NYSE: AHRT-PA
AH Realty Trust, Inc.CIK 0001569187 · Real Estate
References to "we," "our," "us," "our company," and "Armada Hoffler" refer to Armada Hoffler Properties, Inc., a Maryland corporation, together with our consolidated subsidiaries, including Armada Hoffler, L.P., a Virginia limited partnership (the "Operating Partnership"), of which we are the sole… About this business →
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About AH Realty Trust, Inc.
Source: Item 1 (Business) from the 10-K filed February 26, 2026. Description as filed by the company with the SEC.
Item 1. Business.
Our Company
References to "we," "our," "us," "our company," and "Armada Hoffler" refer to Armada Hoffler Properties, Inc., a Maryland corporation, together with our consolidated subsidiaries, including Armada Hoffler, L.P., a Virginia limited partnership (the "Operating Partnership"), of which we are the sole general partner.
We are a self-managed REIT with over four decades of experience managing high-quality properties located primarily in the Mid-Atlantic and Southeastern United States. Our focus is to deliver long-term, sustainable shareholder value by consistently investing in and operating the highest-quality assets, maintaining a robust and resilient balance sheet, and fostering a dynamic, highly skilled team.
We were formed on October 12, 2012 under the laws of the State of Maryland and are headquartered in Virginia Beach, Virginia. We elected to be taxed as a REIT for U.S. federal income tax purposes commencing with the taxable year ended December 31, 2013. Substantially all of our assets are held by, and all of our operations are conducted through, our Operating Partnership. As of December 31, 2025, we owned, through a combination of direct and indirect interests, 77.3% of the common units of limited partnership interest in our Operating Partnership ("OP Units").
During the fourth quarter of December 31, 2025, the Company completed a strategic review of its operations and committed to a plan to sell its general contracting and real estate services segment. This segment, which was historically conducted through the Company's taxable REIT subsidiary ("TRS"), builds properties for our own account and also provides construction and development services to both related and third parties. The decision to exit this business segment aligns with the Company's long-term strategy to simplify its business model, reduce earnings volatility associated with low-margin construction contracts, and focus capital allocation on its stabilized income-producing real estate portfolio. As a result of this strategic shift, the financial results of the general contracting and real estate services segment are presented as discontinued operations for all periods presented (each of the years ended December 31, 2025, 2024, and 2023) in this Annual Report on Form 10-K.
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Operating Segments
Following the discontinuation of the general contracting and real estate services segment, we operate our business through four reportable segments:
1.Retail real estate: The Company’s retail portfolio is concentrated in high-barrier-to-entry markets and is anchored by credit-worthy tenants, including grocery stores and big-box retailers. As of December 31, 2025, the retail portfolio had an occupancy level of 94.9%, and renewal spreads (on a GAAP basis) of 15.3%.
2.Office real estate: The office portfolio consists primarily of Class A office space located in mixed-use town centers, such as the Town Center of Virginia Beach and Harbor Point in Baltimore. The segment continues to benefit from the "flight to quality" trend, maintaining an occupancy level of 96.4% and renewal spreads (on a GAAP basis) of 9.1%.
3.Multifamily real estate: The Company owns and operates luxury apartment communities, primarily within its mixed-use developments. This segment provides stable cash flows and serves as a hedge against inflation through short-term leases.
4.Real estate financing: This segment encompasses the Company’s preferred equity investments. The Company provides financing for development projects that serve as a pipeline for future acquisition of the stabilized assets.
2025 and Recent Highlights
The following highlights our results of continuing operations and significant transactions for the year ended December 31, 2025:
•Net loss attributable to common stockholders and holders of OP Units ("OP Unitholders") of $7.5 million, or $0.07 per diluted share, for the year ended December 31, 2025.
•Funds from operations attributable to common stockholders and OP Unitholders ("FFO") of $79.7 million, or $0.78 per diluted share, for the year ended December 31, 2025. See "Non-GAAP Financial Measures."
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•Normalized funds from operations attributable to common stockholders and OP Unitholders ("Normalized FFO") of $110.4 million, or $1.08 per diluted share, for the year ended December 31, 2025. See "Non-GAAP Financial Measures."
•As of December 31, 2025, weighted average stabilized portfolio occupancy was 95.3%. Retail occupancy was 94.9%, office occupancy was 96.4%, and multifamily occupancy was 94.6%.
•Positive spreads on renewals across commercial segments for the year ended December 31, 2025:
▪Retail 9.7% (GAAP) and 7.1% (Cash)
▪Office 21.0% (GAAP) and 3.8% (Cash)
•Executed 93 lease renewals and 35 new leases during the year ended December 31, 2025 for an aggregate of 858,509 of net rentable square feet.
•Same Store net operating income ("NOI") for the year ended December 31, 2025 increased 2.8% on a GAAP basis compared to the year ended December 31, 2024.
•Property segment NOI of $177.6 million for the year ended December 31, 2025, which represents a 3.9% increase compared to $171.0 million for the year ended December 31, 2024.
•Dividends declared during the year ended December 31, 2025 of $0.56 per share.
•During the fourth quarter of 2025, unrealized gains on non-designated interest rate derivatives that positively affected FFO were $4.9 million. As of December 31, 2025, the asset value of our entire interest rate derivative portfolio, net of unrealized gains, was $7.9 million. These unrealized gains are excluded from normalized FFO.
•On June 10, 2025, we acquired the remaining partnership interest in the joint venture that owns the Harbor Point Parcel 4 project, also known as Allied | Harbor Point, from our partner for the project. See Note 6 of the consolidated financial statements included in Item 8 of this Annual Report on Form 10-K for further details.
•On July 22, 2025, we, as parent guarantor, and the Operating Partnership, as borrower, entered into a note purchase agreement with institutional investors, pursuant to which the Operating Partnership sold, and the institutional investors purchased, an aggregate of $115.0 million aggregate principal amount of senior unsecured notes of the Operating Partnership, consisting of (a) $25.0 million aggregate principal amount of 5.57% Senior Notes, Series A, due July 22, 2028, (b) $45.0 million aggregate principal amount of 5.78% Senior Notes, Series B, due July 22, 2030 and (c) $45.0 million aggregate principal amount of 6.09% Senior Notes, Series C, due July 22, 2032 (collectively, the “Notes”). The issue price for the Notes was 100% of the aggregate principal amount thereof. We utilized the net proceeds of the sale of the Notes to repay the $65 million construction loan secured by the Southern Post mixed-use asset and $48.0 million under the revolving credit facility.
