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0001025996false00010259962024-05-022024-05-02

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15 (d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): May 2, 2024
KILROY REALTY CORPORATION
(Exact name of registrant as specified in its charter)
Maryland 001-12675 95-4598246
(State or other jurisdiction of
incorporation or organization)
(Commission File No.) (I.R.S. Employer
Identification No.)

12200 W. Olympic Boulevard, Suite 200, Los Angeles, California, 90064
(Address of principal executive offices) (Zip Code)

(310) 481-8400
(Registrant's telephone number, including area code)
N/A
(Former name, former address and former fiscal year, if changed since last report)
Securities registered pursuant to Section 12(b) of the Act:
Registrant Title of each class Name of each exchange on which registered Ticker Symbol
Kilroy Realty Corporation Common Stock, $.01 par value New York Stock Exchange KRC

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instructions A.2.):
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐











Item 2.02    Results of Operations and Financial Condition.

On May 2, 2024, Kilroy Realty Corporation issued a press release announcing its earnings for the quarter ended March 31, 2024 and distributed certain supplemental financial information. On May 2, 2024, Kilroy Realty Corporation also posted the supplemental information on its website located at www.kilroyrealty.com. The text of the supplemental information and the related press release are furnished herewith as Exhibits 99.1 and 99.2, respectively, and are incorporated by reference herein.

Exhibits 99.1 and 99.2 are being furnished pursuant to Item 2.02 and shall not be deemed “filed” for any purpose, including for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section. The information in this Current Report on Form 8-K shall not be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended (the “Securities Act”), or the Exchange Act regardless of any general incorporation language in such filing.

Item 7.01    Regulation FD Disclosure.

As discussed in Item 2.02 above, Kilroy Realty Corporation issued a press release announcing its earnings for the quarter ended March 31, 2024 and distributed certain supplemental information. On May 2, 2024, Kilroy Realty Corporation also posted the supplemental information on its website located at www.kilroyrealty.com.

The information being furnished pursuant to Item 7.01 shall not be deemed “filed” for any purpose, including for the purposes of Section 18 of the Exchange Act, or otherwise subject to the liabilities of that section. The information in this Current Report on Form 8-K shall not be deemed incorporated by reference into any filing under the Securities Act or the Exchange Act regardless of any general incorporation language in such filing.

Item 9.01    Financial Statements and Exhibits.

(a) Financial statements of businesses acquired: None.
(b) Pro forma financial information: None.
(c) Shell company transactions: None.
(d) Exhibits:

The following exhibits are furnished with this Current Report on Form 8-K:
Exhibit No. Description
99.1*
99.2*
104 Cover Page Interactive Data File (embedded within the Inline XBRL document)
_______________
*    Furnished herewith.




SIGNATURES

Pursuant to the requirements of the Exchange Act, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.



Kilroy Realty Corporation
Date: May 2, 2024
By: /s/ Merryl E. Werber
Merryl E. Werber
Senior Vice President,
Chief Accounting Officer and Controller




EX-99.1 2 exhibit991.htm EX-99.1 Document

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Q1 2024 Supplemental Financial Report
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KILROY REALTY CORPORATION REPORTS
FIRST QUARTER FINANCIAL RESULTS
---------------

LOS ANGELES, May 2, 2024 - Kilroy Realty Corporation (NYSE: KRC) today reported financial results for its first quarter ended March 31, 2024.

First Quarter Highlights

Financial Results
•Revenues of $278.6 million
•Net income available to common stockholders of $0.42 per diluted share
•Funds from operations available to common stockholders and unitholders (“FFO”) of $133.7 million, or $1.11 per diluted share

Leasing and Occupancy
•Stabilized portfolio was 84.2% occupied and 85.7% leased at March 31, 2024
•Signed approximately 400,000 square feet of leases, inclusive of 116,000 square feet of short-term leases, comprised of 161,000 square feet of new leasing on previously vacant space, 79,000 square feet of new leasing on currently occupied space, and 160,000 square feet of renewal leasing
◦GAAP rents increased 8.6% and cash rents decreased 2.9% from prior levels on stabilized leasing, excluding short-term leasing

Balance Sheet / Liquidity
•In January, completed a public offering of $400.0 million of 12-year unsecured senior notes at an interest rate of 6.250% due January 2036
•In March, closed on the recast of the Company’s $1.1 billion unsecured revolving credit facility, which now matures July 31, 2028, before extension options
•In connection with the recast of the unsecured revolving credit facility, paid down the existing $520.0 million unsecured term loan facility by $200.0 million and extended the final maturity on an aggregate principal amount of $200.0 million of the remaining $320.0 million by twelve months to October 3, 2027, inclusive of exercising two one-year extension options
•As of March 31, 2024, the Company had approximately $2.0 billion of total liquidity comprised of approximately $0.9 billion of cash and short-term investments and approximately $1.1 billion available under the unsecured revolving credit facility
•In March, established a new $500.0 million “at-the-market” stock offering program
•In March, the Company’s Board of Directors (the “Board”) approved a $500.0 million share repurchase program

