or operator of real estate may be liable for conducting or paying for the costs of the investigation, removal or remediation of certain hazardous or toxic substances or petroleum products on, under or from that real estate.
As of December 31, 2025, we had no debt principal payment guarantees related to our consolidated real estate assets. 56 Table of Contents Environmental Matters Under various federal, state and local laws, ordinances and regulations, a current or former owner or operator of real estate may be liable for conducting or paying for the costs of the investigation, removal or remediation of certain hazardous or toxic substances or petroleum products on, under or from that real estate.
We evaluate development, disposition, share repurchases and other investment decisions based on how they may impact long-term NAV per share. We intend to continue to opportunistically sell or recapitalize assets (which may be multifamily, commercial and/or retail assets) as well as land sites where a ground lease or joint venture execution may represent the most attractive path to maximizing value.
We intend to continue to opportunistically sell or recapitalize assets (which may be multifamily, commercial and/or retail assets) as well as land sites where a ground lease or joint venture execution may represent the most attractive path to maximizing value.
Non-cash income adjustments of $293.1 million primarily include depreciation and amortization expense, impairment loss, share-based compensation expense, deferred rent and gain on extinguishment of debt.
Non-cash income adjustments of $296.4 million primarily include depreciation and amortization expense, impairment loss, share-based compensation expense, deferred rent and amortization of lease incentives.
Depreciation and amortization expense decreased by $2.0 million, or 1.0%, to $208.2 million in 2024 from $210.2 million in 2023.
Depreciation and amortization expense decreased by $18.1 million, or 8.7%, to $190.1 million in 2025 from $208.2 million in 2024.
During the year ended December 31, 2024, we repurchased and retired 10.9 million common shares for $170.7 million, a weighted average purchase price per share of $15.60. During the year ended December 31, 2023, we repurchased and retired 22.6 million common shares for $335.3 million, a weighted average purchase price per share of $14.83.
During the year ended December 31, 2025, we repurchased and retired 26.8 million common shares for $443.1 million, a weighted average purchase price per share of $16.52. During the year ended December 31, 2024, we repurchased and retired 10.9 million common shares for $170.5 million, a weighted average purchase price per share of $15.60.
Operating Results Highlights of operating results for the year ended December 31, 2024 included: ● net loss attributable to common shareholders of $143.5 million, or $1.65 per diluted common share, compared to $80.0 million, or $0.78 per diluted common share, for 2023; ● third-party real estate services revenue, including reimbursements, of $69.5 million compared to $92.1 million for 2023; ● in-service operating multifamily portfolio leased and occupied percentages (1) at our share of 96.2% and 94.8% compared to 96.0% and 94.7% as of December 31, 2023; ● operating commercial portfolio leased and occupied percentages at our share of 78.6% and 76.5% compared to 86.3% and 84.9% as of December 31, 2023; ● the leasing of 614,000 square feet at our share, at an initial rent (2) of $46.79 per square foot and a GAAP-basis weighted average rent per square foot (3) of $47.53; and 45 Table of Contents ● an increase in same store (4) NOI of 1.3% to $267.7 million compared to $264.2 million for 2023.
We have 4.9 million square feet (3.6 million square feet at our share) of estimated potential development density in our development pipeline and intend to seek joint venture capital to fund these developments as market conditions permit. 41 Table of Contents Operating Results Highlights of operating results for the year ended December 31, 2025 included: ● net loss attributable to common shareholders of $139.1 million, or $2.09 per diluted common share, compared to $143.5 million, or $1.65 per diluted common share, for 2024; ● third-party real estate services revenue, including reimbursements, of $62.2 million compared to $69.5 million for 2024; ● same-store multifamily portfolio leased and occupied percentages (1) at our share of 91.8% and 90.4% compared to 96.3% and 94.8% as of December 31, 2024; ● operating commercial portfolio leased and occupied percentages at our share of 77.5% and 75.1% compared to 78.6% and 76.5% as of December 31, 2024; ● the leasing of 723,000 square feet at our share, at an initial rent (2) of $47.73 per square foot and a GAAP-basis weighted average rent per square foot (3) of $46.92; and ● a decrease in same store (4) NOI of 5.1% to $222.4 million compared to $234.3 million for 2024.
The following is a summary of our third-party real estate services business at our share: ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended December 31, ​ ​ 2024 2023 ​ ​ (In thousands, at our share) Property management fees ​ $ 16,138 ​ $ 18,983 Asset management fees ​ 4,088 ​ 4,925 Development fees ​ 2,573 ​ 10,253 Leasing fees ​ 3,757 ​ 5,538 Construction management fees ​ 1,210 ​ 1,383 Other service revenue ​ 5,038 ​ 4,840 Third-party real estate services revenue, excluding reimbursements ​ 32,804 ​ 45,922 Third-party real estate services expenses, excluding reimbursements ​ 36,836 ​ 42,403 Net third-party real estate services, excluding reimbursements ​ $ (4,032) ​ $ 3,519 Third-party real estate services revenue, excluding reimbursements, decreased by $13.1 million, or 28.6%, to $32.8 million in 2024 from $45.9 million in 2023.