•On October 16, 2025, we announced that our Board of Directors unanimously appointed Shawn J. Tibbetts as Chairman of the Board, effective January 1, 2026. This appointment represents the final step in the succession plan initiated in 2024. Mr. Tibbetts continues to serve as President and Chief Executive Officer, and Louis S. Haddad continues to serve as a director on our Board of Directors.
•On December 10, 2025, we acquired Solis Gainesville II. The consideration for such acquisition included $33.7 million of cash consideration and the repayment of the Company's outstanding $26.9 million preferred equity investment in the project.
•On December 11, 2025, we executed an amendment to the operating agreement that materially changed the nature of our involvement in The Allure at Edinburgh. The amended terms provide us with participating rights in the project’s expected residual profit, aligning our economics more closely with the performance of the underlying real estate development.
•On February 16, 2026, we announced a fundamental business restructuring to eliminate complexity, strengthen the balance sheet, and relentlessly focus on operating a streamlined real estate platform. The restructuring includes:
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•Exiting the multifamily property sector to unlock embedded value, reduce leverage, and sharpen focus on retail and office properties:
◦Divesting construction and real estate financing businesses; and
◦Launching AH Realty Trust, effective March 2, 2026, a new corporate identity that reflects the fundamental restructuring of the business.
For definitions and discussion of FFO, Normalized FFO, NOI, and Same Store NOI, see the section below entitled "Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations."
Our Competitive Strengths
We believe that we distinguish ourselves from other REITs through the following competitive strengths:
•Armada Hoffler's diversified portfolio consists of high-quality retail, office, and multifamily assets, located primarily in the Mid-Atlantic and Southeastern regions. Our portfolio is distinguished by its high quality, featuring exceptional amenities, and is strategically located in high barrier-to-entry markets that we believe will provide long-term value.
•Armada Hoffler has an experienced, dedicated, and resilient senior management team that serves as the catalyst for the organization's success, inspiring employees, driving innovation, and creating value for all stakeholders. Our senior management team brings substantial experience in strategic business operations, as well as ownership, management, and development of high-quality real estate properties. As of December 31, 2025, our executive officers and directors collectively held a stake of approximately 9.4% in our company on a fully diluted basis, which we believe aligns their interests with those of our stockholders.
•Armada Hoffler strategically focuses on target markets in the Mid-Atlantic and Southeastern regions of the United States. These markets demonstrate attractive fundamentals driven by favorable supply and demand characteristics, high barriers, and limited competition. We believe that our longstanding presence in our target markets provides us with significant advantages in sourcing and executing development opportunities, identifying and mitigating potential risks, and negotiating attractive pricing.
Our Business and Growth Strategies
Armada Hoffler's primary business objectives are to: (i) continue to acquire and manage high quality commercial properties in our target markets, (ii) finance and operate our portfolio in a manner that increases cash flow and property values, (iii) pursue selective acquisition and disposition opportunities, and (iv) deliver long-term sustainable shareholder value. We seek to achieve our objectives through the following strategies:
•Armada Hoffler intends to continue to grow our asset base and create value through the selective acquisition of high-quality properties that are mixed-use communities, with strong demand, which we believe will provide solid returns.
•Armada Hoffler intends to optimize operational efficiency and maximize cash flow by implementing strategies such as reducing operating costs, optimizing property performance, and focusing on value-add enhancements such as strategic redevelopment opportunities and tenant retention strategies to enhance the long-term value of each property.
•Armada Hoffler seeks to provide financial stability, liquidity, and the ability to invest in growth opportunities by managing assets, liabilities, and equity efficiently.
•Armada Hoffler opportunistically divests properties when we believe returns have been maximized and we believe redeploying the capital into new acquisition, repositioning, or redevelopment projects will generate higher potential risk-adjusted returns.
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Our Properties
The table below sets forth certain information regarding our stabilized portfolio as of December 31, 2025. The Company generally considers a property to be stabilized upon the earlier of (a) the quarter after the property reaches 80% occupancy, or (b) the thirteenth quarter after the property receives its certificate of occupancy. Additionally, any property that is fully or partially taken out of service for the purpose of redevelopment or is impacted by significant disruptive events (e.g. fire, flood) is no longer considered stabilized until the redevelopment or repair activities are complete, the asset is placed back into service, and the stabilization criteria above are again met. A property may also be fully or partially taken out of service as a result of a disposition, depending on the significance of the portion of the property disposed. A property classified as Held for Sale is not considered stabilized.