Dividend
•The Board declared and paid a regular quarterly cash dividend on its common stock of $0.54 per share, equivalent to an annual rate of $2.16


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Q1 2024 Supplemental Financial Report
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Net Income Available to Common Stockholders / FFO Guidance and Outlook
The Company is providing an updated Nareit-defined FFO per diluted share guidance for the full year 2024 of $4.15 to $4.30 per share, with a midpoint of $4.23 per share.
Full Year 2024 Range
as of February 2024
Full Year 2024 Range
as of May 2024
Low End High End Low End High End
$ and shares/units in thousands, except per share/unit amounts
Net income available to common stockholders per share - diluted $ 1.45  $ 1.61  $ 1.46  $ 1.61 
Weighted average common shares outstanding - diluted (1)
118,000  118,000  118,000  118,000 
Net income available to common stockholders $ 171,000  $ 190,000  $ 172,500  $ 190,000 
Adjustments:
Net income attributable to noncontrolling common units of the Operating Partnership 1,900  2,000  1,900  2,000 
Net income attributable to noncontrolling interests in consolidated property partnerships 20,500  21,000  20,500  21,000 
Depreciation and amortization of real estate assets 330,000  330,000  335,000  336,000 
Gains on sales of depreciable real estate —  —  —  — 
Funds From Operations attributable to noncontrolling interests in consolidated property partnerships (30,000) (32,000) (31,000) (32,000)
Funds From Operations (2)
$ 493,400  $ 511,000  $ 498,900  $ 517,000 
Weighted average common shares/units outstanding – diluted (3)
120,250  120,250  120,250  120,250 
Funds From Operations per common share/unit – diluted (3)
$ 4.10  $ 4.25  $ 4.15  $ 4.30 

Key Assumptions February 2024 Assumptions May 2024 Assumptions
Change in same store cash NOI (2)
(4.0%) to (6.0%) (3.5%) to (5.5%)
Average full year occupancy 82.5% to 84.0% 82.5% to 84.0%
General and administrative expenses $72 million to $80 million $72 million to $80 million
Total development spending (4)
$200 million to $300 million $200 million to $300 million
Weighted average common shares/units outstanding – diluted (in thousands) (3)
120,250 120,250
 ________________________
(1)Calculated based on estimated weighted average shares outstanding, including non-participating share-based awards.
(2)See pages 32-33 for Management Statements on Funds From Operations and Same Store Cash Net Operating Income.
(3)Calculated based on weighted average shares outstanding, including participating and non-participating share-based awards, and the dilutive impact of contingently issuable shares, and assuming the exchange of all common limited partnership units outstanding. Reported amounts are attributable to common stockholders, common unitholders and restricted stock unitholders.
(4)Remaining 2024 development spending is $150 million to $250 million.

The Company’s guidance estimates for the full year 2024, and the reconciliation of net income available to common stockholders per share - diluted and FFO per share and unit - diluted included within this press release, reflect management’s views on current and future market conditions, including assumptions with respect to rental rates, occupancy levels, and the earnings impact of the events referenced in this press release. These guidance estimates do not include the impact on the Company’s operating results from potential future acquisitions, dispositions (including any associated gains or losses), capital markets activity, impairment charges, or any events outside of the Company’s control, as the timing and magnitude of any such events are not known at the time the Company provides guidance.
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Q1 2024 Supplemental Financial Report
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There can be no assurance that the Company’s actual results will not differ materially from these estimates.

Conference Call and Audio Webcast
The Company’s management will discuss first quarter results and the current business environment during the Company’s May 3, 2024 earnings conference call. The call will begin at 9:00 a.m. Pacific Time and last approximately one hour. To participate and obtain conference call dial-in details, register by using the following link, https://www.netroadshow.com/events/login?show=7488a962&confId=58187. Those interested in listening via the Internet can access the conference call at https://events.q4inc.com/attendee/123531322. It may be necessary to download audio software to hear the conference call. A replay of the conference call will be available via telephone on May 3, 2024 through May 10, 2024 by dialing (866) 813-9403 and entering passcode 591632. International callers should dial (929) 458-6194 and enter the same passcode. The replay will also be available on our website at https://investors.kilroyrealty.com/shareholders/investor-events/default.aspx.

