Federal Realty Investment Trust Files 2023 10-K

TL;DR

<b>Federal Realty Investment Trust has submitted its annual 10-K filing for the fiscal year ended December 31, 2023, providing a comprehensive overview of its financial performance and operations.</b>

AI Summary

FEDERAL REALTY INVESTMENT TRUST (FRT-PC) filed a Annual Report (10-K) with the SEC on February 12, 2024. Federal Realty Investment Trust filed its 10-K for the fiscal year ending December 31, 2023. The filing covers the period from January 1, 2023, to December 31, 2023. The company's principal executive offices are located at 909 Rose Avenue, Suite 200, North Bethesda, MD 20852. The filing includes data for Federal Realty OP LP, incorporated in Delaware. The report details various share classes including Common Shares of Beneficial Interest and Preferred Stock Series C and Series 1.

Why It Matters

For investors and stakeholders tracking FEDERAL REALTY INVESTMENT TRUST, this filing contains several important signals. The 10-K filing is a mandatory annual report for publicly traded companies, offering investors detailed financial statements, risk factors, and management discussion, crucial for understanding the company's health and future prospects. This filing provides specific financial data and operational details for Federal Realty Investment Trust, enabling stakeholders to assess its performance against previous periods and industry benchmarks.

Risk Assessment

Risk Level: medium — FEDERAL REALTY INVESTMENT TRUST shows moderate risk based on this filing. The filing is a standard 10-K, which inherently contains a broad range of risks associated with real estate investment trusts, including market, operational, and financial risks, as detailed within the report itself.

Analyst Insight

Review the detailed financial statements and risk factors within the 10-K to assess Federal Realty Investment Trust's financial health and strategic positioning in the current real estate market.

Key Numbers

• 2023-12-31 — Fiscal Year End (CONFORMED PERIOD OF REPORT)
• 2024-02-12 — Filing Date (FILED AS OF DATE)
• 0000034903 — Central Index Key (Federal Realty Investment Trust)
• 0001901876 — Central Index Key (Federal Realty OP LP)
• 6798 — Standard Industrial Classification (REAL ESTATE INVESTMENT TRUSTS)

Key Players & Entities

• Federal Realty Investment Trust (company) — FILER
• Federal Realty OP LP (company) — FILER
• North Bethesda (location) — BUSINESS ADDRESS
• MD (location) — STATE OF INCORPORATION
• DE (location) — STATE OF INCORPORATION
• XNYS (exchange) — exch
• USD (currency) — iso4217

Forward-Looking Statements

• Federal Realty will continue to focus on its core real estate investment trust operations. (FEDERAL REALTY INVESTMENT TRUST) — high confidence, target: 2024-12-31
• The company's financial performance will be closely tied to the broader real estate market trends. (FEDERAL REALTY INVESTMENT TRUST) — medium confidence, target: 2024-12-31

FAQ

Industry Context

Federal Realty Investment Trust operates as a Real Estate Investment Trust (REIT), focusing on owning, operating, and redeveloping retail properties.

Regulatory Implications

As a publicly traded company, Federal Realty Investment Trust is subject to the regulations of the Securities and Exchange Commission (SEC), including the requirement to file annual 10-K reports.

What Investors Should Do

1. Review the 'Risk Factors' section of the 10-K for potential challenges facing the company.
2. Analyze the financial statements, particularly revenue and net income trends, if available in the filing.
3. Note the company's primary business address and incorporation state for entity context.

Key Dates

• 2023-12-31: Fiscal Year End — End of the reporting period for the 10-K.
• 2024-02-12: Filing Date — Date the 10-K was officially filed with the SEC.

Year-Over-Year Comparison

This filing is the 10-K for the fiscal year ending December 31, 2023, and supersedes previous filings for earlier periods.

Filing Documents

• frt-20231231.htm (10-K) — 3671KB
• frt-12312023xex49.htm (EX-4.9) — 98KB
• frt-12312023xex1034.htm (EX-10.34) — 105KB
• frt-12312023xex1035.htm (EX-10.35) — 92KB
• frt-12312023xex1036.htm (EX-10.36) — 104KB
• frt-12312023xex1037.htm (EX-10.37) — 90KB
• frt-12312023xex191.htm (EX-19.1) — 18KB
• frt-12312023xex211.htm (EX-21.1) — 66KB
• frt-12312023xex231.htm (EX-23.1) — 2KB
• frt-12312023xex311.htm (EX-31.1) — 9KB
• frt-12312023xex312.htm (EX-31.2) — 9KB
• frt-12312023xex313.htm (EX-31.3) — 9KB
• frt-12312023xex314.htm (EX-31.4) — 9KB
• frt-12312023xex321.htm (EX-32.1) — 5KB
• frt-12312023xex322.htm (EX-32.2) — 6KB
• frt-12312023xex323.htm (EX-32.3) — 5KB
• frt-12312023xex324.htm (EX-32.4) — 6KB
• frt-12312023xex97.htm (EX-97) — 27KB
• federallogo1.jpg (GRAPHIC) — 18KB
• federallogob.jpg (GRAPHIC) — 18KB
• frt-20231231_g1.jpg (GRAPHIC) — 134KB
• 0000034903-24-000032.txt (&nbsp;) — 17627KB
• frt-20231231.xsd (EX-101.SCH) — 117KB
• frt-20231231_cal.xml (EX-101.CAL) — 85KB
• frt-20231231_def.xml (EX-101.DEF) — 668KB
• frt-20231231_lab.xml (EX-101.LAB) — 1224KB
• frt-20231231_pre.xml (EX-101.PRE) — 837KB
• frt-20231231_htm.xml (XML) — 2527KB