The following table summarizes our third-party real estate services business at our share: ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended December 31, ​ ​ 2025 ​ ​ ​ 2024 ​ ​ ​ ​ ​ ​ ​ Property management fees ​ $ 13,423 ​ $ 16,138 Asset management fees ​ 3,461 ​ 4,088 Development fees ​ 1,755 ​ 2,573 Leasing fees ​ 2,879 ​ 3,757 Construction management fees ​ 1,111 ​ 1,210 Other service revenue ​ 4,125 ​ 5,038 Third-party real estate services revenue, excluding reimbursements ​ 26,754 ​ 32,804 Third-party real estate services expenses, excluding reimbursements ​ 24,228 ​ 36,836 Net third-party real estate services, excluding reimbursements ​ $ 2,526 ​ $ (4,032) 50 Table of Contents Third-party real estate services revenue, excluding reimbursements, decreased by $6.1 million, or 18.4%, to $26.8 million in 2025 from $32.8 million in 2024.
(4) Includes the results of the properties that are owned, operated and in-service for the entirety of both periods being compared except for properties for which significant redevelopment, renovation or repositioning occurred during either of the periods being compared.
(4) Includes the results of the properties that are owned, operated and in-service for the entirety of both periods being compared, excluding assets for which significant redevelopment, renovation or repositioning occurred during either of the periods being compared. Additionally, investing and financing activity during the year ended December 31, 2025 included: ● the acquisition of Tysons Dulles Plaza.
As of December 31, 2024 and 2023, we had various interest rate swap and cap agreements on certain of our mortgage loans with an aggregate notional value of $1.4 billion and $1.7 billion.
As of December 31, 2025 and 2024, we had various interest rate swap and cap agreements on certain of our mortgage loans with an aggregate notional value of $756.0 million and $1.4 billion. See Note 19 to the consolidated financial statements for additional information.
Net cash provided by operating activities of $129.4 million primarily comprised: (i) $118.1 million of net income (before $293.1 million of non-cash items and $2.8 million of loss on the sale of real estate), (ii) $1.9 million of return on capital from unconsolidated real estate ventures and (iii) $9.4 million of net change in operating assets and liabilities.
Net cash provided by operating activities of $73.3 million comprised: (i) $81.7 million of net income (before $296.4 million of non-cash items and $46.6 million of gain on the sale of real estate) and (ii) $1.5 million of return on capital from unconsolidated real estate ventures, partially offset by (iii) $10.0 million of net change in operating assets and liabilities.
The increase in revenue from our multifamily assets was primarily due to a $9.9 million increase related to The Grace and Reva, and higher rents and lower concessions across the portfolio, partially offset by an $11.7 million decrease related to the Disposed Properties.
The decrease in revenue from our multifamily assets was primarily due to a $32.4 million decrease related to the Disposed 45 Table of Contents Properties and lower occupancy across the portfolio, partially offset by a $21.0 million increase related to the continued lease up of The Grace, Reva, The Zoe and Valen, and higher rents across the portfolio.
Additionally, in 2024, we started construction on a new office amenity hub at 2011 Crystal Drive that, along with a repositioning of the asset itself, brings a large scale externally managed meeting and conference facility, two elevated food and beverage offerings, and an activated public lobby. 44 Table of Contents Outlook A fundamental component of our strategy to maximize long-term NAV per share is thoughtful capital allocation.
Finally, in the first half of 2026, we expect to complete construction on a new office amenity hub at 2011 Crystal Drive that, along 40 Table of Contents with a repositioning of the asset itself, brings to National Landing a large-scale externally managed meeting and conference facility, two elevated food and beverage offerings, and an activated public lobby.
The decrease was primarily due to a $7.7 million decrease in development fees related to the timing of development projects, a $2.8 million decrease in property management fees and a $1.8 million decrease in leasing fees. Third-party real estate services expenses, excluding reimbursements, decreased by $5.6 million, or 13.1%, to $36.8 million in 2024 from $42.4 million in 2023.
The decrease was primarily due to a $2.7 million decrease in property management fees, a $913,000 decrease in other service revenue, an $878,000 decrease in leasing fees and an $818,000 decrease in development fees. Third-party real estate services expenses, excluding reimbursements, decreased by $12.6 million, or 34.2%, to $24.2 million in 2025 from $36.8 million in 2024.
The increase in property operating expense from our multifamily assets was primarily due to a $5.4 million increase related to The Grace and Reva, and higher operating expenses due to higher repairs and maintenance expenses across the portfolio, partially offset by a $3.5 million decrease related to the Disposed Properties and a $2.7 million decrease related to 8001 Woodmont primarily due to legal expenses incurred in 2023.