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Q1 2024 Supplemental Financial Report
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Table of Contents
Page
This Supplemental Financial Report contains "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These statements include, among other things, information concerning lease expirations, debt maturities, potential investments, development and redevelopment activity, projected construction costs, dispositions, and other forward-looking financial data. In some instances, forward-looking statements can be identified by the use of forward-looking terminology such as “expect,” “future,” “will,” “would,” “pursue,” or “project”, and variations of such words and similar expressions that do not relate to historical matters. Forward-looking statements are based on Kilroy Realty Corporation’s current expectations, beliefs, and assumptions, and are not guarantees of future performance. Forward-looking statements are inherently subject to uncertainties, risks, changes in circumstances, trends, and factors that are difficult to predict, many of which are outside of Kilroy Realty Corporation’s control. Accordingly, actual performance, results, and events may vary materially from those indicated or implied in the forward-looking statements, and you should not rely on the forward-looking statements as predictions of future performance, results, or events. Numerous factors could cause actual future performance, results, and events to differ materially from those indicated in the forward-looking statements, including, among others: global market and general economic conditions, including periods of heightened inflation, and their effect on our liquidity and financial conditions and those of our tenants; adverse economic or real estate conditions generally, and specifically, in the States of California, Texas, and Washington; risks associated with our investment in real estate assets, which are illiquid, and with trends in the real estate industry; defaults on or non-renewal of leases by tenants; any significant downturn in tenants’ businesses, including bankruptcy, lack of liquidity or lack of funding, and the impact labor disruptions or strikes, such as episodic strikes in the entertainment industry, may have on our tenants’ businesses; our ability to re-lease property at or above current market rates; reduced demand for office space, including as a result of remote working and flexible working arrangements that allow work from remote locations other than an employer's office premises; costs to comply with government regulations, including environmental remediation; the availability of cash for distribution and debt service, and exposure to risk of default under debt obligations; increases in interest rates and our ability to manage interest rate exposure; changes in interest rates and the availability of financing on attractive terms or at all, which may adversely impact our future interest expense and our ability to pursue development, redevelopment, and acquisition opportunities and refinance existing debt; a decline in real estate asset valuations, which may limit our ability to dispose of assets at attractive prices, or obtain or maintain debt financing, and which may result in write-offs or impairment charges; significant competition, which may decrease the occupancy and rental rates of properties; potential losses that may not be covered by insurance; the ability to successfully complete acquisitions and dispositions on announced terms; the ability to successfully operate acquired, developed, and redeveloped properties; the ability to successfully complete development and redevelopment projects on schedule and within budgeted amounts; delays or refusals in obtaining all necessary zoning, land use, and other required entitlements, governmental permits and authorizations for our development and redevelopment properties; increases in anticipated capital expenditures, tenant improvement, and/or leasing costs; defaults on leases for land on which some of our properties are located; adverse changes to, or enactment or implementations of, tax laws or other applicable laws, regulations, or legislation, as well as business and consumer reactions to such changes; risks associated with joint venture investments, including our lack of sole decision-making authority, our reliance on co-venturers' financial condition, and disputes between us and our co-venturers; environmental uncertainties and risks related to natural disasters; risks associated with climate change and our sustainability strategies, and our ability to achieve our sustainability goals; and our ability to maintain our status as a REIT. These factors are not exhaustive and additional factors could adversely affect our business and financial performance. For a discussion of additional factors that could materially adversely affect Kilroy Realty Corporation’s business and financial performance, see the factors included under the caption “Risk Factors” in Kilroy Realty Corporation’s annual report on Form 10-K for the year ended December 31, 2023, and its other filings with the Securities and Exchange Commission. All forward-looking statements are based on currently available information and speak only as of the dates on which they are made. Kilroy Realty Corporation assumes no obligation to update any forward-looking statement made in this Supplemental Financial Report that becomes untrue because of subsequent events, new information, or otherwise, except to the extent we are required to do so in connection with our ongoing requirements under federal securities laws.
Pictured on cover page, in order of appearance: Aero, Long Beach, CA | 2100 Kettner, San Diego, CA | Westside Media Center, Los Angeles, CA –Funds From Operations and Funds Available for Distribution



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01
Corporate Data and Financial Highlights

–Company Background
–Financial Highlights
–Consolidated Balance Sheets
–Consolidated Statements of Operations
–Net Operating Income



Q1 2024 Supplemental Financial Report
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Company Background

