Quarterly report pursuant to Section 13 or 15(d)

Equity

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Equity
3 Months Ended
Mar. 31, 2024
Equity  
Equity

Note 5 – Equity

Preferred Stock

The Company’s charter authorizes the issuance of 10,000 shares of preferred stock, par value $0.001 per share. As of March 31, 2024 and December 31, 2023, there were 3,105 shares of Series A Cumulative Redeemable Preferred Stock (“Series A Preferred Stock”), issued and outstanding. The Series A Preferred Stock has a liquidation preference of $25 per share.

Preferred stock dividend activity for the three months ended March 31, 2024 is summarized in the following table:

    

    

Applicable

    

    

Quarterly

    

Dividends

Date Announced

Record Date

Quarter

Payment Date

Dividend

per Share

December 12, 2023

 

January 15, 2024

 

Q4 2023

 

January 31, 2024

$

1,455

$

0.46875

March 7, 2024

April 15, 2024

Q1 2024

April 30, 2024

$

1,455

(1)

$

0.46875

(1)

Two months of this amount, equal to $970, was accrued at March 31, 2024.

The holders of the Series A Preferred Stock are entitled to receive dividend payments only when, as and if declared by the Company’s board of directors (the “Board”) (or a duly authorized committee of the Board). Dividends will accrue or be payable in cash from the original issue date, on a cumulative basis, quarterly in arrears on each dividend payment date at a fixed rate per annum equal to 7.50% of the liquidation preference of $25.00 per share (equivalent to $1.875 per share on an annual basis). The Series A Preferred Stock may be partially or fully redeemed by the Company. Dividends on the Series A Preferred Stock are cumulative and accrue whether or not (i) funds are legally available for the payment of those dividends, (ii) the Company has earnings or (iii) those dividends are declared by the Board. The quarterly dividend payment dates on the Series A Preferred Stock are January 31, April 30, July 31 and October 31 of each year. During each of the three-month periods ended March 31, 2024 and 2023, the Company paid preferred dividends of $1,455.

Common Stock

The Company has 500,000 authorized shares of common stock, $0.001 par value. As of March 31, 2024 and December 31, 2023, there were 65,587 and 65,565 outstanding shares of common stock, respectively.

Common stock dividend activity for the three months ended March 31, 2024 is summarized in the following table:

    

    

Applicable

    

    

Dividend

    

Dividends

Date Announced

Record Date

Quarter

Payment Date

Amount(1)

per Share

December 12, 2023

 

December 27, 2023

 

Q4 2023

 

January 9, 2024

$

14,819

$

0.21

March 7, 2024

 

March 22, 2024

 

Q1 2024

 

April 9, 2024

$

14,901

$

0.21

(1)

Includes distributions on outstanding LTIP Units and OP Units.

During the three months ended March 31, 2024 and 2023, the Company paid total dividends on its common stock, LTIP Units and OP Units in the aggregate amount of $14,946 and $14,699, respectively.

As of March 31, 2024 and December 31, 2023, the Company had accrued dividend balances of $285 and $345 for dividends payable on the aggregate annual and long-term LTIP Units that are subject to retroactive receipt of dividends on the amount of LTIP Units ultimately earned. During the three months ended March 31, 2024, $67 of dividends were accrued and $127 of dividends were paid related to these units. During the three months ended March 31, 2023, $44 of dividends were accrued and $57 of dividends were paid related to these units.

The amount of the dividends paid to the Company’s stockholders is determined by the Board and is dependent on a number of factors, including funds available for payment of dividends, the Company’s financial condition and capital expenditure requirements, except that, in accordance with the Company’s organizational documents and Maryland law, the Company may not make dividend distributions that would: (i) cause it to be unable to pay its debts as they become due in the usual course of business; (ii) cause its total

assets to be less than the sum of its total liabilities plus senior liquidation preferences; or (iii) jeopardize its ability to maintain its qualification as a REIT.

In January 2024, the Company and the Operating Partnership implemented a $300 million “at-the-market” equity offering program, pursuant to which the Company may offer and sell (including through forward sales), from time to time, shares of its common stock (the “2024 ATM Program”). No shares were sold under the 2024 ATM Program during the three months ended March 31, 2024.

OP Units

During the three months ended March 31, 2024, the Operating Partnership did not issue or redeem any OP Units. During the year ended December 31, 2023, the Operating Partnership issued 577 OP Units with a value of $5,482 in connection with a facility acquisition and did not redeem any OP Units.

As of March 31, 2024 and December 31, 2023, there were 2,244 OP Units issued and outstanding, with an aggregate value of $13,962. The OP Unit value at issuance and redemption is based on the Company’s closing share price on the date of the respective transaction and is included as a component of noncontrolling interest equity in the Company’s Condensed Consolidated Balance Sheets as of March 31, 2024 and December 31, 2023. The Company has sufficient shares of common stock authorized pursuant to its charter to cover the redemption of outstanding OP Units.