The increase in property operating expense from our multifamily assets was primarily due to a $5.6 million increase related to the continued lease up of The Grace, Reva, The Zoe and Valen, and higher operating expenses primarily related to repairs and maintenance and utilities, partially offset by a $9.8 million decrease related to the Disposed Properties.
(4) As of December 31, 2024, the interest rate swaps fixed SOFR at a weighted average interest rate of 4.00% through the extended maturity date of January 2027. (5) As of December 31, 2024, the interest rate swaps fixed SOFR at a weighted average interest rate of 2.81% through the maturity date.
(5) The interest rate swaps fix SOFR at a weighted average interest rate of 2.81% through the maturity date.
We continue to implement our comprehensive plan to reposition our holdings in National Landing by executing a broad array of Placemaking strategies. Our Placemaking includes the delivery of new multifamily assets, the delivery of redeveloped and new office assets subject to demand therefor, amenity retail, and thoughtful improvements to the streetscape, sidewalks, parks and other outdoor gathering spaces.
Our Placemaking includes the delivery of new multifamily assets; subject to demand therefore, the delivery of redeveloped and new office assets; amenity retail; and thoughtful improvements to the streetscape, sidewalks, parks and other outdoor gathering spaces.
Comparison of the Year Ended December 31, 2024 to 2023 The following summarizes certain line items from our consolidated statements of operations that we believe are important in understanding our operations and/or those items which significantly changed in the year ended December 31, 2024 compared to the same period in 2023: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended December 31, ​ 2024 2023 % Change ​ (Dollars in thousands) Property rental revenue ​ $ 456,950 ​ $ 483,159 (5.4) % Third-party real estate services revenue, including reimbursements ​ 69,465 ​ 92,051 (24.5) % Depreciation and amortization expense ​ 208,180 ​ 210,195 (1.0) % Property operating expense ​ 146,609 ​ 144,049 1.8 % Real estate taxes expense ​ 52,606 ​ 57,668 (8.8) % General and administrative expense: ​ ​ ​ ​ ​ ​ ​ ​ ​ Corporate and other ​ 58,790 ​ 54,838 7.2 % Third-party real estate services ​ 74,264 ​ 88,948 (16.5) % Loss from unconsolidated real estate ventures, net ​ 7,122 ​ 26,999 (73.6) % Interest and other income, net ​ 11,598 ​ 15,781 (26.5) % Interest expense ​ 134,068 ​ 108,660 23.4 % Gain (loss) on the sale of real estate, net ​ (2,753) ​ 79,335 (103.5) % Gain (loss) on extinguishment of debt ​ ​ 9,235 ​ ​ (450) ​ * ​ Impairment loss ​ ​ 55,427 ​ ​ 90,226 ​ (38.6) % * Not meaningful.
Comparison of the Year Ended December 31, 2025 to 2024 The following table summarizes certain line items from our consolidated statements of operations that we believe are important in understanding our operations and/or those items which significantly changed in the year ended December 31, 2025 compared to the same period in 2024: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended December 31, ​ ​ ​ ​ 2025 ​ ​ ​ 2024 ​ ​ ​ % Change ​ (Dollars in thousands) Property rental revenue ​ $ 416,801 ​ $ 456,950 (8.8) % Third-party real estate services revenue, including reimbursements ​ 62,227 ​ 69,465 (10.4) % Depreciation and amortization expense ​ 190,064 ​ 208,180 (8.7) % Property operating expense ​ 141,714 ​ 146,609 (3.3) % Real estate taxes expense ​ 48,863 ​ 52,606 (7.1) % General and administrative expense: ​ ​ ​ ​ ​ ​ ​ ​ ​ Corporate and other ​ 59,169 ​ 58,790 0.6 % Third-party real estate services ​ 60,594 ​ 74,264 (18.4) % Interest expense ​ 142,037 ​ 134,068 5.9 % Gain (loss) on the sale of real estate, net ​ 46,633 ​ (2,753) * ​ Impairment loss ​ ​ 65,847 ​ ​ 55,427 ​ 18.8 % * Not meaningful.
The following is the reconciliation of net income (loss) attributable to common shareholders, the most directly comparable GAAP measure, to FFO: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended December 31, ​ 2024 2023 ​ 2022 ​ (In thousands) Net income (loss) attributable to common shareholders $ (143,526) ​ $ (79,978) ​ $ 85,371 Net income (loss) attributable to redeemable noncontrolling interests (22,202) ​ (10,596) ​ 13,244 Net income (loss) attributable to noncontrolling interests (12,025) ​ (1,135) ​ 371 Net income (loss) (177,753) ​ (91,709) ​ 98,986 (Gain) loss on the sale of real estate, net of tax 1,541 ​ (79,335) ​ (158,769) Gain on the sale of unconsolidated real estate assets (480) ​ (411) ​ (6,797) Real estate depreciation and amortization 201,510 ​ 203,269 ​ 204,752 Real estate impairment loss ​ 37,191 ​ ​ 90,226 ​ ​ — Impairment related to unconsolidated real estate ventures (1) — ​ 28,598 ​ ​ 19,286 Pro rata share of real estate depreciation and amortization from unconsolidated real estate ventures 3,978 ​ 11,545 ​ 21,169 FFO attributable to noncontrolling interests — ​ 1,024 ​ (735) FFO attributable to OP Units 65,987 ​ 163,207 ​ 177,892 FFO attributable to redeemable noncontrolling interests (10,361) ​ (22,820) ​ (21,846) FFO attributable to common shareholders $ 55,626 ​ $ 140,387 ​ $ 156,046 (1) Related to decreases in the value of the underlying real estate assets.