Kilroy Realty Corporation (NYSE: KRC), a publicly traded real estate investment trust and member of the S&P MidCap 400 Index, is a leading U.S. landlord and developer, with operations in San Diego, Los Angeles, the San Francisco Bay Area, Seattle, and Austin. The Company has over seven decades of experience developing, acquiring and managing office, life science, and mixed-use real estate assets. At March 31, 2024, the Company’s stabilized portfolio comprised of 121 buildings encompassing an aggregate of approximately 17.0 million square feet of primarily office and life science space that was 84.2% occupied and 85.7% leased. The Company also has 1,001 residential units in the Los Angeles and San Diego regions, which had an average occupancy of 93.1% for the quarter ended March 31, 2024. 
Board of Directors Executive and Senior Management Team Investor Relations
John Kilroy Chair Angela M. Aman Chief Executive Officer 12200 W. Olympic Blvd., Suite 200
Los Angeles, CA 90064
(310) 481-8400
Web: www.kilroyrealty.com
E-mail: investorrelations@kilroyrealty.com
Edward F. Brennan, PhD Lead Independent Justin W. Smart President
Angela M. Aman Eliott Trencher EVP, Chief Financial Officer and Chief Investment Officer
Jolie Hunt
Scott S. Ingraham Robert Paratte EVP, Chief Leasing Officer
Louisa G. Ritter Heidi R. Roth EVP, Chief Administrative Officer
Bill Hutcheson
Gary R. Stevenson John Osmond EVP, Head of Asset Management SVP, Investor Relations & Capital Markets
Peter B. Stoneberg Merryl Werber SVP, Chief Accounting Officer and Controller
Equity Research Coverage
Barclays Jefferies LLC
Brendan Lynch (212) 526-9428 Peter Abramowitz (212) 336-7241
BofA Securities J.P. Morgan
Camille Bonnel (646) 855-5042 Anthony Paolone (212) 622-6682
BMO Capital Markets Corp. Keybanc Capital Markets
John P. Kim (212) 885-4115 Upal Rana (917) 368-2316
BTIG Mizuho Securities USA LLC
Thomas Catherwood (212) 738-6140 Vikram Malhotra (212) 282-3827
Citigroup Investment Research RBC Capital Markets
Michael Griffin (212) 816-5871 Mike Carroll (440) 715-2649
Deutsche Bank Securities, Inc. Scotiabank
Omotayo Okusanya (212) 250-9284 Nicholas Yulico (212) 225-6904
Evercore ISI Wells Fargo
Steve Sakwa (212) 446-9462 Blaine Heck (443) 263-6529
Goldman Sachs & Co. LLC Wolfe Research
Caitlin Burrows (212) 902-4736 Andrew Rosivach (646) 582-9250
Green Street Advisors
Dylan Burzinski (949) 640-8780

Kilroy Realty Corporation is followed by the analysts listed above. Please note that any opinions, estimates or forecasts regarding Kilroy Realty Corporation’s performance made by these analysts are theirs alone and do not represent opinions, forecasts or predictions of Kilroy Realty Corporation or its management. Kilroy Realty Corporation does not by its reference above or distribution imply its endorsement of or concurrence with such information, conclusions or recommendations.

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Q1 2024 Supplemental Financial Report
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Financial Highlights
(unaudited, $ in thousands, except per share amounts)
Three Months Ended
  3/31/2024 12/31/2023 9/30/2023 6/30/2023 3/31/2023
INCOME ITEMS:
Revenues $ 278,581  $ 269,016  $ 283,594  $ 284,282  $ 292,802 
Capitalized Interest and Debt Costs 19,807  21,510  20,056  19,470  17,731 
Cash Lease Termination Fees (1)
3,851  3,437  1,682  225  — 
EARNINGS METRICS:
Net Income Available to Common Stockholders $ 49,920  $ 47,284  $ 52,762  $ 55,587  $ 56,608 
Net Operating Income (2)
189,270  184,725  193,396  198,584  208,425 
EBITDA, as adjusted (3)
182,602  171,387  173,798  178,020  184,577 
Company's Share of EBITDA, as adjusted (3)
173,942  163,059  165,408  169,858  173,018 
Company's Share of EBITDA, as adjusted less interest income (3)
160,752  152,363  158,393  166,437  171,558 
Funds From Operations (4)
133,723  129,257  134,047  141,853  145,959 
Funds Available for Distribution (4)
125,328  109,528  118,698  119,546  132,533 
PER SHARE INFORMATION (5):
Net Income Available to Common Stockholders per common share – diluted $ 0.42  $ 0.40  $ 0.45  $ 0.47  $ 0.48 
Funds From Operations per common share – diluted (4)
1.11  1.08  1.12  1.19  1.22 
Dividends declared per common share 0.54  0.54  0.54  0.54  0.54 
RATIOS (6):
Net Operating Income Margin (2)
67.9  % 68.7  % 68.2  % 69.9  % 71.2  %
Net Debt to Company's Share of EBITDA, as adjusted Ratio (3)(7)
6.3x 6.2x 6.1x 6.1x 6.0x
Net Debt to Company's Share of EBITDA, as adjusted less interest income Ratio (3)(7)
6.6x 6.5x 6.2x 6.2x 6.1x
Fixed Charge Coverage Ratio - Net Income 1.0x 1.0x 1.2x 1.4x 1.6x
Fixed Charge Coverage Ratio - EBITDA, as adjusted (3)
3.3x 3.4x 3.7x 4.1x 4.6x
Net Income Payout Ratio 114.9  % 120.5  % 108.8  % 104.3  % 97.9  %
FFO / FAD Payout Ratio (4)
47.9 % / 51.1% 49.5% / 58.4% 47.7% / 53.9% 45.0% / 53.4% 43.8% / 48.2%
STABILIZED PORTFOLIO INFORMATION:
Change in Same Store Net Operating Income (8)
(9.4) % (10.6) % (5.0) % (2.3) % 3.6  %
Change in Same Store Cash Net Operating Income (8)
(7.2) % (1.2) % 0.2  % 2.7  % 16.3  %
Period End Occupancy Percentage 84.2  % 85.0  % 86.2  % 86.6  % 89.6  %
Period End Leased Percentage 85.7  % 86.4  % 87.5  % 88.6  % 91.6  %
Lease Composition (Net / Gross) (9)
51% / 49% 51% / 49% 49% / 51% 49% / 51% 48% / 52%

