NYSE: ELS

EQUITY LIFESTYLE PROPERTIES INC

CIK 0000895417 · SIC 6798 · Real Estate Investment Trusts

Mid Revenue $1.5B Assets $5.7B as of Sep 5, 2026

Equity LifeStyle Properties, Inc. (“ELS” or the “Company”), a Maryland corporation, together with MHC Operating Limited Partnership (the “Operating Partnership”) and its other consolidated subsidiaries (the “Subsidiaries”), are referred to herein as “we,” “us,” and “our”. We are a fully integrated… About this business →

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10-Q Filed Jul 28, 2026 · Period ending Jun 30, 2026

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8-K Filed Jul 28, 2026 · Period ending Jul 28, 2026

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8-K Filed Jul 23, 2026 · Period ending Jul 22, 2026

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8-K Filed May 27, 2026 · Period ending May 27, 2026

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10-Q Filed Apr 28, 2026 · Period ending Mar 31, 2026

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10-K Filed Feb 18, 2026 · Period ending Dec 31, 2025

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10-K Filed Feb 25, 2025 · Period ending Dec 31, 2024

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424B5 Filed Nov 1, 2024

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424B5 Filed Feb 28, 2024

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10-Q/A Filed Jan 23, 2024 · Period ending Sep 30, 2023

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10-K/A Filed Jan 22, 2024 · Period ending Dec 31, 2022

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Latest financial statements

From 10-Q filed Jul 28, 2026 (period ending Jun 30, 2026). As printed on the EDGAR/iXBRL face — not generated by the model.

As filed

Consolidated Statements of Income and Comprehensive Income (Unaudited)

(amounts in thousands, except per share data)

Description Quarters ended June 30, 2026 Quarters ended June 30, 2025 Six months ended June 30, 2026 Six months ended June 30, 2025
Revenues:
Rental income 330,430 313,287 669,476 640,493
Annual membership subscriptions 18,819 16,902 37,118 33,244
Membership upgrade revenue 3,120 3,120 6,240 6,172
Other income 15,252 16,473 29,348 32,028
Gross revenues from home sales, brokered resales and ancillary services 22,805 22,798 41,901 43,721
Interest income 1,580 2,202 3,771 4,440
Income from other investments, net 5,809 2,084 7,583 4,102
Total revenues 397,815 376,866 795,437 764,200
Expenses:
Property operating and maintenance 132,267 127,845 253,307 246,411
Real estate taxes 21,826 21,845 43,926 43,488
Membership sales and marketing 4,551 4,062 8,388 7,993
Property management 21,845 20,723 40,516 41,153
Depreciation and amortization 53,637 52,649 106,773 103,591
Cost of home sales, brokered resales and ancillary services 16,903 16,476 30,503 30,168
Home selling expenses and ancillary operating expenses 7,618 6,988 14,441 13,156
General and administrative 11,872 10,455 22,973 19,694
Casualty-related charges/(recoveries), net (7,094) (541) (7,026) (324)
Other expenses 1,209 (59) 2,442 1,819
Interest and related amortization 33,824 32,200 67,469 63,336
Total expenses 298,458 292,643 583,712 570,485
Income before other items 99,357 84,223 211,725 193,715
Gain /(Loss) on sale of real estate and impairment, net (507) (683) (507) (683)
Equity in income/(loss) of unconsolidated joint ventures 668 (47) (209) 4,854
Consolidated net income 99,518 83,493 211,009 197,886
Income allocated to non-controlling interests Common OP Units (3,194) (3,777) (6,781) (8,978)
Redeemable perpetual preferred stock dividends (8) (8) (8) (8)
Net income available for Common Stockholders 96,316 79,708 204,220 188,900
Consolidated net income 99,518 83,493 211,009 197,886
Other comprehensive income/(loss):
Adjustment for fair market value of swaps 2,956 (2,684) 5,108 (4,313)
Consolidated comprehensive income 102,474 80,809 216,117 193,573
Comprehensive income allocated to non-controlling interests Common OP Units (3,290) (3,656) (6,946) (8,783)
Redeemable perpetual preferred stock dividends (8) (8) (8) (8)
Comprehensive income attributable to Common Stockholders 99,176 77,145 209,163 184,782
Earnings per Common Share Basic 0.50 0.42 1.05 0.99
Earnings per Common Share Fully Diluted 0.50 0.42 1.05 0.99
Weighted average Common Shares outstanding Basic 193,727 190,992 193,702 190,958
Weighted average Common Shares outstanding Fully Diluted 200,209 200,095 200,193 200,084