The following table reconciles net loss attributable to common shareholders, the most directly comparable GAAP measure, to FFO: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended December 31, ​ 2025 ​ ​ ​ 2024 ​ 2023 ​ (In thousands) Net loss attributable to common shareholders $ (139,063) ​ $ (143,526) ​ $ (79,978) Net loss attributable to redeemable noncontrolling interests (28,998) ​ (22,202) ​ (10,596) Net loss attributable to noncontrolling interests — ​ (12,025) ​ (1,135) Net loss (168,061) ​ (177,753) ​ (91,709) (Gain) loss on the sale of real estate, net of tax (46,633) ​ 1,541 ​ (79,335) Pro rata share of gain on the sale of unconsolidated real estate assets, net of tax (1,570) ​ (480) ​ (411) Real estate depreciation and amortization 186,608 ​ 201,510 ​ 203,269 Real estate impairment loss ​ 36,584 ​ ​ 37,191 ​ ​ 90,226 Impairment related to unconsolidated real estate ventures — ​ — ​ ​ 28,598 Pro rata share of real estate depreciation and amortization from unconsolidated real estate ventures 3,326 ​ 3,978 ​ 11,545 FFO attributable to redeemable noncontrolling interests in consolidated real estate ventures ​ (1,786) ​ ​ — ​ ​ — FFO attributable to noncontrolling interests in consolidated real estate ventures — ​ — ​ 1,024 FFO attributable to OP Units 8,468 ​ 65,987 ​ 163,207 FFO attributable to redeemable noncontrolling interests (1,893) ​ (10,361) ​ (22,820) FFO attributable to common shareholders $ 6,575 ​ $ 55,626 ​ $ 140,387 ​ 47 Table of Contents NOI and Same Store NOI NOI and same store NOI are non-GAAP financial measures management uses to assess an asset's performance.
We measure and evaluate the performance of our operating segments, with the exception of the third-party real estate services business, based on NOI at our share, which includes our proportionate share of revenue and expenses attributable to real estate ventures. 53 Table of Contents The following is a summary of NOI at our share for our multifamily and commercial segments: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended December 31, 2024 ​ Year Ended December 31, 2023 ​ Multifamily Commercial Multifamily Commercial ​ (In thousands, at our share) Property rental revenue ​ $ 214,431 ​ $ 230,039 ​ $ 205,061 ​ $ 285,652 Other property revenue ​ ​ 3,677 ​ ​ 17,517 ​ ​ 8,068 ​ ​ 19,106 Total property revenue ​ 218,108 ​ 247,556 ​ 213,129 ​ 304,758 Property expense: ​ ​ ​ ​ ​ Real estate taxes ​ 22,197 ​ 27,103 ​ 21,924 ​ 37,698 Payroll ​ ​ 16,347 ​ ​ 13,293 ​ ​ 19,060 ​ ​ 15,245 Utilities ​ ​ 15,337 ​ ​ 14,311 ​ ​ 14,905 ​ ​ 16,949 Repairs and maintenance ​ ​ 22,396 ​ ​ 22,088 ​ ​ 15,978 ​ ​ 24,043 Other property operating ​ ​ 11,612 ​ ​ 17,733 ​ ​ 11,862 ​ ​ 20,616 Total property expense ​ 87,889 ​ 94,528 ​ 83,729 ​ 114,551 NOI from reportable segments ​ $ 130,219 ​ $ 153,028 ​ $ 129,400 ​ $ 190,207 ​ Comparison of the Year Ended December 31, 2024 to 2023 Multifamily: Property revenue at our share increased by $5.0 million, or 2.3%, to $218.1 million in 2024 from $213.1 million in 2023.