________________________
Note: Definitions for commonly used terms in this Supplemental Financial Report are on pages 35-37 “Definitions Included in Supplemental.” Refer to pages 31-33 for Management Statements on non-GAAP supplemental measures.        
(1)Represents cash receipts of lease termination fees in the period they are received, which may not correspond to the timing of GAAP revenue recognition of the lease termination fee over the remaining term of the lease.
(2)Please refer to page 38 for a reconciliation of GAAP Net Income Available to Common Stockholders to Net Operating Income.
(3)Please refer to page 40 for a reconciliation of GAAP Net Income Available to Common Stockholders to the Company's EBITDA metrics.
(4)Please refer to page 6 for reconciliations of GAAP Net Income Available to Common Stockholders to Funds From Operations available to common stockholders and unitholders and Funds Available for Distribution to common stockholders and unitholders, and page 41 for a reconciliation of GAAP Net Cash Provided by Operating Activities to Funds Available for Distribution to common stockholders and unitholders.
(5)Reported amounts are attributable to common stockholders, common unitholders and restricted stock unitholders.
(6)Ratios are calculated based on current quarter annualized amounts unless otherwise noted.
(7)Calculated on a trailing-12 month basis. Please refer to page 29 for the calculation of this ratio.
(8)Calculated as the change over the same prior year period. The Same Store Portfolio was comprised of 119 properties during the three months ended March 31, 2024. For all quarterly periods in 2023, the Same Store Portfolio was comprised of 115 properties.
(9)Based upon annualized base rent, including 100% of consolidated property partnerships, as of the period end. Excludes leases at our three residential properties.
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Q1 2024 Supplemental Financial Report
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Consolidated Balance Sheets
(unaudited, $ in thousands)
3/31/2024 12/31/2023 9/30/2023 6/30/2023 3/31/2023
ASSETS:
Land and improvements $ 1,743,170  $ 1,743,170  $ 1,743,170  $ 1,738,242  $ 1,738,242 
Buildings and improvements 8,479,359  8,463,674  8,431,499  8,353,596  8,335,285 
Undeveloped land and construction in progress 2,114,242  2,034,804  1,950,424  1,894,545  1,788,542 
Total real estate assets held for investment 12,336,771  12,241,648  12,125,093  11,986,383  11,862,069 
Accumulated depreciation and amortization (2,594,996) (2,518,304) (2,443,659) (2,369,515) (2,294,202)
Total real estate assets held for investment, net 9,741,775  9,723,344  9,681,434  9,616,868  9,567,867 
Cash and cash equivalents 855,007  510,163  618,794  361,885  476,358 
Marketable securities 109,513  284,670  278,789  25,786  23,288 
Current receivables, net 13,291  13,609  11,383  10,686  15,926 
Deferred rent receivables, net 457,494  460,979  466,073  463,640  457,870 
Deferred leasing costs and acquisition-related intangible assets, net 226,506  229,705  228,742  230,559  238,184 
Right of use ground lease assets 130,026  125,506  125,765  126,022  126,277 
Prepaid expenses and other assets, net 65,588  53,069  60,141  75,588  63,622 
TOTAL ASSETS $ 11,599,200  $ 11,401,045  $ 11,471,121  $ 10,911,034  $ 10,969,392 
LIABILITIES AND EQUITY:
Liabilities:
Secured debt, net $ 601,990  $ 603,225  $ 604,480  $ 240,142  $ 241,547 
Unsecured debt, net 4,518,297  4,325,153  4,330,326  4,172,833  4,171,029 
Accounts payable, accrued expenses and other liabilities 401,892  371,179  426,662  377,733  418,902 
Ground lease liabilities 128,966  124,353  124,517  124,678  124,837 
Accrued dividends and distributions 65,111  64,440  64,423  64,438  64,461 
Deferred revenue and acquisition-related intangible liabilities, net 166,436  173,638  178,542  185,429  195,629 
Rents received in advance and tenant security deposits 73,777  79,364  74,646  78,187  80,565 
Total liabilities 5,956,469  5,741,352  5,803,596  5,243,440  5,296,970 
Equity:
Stockholders’ Equity
Common stock 1,174  1,173  1,173  1,172  1,171 
Additional paid-in capital 5,208,753  5,205,839  5,195,106  5,184,227  5,175,402 
Retained earnings 203,080  221,149  237,665  248,695  257,079 
Total stockholders’ equity 5,413,007  5,428,161  5,433,944  5,434,094  5,433,652 
Noncontrolling Interests
Common units of the Operating Partnership 53,087  53,275  53,328  53,358  53,386 
Noncontrolling interests in consolidated property partnerships 176,637  178,257  180,253  180,142  185,384 
Total noncontrolling interests 229,724  231,532  233,581  233,500  238,770 
Total equity 5,642,731  5,659,693  5,667,525  5,667,594  5,672,422 
TOTAL LIABILITIES AND EQUITY $ 11,599,200  $ 11,401,045  $ 11,471,121  $ 10,911,034  $ 10,969,392 
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Q1 2024 Supplemental Financial Report
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Consolidated Statements of Operations
(unaudited, $ and shares in thousands, except per share amounts)
Three Months Ended
3/31/2024 12/31/2023 9/30/2023 6/30/2023 3/31/2023
REVENUES
Rental income $ 274,890  $ 265,643  $ 280,681  $ 281,309  $ 290,104 
Other property income 3,691  3,373  2,913  2,973  2,698 
Total revenues 278,581  269,016  283,594  284,282  292,802 
EXPENSES
Property expenses 57,320  60,731  59,445  55,008  53,780 
Real estate taxes 29,239  21,000  28,363  28,277  28,228 
Ground leases 2,752  2,560  2,390  2,413  2,369 
General and administrative expenses (1)
17,579  22,078  24,761  22,659  23,936 
Leasing costs 2,279  1,956  1,852  1,326  1,372 
Depreciation and amortization 88,031  86,016  85,224  90,362  93,676 
Total expenses 197,200  194,341  202,035  200,045  203,361 
OTHER INCOME (EXPENSES)
Interest income 13,190  10,696  7,015  3,421  1,460 
Interest expense (38,871) (32,325) (29,837) (26,383) (25,671)
Total other expenses (25,681) (21,629) (22,822) (22,962) (24,211)
NET INCOME 55,700  53,046  58,737  61,275  65,230 
Net income attributable to noncontrolling common units of the Operating Partnership (502) (471) (515) (537) (560)
Net income attributable to noncontrolling interests in consolidated property partnerships (5,278) (5,291) (5,460) (5,151) (8,062)
Total income attributable to noncontrolling interests (5,780) (5,762) (5,975) (5,688) (8,622)
NET INCOME AVAILABLE TO COMMON STOCKHOLDERS $ 49,920  $ 47,284  $ 52,762  $ 55,587  $ 56,608 
Weighted average common shares outstanding – basic 117,338  117,240  117,185  117,155  117,059 
Weighted average common shares outstanding – diluted 117,961  117,816  117,495  117,360  117,407 
NET INCOME AVAILABLE TO COMMON STOCKHOLDERS PER SHARE
Net income available to common stockholders per share – basic $ 0.42  $ 0.40  $ 0.45  $ 0.47  $ 0.48 
Net income available to common stockholders per share – diluted $ 0.42  $ 0.40  $ 0.45  $ 0.47  $ 0.48 
_______________________
(1)The three months ended December 31, 2023, September 30, 2023, June 30, 2023 and March 31, 2023 includes $4.9 million, $5.8 million, $3.1 million and $3.2 million, respectively, of retirement costs for our former CEO and former President, primarily comprised of accelerated stock compensation expense.
5