Consolidated Balance Sheets

(amounts in thousands, except share and per share data)

Description June 30, 2026 (unaudited) December 31, 2025
Assets
Investment in real estate:
Land 2,104,661 2,088,174
Land improvements 4,927,773 4,784,223
Buildings and other depreciable property 1,380,544 1,306,317
8,412,978 8,178,714
Accumulated depreciation (2,941,941) (2,838,344)
Net investment in real estate 5,471,037 5,340,370
Cash and restricted cash 35,629 26,132
Notes receivable, net 31,003 93,358
Investment in unconsolidated joint ventures 40,304 85,041
Deferred commission expense 57,374 58,149
Other assets, net 165,328 142,343
Total Assets 5,800,675 5,745,393
Liabilities and Equity
Liabilities:
Mortgage notes payable, net 2,747,378 2,779,158
Term loans, net 437,863 437,455
Unsecured line of credit 127,500 105,000
Accounts payable and other liabilities 182,135 152,536
Deferred membership revenue 217,419 221,498
Accrued interest payable 10,889 11,333
Rents and other customer payments received in advance and security deposits 152,166 120,441
Distributions payable 108,720 103,146
Total Liabilities 3,984,070 3,930,567
Equity:
Stockholders’ Equity:
Preferred stock, $0.01 par value, 10,000,000 shares authorized as of June 30, 2026 and December 31, 2025; none issued and outstanding.
Common stock, $0.01 par value, 600,000,000 shares authorized as of June 30, 2026 and December 31, 2025; 193,972,195 and 193,835,561 shares issued and outstanding as of June 30, 2026 and December 31, 2025, respectively. 1,988 1,988
Paid-in capital 1,984,545 1,981,540
Distributions in excess of accumulated earnings (231,263) (225,045)
Accumulated other comprehensive income/(loss) 2,900 (2,208)
Total Stockholders’ Equity 1,758,170 1,756,275
Non-controlling interests Common OP Units 58,435 58,551
Total Equity 1,816,605 1,814,826
Total Liabilities and Equity 5,800,675 5,745,393

Consolidated Statements of Cash Flows (Unaudited)

(amounts in thousands)

Description Six months ended June 30, 2026 Six months ended June 30, 2025
Cash Flows From Operating Activities:
Consolidated net income 211,009 197,886
Adjustments to reconcile consolidated net income to net cash provided by operating activities:
(Gain)/Loss on sale of real estate and impairment, net 507 683
Depreciation and amortization 109,092 106,044
Amortization of loan costs 2,659 2,481
Equity in (income)/loss of unconsolidated joint ventures 209 (4,854)
Distributions of income from unconsolidated joint ventures 211 147
Proceeds from insurance claims, net (9,190) (405)
Compensation expense related to incentive plans 4,335 5,009
Revenue recognized from membership upgrade sales upfront payments (7,456) (6,572)
Commission expense related to memberships sales 3,383 2,271
Changes in assets and liabilities:
Manufactured homes, net (30,543) (17,055)
Notes receivable, net 5,949 6,498
Deferred commission expense (2,608) (3,603)
Other assets, net (8,469) (2,880)
Accounts payable and other liabilities 30,772 8,123
Deferred membership revenue 3,377 5,346
Rents and other customer payments received in advance and security deposits 28,933 25,558
Net cash provided by operating activities 342,170 324,677
Cash Flows From Investing Activities:
Real estate acquisitions, net of cash acquired (1,344)
Investment in unconsolidated joint ventures (292) (8,904)
Distributions of capital from unconsolidated joint ventures 2,127 8,389
Proceeds from insurance claims, net 4,411
Issuance of notes receivable (56,110)
Capital improvements (109,459) (104,659)
Net cash used in investing activities (108,968) (156,873)
Cash Flows From Financing Activities:
Proceeds from stock options and employee stock purchase plan 978 747
Distributions:
Common Stockholders (205,033) (189,669)
Common OP Unitholders (6,818) (9,036)
Preferred Stockholders (8) (8)
Share based award tax withholding payments (1,929) (2,258)
Principal payments and mortgage debt repayment (33,107) (119,455)
Term loan proceeds 150,000
Line of credit repayment (401,000) (526,000)
Line of credit proceeds 423,500 539,000
Debt issuance and defeasance costs (2,494)
Other (288) (199)
Net cash used in financing activities (223,705) (159,372)
Net increase (decrease) in cash and restricted cash 9,497 8,432
Cash and restricted cash, beginning of period 26,132 24,576
Cash and restricted cash, end of period 35,629 33,008

