Regency Centers REG · USD

15.Segment Information The Company's business consists of acquiring, developing, owning, and operating income-producing retail real estate in the United States of America ("USA" or "United States"). The Company owns and manages a portfolio of neighborhood and community shopping centers, anchored primarily by grocers. Nearly all of the Company's consolidated revenues are generated from real estate investments in shopping centers.The Company derives revenue primarily by leasing retail spaces to tenants under long-term leases with varying terms that generally provide for fixed payments of base rent with stated increases over the lease term. Some leases also include provisions for additional percentage rent based on tenant sales performance. Additionally, most lease agreements contain provisions requiring tenants to reimburse their share of actual real estate taxes, insurance and CAM costs incurred by the Company.The Company’s CODM is the Executive Committee, which is comprised of the Chief Executive Officer, Chief Financial Officer, Chief Operating Officer, and the Chief Investment Officer. The CODM evaluates the performance of shopping centers and allocates resources on an individual property basis. Consequently, the Company defines its operating segments as individual properties. These operating segments are aggregated into one reportable segment due to similarities in the nature and economics of the centers, tenant profiles, operating processes, and long-term financial performance. The accounting policies for the shopping centers segment are consistent with those described in the Summary of Significant Accounting Policies.The CODM assesses the performance of each shopping center and allocates resources based on Net Operating Income (“NOI”). NOI is calculated as the sum of base rent, percentage rent, termination fee income, tenant recoveries, other lease income, and other property income, less operating and maintenance expenses, real estate taxes, ground rent, termination expense, and uncollectible lease income. NOI excludes items such as straight-line rental income and expense, above and below market rent and ground rent amortization, tenant lease inducement amortization, and other fees. The Company’s NOI also includes its share of NOI from unconsolidated real estate investment partnerships. The Company does not report asset information for the segment because it is not used to evaluate performance or regularly provided to the CODM.

16.Commitments and ContingenciesLitigationThe Company is a party to litigation and other disputes that arise in the ordinary course of business. While the outcome of any particular lawsuit or dispute cannot be predicted with certainty, in the opinion of management, the Company's currently pending litigation and disputes are not expected to have a material adverse effect on the Company's consolidated financial position, results of operations, or liquidity. Legal fees are expensed as incurred.EnvironmentalThe Company is subject to numerous environmental laws and regulations. With respect to applicability to the Company, these pertain primarily to chemicals historically used by certain current and former dry cleaning tenants, the existence of asbestos in older shopping centers, underground petroleum storage tanks and other historic land uses. The Company believes that the ultimate disposition of currently known environmental matters will not have a material effect on its financial position, liquidity, or operations. The Company can give no assurance that existing environmental studies with respect to its shopping centers have revealed all potential environmental contamination; that its estimate of liabilities will not change as more information becomes available; that any previous owner, occupant or tenant did not create any material environmental condition not known to the Company; that the current environmental condition of the shopping centers will not be affected by tenants and occupants, by the condition of nearby properties, or by unrelated third parties; and that changes in applicable environmental laws and regulations or their interpretation will not result in additional environmental liability to the Company.The Company had accrued liabilities of $19.2 million and $17.3 million for environmental assessment and remediation, which are included in Accounts payable, and other liabilities on the Company’s Consolidated Balance Sheets as of December 31, 2025 and 2024, respectively.Letters of CreditThe Company has the right to issue letters of credit under the Line up to an aggregate amount not to exceed $50.0 million, which reduces the credit availability under the Line. These letters of credit are primarily issued as collateral on behalf of its captive insurance subsidiary and to facilitate the construction of development projects. The Company had $12.9 million and $10.