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PropertyLocation Year Built / Renovated / RedevelopedOwnership Interest
Net Rentable Square Feet(1)
Occupancy (2)
ABR (3)
ABR per Leased SF(3)
Retail
Town Center of Virginia Beach
249 Central Park Retail*Virginia Beach, VA2004100 %35,161 100.0 %$1,245,944 $35.44
4525 Main Street Retail*
Virginia Beach, VA2014100 %26,328 100.0 %683,284 25.95
4621 Columbus Retail*
Virginia Beach, VA2020100 %84,000 100.0 %1,218,000 14.50
Columbus Village*Virginia Beach, VA2020100 %62,207 100.0 %2,055,522 33.04
Commerce Street Retail*Virginia Beach, VA2008100 %19,173 100.0 %896,323 46.75
Fountain Plaza Retail*Virginia Beach, VA2004100 %35,961 94.4 %1,179,738 34.76
Pembroke Square*Virginia Beach, VA2015100 %124,181 100.0 %2,096,262 16.88
Premier Retail*Virginia Beach, VA2018100 %39,015 94.9 %1,348,564 36.41
South Retail*Virginia Beach, VA2002100 %38,515 84.9 %1,055,290 32.26
Studio 56 Retail*Virginia Beach, VA2007100 %11,594 100.0 %415,639 35.85
The Cosmopolitan Retail*
Virginia Beach, VA2020100 %41,872 100.0 %1,388,025 33.15
Two Columbus Retail*
Virginia Beach, VA2009100 %13,752 100.0 %532,919 38.75
West Retail*
Virginia Beach, VA2002100 %17,558 83.4 %495,194 33.82
Harbor Point - Baltimore Waterfront
Constellation Retail*
Baltimore, MD201690 %38,464 66.3 %791,697 31.05
Point Street Retail*
Baltimore, MD2018100 %18,632 80.5 %537,784 35.84
Grocery Anchored
Broad Creek Shopping Center (4)
Norfolk, VA2001100 %121,504 89.6 %2,207,241 20.28
Broadmoor PlazaSouth Bend, IN1980100 %115,059 83.8 %1,129,674 11.71
Brooks Crossing Retail*Newport News, VA201665 %
(5)
18,349 91.3 %255,832 15.27
Delray Beach Plaza* (4)
Delray Beach, FL2021100 %87,207 91.2 %2,820,684 35.46
Greenbrier SquareChesapeake, VA2017100 %260,625 100.0 %2,644,891 10.15
Greentree Shopping CenterChesapeake, VA2014100 %15,719 100.0 %374,082 23.80
Hanbury VillageChesapeake, VA2009100 %98,638 100.0 %2,062,304 20.91
Lexington SquareLexington, SC2017100 %85,440 97.2 %1,878,986 22.63
North Pointe CenterDurham, NC2009100 %226,083 96.8 %2,965,802 13.56
Parkway CentreMoultrie, GA2017100 %61,200 100.0 %867,367 14.17
Parkway MarketplaceVirginia Beach, VA1998100 %37,804 97.1 %740,768 20.18
Perry Hall MarketplacePerry Hall, MD2001100 %74,251 100.0 %1,306,156 17.59
Sandbridge CommonsVirginia Beach, VA2015100 %69,417 100.0 %966,598 13.92
Tyre Neck Harris Teeter (4)
Portsmouth, VA2011100 %48,859 100.0 %559,948 11.46
Southeast Sunbelt
Chronicle Mill Retail*
Belmont, NC202285 %
(5)
11,530 22.4 %172,042 66.53
North Hampton MarketTaylors, SC2004100 %114,954 97.7 %1,597,698 14.22
One City Center Retail*
Durham, NC2019100 %22,679 55.7 %431,762 34.20
Overlook VillageAsheville, NC1990100 %151,365 100.0 %2,436,216 16.09
Patterson PlaceDurham, NC2004100 %159,842 98.4 %2,717,897 17.27
Providence Plaza Retail*Charlotte, NC2008100 %49,447 100.0 %1,595,867 32.27
South SquareDurham, NC2005100 %109,590 100.0 %2,117,638 19.32
The Interlock Retail* (4)
Atlanta, GA2021100 %108,379 93.4 %5,271,998 52.09
Wendover VillageGreensboro, NC2004100 %176,997 98.3 %3,627,499 20.84
Mid-Atlantic
Dimmock SquareColonial Heights, VA1998100 %106,166 100.0 %1,945,347 18.32
Harrisonburg RegalHarrisonburg, VA1999100 %49,000 100.0 %753,620 15.38
Liberty Retail*
Newport News, VA2013100 %25,461 79.0 %361,844 17.98
Marketplace at Hilltop (4)
Virginia Beach, VA2001100 %116,953 95.9 %2,805,804 25.02
Red Mill CommonsVirginia Beach, VA2005100 %373,808 96.6 %7,302,851 20.23
Southgate SquareColonial Heights, VA2016100 %260,131 84.6 %3,377,837 15.34
Southshore ShopsMidlothian, VA2006100 %40,307 95.7 %886,406 22.98
The Edison Retail*
Richmond, VA2014100 %20,196 23.3 %139,940 29.72
Total / Weighted Average3,823,373 94.9 %$74,262,784 $20.47
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PropertyLocationYear Built / Renovated / RedevelopedOwnership Interest
Net Rentable Square Feet(1)
Occupancy (2)
ABR (3)
ABR per Leased SF(3)
Office
Town Center of Virginia Beach
249 Central Park Office*
Virginia Beach, VA2004100 %57,295 100.0 %$1,493,213 $26.06
4525 Main Street Office*Virginia Beach, VA2014100 %208,760 96.0 %6,596,868 32.91
4605 Columbus Office* (6)
Virginia Beach, VA2002100 %19,335 100.0 %522,045 27.00
Armada Hoffler Tower* (6)
Virginia Beach, VA2002100 %298,353 99.1 %9,512,751 32.18
One Columbus*Virginia Beach, VA1984100 %129,066 100.0 %3,562,255 27.60
Two Columbus Office*Virginia Beach, VA2009100 %94,708 96.5 %2,561,548 28.02
Harbor Point - Baltimore Waterfront
Constellation Office*Baltimore, MD201690 %453,018 100.0 %15,946,114 35.20
Thames Street Wharf* (6)
Baltimore, MD2010100 %263,426 98.8 %8,209,507 31.54
Wills Wharf* (4)
Baltimore, MD2020100 %326,895 94.1 %9,665,509 31.42
Southeast Sunbelt
Chronicle Mill Office*
Belmont, NC202285 %
(5)
5,932 100.0 %177,960 30.00
One City Center Office*
Durham, NC2019100 %128,920 71.0 %2,814,779 30.73
Providence Plaza Office*
Charlotte, NC2008100 %53,671 100.0 %1,675,231 31.21
The Interlock Office* (4)
Atlanta, GA2021100 %199,170 94.4 %7,600,150 40.43
Mid-Atlantic
Brooks Crossing Office*
Newport News, VA2019100 %98,061 100.0 %2,043,004 20.83
Total / Weighted Average2,336,610 96.4 %$72,380,934 $32.15
PropertyLocationYear Built / Renovated / RedevelopedOwnership InterestUnits
Occupancy(2)
AQR (7)
Monthly Rent per Occupied Unit
Multifamily
Town Center of Virginia Beach
Encore Apartments*Virginia Beach, VA2014100 %286 94.4 %$6,077,041 $1,876
Premier Apartments*Virginia Beach, VA2018100 %131 91.6 %3,092,764 2,148
The Cosmopolitan*
Virginia Beach, VA2020100 %342 94.2 %9,192,499 2,379
Harbor Point - Baltimore Waterfront
1305 Dock Street*Baltimore, MD201690 %103 97.1 %3,165,430 2,638
1405 Point* (4)
Baltimore, MD2018100 %289 94.5 %8,937,582 2,728
Southeast Sunbelt
Chandler Residences*Roswell, GA2024100 %137 88.3 %4,059,612 2,796
Chronicle Mill Apartments*
Belmont, NC202285 %
(5)
238 96.2 %5,201,291 1,893
The Everly
Gainesville, GA2022100 %223 92.8 %4,449,264 1,791
Mid-Atlantic
Liberty Apartments*
Newport News, VA2013100 %199 95.0 %4,168,458 1,838
Smith's Landing (4)
Blacksburg, VA2009100 %284 100.0 %6,203,040 1,820
The Edison*
Richmond, VA2014100 %174 92.0 %3,301,430 1,719
Total / Weighted Average2,406 94.6 %$57,848,411 $2,119
________________________________________
* Mixed-use asset or located in a mixed-use development.