Risk Factors 8

Item 1A. Risk Factors 8

Unresolved Staff Comments 19

Item 1B. Unresolved Staff Comments 19

Cyber Security 19

Item 1C. Cyber Security 19

Properties 19

Item 2. Properties 19

Legal Proceedings 28

Item 3. Legal Proceedings 28

Mine Safety Disclosures 28

Item 4. Mine Safety Disclosures 28 PART II

Market for Our Common Equity and Related Shareholder Matters and Issuer Purchases of Equity Securities 29

Item 5. Market for Our Common Equity and Related Shareholder Matters and Issuer Purchases of Equity Securities 29

Management's Discussion and Analysis of Financial Condition and Results of Operations 31

Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations 31

Quantitative and Qualitative Disclosures About Market Risk 47

Item 7A. Quantitative and Qualitative Disclosures About Market Risk 47

Financial Statements and Supplementary Data 48

Item 8. Financial Statements and Supplementary Data 48

Changes In and Disagreements with Accountants on Accounting and Financial Disclosure 48

Item 9. Changes In and Disagreements with Accountants on Accounting and Financial Disclosure 48

Controls and Procedures 48

Item 9A. Controls and Procedures 48

Other Information 49

Item 9B. Other Information 49 PART III

Trustees, Executive Officers and Corporate Governance 50

Item 10. Trustees, Executive Officers and Corporate Governance 50

Executive Compensation 50

Item 11. Executive Compensation 50

Security Ownership of Certain Beneficial Owners and Management and Related Shareholder Matters 50

Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Shareholder Matters 50

Certain Relationships and Related Transactions, and Trustee Independence 50

Item 13. Certain Relationships and Related Transactions, and Trustee Independence 50

Principal Accountant Fees and Services 50

Item 14. Principal Accountant Fees and Services 50 PART IV

Exhibits and Financial Statement Schedules 50

Item 15. Exhibits and Financial Statement Schedules 50

Form 10-K Summary 54

Item 16. Form 10-K Summary 54 SIGNATURES 55 2 Table of Contents PART I

Forward-Looking Statements

Forward-Looking Statements Certain statements included in this Annual Report on Form 10-K are forward-looking statements. Those statements include statements regarding the intent, belief or current expectations of Federal Realty Investment Trust and Federal Realty OP LP (together, "we" "our" or "us") and members of our management team, as well as the assumptions on which such statements are based, and generally are identified by the use of words such as "may," "will," "seeks," "anticipates," "believes," "estimates," "expects," "plans," "intends," "should" or similar expressions. Actual results may differ materially from those contemplated by such forward-looking statements. Further, forward-looking statements speak only as of the date they are made, and we undertake no obligation to update or revise forward-looking statements to reflect changed assumptions, the occurrence of unanticipated events or changes to future operating results over time, unless required by law. The following are some of the risks and uncertainties, although not all risks and uncertainties, that could cause our actual results to differ materially from those presented in our forward-looking statements: risks that our tenants will not pay rent, may vacate early or may file for bankruptcy or that we may be unable to renew leases or re-let space at favorable rents as leases expire or to fill existing vacancy; risks that we may not be able to proceed with or obtain necessary approvals for any development, redevelopment or renovation project, and that completion of anticipated or ongoing property development, redevelopment, or renovation projects that we do pursue may cost more, take more time to complete or fail to perform as expected; risks normally associated with the real estate industry, including risks that occupancy levels at our properties and the amount of rent that we receive from our properties may be lower than expected, that new acquisitions may fail to perform as expected, that

BUSINESS

ITEM 1. BUSINESS General Federal Realty Investment Trust (the "Parent Company" or the "Trust") is an equity real estate investment trust ("REIT"). Federal Realty OP LP (the "Operating Partnership") is the entity through which the Trust conducts substantially all of its operations and owns substantially off of its assets. The Trust owns 100% of the limited liability company interest of, is sole 3 Table of Contents member of, and exercises exclusive control over Federal Realty GP LLC (the "General Partner"), which in turn, is the sole general partner of the Operating Partnership. Unless stated otherwise or the context otherwise requires, "we," "our," and "us" means the Trust and its business and operations conducted through its directly and indirectly owned subsidiaries, including the Operating Partnership. We specialize in the ownership, management, and redevelopment of high quality retail and mixed-use properties located primarily in communities where we believe retail demand exceeds supply, in strategically selected metropolitan markets in the Mid-Atlantic and Northeast regions of the United States, California, and South Florida. As of December 31, 2023, we owned or had a majority interest in community and neighborhood shopping centers and mixed-use properties which are operated as 102 predominantly retail real estate projects comprising approximately 26.0 million commercial square feet. In total, the real estate projects were 94.2% leased and 92.2% occupied at December 31, 2023. Our revenue is primarily generated from lease agreements with tenants. We have paid quarterly dividends to our shareholders continuously since our founding in 1962 and have increased our dividends per common share for 56 consecutive years. We were founded in 1962 as a REIT under the laws of the District of Columbia and re-formed as a REIT in the state of Maryland in 1999. In January of 2022, we consummated the UPREIT reorganization described in the Explanatory Note at the beginning

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