Q1 2024 Supplemental Financial Report
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Funds From Operations and Funds Available for Distribution
(unaudited, $ in thousands, except per share amounts)
Three Months Ended
3/31/2024 12/31/2023 9/30/2023 6/30/2023 3/31/2023
FUNDS FROM OPERATIONS (1):
Net income available to common stockholders $ 49,920  $ 47,284  $ 52,762  $ 55,587  $ 56,608 
Adjustments:
Net income attributable to noncontrolling common units of the Operating Partnership 502  471  515  537  560 
Net income attributable to noncontrolling interests in consolidated property partnerships 5,278  5,291  5,460  5,151  8,062 
Depreciation and amortization of real estate assets 86,460  84,402  83,518  88,473  91,671 
Funds From Operations attributable to noncontrolling interests in consolidated property partnerships (8,437) (8,191) (8,208) (7,895) (10,942)
Funds From Operations (1)
$ 133,723  $ 129,257  $ 134,047  $ 141,853  $ 145,959 
Weighted average common shares/units outstanding – basic (2)
119,660  118,896  118,934  118,930  118,818 
Weighted average common shares/units outstanding – diluted (3)
120,283  119,473  119,245  119,134  119,165 
FFO per common share/unit – basic (1)
$ 1.12  $ 1.09  $ 1.13  $ 1.19  $ 1.23 
FFO per common share/unit – diluted (1)
$ 1.11  $ 1.08  $ 1.12  $ 1.19  $ 1.22 
FUNDS AVAILABLE FOR DISTRIBUTION (1):
Funds From Operations (1)
$ 133,723  $ 129,257  $ 134,047  $ 141,853  $ 145,959 
Adjustments:
Recurring tenant improvements, leasing commissions and capital expenditures (11,763) (31,411) (20,519) (17,850) (17,766)
Amortization of deferred revenue related to tenant-funded tenant improvements (4)
(6,502) (5,717) (4,883) (4,912) (5,185)
Net effect of straight-line rents 3,536  5,143  (2,382) (5,720) (5,619)
Amortization of net below market rents (5)
(904) (973) (1,034) (1,608) (3,033)
Amortization of deferred financing costs and net debt discount/premium 1,757  1,279  1,312  1,254  1,355 
Non-cash amortization of share-based compensation awards 3,381  8,498  10,596  7,721  10,043 
Lease related adjustments, leasing costs and other (6)
1,216  1,966  (401) (2,106) 5,462 
Adjustments attributable to noncontrolling interests in consolidated property partnerships 884  1,486  1,962  914  1,317 
Funds Available for Distribution (1)
$ 125,328  $ 109,528  $ 118,698  $ 119,546  $ 132,533 
________________________
(1)Please refer to pages 31-33 for Management Statements on non-GAAP supplemental measures. Reported per common share/unit amounts are attributable to common stockholders, common unitholders and restricted stock unitholders.
(2)Calculated based on weighted average shares outstanding including participating share-based awards and assuming the exchange of all common limited partnership units outstanding.
(3)Calculated based on weighted average shares outstanding including participating and non-participating share-based awards, dilutive impact of contingently issuable shares, and assuming the exchange of all common limited partnership units outstanding.
(4)Represents revenue recognized during the period as a result of the amortization of deferred revenue recorded for tenant-funded tenant improvements.
(5)Represents the non-cash adjustment related to the acquisition of buildings with above and/or below market rents.
(6)Includes other cash and non-cash adjustments attributable to lease-related matters including GAAP revenue recognition timing differences, leasing costs and other.
6