12.Stock-Based CompensationThe Company records stock-based compensation expense within General and administrative expenses in the accompanying Consolidated Statements of Operations, and recognizes forfeitures as they occur. Year ended December 31, (in thousands) 2025 2024 2023 Restricted stock (1)(2) $ 21,648 18,549 17,277 Directors' fees paid in common stock and other employee stock grants 439 528 590 Capitalized stock-based compensation (2,628 ) (1,941 ) (954 ) Stock-based compensation, net of capitalization $ 19,459 17,136 16,913 (1)Includes amortization of the grant date fair value of restricted stock awards over the respective vesting periods. (2)In addition, the Company expensed $6.4 million and $3.2 million during 2024 and 2023, respectively, within Other operating expenses in connection with restricted stock expense related to the acquisition of UBP. The Company established its Omnibus Incentive Plan (the "Plan") under which the Board of Directors may grant stock options and other stock-based awards to officers, directors, and other key employees. The Plan allows the Company to issue up to 5.0 million shares in the form of the Parent Company's common stock or stock options. As of December 31, 2025, there were 3.5 million shares available for grant under the Plan.Restricted Stock UnitsThe Company grants restricted stock under the Plan to its employees as a form of long-term compensation and retention. The terms of each restricted stock grant vary depending upon the participant's responsibilities and position within the Company. The Company's stock grants can be categorized as either time-based awards, performance-based awards, or market-based awards. All awards are valued at grant date fair value, earn dividends throughout the vesting period, and have no voting rights. Fair value is measured using the grant date market price for all time-based and performance-based awards. Market based awards are valued using a Monte Carlo simulation model to estimate the fair value based on the probability of satisfying the market conditions and the projected stock price at the time of payout, discounted to the valuation date over a three year performance period. Assumptions used in the estimate include historic volatility over the previous three-year period, risk-free interest rates, and Regency's historic daily return as compared to the market index.

Market-based awards are earned dependent upon the Company's total shareholder return in relation to the shareholder return of a NAREIT index over a three-year period. Once the performance criteria are met and the actual number of shares earned is determined, the shares are immediately vested and distributed. The probability of meeting the criteria is considered when calculating the estimated fair value on the date of grant using a Monte Carlo simulation. These awards are accounted for as awards with market criteria, with compensation cost recognized over the service period, regardless of whether the performance criteria are achieved and the awards are ultimately earned. The significant assumptions underlying determination of fair values for market-based awards granted were as follows: Year ended December 31, 2025 2024 2023 Expected volatility 23.8 % 25.50 % 45.50 % Risk free interest rate 4.25 % 4.14 % 3.

7.LeasesLessor AccountingSubstantially all of the Company's leases are classified as operating leases. The Company's Lease income is comprised of both fixed and variable income. Fixed and in-substance fixed lease income includes stated amounts per lease contracts, which are primarily related to base rent, and in some cases stated amounts for Recoverable Costs. Income for these amounts is recognized on a straight-line basis.Variable lease income includes the following two main items in the lease contracts:(i)Recoveries from tenants represent the tenants' contractual obligations to reimburse the Company for their portion of Recoverable Costs incurred. Generally, the Company's leases provide for the tenants to reimburse the Company based on the tenants' share of the actual costs incurred in proportion to the tenants' share of leased space in the property.(ii)Percentage rent represents amounts billable to tenants based on the tenants' actual sales volume in excess of levels specified in the lease contract.The following table provides a disaggregation of lease income recognized as either fixed or variable lease income based on the criteria specified in Topic 842: Year ended December 31, (in thousands) 2025 2024 2023 Operating lease income Fixed and in-substance fixed lease income $ 1,102,834 1,035,225 928,364 Variable lease income 388,123 356,520 324,037 Other lease related income, net: Above/below market rent and tenant rent inducement amortization, net 24,428 24,843 30,826 Uncollectible straight-line rent (1,167 ) (1,885 ) 1,261 Uncollectible amounts billable in lease income (2,793 ) (3,324 ) (549 ) Total lease income $ 1,511,425 1,411,379 1,283,939 Future minimum rental revenue under non-cancelable operating leases, excluding variable lease payments as of December 31, 2025, are as follows: (in thousands) For the year ending December 31, 2026 $ 1,121,279 2027 1,026,724 2028 880,290 2029 736,919 2030 591,041 Thereafter 2,327,057 Total $ 6,683,310 At December 31, 2025, the Company had three leases classified as sales-type leases, with lease income recorded over the lease term in the form of variable interest income representing the constant periodic rate of return on the Company’s net investment in the lease, and fixed contractual obligations.