(1)The net rentable square footage for each of our retail and office properties is the sum of (a) the square footage of existing leases, plus (b) for available space, management’s estimate of net rentable square footage based, in part, on past leases. The net rentable square footage included in office leases is generally consistent with the Building Owners and Managers Association 1996 measurement guidelines.
(2)Occupancy for each of our retail and office properties is calculated as (a) square footage under executed leases as of December 31, 2025, divided by (b) net rentable square feet, expressed as a percentage. Occupancy for our multifamily properties is calculated as (a) average of the number of occupied units on the 20th day of each of the trailing three months from the reporting period end date, divided by (b) total units available, as of such date expressed as a percentage.
(3)For the properties in our retail and office portfolios, annualized base rent ("ABR") is calculated by multiplying (a) monthly base rent (defined as cash base rent, before contractual tenant concessions and abatements, and excluding tenant reimbursements for expenses paid by us) as of December 31, 2025 for in-place leases as of such date by (b) 12, and does not give effect to periodic contractual rent increases or contingent rental revenue (e.g., percentage rent based on tenant sales thresholds). ABR per leased square foot is calculated by dividing (a) ABR by (b) square footage under in-place leases as of December 31, 2025. In the case of triple net or modified gross
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leases, our calculation of ABR does not include tenant reimbursements for real estate taxes, insurance, common area, or other operating expenses.
(4) We lease all or a portion of the land underlying this property pursuant to a ground lease.
(5) We are entitled to a preferred return on our investment in this property.
(6) As of December 31, 2025, we occupied 38,879 square feet at these three properties at an ABR of $1.1 million, or $28.06 per leased square foot, which amounts are reflected in this table. The rent paid by us is eliminated in the consolidated financial statements in accordance with U.S. generally accepted accounting principles ("GAAP").
(7) For the properties in our multifamily portfolio, annualized quarterly rent ("AQR") is calculated by multiplying (a) revenue for the quarter ended December 31, 2025 by (b) four.
Lease Expirations
The following tables summarize the scheduled expirations of leases in our retail and office operating property portfolios as of December 31, 2025. The information in the following tables does not assume the exercise of any renewal options.
Retail Lease Expirations
Year of Lease Expiration(1)
Number of Leases ExpiringSquare Footage of Leases Expiring% Portfolio Net Rentable Square FeetABR% of Retail Portfolio ABR
Available— 196,032 5.1 %$— — %
Month-to-Month9 16,643 0.4 %529,444 0.7 %
2025 (2)
2 1,320 — %33,797 — %
202657 221,114 5.8 %4,669,581 6.3 %
202782 356,509 9.3 %7,334,146 9.9 %
202881 366,319 9.6 %7,896,277 10.6 %
202976 413,971 10.8 %7,782,246 10.5 %
203095 571,734 15.0 %12,244,574 16.5 %
203160 391,102 10.2 %8,578,479 11.6 %
203236 356,719 9.3 %6,354,947 8.6 %
203327 96,084 2.5 %2,317,036 3.1 %
203418 85,780 2.2 %1,852,385 2.5 %
203525 377,314 9.9 %4,745,026 6.4 %
Thereafter63 372,732 9.9 %9,851,476 13.3 %
Total
631 3,823,373 100.0 %$74,189,414 100.0 %
________________________________________
(1) Excludes leases from development and redevelopment properties that have been delivered but are not yet stabilized.
(2) Represents leases that expired on December 31, 2025. The spaces were available for lease as of January 1, 2026.
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Office Lease Expirations
Year of Lease Expiration(1)
Number of Leases ExpiringSquare Footage of Leases Expiring% Portfolio Net Rentable Square FeetABR% of Office Portfolio ABR
Available— 85,249 3.6 %$— — %
Month-to-Month5 1,312 0.1 %98,374 0.1 %
2025 (2)
1 17,405 0.7 %554,871 0.8 %
20269 40,857 1.7 %1,214,870 1.7 %
202720 144,500 6.2 %5,198,358 7.2 %
202816 120,564 5.2 %3,821,936 5.3 %
202915 272,371 11.7 %7,449,231 10.3 %
203015 168,115 7.2 %5,377,902 7.4 %
203110 151,776 6.5 %4,532,462 6.3 %
20326 58,051 2.5 %1,699,695 2.3 %
203311 86,790 3.7 %2,695,482 3.7 %
20347 99,783 4.3 %2,867,745 4.0 %
20353 293,189 12.5 %9,190,091 12.7 %
Thereafter16 796,648 34.1 %27,679,917 38.2 %
Total
134 2,336,610 100.0 %$72,380,934 100.0 %
________________________________________
(1) Excludes leases from development and redevelopment properties that have been delivered but are not yet stabilized.
(2) Represents leases that expired on December 31, 2025. The spaces were available for lease as of January 1, 2026.