Q1 2024 Supplemental Financial Report
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Net Operating Income
(unaudited, $ in thousands)
Three Months Ended March 31,
2024 2023 % Change
Operating Revenues:
Rental income (1)
$ 226,586  $ 243,507  (6.9) %
Tenant reimbursements (1)
48,304  46,597  3.7  %
Other property income 3,691  2,698  36.8  %
Total operating revenues 278,581  292,802  (4.9) %
Operating Expenses:
Property expenses 57,320  53,780  6.6  %
Real estate taxes 29,239  28,228  3.6  %
Ground leases 2,752  2,369  16.2  %
Total operating expenses 89,311  84,377  5.8  %
Net Operating Income (2)
$ 189,270  $ 208,425  (9.2) %

chart-d3520c427e894ef79daa.jpgchart-429c07ea449443ceb00a.jpg
regionsa.jpg
________________________
(1)Revenue from tenant reimbursements is included in rental income on our consolidated statements of operations.
(2)Please refer to page 31-33 for Management Statements on non-GAAP supplemental measures and page 38 for a reconciliation of GAAP Net Income Available to Common Stockholders to Net Operating Income.
7


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02
Portfolio Data

–Same Store Analysis
–Stabilized Portfolio Occupancy Overview by Region
–Information on Leases Commenced & Leases Executed
–Stabilized Portfolio Capital Expenditures
–Stabilized Portfolio Lease Expirations
–Top 20 Tenants
–Tenant Industry Diversification
–Consolidated Ventures (Noncontrolling Property Partnerships)