We measure and evaluate the performance of our operating segments, with the exception of the third-party real estate services business, based on NOI at our share, which includes our proportionate share of revenue and expenses attributable to real estate ventures. 49 Table of Contents The following table summarizes NOI at our share for our multifamily and commercial segments: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Multifamily ​ ​ Commercial ​ ​ ​ Year Ended December 31, ​ ​ ​ 2025 ​ 2024 ​ % Change ​ ​ 2025 ​ 2024 ​ % Change ​ ​ (Dollars in thousands, at our share) ​ Property rental revenue ​ $ 203,096 ​ $ 214,431 ​ (5.3) % ​ $ 210,467 ​ $ 230,039 ​ (8.5) % Other property revenue ​ ​ 2,841 ​ ​ 3,677 ​ (22.7) % ​ ​ 16,776 ​ ​ 17,517 ​ (4.2) % Total property revenue ​ 205,937 ​ 218,108 ​ (5.6) % ​ 227,243 ​ 247,556 ​ (8.2) % Property expense: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Real estate taxes ​ 23,106 ​ 22,197 ​ 4.1 % ​ 22,436 ​ 27,103 ​ (17.2) % Payroll ​ ​ 14,714 ​ ​ 16,347 ​ (10.0) % ​ ​ 12,735 ​ ​ 13,293 ​ (4.2) % Utilities ​ ​ 15,341 ​ ​ 15,337 ​ — ​ ​ ​ 14,166 ​ ​ 14,311 ​ (1.0) % Repairs and maintenance ​ ​ 23,469 ​ ​ 22,396 ​ 4.8 % ​ ​ 21,102 ​ ​ 22,088 ​ (4.5) % Other property operating ​ ​ 12,338 ​ ​ 11,612 ​ 6.3 % ​ ​ 21,456 ​ ​ 17,733 ​ 21.0 % Total property expense ​ 88,968 ​ 87,889 ​ 1.2 % ​ 91,895 ​ 94,528 ​ (2.8) % NOI from reportable segments ​ $ 116,969 ​ $ 130,219 ​ (10.2) % ​ $ 135,348 ​ $ 153,028 ​ (11.6) % ​ Comparison of the Year Ended December 31, 2025 to 2024 Multifamily: Property revenue at our share decreased by $12.2 million, or 5.6%, to $205.9 million in 2025 from $218.1 million in 2024.
From time to time, we may have off-balance-sheet unconsolidated real estate ventures and other unconsolidated arrangements with varying structures. 58 Table of Contents As of December 31, 2024, we have investments in unconsolidated real estate ventures totaling $93.7 million.
Unconsolidated Real Estate Ventures We consolidate entities in which we have a controlling interest or are the primary beneficiary in a variable interest entity. From time to time, we may have off-balance-sheet unconsolidated real estate ventures and other unconsolidated arrangements with varying structures. As of December 31, 2025, we have investments in unconsolidated real estate ventures totaling $105.7 million.
While we do not believe that these proceedings will have a material adverse effect on our financial condition, we cannot give assurance that the proceedings will not have a material effect on our results of operations or cash flows in the event of a negative outcome. There are various other legal actions arising in the ordinary course of business.
While we do not believe that these proceedings will have a material adverse effect on our financial condition, we cannot give assurance that the proceedings will not have a material effect on our results of operations or cash flows in the event of a negative outcome. ​ We, along with multiple other parties, are named defendants in a lawsuit arising out of a condominium development project known as Wardman Tower in Washington, D.C.
In 2024, we delivered The Grace and Reva with 808 multifamily units and approximately 38,000 square feet of retail space. We expect to deliver 2000/2001 South Bell Street, a 775-unit multifamily asset comprising two towers, Valen and The Zoe with ground floor retail, in 2025.
In 2024, we delivered two multifamily projects: The Grace and Reva with 808 units and approximately 38,000 square feet of retail space. In 2025, we delivered two additional multifamily projects: The Zoe and Valen with 775 units and approximately 19,000 square feet of retail space.
Mortgage Loans The following is a summary of mortgage loans: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Weighted Average ​ ​ ​ ​ ​ ​ ​ ​ Effective December 31, ​ Interest Rate (1) 2024 2023 ​ ​ ​ ​ (In thousands) Variable rate (2) 5.58% ​ $ 587,254 ​ $ 608,582 Fixed rate (3) 4.79% ​ 1,196,479 ​ 1,189,643 Mortgage loans ​ ​ 1,783,733 ​ 1,798,225 Unamortized deferred financing costs and premium/discount, net ​ ​ (16,560) ​ (15,211) Mortgage loans, net ​ ​ ​ $ 1,767,173 ​ $ 1,783,014 (1) Weighted average effective interest rate as of December 31, 2024.
Mortgage Loans The following table summarizes mortgage loans: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Weighted Average ​ ​ ​ ​ ​ ​ ​ ​ Effective ​ ​ ​ December 31, ​ ​ Interest Rate (1) ​ ​ ​ 2025 ​ ​ ​ 2024 ​ ​ ​ ​ (In thousands) Variable rate (2) 5.19% ​ $ 600,899 ​ $ 587,254 Fixed rate (3) 5.17% ​ 1,020,690 ​ 1,196,479 Mortgage loans ​ ​ 1,621,589 ​ 1,783,733 Unamortized deferred financing costs and premium/discount, net (4) ​ ​ (42,431) ​ (16,560) Mortgage loans, net ​ ​ ​ $ 1,579,158 ​ $ 1,767,173 (1) Weighted average effective interest rate as of December 31, 2025.