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Tenant Diversification
The following table lists the 20 largest tenants in our retail and office operating property portfolios, based on ABR as of December 31, 2025 ($ in thousands):
Tenant (1)
Number of LeasesLease ExpirationABR% of Total ABR/AQR
Constellation Energy Generation12036$15,463 7.6 %
Morgan Stanley32028 - 20359,035 4.4 %
T. Rowe Price(2)
12026 - 20357,900 3.9 %
The Kroger Co.620293,781 1.8 %
Clark Nexsen120452,914 1.4 %
Canopy by Hilton
12028 - 20322,725 1.3 %
Dick's Sporting Goods
320382,480 1.2 %
The Gathering Spot
22025 - 20292,030 1.0 %
Franklin Templeton
120291,936 0.9 %
Huntington Ingalls Industries22026 - 20301,807 0.9 %
Duke University12027 - 20301,786 0.9 %
PetSmart520311,566 0.8 %
The TJX Companies
520341,566 0.8 %
Williams Mullen
120301,506 0.7 %
Georgia Tech
120361,475 0.7 %
Vestis Corporation
120351,465 0.7 %
Mythics120271,337 0.7 %
Apex Entertainment120271,218 0.6 %
Regal Cinemas
220401,215 0.6 %
Amazon/Whole Foods12027 - 20301,214 0.6 %
Top 20 Total$64,419 31.5 %
________________________________________
(1) Excludes leases from development and redevelopment properties that have been delivered but are not yet stabilized.
(2) Represents the Company’s 50% share of ABR.
Development Pipeline
In addition to the properties in our operating property portfolio as of December 31, 2025, we had the following properties in various stages of development and stabilization. We generally consider a property to be stabilized upon the earlier of: (i) the quarter after the property reaches 80% occupancy or (ii) the thirteenth quarter after the property receives its certificate of occupancy.
Development, Not Delivered
Schedule (1)
Estimated InitialStabilizedAHHProperty
Type
PropertyLocation
Size (1)
StartOccupancy
Operation (2)
Ownership %
Southern Post Retail
Roswell, GA
42,000 sf retail4Q21
2Q24
1Q26100%Retail
Southern Post Office
Roswell, GA
95,000 sf office4Q212Q24
2Q26
100%
Office
Allied | Harbor Point Retail
Baltimore, MD
12,700 sf retail
2Q22
1Q25
1H26
100%
Retail
Allied | Harbor Point Office Garage
Baltimore, MD
1,246 parking spaces
2Q22
1Q25
1H26
100%
Office
Allied | Harbor Point
Baltimore, MD
312 units
2Q22
1Q25
1H26
100%
Multifamily
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Redevelopment, impacted by significant disruptive events, or unstabilized
AHHProperty
Type
PropertyLocationOwnership %
Columbus Village II
Virginia Beach, VA
100%
Retail*
Greenside ApartmentsCharlotte, NC100%Multifamily
Solis Gainesville II
Gainesville, GA
100%Multifamily
________________________________________
* Mixed-use asset or located in a mixed-use development.
(1)Represents estimates that may change as the development/stabilization process proceeds.
(2)Estimated first full quarter of stabilized operations. Estimates are inherently uncertain, and we can provide no assurance that our assumptions regarding the timing of stabilization will prove accurate.
Our execution on all of the projects identified in the preceding tables are subject to, among other factors, regulatory approvals, financing availability, and suitable market conditions.
Equity Method Investments
Harbor Point Parcel 3
During December 2020, we formed a 50/50 joint venture to develop and build T. Rowe Price's new global headquarters in Baltimore's Harbor Point. T. Rowe Price agreed to a 15-year lease, with three 5-year extension options. With T. Rowe Price as the anchor tenant, occupying 553,000 square feet of office space, office occupancy for the property was 100.0% as of December 31, 2025. We have a current projected equity commitment of $54.0 million relating to this project, of which we had funded $50.3 million as of December 31, 2025. We provided a completion guarantee to the lender for this project.
Real Estate Financing Investments
Solis Gainesville II
On October 3, 2022, we entered into a $19.6 million preferred equity investment for the development of a multifamily property located in Gainesville, Georgia (Solis Gainesville II). This project is located nearby our recently completed multifamily development project in Gainesville, The Everly. The preferred equity investment had economic and other terms consistent with a note receivable, including a mandatory redemption or maturity on October 3, 2026, and it was accounted for as a note receivable. Our investment bore interest at a rate of 14.0% through the first 24 months of the investment. Beginning on October 3, 2024, the investment bore interest at a rate of 10.0% for 12 months. On October 3, 2025, the investment began bearing interest at a rate of 14.0% through maturity. Additionally, effective January 1, 2023, the investment earned an unused commitment fee of 10.0% on the unfunded portion of the investment's maximum loan commitment and an equity fee on our commitment of $0.3 million, which was amortized through the date of redemption. Both the interest and unused commitment fee compound annually. The preferred equity investment was subject to a minimum interest guarantee of $5.9 million over the life of the investment, which represents approximately 24 months of interest.
On July 10, 2024, we signed an amendment to the operating agreement for the entity through which we own our real estate financing investment with respect to Solis Gainesville II to reduce the preference rate on the investment from 10.0% to 6.0% starting on January 1, 2025. We also received a call option to purchase a controlling interest in the entity that owns Solis Gainesville II at fair market value during the period from January 1, 2025 to December 31, 2025, which option also gave us a right of first refusal to buy the property during the same period.
On December 10, 2025, we acquired Solis Gainesville II. The consideration for such acquisition included $33.7 million of cash consideration and the repayment of the Company's outstanding $26.9 million preferred equity investment in the project. See Note 6 to our consolidated financial statements in Item 8 of this Annual Report on Form 10-K for further information regarding the acquisition.
During the year ended December 31, 2025, we recognized $1.6 million of interest income on the note. See Note 8 to our consolidated financial statements in Item 8 of this Annual Report on Form 10-K.
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Solis Kennesaw
On May 25, 2023, we entered into a $37.9 million preferred equity investment for the development of a multifamily property located in Marietta, Georgia. The investment has economic terms consistent with a note receivable, including a mandatory redemption or maturity on May 25, 2027, and it is accounted for as a note receivable. Our investment bears interest at a rate of 14.0% for the first 24 months. Beginning on May 25, 2025, the investment began bearing interest at a rate of 9.0% for the following 12 months. On May 25, 2026, the investment will again bear interest at a rate of 14.0% through maturity. The interest compounds annually. We also earn an unused commitment fee of 11.0% on the unfunded portion of the investment's maximum commitment, which does not compound, and an equity fee on our commitment of $0.6 million which is amortized through the date of redemption. The preferred equity investment is subject to a minimum interest guarantee of $13.1 million over the life of the investment, which represents approximately 27 months of interest.