Amounts as printed on the EDGAR/iXBRL face — (amounts in thousands, except per share data); (amounts in thousands, except share and per share data); (amounts in thousands). Labels, columns, and figures are the filing face, not a GAAP stencil. Interactive statements & notes on EDGAR ↗

About EQUITY LIFESTYLE PROPERTIES INC

Source: Item 1 (Business) from the 10-K filed February 18, 2026. Description as filed by the company with the SEC.

Item 1. Business

Equity LifeStyle Properties, Inc.

General

Equity LifeStyle Properties, Inc. (“ELS” or the “Company”), a Maryland corporation, together with MHC Operating Limited Partnership (the “Operating Partnership”) and its other consolidated subsidiaries (the “Subsidiaries”), are referred to herein as “we,” “us,” and “our”. We are a fully integrated owner of lifestyle-oriented properties (“Properties”) consisting of property operations and home sales and rental operations primarily within manufactured home (“MH”) and recreational vehicle (“RV”) communities and marinas. We were formed in December 1992 to continue the property operations, business objectives and acquisition strategies of an entity that had owned and operated Properties since 1969. Mr. Samuel Zell served as Chairman of our Board of Directors (the “Board”) from the Company’s initial public offering until his passing in May 2023. Mr. Zell is recognized as a founder of the modern real estate investment trust (“REIT”) industry. Commencing with our taxable year ended December 31, 1993, we have elected to be taxed as a REIT for U.S. federal income tax purposes.

We have a unique business model where we own the land which we lease to customers who own manufactured homes and cottages, RVs and/or boats either on a long-term or short-term basis. Our customers may lease individual developed areas (“Sites”) or enter into right-to-use contracts, also known as membership subscriptions, which provide them access to specific Properties for limited stays. Compared to other types of real estate companies, our business model is characterized by low maintenance costs and low customer turnover costs. Our portfolio is geographically diversified across highly desirable locations near retirement and vacation destinations and urban areas across the United States. Our Properties generally attract retirees, vacationing families, second homeowners and first-time homebuyers by providing a community experience and a lower-cost home ownership alternative.

Read full description ↓

We are one of the nation’s largest real estate networks with a portfolio of 453 Properties (including joint venture Properties) consisting of 173,371 Sites located throughout 35 states in the U.S. and British Columbia in Canada as of December 31, 2025.

1

Our Properties are generally designed and improved for housing options of various sizes and layouts that are produced off-site by third-party manufacturers, installed and set on designated Sites within the Properties. Manufactured homes and cottages can range from approximately 400 to over 2,000 square feet. Properties may also have Sites that can accommodate RVs of varying sizes. We also have marinas that offer boat slip and dry storage rentals. In addition to centralized entrances, internal road systems and designated Sites, our Properties generally provide a clubhouse for social activities and recreation and other amenities, which can include swimming pools, shuffleboard courts, tennis courts, pickleball courts, golf courses, lawn bowling, restaurants, laundry facilities, cable television and internet service. Some Properties provide utilities, including water and sewer service, through municipal or regulated utilities, while others provide these services to customers from on-site facilities.

Our Formation

Our Properties are primarily owned by our Operating Partnership and managed internally by affiliates of our Operating Partnership. We are the general partner of the Operating Partnership. We contributed the proceeds from our various equity offerings to the Operating Partnership. In exchange for these contributions, we received units of common interests in the Operating Partnership (“OP Units”) equal to the number of shares of common stock that have been issued in such equity offerings.