Recent Accounting Pronouncements See Note 2 to the consolidated financial statements for a description of recent accounting pronouncements. 48 Table of Contents Results of Operations The following section discusses certain line items from our consolidated statements of operations and the year-to-year comparisons between 2024 and 2023.
Results of Operations The following section discusses certain line items from our consolidated statements of operations and the year-to-year comparisons between 2025 and 2024.
(3) As of December 31, 2024 and 2023, excludes $7.3 million and $10.2 million of net deferred financing costs related to our revolving credit facility that were included in "Other assets, net" in our consolidated balance sheets.
(3) As of December 31, 2025 and 2024, excludes $4.4 million and $7.3 million of net deferred financing costs related to our revolving credit facility that were included in "Other assets, net" in our consolidated balance sheets. (4) The interest rate swaps fix SOFR at a weighted average interest rate of 4.00% through the extended maturity date of January 2027.
The decrease in revenue from our commercial assets was primarily due to a $17.9 million decrease related to assets taken out of service during 2024, an $8.1 million decrease related to the Disposed Properties and lower occupancy across the portfolio.
The decrease in revenue from our commercial assets was primarily due to a $16.3 million decrease related to the Disposed Properties, an $8.9 million decrease primarily related to assets that were taken out of service, a $2.8 million decrease in lease termination revenue and lower occupancy across the portfolio, partially offset by a $12.2 million increase related to the acquisition of Tysons Dulles Plaza and the consolidation of 1101 17th Street.
Property rental revenue decreased by $26.2 million, or 5.4%, to $457.0 million in 2024 from $483.2 million in 2023. The decrease was primarily due to a $35.7 million decrease in revenue from our commercial assets, partially offset by a $10.2 million increase in revenue from our multifamily assets.
Property rental revenue decreased by $40.1 million, or 8.8%, to $416.8 million in 2025 from $457.0 million in 2024. The decrease was primarily due to a $30.6 million decrease in revenue from our commercial assets and an $8.2 million decrease in revenue from our multifamily assets.
General and administrative expense: corporate and other increased by $4.0 million, or 7.2%, to $58.8 million in 2024 from $54.8 million in 2023. The increase was primarily due to higher compensation expenses and a decrease in capitalized payroll.
General and administrative expense: corporate and other increased by $379,000, or 0.6%, to $59.2 million in 2025 from $58.8 million in 2024. The increase was primarily due to an increase in professional fees and other overhead expenses, partially offset by lower compensation expenses.
In November 2024, the mortgage loan collateralized by The Grace and Reva was refinanced with a five-year interest-only $273.6 million mortgage loan with a fixed interest rate of 5.19%. In January 2023, we entered into a $187.6 million loan facility, collateralized by The Wren and F1RST Residences. The loan has a seven-year term and a fixed interest rate of 5.13%.
In November 2024, the mortgage loan collateralized by The Grace and Reva was refinanced with a five-year interest-only $273.6 million mortgage loan with a fixed interest rate of 5.19%. 51 Table of Contents In June 2025, in connection with the sale of WestEnd25, we repaid the related $97.5 million mortgage loan.

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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 changeThe following is a summary of our exposure to a change in interest rates: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, 2024 ​ December 31, 2023 ​ ​ ​ Weighted ​ ​ ​ ​ ​ Weighted ​ ​ ​ ​ ​ Average ​ ​ Annual ​ ​ ​ ​ Average ​ ​ ​ ​ ​ Effective ​ ​ Effect of 1% ​ ​ ​ ​ Effective ​ ​ ​ ​ ​ Interest ​ ​ Change in ​ ​ ​ ​ Interest ​ ​ Balance ​ Rate ​ Base Rates ​ Balance ​ Rate ​ ​ (Dollars in thousands) Debt (contractual balances): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Mortgage loans: ​ ​ ​ ​ ​ ​ ​ Variable rate (1) ​ $ 587,254 ​ 5.58% ​ ​ $ 3,749 ​ $ 608,582 6.25% ​ Fixed rate (2) ​ 1,196,479 ​ 4.79% ​ ​ — ​ 1,189,643 4.78% ​ ​ ​ $ 1,783,733 ​ ​ ​ ​ ​ $ 3,749 ​ $ 1,798,225 ​ ​ ​ Revolving credit facility and term loans: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Revolving credit facility (3) ​ $ 85,000 ​ 5.98% ​ ​ $ 862 ​ $ 62,000 6.83% ​ Tranche A-1 Term Loan (4) ​ 200,000 ​ 5.34% ​ ​ — ​ 200,000 2.70% ​ Tranche A-2 Term Loan (4) ​ 400,000 ​ 4.20% ​ ​ — ​ 400,000 3.58% ​ 2023 Term Loan (4) ​ ​ 120,000 ​ ​ 5.41% ​ ​ ​ — ​ ​ 120,000 ​ 5.31% ​ ​ ​ $ 805,000 ​ ​ ​ ​ ​ $ 862 ​ $ 782,000 ​ ​ ​ Pro rata share of debt of unconsolidated real estate ventures (contractual balances): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Variable rate (1) ​ $ 35,000 ​ 5.68% ​ ​ $ 355 ​ $ 35,000 5.00% ​ Fixed rate (2) ​ 33,000 ​ 4.13% ​ ​ — ​ 33,000 4.13% ​ ​ ​ $ 68,000 ​ ​ ​ ​ ​ $ 355 ​ $ 68,000 ​ ​ ​ (1) Includes variable rate mortgage loans with interest rate cap agreements.