The balance on the Solis Kennesaw note was $50.4 million as of December 31, 2025, which includes $9.9 million of cumulative accrued interest, $2.9 million of cumulative accrued unused commitment fees, and a discount of $0.2 million due to unamortized equity fees. During the year ended December 31, 2025, we recognized $4.9 million of interest income on the note. See Note 8 to our consolidated financial statements in Item 8 of this Annual Report on Form 10-K.
Solis Peachtree Corners
On July 26, 2023, we entered into a $28.4 million preferred equity investment for the development of a multifamily property located in Peachtree Corners, Georgia ("Solis Peachtree Corners"). The preferred equity investment has economic and other terms consistent with a note receivable, including a mandatory redemption feature effective on October 27, 2027, and it is accounted for as a note receivable. Our investment bore interest at a rate of 15.0% for the first 27 months. Beginning on November 1, 2025, the investment began bearing interest at a rate of 9.0% for 12 months. On November 1, 2026, the investment will again bear interest at a rate of 15.0% through maturity. The interest compounds annually. We also earn an unused commitment fee of 10.0% on the unfunded portion of the investment's maximum loan commitment, which also compounds annually, and an equity fee on our commitment of $0.4 million, which is amortized through the date of redemption. The preferred equity investment is subject to a minimum interest guarantee of $12.0 million over the life of the investment, which represents approximately 30 months of interest.
The balance on the Solis Peachtree Corners note was $38.4 million as of December 31, 2025, which includes $8.1 million of cumulative accrued interest, $2.1 million of cumulative accrued unused commitment fees, and a discount of $0.2 million due to unamortized equity fees. During the year ended December 31, 2025, we recognized $4.9 million of interest income on the note. See Note 8 to our consolidated financial statements in Item 8 of this Annual Report on Form 10-K.
The Allure at Edinburgh
On July 26, 2023, we entered into a $9.2 million preferred equity investment for the development of a multifamily property located in Chesapeake, Virginia ("The Allure at Edinburgh"). The preferred equity investment has economic and other terms consistent with a note receivable, including a mandatory redemption feature effective on January 16, 2028, and it is accounted for as a note receivable. Our investment bore interest at a rate of 15.0%, which does not compound. Upon The Allure at Edinburgh obtaining a certificate of occupancy, the investment bears interest at a rate of 10.0%. The common equity partner in the development property holds an option to sell the property to us at a predetermined amount if certain conditions are met. We also hold an option to purchase the property at any time prior to maturity of the preferred equity investment, and at the same predetermined amount as the common equity partner's option to sell.
On December 11, 2025, the Company and the investee entered into an amendment to the operating agreement that modified the rights and obligations of the parties. The amendment added residual profit participation to us in the event of the sale of the property at an amount in excess of the predetermined price if we were to exercise our purchase option. The amendment also temporarily removes the purchase option under the condition that a sale is closed based on the agreed terms.
The balance on The Allure at Edinburgh note was $11.7 million as of December 31, 2025, which includes $2.5 million of cumulative accrued interest. During the year ended December 31, 2025, we recognized $0.9 million of interest income on the note. As of December 31, 2025, this note was fully funded and the development property was approximately 99% leased. See Note 8 to our consolidated financial statements in Item 8 of this Annual Report on Form 10-K.
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Solis North Creek
On July 10, 2024, we entered into a $27.0 million preferred equity investment for the development of a multifamily property located in Huntersville, North Carolina ("Solis North Creek"). The preferred equity investment has economic terms consistent with a note receivable, including a mandatory redemption feature effective on August 8, 2030, and it is accounted for as a note receivable. Our investment bears interest at a rate of 12.0% for the first 24 months. Beginning on July 10, 2026, the investment will bear interest at a rate of 9.0% for 12 months. On July 10, 2027, the investment will again bear interest at 12.0% through maturity. The interest compounds annually. We also earn an unused commitment fee of 4.5% on the unfunded portion of the investment's maximum loan commitment, which also compounds annually. The preferred equity investment was initially subject to a minimum interest guarantee of $8.9 million over the life of the investment.
On August 8, 2024, we signed an amendment to the operating agreement for the entity through which we own our real estate financing investment with respect to Solis North Creek to reduce the equity funding requirement from $27.0 million to $26.8 million and the minimum interest guarantee from $8.9 million to $8.8 million.
The balance on the Solis North Creek note was $30.0 million as of December 31, 2025, which includes $2.3 million of cumulative accrued interest and $1.0 million of cumulative accrued unused commitment fees. During the year ended December 31, 2025, we recognized $2.6 million of interest income on the note. See Note 8 to our consolidated financial statements in Item 8 of this Annual Report on Form 10-K.
Acquisitions
On June 10, 2025, we acquired the remaining interest in the joint venture that owns Allied | Harbor Point from our partner for the project. See Note 6 of the consolidated financial statements included in Item 8 of this Annual Report on Form 10-K.
On December 5, 2025, we executed a purchase and sale agreement to acquire Solis Gainesville II, a 184-unit multifamily asset in Gainesville, Georgia. The acquisition was closed on December 10, 2025. We acquired the asset for total consideration of $60.4 million plus capitalized acquisition costs of $0.2 million. As part of this acquisition, we paid $33.7 million in cash and our outstanding $26.9 million preferred equity investment was redeemed.
Dispositions
We did not dispose of any properties during the year ended December 31, 2025.
Tax Status
We have elected and qualified to be taxed as a REIT for U.S. federal income tax purposes commencing with our taxable year ended December 31, 2013. Our continued qualification as a REIT will depend upon our ability to meet, on a continuing basis, through actual investment and operating results, various complex requirements under the Internal Revenue Code of 1986, as amended (the "Code"), relating to, among other things, the sources of our gross income, the composition and values of our assets, our distribution levels, and the diversity of ownership of our capital stock. We believe that we are organized in conformity with the requirements for qualification as a REIT under the Code and that our manner of operation will enable us to maintain the requirements for qualification and taxation as a REIT for U.S. federal income tax purposes. In addition, we have elected to treat AHP Holding, Inc., which, through its wholly-owned subsidiaries, has historically operated our construction, development, and third-party asset management businesses, as a TRS.