We have elected to be taxed as a REIT for U.S. federal income tax purposes. Since certain activities, if performed by us, may not be qualifying REIT activities under the Internal Revenue Code of 1986, as amended (the “Code”), we have formed taxable REIT subsidiaries (each, a “TRS”). Our primary TRS is Realty Systems, Inc. (“RSI”) which, along with owning several Properties and other businesses, also purchases, sells and leases factory-built homes located in Properties owned and managed by us. RSI also offers home sale brokerage services to our residents who may choose to sell their homes rather than relocate them when moving from a Property. Subsidiaries of RSI also operate ancillary activities at certain Properties, such as golf courses, pro shops, stores and restaurants.

The financial results of the Operating Partnership and Subsidiaries are included in our consolidated financial statements, which can be found beginning on page F-1 of this Form 10-K.

Operating Strategies

Our operating strategy is to own and operate the highest quality Properties in sought-after locations near retirement and vacation destinations and urban areas across the United States. Through management of desirable Properties that provide an exceptional customer experience, we create communities valued by residents and guests while delivering value for stockholders.

We focus on Properties that have strong cash flows and plan to hold such Properties for long-term investment and capital appreciation. In determining cash flow potential, we evaluate our ability to attract high quality customers to our Properties and to retain customers who take pride in the Property and in their homes. Our operating, investment and financing initiatives include:

•Consistently providing high levels of services and amenities in attractive surroundings to foster a strong sense of community and pride of home ownership;

•Efficiently managing the Properties to add value, grow occupancy, maintain competitive market rents and control expenses;

•Incorporating sustainability considerations into our business and ensuring sustainability is embedded in our business operations;

•Achieving growth and increasing property values through strategic expansion and, where appropriate, renovation of the Properties;

•Utilizing technology to evaluate potential acquisitions, identify and track competing properties, attract new customers and monitor existing and prospective customer satisfaction;

•Selectively acquiring properties that offer opportunities for us to add value and enhance or create property concentrations in and around retirement or vacation destinations and urban areas to capitalize on operating synergies;

•Selectively acquiring parcels of land adjacent to our Properties that offer opportunities for us to expand our existing communities with additional Sites;

•Selecting joint venture partners that share business objectives, growth initiatives and risk profiles similar to ours;

•Managing our capital structure in order to maintain financial flexibility, minimize exposure to interest rate fluctuations and maintain an appropriate degree of leverage to maximize return on capital; and

•Developing and maintaining relationships with various capital providers.

2

These initiatives and their implementation were determined by our management team and ratified by our Board of Directors and may be subject to change or amendment at any time.

Acquisitions and Dispositions

We invest in properties in sought-after locations near retirement and vacation destinations and urban areas across the United States with a focus on delivering value for residents and guests as well as stockholders. Over the last decade, we have continued to increase the number of Properties in our portfolio (including joint venture Properties), from approximately 387 Properties with over 143,900 Sites to 453 Properties with approximately 173,400 Sites as of December 31, 2025.

We are actively seeking to acquire and at any given time are engaged in various stages of negotiations relating to the possible acquisition of additional properties, which may include outstanding contracts to acquire properties that are subject to the satisfactory completion of our due diligence review. We believe there continues to be opportunities for property acquisitions. Based on industry reports, we estimate there are approximately 50,000 MH properties and approximately 8,700 RV properties (excluding government owned properties) in North America and approximately 4,500 marinas in the U.S. Many of these properties are not operated by large owners/operators and approximately 3,800 of the MH properties, 1,300 of the RV properties and 500 of the marinas contain 200 sites or more. We believe this fragmentation provides us the opportunity to purchase additional properties. We also believe we have a competitive advantage in the acquisition of additional properties due to our experienced management, significant presence in major real estate markets and access to capital resources. We utilize market information systems to identify and evaluate acquisition opportunities, including the use of a market database to review the primary economic indicators of the various locations in which we expect to expand our operations.