Biggest changeThe following table summarizes our exposure to a change in interest rates: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, 2025 ​ December 31, 2024 ​ ​ ​ ​ ​ ​ ​ ​ ​ Weighted ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Weighted ​ ​ ​ ​ ​ Average ​ ​ Annual ​ ​ ​ ​ Average ​ ​ ​ ​ ​ Effective ​ ​ Effect of 1% ​ ​ ​ ​ Effective ​ ​ ​ ​ ​ Interest ​ ​ Change in ​ ​ ​ ​ Interest ​ ​ Balance ​ Rate ​ ​ ​ Base Rates ​ Balance ​ Rate ​ ​ (Dollars in thousands) Debt (contractual balances): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Mortgage loans: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Variable rate (1) ​ $ 600,899 ​ 5.19% ​ ​ $ 3,525 ​ $ 587,254 5.58% ​ Fixed rate (2) ​ 1,020,690 ​ 5.17% ​ ​ — ​ 1,196,479 4.79% ​ ​ ​ $ 1,621,589 ​ ​ ​ ​ ​ $ 3,525 ​ $ 1,783,733 ​ ​ ​ Revolving credit facility and term loans: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Revolving credit facility (3) ​ $ 205,000 ​ 5.46% ​ ​ $ 2,078 ​ $ 85,000 5.98% ​ Tranche A-1 Term Loan (4) ​ 200,000 ​ 5.44% ​ ​ — ​ 200,000 5.34% ​ Tranche A-2 Term Loan (4) ​ 400,000 ​ 4.30% ​ ​ — ​ 400,000 4.20% ​ 2023 Term Loan (4) ​ ​ 120,000 ​ ​ 5.51% ​ ​ ​ — ​ ​ 120,000 ​ 5.41% ​ ​ ​ $ 925,000 ​ ​ ​ ​ ​ $ 2,078 ​ $ 805,000 ​ ​ ​ Pro rata share of debt of unconsolidated real estate ventures (contractual balances): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Variable rate (1) ​ $ 35,000 ​ 5.04% ​ ​ $ 244 ​ $ 35,000 5.68% ​ Fixed rate (2) ​ — ​ — ​ ​ — ​ 33,000 4.13% ​ ​ ​ $ 35,000 ​ ​ ​ ​ ​ $ 244 ​ $ 68,000 ​ ​ ​ (1) Includes variable rate mortgage loans with interest rate cap agreements.
If the hedges are deemed to be effective, the fair value is recorded in "Accumulated other comprehensive income" in our consolidated balance sheets and is subsequently reclassified into "Interest expense" in our consolidated statements of operations in the period that the hedged forecasted transactions affect earnings.
If the hedges are deemed to be effective, the fair value is recorded in "Accumulated other comprehensive income (loss)" in our consolidated balance sheets and is subsequently reclassified into "Interest expense" in our consolidated statements of operations in the period that the hedged forecasted transactions affect earnings.
The fair value of our revolving credit facility and term loans is calculated based on the net present value of payments over the term of the facilities using estimated market rates for similar notes and remaining terms. As of December 31, 2024 and 2023, the estimated fair value of our consolidated debt was $2.6 billion and $2.5 billion.
The fair value of our revolving credit facility and term loans is calculated based on the net present value of payments over the term of the facilities using estimated market rates for similar notes and remaining terms. As of December 31, 2025 and 2024, the estimated fair value of our consolidated debt was $2.5 billion and $2.6 billion.
While management believes its judgments are reasonable, a change in a derivative's effectiveness as a hedge could materially affect expenses, net income (loss) and equity. As of December 31, 2024 and 2023, we had interest rate swap and cap agreements with an aggregate notional value of $2.0 billion and $2.2 billion, which were designated as effective hedges.
While management believes its judgments are reasonable, a change in a derivative's effectiveness as a hedge could materially affect expenses, net income (loss) and equity. As of December 31, 2025 and 2024, we had interest rate swap and cap agreements with an aggregate notional value of $1.3 billion and $2.0 billion, which were designated as effective hedges.
The fair value of our interest rate swaps and caps designated as effective hedges consisted of assets totaling $23.4 million and $35.6 million as of December 31, 2024 and 2023 included in "Other assets, net" in our consolidated balance sheets, and liabilities totaling $90,000 and $7.9 million as of December 31, 2024 and 2023 included in "Other liabilities, net" in our consolidated balance sheets.