As a REIT, we generally will not be subject to U.S. federal income tax on our net taxable income that we distribute currently to our stockholders. Under the Code, REITs are subject to numerous organizational and operational requirements, including a requirement that they distribute at least 90% of their REIT taxable income each year, determined without regard to the deduction for dividends paid and excluding any net capital gains. If we fail to qualify for taxation as a REIT in any taxable year and do not qualify for certain statutory relief provisions, our income for that year will be taxed at regular corporate rates, and we would be disqualified from taxation as a REIT for the four taxable years following the year during which we ceased to qualify as a REIT. Even if we qualify as a REIT for U.S. federal income tax purposes, we may still be subject to state and local taxes on our income and assets and to federal income and excise taxes on our undistributed income. Additionally, any income earned by our services company, and any other TRS we form in the future, will be fully subject to federal, state, and local corporate income tax.
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Insurance
We carry comprehensive liability, fire, extended coverage, business interruption, and rental loss insurance covering all of the properties in our portfolio under a blanket insurance policy in addition to other coverage that may be appropriate for certain of our properties. We believe the policy specifications and insured limits are appropriate and adequate for our properties given the relative risk of loss, the cost of the coverage, and industry practice; however, our insurance coverage may not be sufficient to fully cover our losses. We do not carry insurance for certain losses, including, but not limited to, losses caused by riots or war. Some of our policies, such as those covering losses due to terrorism and earthquakes, are insured subject to limitations involving large deductibles or co-payments and policy limits that may not be sufficient to cover losses for such events. In addition, all but one of the properties in our portfolio as of December 31, 2025 were located in Maryland, Virginia, North Carolina, South Carolina, Florida and Georgia, which are areas subject to an increased risk of hurricanes. While we will carry hurricane insurance on certain of our properties, the amount of our hurricane insurance coverage may not be sufficient to fully cover losses from hurricanes. We may reduce or discontinue hurricane, terrorism, or other insurance on some or all of our properties in the future if the cost of premiums for any of these policies exceeds, in our judgment, the value of the coverage discounted for the risk of loss. Also, if destroyed, we may not be able to rebuild certain of our properties due to current zoning and land use regulations. As a result, we may incur significant costs in the event of adverse weather conditions and natural disasters. In addition, our title insurance policies may not insure for the current aggregate market value of our portfolio, and we do not intend to increase our title insurance coverage as the market value of our portfolio increases. If we or one or more of our tenants experiences a loss that is uninsured or that exceeds policy limits, we could lose the capital invested in the damaged properties as well as the anticipated future cash flows from those properties. In addition, if the damaged properties are subject to recourse indebtedness, we would continue to be liable for the indebtedness, even if these properties were irreparably damaged. Furthermore, we may not be able to obtain adequate insurance coverage at reasonable costs in the future as the costs associated with property and casualty renewals may be higher than anticipated.
Regulation
General
Our properties are subject to various covenants, laws, ordinances, and regulations, including regulations relating to common areas and fire and safety requirements. We believe that each of the properties in our portfolio has the necessary permits and approvals to operate its business.
Americans With Disabilities Act
Our properties must comply with Title III of the Americans with Disabilities Act of 1990 (the "ADA"), to the extent that such properties are "public accommodations" as defined by the ADA. Under the ADA, all public accommodations must meet federal requirements related to access and use by disabled persons. The ADA may require removal of structural barriers to access by persons with disabilities in certain public areas of our properties where such removal is readily achievable. Although we believe that the properties in our portfolio in the aggregate substantially comply with present requirements of the ADA, we have not conducted a comprehensive audit or investigation of all of our properties to determine our compliance, and we are aware that some particular properties may currently be in non-compliance with the ADA. Noncompliance with the ADA could result in the incurrence of additional costs to attain compliance, the imposition of fines, an award of damages to private litigants, and a limitation on our ability to refinance outstanding indebtedness. The obligation to make readily achievable accommodations is an ongoing one, and we will continue to assess our properties and to make alterations as appropriate in this respect.
Environmental Matters
Under various federal, state, and local laws and regulations relating to the environment, as a current or former owner or operator of real property, we may be liable for costs and damages resulting from the presence or discharge of hazardous or toxic substances, waste, or petroleum products at, on, in, under, or migrating from such property, including costs to investigate and clean up such contamination and liability for harm to natural resources. Such laws often impose liability without regard to whether the owner or operator knew of, or was responsible for, the presence of such contamination, and the liability may be joint and several. These liabilities could be substantial, and the cost of any required remediation, removal, fines, or other costs could exceed the value of the property and our aggregate assets. In addition, the presence of contamination or the failure to remediate contamination at our properties may expose us to third-party liability for costs of remediation and personal or property damage or materially adversely affect our ability to sell, lease, or develop our properties or to borrow using the properties as collateral. In addition, environmental laws may create liens on contaminated sites in favor of the government for
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damages and costs it incurs to address such contamination. Moreover, if contamination is discovered on our properties, environmental laws may impose restrictions on the manner in which property may be used or businesses may be operated, and these restrictions may require substantial expenditures.
Some of our properties contain, have contained, or are adjacent to or near other properties that have contained or currently contain storage tanks for the storage of petroleum products, propane, or other hazardous or toxic substances. Similarly, some of our properties were used in the past for commercial or industrial purposes, or are currently used for commercial purposes, that involve or involved the use of petroleum products or other hazardous or toxic substances, or are adjacent to or near properties that have been or are used for similar commercial or industrial purposes. As a result, some of our properties have been or may be impacted by contamination arising from the releases of such hazardous substances or petroleum products. Where we have deemed appropriate, we have taken steps to address identified contamination or mitigate risks associated with such contamination; however, we are unable to ensure that further actions will not be necessary. As a result of the foregoing, we could potentially incur material liability.
Environmental laws also govern the presence, maintenance, and removal of asbestos-containing building materials ("ACBM"), and may impose fines and penalties for failure to comply with these requirements or expose us to third-party liability. Such laws require that owners or operators of buildings containing ACBM (and employers in such buildings) properly manage and maintain the asbestos, adequately notify or train those who may come into contact with asbestos, and undertake special precautions, including removal or other abatement, if asbestos would be disturbed during renovation or demolition of a building. In addition, the presence of ACBM in our properties may expose us to third-party liability (e.g. liability for personal injury associated with exposure to asbestos). We are not presently aware of any material adverse issues at our properties including ACBM.