Acquisitions will be financed with the most efficient available sources of capital, which may include undistributed Funds from Operations (“FFO”), collateralized and uncollateralized borrowings, including our existing line of credit, issuance of additional equity securities, including under our at-the-market (“ATM”) equity offering program, and sales of investments. In addition, we have acquired and expect to acquire properties in transactions that include the issuance of OP Units as consideration for the acquired properties. We believe that an acquisition structure that includes our Operating Partnership has permitted and will permit us to acquire additional properties in transactions that may defer all or a portion of the sellers’ tax consequences.

When evaluating potential acquisitions, we consider, among others, the following factors:

•Current and projected cash flows of the property;

•Geographic area and the type of property;

•Replacement cost of the property, including land values, entitlements and zoning;

•Location, construction quality, condition and design of the property, including vacant land and its location relative to one or more of our existing Properties;

•Potential for capital appreciation of the property;

•Terms of tenant leases or usage rights;

•Climate risk;

•REIT tax compliance;

•Sellers’ reputation;

•Opportunity to enhance the customer experience and add value through management expertise;

•Potential for economies of scale through property concentrations;

•Potential for economic growth and the tax and regulatory environment of the community in which the property is located;

•Potential for expansion, including increasing the number of Sites;

•Occupancy and demand by customers for properties of a similar type in the vicinity;

•Prospects for liquidity through sale, financing or refinancing of the property;

•Competition from existing properties and the potential for the construction of new properties in the area; and

•Working capital demands.

When evaluating potential dispositions, we consider, among others, the following factors:

•Whether the Property meets our current investment criteria;

•Our desire to exit certain non-core markets and reallocate the capital into core markets; and

•Our ability to sell the Property at a price that we believe will provide an appropriate return for our stockholders.

When investing capital, we consider all potential uses of the capital, including returning capital to our stockholders. Our Board of Directors periodically reviews the conditions under which we may repurchase our stock. These conditions include, but are not limited to, market price, balance sheet flexibility, other opportunities and capital requirements.

3

Property Expansions

Development - Current Portfolio. An integral part of our growth and investment strategy is to evaluate each Property for expansion opportunities. Investment evaluation consists of reviewing the following: local market conditions, demographic trends, zoning and entitlements, infrastructure requirements, financial feasibility, projected performance and property operations. When justified, development of land available for expansion (“Expansion Sites”) allows us to leverage existing facilities and amenities. We believe our ability to increase density translates to greater value creation and cash flows through operational efficiencies. Overall, approximately 117 of our Properties have potential Expansion Sites, offering approximately 6,300 available acres. Refer to Item 2. Properties, which includes detail regarding the developable acres available at each property.

Acquisition - Expanding Portfolio. In selecting acquisition targets, we focus on properties with existing operations in place and contiguous Expansion Sites. Underwriting a project with these features allows us to access the previously untapped potential of such properties. For example, over the past three years, we have acquired four Properties and three land parcels.

Human Capital Management

We recognize that our success is driven by our employees. Through investment in their development and leadership, our employees build strong, innovative relationships that enhance the experience of our residents and guests and create lasting value.

We have an annual average of approximately 3,700 full-time, part-time and seasonal employees dedicated to carrying out our operating philosophy while focusing on delivering a memorable customer experience for our residents and guests. Our property operations are managed internally by affiliates of the Operating Partnership and are coordinated by an on-site team of employees. Complementing the on-site team are approximately 500 full-time employees in our home and regional offices who assist in all functions related to the management of our Properties.

We provide equal employment opportunities to all persons, in accordance with the principles and requirements of the Equal Employment Opportunities Commission and the principles and requirements of the Americans with Disabilities Act. As of December 31, 2025, more than 50% of our workforce self-identified as female and more than 50% of our management positions are held by individuals self-identifying as female.

Our employees are fairly compensated, without regard to gender, race and ethnicity and are routinely recognized for outstanding performance. Our compensation program is designed to attract and retain talent. All employees are supported with a strong training and development program and a well rounded benefits plan, including medical, dental and vision insurance and life and disability insurance. We encourage our employees to take time away from work to focus on their physical and mental well-being and offer a comprehensive benefit package that includes paid mental health and well-being days and paid parental and paid family leave programs that exceed minimum regulatory requirements, amongst others. In addition, we offer a competitive 401(k) plan that provides for an employer match of up to 4% with 100% vesting of all contributions immediately upon eligibility and an Employee Stock Purchase Plan providing a 15% discount for all eligible employees.

