Quarterly report [Sections 13 or 15(d)]

Equity

v3.25.2
Equity
6 Months Ended
Jun. 30, 2025
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 June 30, 2025 and December 31, 2024, 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 six months ended June 30, 2025 is summarized in the following table:

    

    

Applicable

    

    

Quarterly

    

Dividends

Date Announced

Record Date

Quarter

Payment Date

Dividend

per Share

December 4, 2024

January 15, 2025

Q4 2024

January 31, 2025

$

1,455

$

0.46875

February 27, 2025

April 15, 2025

Q1 2025

April 30, 2025

$

1,455

$

0.46875

May 28, 2025

July 15, 2025

Q2 2025

July 31, 2025

$

1,455

(1)

$

0.46875

(1)

Two months of this amount, equal to $970, was accrued at June 30, 2025.

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 six-month periods ended June 30, 2025 and 2024, the Company paid preferred dividends of $2,911.

Common Stock

The Company has 500,000 authorized shares of common stock, $0.001 par value. As of June 30, 2025 and December 31, 2024, there were 66,879 and 66,871 outstanding shares of common stock, respectively.

Common stock dividend activity for the six months ended June 30, 2025 is summarized in the following table:

    

    

Applicable

    

    

Dividend

    

Dividends

Date Announced

Record Date

Quarter

Payment Date

Amount(1)

per Share

December 4, 2024

 

December 20, 2024

 

Q4 2024

 

January 8, 2025

$

15,164

$

0.21

February 27, 2025

 

March 21, 2025

 

Q1 2025

 

April 9, 2025

$

15,234

$

0.21

May 28, 2025

 

June 20, 2025

 

Q2 2025

 

July 9, 2025

$

10,890

$

0.15

(1)

Includes distributions on outstanding LTIP Units and OP Units.

During the six months ended June 30, 2025 and 2024, the Company paid total dividends on its common stock, LTIP Units and OP Units in the aggregate amount of $30,503 and $29,846, respectively.

As of June 30, 2025 and December 31, 2024, the Company had accrued dividend balances of $125 and $386 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 six months ended June 30, 2025, $156 of accrued dividends were reversed and $105 of dividends were paid related to these units. During the six months ended June 30, 2024, $180 of dividends were accrued and $127 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.

Capital Raising Activity

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 six months ended June 30, 2025.

OP Units

During the six months ended June 30, 2025 and the year ended December 31, 2024, the Operating Partnership did not issue or redeem any OP Units.

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 June 30, 2025 and December 31, 2024. The Company has sufficient shares of common stock authorized pursuant to its charter to cover the redemption of outstanding OP Units.