The fair value of our interest rate swaps and caps designated as effective hedges consisted of assets totaling $7.0 million and $23.4 million as of December 31, 2025 and 2024 included in "Other assets, net" in our consolidated balance sheets, and liabilities totaling $6.4 million and $90,000 as of December 31, 2025 and 2024 included in "Other liabilities, net" in our consolidated balance sheets.
As of December 31, 2024 and 2023, we had various interest rate cap agreements with an aggregate notional value of $167.5 million and $642.7 million, which were non-designated derivatives.
As of December 31, 2025 and 2024, we had various interest rate cap agreements with an aggregate notional value of $167.5 million, which were non-designated derivatives.
The fair value of our interest rate cap agreements which were non-designated derivatives consisted of assets totaling $2.3 million and $6.7 million as of December 31, 2024 and 2023, included in "Other assets, net" in our consolidated balance sheets, and liabilities totaling $2.3 million and $6.5 million as of December 31, 2024 and 2023, included in "Other liabilities, net" in our consolidated balance sheets. ​ ​ 62 Table of Contents
The fair value of our interest rate cap agreements which were non-designated derivatives consisted of assets totaling $6.1 million and $2.3 million as of December 31, 2025 and 2024, included in "Other assets, net" in our consolidated balance sheets, and liabilities totaling $6.0 million and $2.3 million as of December 31, 2025 and 2024, included in "Other liabilities, net" in our consolidated balance sheets. ​ ​ 59 Table of Contents
See Note 10 to the consolidated financial statements for additional information. The fair value of our mortgage loans is estimated by discounting the future contractual cash flows of these instruments using current risk-adjusted rates available to borrowers with similar credit profiles based on market sources.
The fair value of our mortgage loans is estimated by discounting the future contractual cash flows of these instruments using current risk-adjusted rates available to borrowers with similar credit profiles based on market sources.
(2) Includes variable rate mortgage loans with interest rates fixed by interest rate swap agreements. 61 Table of Contents (3) As of December 31, 2024, daily SOFR was 4.49%. The interest rate for the revolving credit facility excludes a 0.20% and 0.15% facility fee as of December 31, 2024 and 2023.
(2) Includes variable rate mortgage loans with interest rates fixed by interest rate swap agreements. (3) As of December 31, 2025, daily SOFR was 3.87%. The interest rate for the revolving credit facility excludes a 0.20% facility fee. (4) As of December 31, 2025 and 2024, the outstanding balance was fixed by interest rate swap agreements.
As of December 31, 2024, one-month term SOFR was 4.33% and the 30-day average SOFR was 4.53%. The impact of these interest rate caps is reflected in our calculation of the annual effect of a 1% change in base rates, as applicable.
The interest rate cap strike is exclusive of the credit spreads associated with the mortgage loans. As of December 31, 2025, one-month term SOFR was 3.69%. The impact of these interest rate caps is reflected in our calculation of the annual effect of a 1% change in base rates, as applicable.
Derivative Financial Instruments Designated as Effective Hedges Certain derivative financial instruments, consisting of interest rate swap and cap agreements, are cash flow hedges that are designated as effective hedges, and are carried at their estimated fair value on a recurring basis. We assess the effectiveness of our hedges both at inception and on an ongoing basis.
Hedging Activities To manage, or hedge, our exposure to interest rate risk, we follow established risk management policies and procedures, including the use of a variety of derivative financial instruments. 58 Table of Contents Derivative Financial Instruments Designated as Effective Hedges Certain derivative financial instruments, consisting of interest rate swap and cap agreements, are cash flow hedges that are designated as effective hedges, and are carried at their estimated fair value on a recurring basis.
(4) As of December 31, 2024, the outstanding balance was fixed by interest rate swap agreements. As of December 31, 2024, the interest rate swaps fix SOFR at a weighted average interest rate of 4.00% for the Tranche A-1 Term Loan, 2.81% for the Tranche A-2 Term Loan and 4.01% for the 2023 Term Loan.
The interest rate swaps fix SOFR at a weighted average interest rate of 4.00% for the Tranche A-1 Term Loan, 2.81% for the Tranche A-2 Term Loan and 4.01% for the 2023 Term Loan. See Note 10 to the consolidated financial statements for additional information.
Removed
For mortgage loans with interest rate caps, the weighted average interest rate cap strike was 3.36%, and the weighted average maturity date of the interest rate caps is the first quarter of 2026. The interest rate cap strike is exclusive of the credit spreads associated with the mortgage loans.
Added
We assess the effectiveness of our hedges both at inception and on an ongoing basis.
Removed
Hedging Activities To manage, or hedge, our exposure to interest rate risk, we follow established risk management policies and procedures, including the use of a variety of derivative financial instruments.

Other JBGS 10-K year-over-year comparisons