Providing a safe and healthy work environment for our team members is a top priority and we empower them to take ownership in this effort. Each employee is assigned a safety-related training curriculum tailored to their job responsibilities. All employees are encouraged to report any conditions in their workplace that raise health, safety, ethics or compliance concerns without fear of retaliation, which can be done through our third-party confidential hotline.

ELS is a place where talent is recognized and internal growth is promoted. We recognize the importance of experienced leadership and, as of December 31, 2025, the average tenure for the executive team was 20 years. The average age of our employees is 50, with ages spanning multiple generations, similar to our residents and guests. We invest in our people and their continuous development by providing valuable professional experiences, tailored skill and leadership development programs and meaningful opportunities to learn from internal and external experts. We conduct annual performance, career development and compensation reviews for all employees to reward our employees based on merit and their contributions.

We continually evaluate employee satisfaction and engagement using employee surveys to measure progress against key engagement metrics and identify opportunities for program enhancement.

4

Sustainability Strategy

We believe that sustainable practices are vital to our overall success and building long-term shareholder value. Mindful of the impact we have locally and nationally, we are committed to incorporating sustainability considerations into our business.

Our sustainability team supports our on-going commitment to environmental, social, governance and other public policy matters relevant to us (collectively, “Sustainability matters”) and assists Company management and the Board with setting strategies and objectives, implementing initiatives, overseeing stakeholder communications, and monitoring risks and opportunities. Overseen by our President and Chief Operating Officer, the sustainability team is comprised of a cross-functional team of employees from asset management, investor relations, compliance, communications, operations, marketing, risk management, financial reporting, legal, human resources, tax and IT.

On a quarterly basis, the sustainability team reports on Sustainability matters to the Compensation, Nominating and Corporate Governance Committee (the “Compensation Committee”) of the Board. The Compensation Committee is responsible for the review of our sustainability strategy and initiatives. The Strategic Planning Committee of the Board of Directors further assists the Board in assessing sustainability strategies. Quarterly committee meetings with the Board include briefings from management regarding a wide variety of strategic initiatives, including Sustainability matters. Additionally, the Audit Committee of the Board of Directors is responsible for the discussion and review of policies with respect to risk assessment and risk management, including, but not limited to, human capital, climate, cyber security and other sustainability risks.

Information on our sustainability practices can be found in our 2024-25 Sustainability Report published in December 2025, which references the Global Reporting Initiative (GRI), Sustainability Accounting Standards Board (SASB) and Task Force on Climate-related Financial Disclosures (TCFD) frameworks. The Sustainability Report also includes information on our environmental performance and methodology for energy, greenhouse gas emissions and water metrics. These reports and other sustainability policies and collaborations are available at www.equitylifestyleproperties.com/sustainability. The information on our internet site is not part of, nor incorporated into, this Annual Report on Form 10-K.

Leases or Usage Rights

At our Properties, a typical lease for the rental of a Site between us and the owner or renter of a home is month-to-month or for a one-year term, renewable upon the consent of both parties or, in some instances, as provided by statute. These leases are cancelable, depending on applicable law, for non-payment of rent, violation of Property rules and regulations or other specified defaults. Cancelable, long-term leases are in effect at approximately 11,932 Sites in 29 of our MH Properties. Some of these leases are subject to rental rate increases based on the Consumer Price Index (“CPI”), in some instances allowing for pass-throughs of certain items such as real estate taxes, utility expenses and capital expenditures. Generally, adjustments to our rental rates, if appropriate, are made on an annual basis.