Item 1C. CybersecurityCybersecurity Risk Management and StrategyWe have developed and implemented a cybersecurity risk management program intended to protect the confidentiality, security, and availability of our critical systems and information. We employ a tiered structure of management and oversight for cybersecurity, characterized by distinct layers of responsibility and decision making, which includes operational staff, management, and senior management and board-level governance. As discussed in more detail below under "Cybersecurity Governance," this involves management responsibility through a specialized Cyber Risk Committee (the "CRC") and oversight of that committee by a group of the most senior leaders of the Company, which comprise the Company’s Executive Committee. At the Company’s Board of Directors (the "Board") level, the Audit Committee oversees our cybersecurity risk management program.Our strategy for managing cybersecurity risk is integrated into the Company’s overall risk management program and structure, as depicted in the Corporate Governance section of our Proxy under "Risk Oversight."The Company, through its Chief Information Security Officer ("CISO"), other Company employees experienced in information network security, and the use of third-party expertise references recognized cybersecurity frameworks, such as the National Institute of Standards and Technology ("NIST") Cybersecurity Framework. While our objective is to generally align our cybersecurity program with NIST standards, this does not imply that we meet NIST or any other particular technical standard, specifications, or requirements; rather, these frameworks are used to benchmark and help tailor the Company’s cybersecurity strategies and program to our risk mitigation and operational needs and goals. Our core cybersecurity strategy focuses on five key pillars: identification, protection, detection, response, and recovery, each tailored to meet the challenges and needs of our business. The primary goal of this strategy is to proactively safeguard the confidentiality, security, and availability of our critical systems and information. This proactive approach includes measures designed to identify, prevent, and mitigate cybersecurity threats and to enable a timely response to cybersecurity incidents to minimize their impact.

5.Other AssetsThe following table represents the components of Other assets in the accompanying Consolidated Balance Sheets as of the periods set forth below: (in thousands) December 31, 2025 December 31, 2024 Goodwill $ 166,739 166,739 Investments 51,373 51,820 Prepaid and other 34,575 40,240 Derivative assets 6,778 12,781 Furniture, fixtures, and equipment, net 12,728 7,954 Deferred financing costs, net 6,530 9,512 Total other assets $ 278,723 289,046 The following table presents the goodwill balances and activity during the year ended: December 31, 2025 December 31, 2024 (in thousands) Goodwill AccumulatedImpairmentLosses Total Goodwill AccumulatedImpairmentLosses Total Beginning of year balance $ 292,640 (125,901 ) 166,739 $ 294,524 (127,462 ) 167,062 Goodwill written off upon dispositions (19,227 ) 19,227 — (1,884 ) 1,561 (323 ) End of year balance $ 273,413 (106,674 ) 166,739 $ 292,640 (125,901 ) 166,739 As the Company identifies properties ("reporting units") that no longer meet its investment criteria, it will evaluate the property for potential sale. A decision to sell a reporting unit results in the need to evaluate its goodwill for recoverability and may result in impairment loss. Additionally, other changes impacting a reporting unit may be considered a triggering event. If events occur that trigger an impairment evaluation at multiple reporting units, a goodwill impairment may be significant.

11.Equity and CapitalPreferred Stock of the Parent Company Terms and conditions of the preferred stock outstanding are summarized as follows: Preferred Stock Outstanding as of December 31, 2025 and 2024 Date of Issuance Shares Issued and Outstanding Liquidation Preference Distribution Rate Callable By Company Series A 8/18/2023 4,600,000 $ 115,000,000 6.250% On demand Series B 8/18/2023 4,400,000 110,000,000 5.875% On demand 9,000,000 $ 225,000,000 Dividends DeclaredSubsequent to December 31, 2025, the Board declared the following dividends: Dividend Declared, per share Declaration Date Record Date Payable Date Series A Preferred Stock $ 0.390625 February 4, 2026 April 15, 2026 April 30, 2026 Series B Preferred Stock $ 0.367200 February 4, 2026 April 15, 2026 April 30, 2026 Except under certain limited conditions, each series of Preferred Stock is non-voting, has no stated maturity and is redeemable for cash at $25.00 per share at the Company's option. The holders of the Preferred Stock have general preference rights over common stockholders with respect to liquidation and quarterly distributions. In the event of a cumulative arrearage equal to six quarterly dividends, holders of the Preferred Stock (voting as a single class without regard to series) will have the right to elect two additional members to serve on the Company's Board of Directors until the arrearage has been cured. Upon the occurrence of a Change of Control, as defined in the Company's Articles of Incorporation, the holders of the Preferred Stock will have the right to convert all or part of the shares of the Preferred Stock held by such holders on the applicable conversion date into a number of shares of Common Stock. Common Stock of the Parent CompanyDividends Declared On February 4, 2026, the Board declared a common stock dividend of $0.755 per share, payable on April 1, 2026, to shareholders of record as of March 11, 2026.At the Market ("ATM") ProgramUnder the Parent Company's ATM Program, as authorized by the Board, the Parent Company may sell up to $500 million of common stock at prices determined by the market at the time of sale. The timing of sales, if any, will be dependent on market conditions and other factors.During 2024, the Company entered into forward sale agreements under its ATM program through which the Parent Company expected to issue 1,339,377 shares of its common stock at a weighted average offering price of $74.