Similarly, environmental laws govern the presence, maintenance, and removal of lead-based paint in residential buildings, and may impose fines and penalties for failure to comply with these requirements. Such laws require, among other things, that owners or operators of residential facilities that contain or potentially contain lead-based paint notify residents of the presence or potential presence of lead-based paint prior to occupancy and prior to renovations and manage lead-based paint waste appropriately. In addition, the presence of lead-based paint in our buildings may expose us to third-party liability (e.g., liability for personal injury associated with exposure to lead-based paint). We are not presently aware of any material adverse issues at our properties involving lead-based paint.
In addition, the properties in our portfolio also are subject to various federal, state, and local environmental and health and safety requirements, such as state and local fire requirements. Moreover, some of our tenants may handle and use hazardous or regulated substances and wastes as part of their operations at our properties, which are subject to regulation. Such environmental and health and safety laws and regulations could subject us or our tenants to liability resulting from these activities. Environmental liabilities could affect a tenant’s ability to make rental payments to us. In addition, changes in laws could increase the potential liability for noncompliance. Our leases sometimes require our tenants to comply with environmental and health and safety laws and regulations and to indemnify us for any related liabilities. However, in the event of the bankruptcy or inability of any of our tenants to satisfy such obligations, we may be required to satisfy such obligations. In addition, we may be held directly liable for any such damages or claims regardless of whether we knew of, or were responsible for, the presence or disposal of hazardous or toxic substances or waste and irrespective of tenant lease provisions. The costs associated with such liability could be substantial and could have a material adverse effect on us.
When excessive moisture accumulates in buildings or on building materials, mold growth may occur, particularly if the moisture problem remains undiscovered or is not addressed over a period of time. Some molds may produce airborne toxins or irritants. Indoor air quality issues can also stem from inadequate ventilation, chemical contamination from indoor or outdoor sources, and other biological contaminants such as pollen, viruses, and bacteria. Indoor exposure to airborne toxins or irritants above certain levels can be alleged to cause a variety of adverse health effects and symptoms, including allergic or other reactions. As a result, the presence of significant mold or other airborne contaminants at any of our properties could require us to undertake a costly remediation program to contain or remove the mold or other airborne contaminants from the affected property or increase indoor ventilation. In addition, the presence of significant mold or other airborne contaminants could expose us to liability from our tenants, employees of our tenants, or others if property damage or personal injury occurs.
Competition
We compete with a number of developers, owners, and operators of retail, office, and multifamily real estate, many of which own properties similar to ours in the same markets in which our properties are located and some of which have greater financial resources than we do. In operating and managing our portfolio, we compete for tenants based on a number of factors, including location, rental rates, security, flexibility, and expertise to design space to meet prospective tenants’ needs and the
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manner in which the property is operated, maintained, and marketed. As leases at our properties expire, we may encounter significant competition to renew or re-lease space in light of the large number of competing properties within the markets in which we operate. As a result, we may be required to provide rent concessions or abatements, incur charges for tenant improvements and other inducements, including early termination rights, rights to reduce their leased space, or below-market renewal options, or we may not be able to timely lease vacant space.
We also face competition when pursuing development, acquisition, and lending opportunities. Our competitors may be able to pay higher property acquisition prices, may have private access to opportunities not available to us, may have more financial resources than we do, and may otherwise be in a better position to acquire or develop a property. Competition may also have the effect of reducing the number of suitable development and acquisition opportunities available to us or increasing the price required to consummate a development or acquisition opportunity.
Human Capital
As of December 31, 2025, we had 98 employees. We are committed to providing each employee with a safe, welcoming, and inclusive work environment and culture that enables them to contribute fully and develop to their highest potential. We invest heavily in our employees by providing quality training and learning opportunities; promoting inclusion and diversity; and upholding a high standard of ethics and respect for human rights.
Attracting, developing, and retaining team members is crucial to executing our strategy. We offer a comprehensive total rewards program aimed at the varying health, home-life, and financial services. This program includes market-competitive pay, broad-based stock grants and bonuses, healthcare benefits with company paid premiums, retirement savings plans, paid time off, paid parental leave, flexible work schedules, an Employee Assistance Program and other mental health services. Additionally, we invest in developing employees through programs such as the High-Performance Leadership program, to help ensure they have a strong pipeline of future leaders.
Additional information regarding our activities related to our people and sustainability, as well as our workforce diversity data, can be found in our latest Sustainability Report, which is located on our website at https://armadahoffler.com/sustainability/. The Sustainability Report is updated annually. This website address is intended to be an inactive textual reference only. None of the information on, or accessible through, our website is part of this Form 10-K or is incorporated by reference herein.
Corporate Information
Our principal executive office is located at 222 Central Park Avenue, Suite 1000, Virginia Beach, Virginia 23462 in the Armada Hoffler Tower at the Town Center of Virginia Beach. In addition, we have a construction office located at 1300 Thames Street, Suite 30, Baltimore, Maryland 21231 in Thames Street Wharf at Harbor Point. The telephone number for our principal executive office is (757) 366-4000. We maintain a website located at ArmadaHoffler.com. The information on, or accessible through, our website is not incorporated into and does not constitute a part of this Annual Report on Form 10-K or any other report or document we file with or furnish to the SEC.
Available Information
We file our Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K, and all amendments to those reports with the SEC. You may obtain copies of these documents by accessing the SEC’s website at www.sec.gov. In addition, as soon as reasonably practicable after such materials are furnished to the SEC, we make copies of these documents available to the public free of charge through our website or by contacting our Corporate Secretary at the address set forth above under "—Corporate Information."
Our Corporate Governance Guidelines, Code of Business Conduct and Ethics, and the charters of our audit committee, compensation committee and nominating and corporate governance committee are all available in the Governance section of the Investor Relations section of our website. Any amendment to or waiver of our Code of Business Conduct and Ethics will be disclosed in the Corporate Governance section of the Investor Relations section of our website within four business days of the amendment or waiver. In addition, we maintain a variety of other governance documents, including, among others, a Human Rights Policy, an Insider Trading Policy, an Environmental Policy, a Vendor Conduct Policy, and the charter of our Sustainability Committee, all of which are available in the Corporate Governance section of the Investor Relations section of our website.
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Financial Information
For required financial information related to our operations, please refer to our consolidated financial statements, including the notes thereto, included with this Annual Report on Form 10-K.