In Florida, which represents approximately 38% of total sites and 46% of total property operating revenues, in connection with offering a Site in a MH community for rent, the MH community owner must deliver to the prospective resident a prospectus required by Florida Statutes Chapter 723.011, which must first be approved by the state’s regulatory agency. The prospectus contains certain required disclosures regarding the community, the rights and obligations of the MH community owner and residents and a copy of the lease agreement. A prospectus may describe what factors the MH community owner can use to justify a rental rate increase and may contain limitations on the rights of the MH community to increase rental rates. However, in the absence of such limitations, the MH community owner may increase rental rates to market, subject to certain advance notice requirements and a statutory requirement that the rental increase and rental rates be reasonable. See further discussion below related to rent control legislation.

At Properties zoned for RV use, we have entered into agreements with residents who have usage rights on an annual basis and we have long-term relationships with many of our seasonal and transient residents and guests, who typically enter into short-term rental agreements. Generally, these residents and guests cannot live full time on these Properties for reasons including their seasonal nature. Many of them also submit deposits to reserve a Site for the following year.

Properties operated under the Thousand Trails brand are primarily utilized to serve subscription members. Available Sites within these Properties may also be utilized by non-members. A membership subscription grants the member access to these Properties on a continuous basis of up to 21 days in exchange for an annual payment. In addition, members are eligible to upgrade their subscriptions, which increase usage rights during the membership term. Beginning in the first quarter of 2025, we introduced subscription-based upgrade products with two- to four-year terms and higher annual dues. Prior to the introduction of subscription-based upgrade products, membership upgrades required non-refundable upfront payments and members in good standing are entitled to enhanced benefits for as long as they choose to remain in the program. Most of the subscription contracts provide for dues increases following the initial term.

5

Regulations and Insurance

General. Our Properties are subject to a variety of laws, ordinances and regulations, including regulations relating to recreational facilities such as swimming pools, clubhouses and other common areas, regulations relating to providing utility services, such as electricity, and regulations relating to operating water and wastewater treatment facilities at certain Properties. We believe that each Property has all material permits and approvals necessary to operate. We renew these permits and approvals in the ordinary course of business.

Insurance. Our Properties are insured against risks that may cause property damage and business interruption, including events such as fire, flood, earthquake, or windstorm. The relevant insurance policies contain deductible requirements, coverage limits and particular exclusions. Our current property and casualty insurance policies with respect to our MH and RV Properties, which we plan to renew, expire on April 1, 2026. We have a $125.0 million per occurrence limit with respect to our MH and RV all-risk property insurance program, which includes approximately $75.0 million of coverage per occurrence for named windstorms, which include, for example, hurricanes. The loss limit is subject to additional sub-limits as set forth in the policy form, including, among others, a $25.0 million aggregate loss limit for earthquake(s) in California. The deductibles for this policy primarily range from a $500,000 minimum to 5.0% per unit of insurance for most catastrophic events. For most catastrophic events, there is an additional one-time aggregate deductible of $10.0 million, which is capped at $5.0 million per occurrence. We have separate insurance policies with respect to our marina Properties. Those casualty policies will expire on November 1, 2026, and the property insurance program, which we plan to renew, expires on April 1, 2026. The marina property insurance program has a $30.0 million per occurrence limit, subject to self-insurance and a minimum deductible of $100,000 plus, for named windstorms, 5.0% per unit of insurance subject to a $500,000 minimum. A deductible indicates our maximum exposure, subject to policy limits and sub-limits, in the event of a loss.

Rent Control Legislation. At certain Properties, state and local rent control laws dictate the structure of rent increases and in some cases, outline the ability to recover the costs of capital improvements. Enactment of such laws has been considered at various times in other jurisdictions. We presently expect to continue to maintain Properties and may purchase additional properties in markets that are either subject to rent control or in which rent related legislation exists or may be enacted. For example, Florida law requires that rental increases be reasonable and Delaware law requires rental increases greater than the changes in the CPI to be justified. Also, certain jurisdictions in California in which we own Properties limit rent increases to changes in the CPI or some percentage of the CPI. As part of our effort to realize the value of Properties subject to restrictive regulations, we have initiated lawsuits at times against various municipalities imposing such regulations in an attempt to balance the interests of our stockholders with the interests of our residents and guests.

Membership Properties. Many states also have consumer protection laws regulating right-to-use or campground membership sales and the financing of such sales. Some states have laws requiring us to register with a state agency and obtain a permit to market (see