Q1 2024 Supplemental Financial Report
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Same Store Analysis
(unaudited, $ in thousands)
Three Months Ended March 31,
2024 2023 % Change % Contribution
Total Same Store Portfolio (1)
Number of properties 119  119 
Square Feet 16,213,906  16,213,906 
Average Occupancy 85.2  % 89.9  %
Percent of Stabilized Portfolio 95.1  %
Operating Revenues:
Rental income (2)
$ 217,777  $ 236,471  (7.9) % (9.3) %
Tenant reimbursements (2)
44,809  43,400  3.2  % 0.7  %
Other property income 3,133  2,426  29.1  % 0.4  %
Total operating revenues 265,719  282,297  (5.9) % (8.2) %
Operating Expenses:
Property expenses 55,379  52,558  5.4  % (1.5) %
Real estate taxes 25,703  26,326  (2.4) % 0.3  %
Ground leases 1,945  1,854  4.9  % 0.0  %
Total operating expenses 83,027  80,738  2.8  % (1.2) %
Net Operating Income $ 182,692  $ 201,559  (9.4) % (9.4) %
Same Store Analysis (Cash Basis)
  Three Months Ended March 31,
  2024 2023 % Change % Contribution
Total operating revenues (3)
$ 263,181  $ 274,939  (4.3) % (6.1) %
Total operating expenses 82,930  80,638  2.8  % (1.1) %
Cash Net Operating Income (4)
$ 180,251  $ 194,301  (7.2) % (7.2) %
________________________
(1)Same Store is defined as all properties owned and included in our stabilized portfolio as of January 1, 2023 and still owned and included in the stabilized portfolio as of March 31, 2024. Same Store includes 100% of consolidated property partnerships as well as our three residential properties.
(2)Revenue from tenant reimbursements is included in rental income on our consolidated statements of operations.
(3)For same store cash basis, lease termination and restoration fees are recognized in the period they are received, which may not correspond to the timing of GAAP revenue recognition. Tenant prepayments are recognized in the applicable lease billing period.
(4)Please refer to pages 31-33 for Management Statements on non-GAAP supplemental measures. Please refer to page 38 for a reconciliation of GAAP Net Income Available to Common Stockholders to Same Store Net Operating Income and Same Store Cash Net Operating Income. Adjustments to GAAP operating revenues include the net effect of straight-line rents, amortization of deferred revenue related to tenant-funded tenant improvements, amortization of above and below market lease intangibles and revenue reversals (recoveries) related to tenant creditworthiness.

9

Q1 2024 Supplemental Financial Report
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Stabilized Portfolio Occupancy Overview by Region

Portfolio Breakdown Occupied at Leased at
STABILIZED PORTFOLIO (1)(2)
YTD NOI % SF % Total SF 3/31/2024 12/31/2023 3/31/2024 12/31/2023
Los Angeles
Hollywood / West Hollywood 8.3  % 8.1  % 1,383,563  85.9  % 87.9  % 87.1  % 91.3  %
El Segundo 3.7  % 6.4  % 1,103,595  76.0  % 75.4  % 76.0  % 75.6  %
Long Beach 2.3  % 5.6  % 957,706  80.5  % 85.7  % 83.8  % 85.7  %
West Los Angeles 3.1  % 4.3  % 726,975  58.8  % 60.0  % 58.8  % 60.0  %
Culver City 0.5  % 1.0  % 166,207  55.6  % 71.9  % 55.6  % 71.9  %
Total Los Angeles 17.9  % 25.4  % 4,338,046  76.5  % 79.0  % 77.6  % 80.1  %
San Diego
Del Mar 12.8  % 10.5  % 1,791,486  96.5  % 96.9  % 98.1  % 97.1  %
I-15 Corridor 1.5  % 2.5  % 433,851  79.9  % 82.6  % 83.8  % 85.5  %
Little Italy / Point Loma 0.4  % 1.9  % 319,879  41.7  % 41.6  % 43.7  % 43.8  %
University Towne Center 1.8  % 1.4  % 231,060  100.0  % 100.0  % 100.0  % 100.0  %
Total San Diego 16.5  % 16.3  % 2,776,276  87.9  % 88.6  % 89.7  % 89.5  %
San Francisco Bay Area
San Francisco CBD 25.1  % 20.0  % 3,400,600  84.7  % 85.0  % 84.8  % 85.5  %
Silicon Valley 8.6  % 7.5  % 1,286,100  100.0  % 100.0  % 100.0  % 100.0  %
South San Francisco 8.4  % 4.7  % 806,109  100.0  % 100.0  % 100.0  % 100.0  %
Other Peninsula 4.7  % 4.0  % 677,213  85.3  % 93.2  % 96.6  % 96.6  %
Total San Francisco Bay Area 46.8  % 36.2  % 6,170,022  89.9  % 91.0  % 91.3  % 91.6  %
Seattle
Lake Union / Denny Regrade 10.1  % 12.2  % 2,080,883  78.8  % 78.9  % 79.2  % 78.9  %
Bellevue 5.6  % 5.4  % 919,295  94.5  % 93.6  % 95.1  % 95.4  %
Total Seattle 15.7  % 17.6  % 3,000,178  83.6  % 83.4  % 84.1  % 84.0  %
Austin
Austin CBD 3.1  % 4.5  % 758,975  71.5  % 64.9  % 78.2  % 78.2  %
Total Austin 3.1  % 4.5  % 758,975  71.5  % 64.9  % 78.2  % 78.2  %
TOTAL STABILIZED PORTFOLIO 100.0  % 100.0  % 17,043,497  84.2  % 85.0  % 85.7  % 86.4  %
Average Occupancy
Quarter-to-Date
84.5%
________________________
(1)Excludes residential properties.
(2)Buildings within a complex of properties are analyzed at the complex level.
10

Q1 2024 Supplemental Financial Report
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Stabilized Portfolio Occupancy Overview by Region, continued
  Occupied at Leased at
Submarket Square Feet 3/31/2024 12/31/2023 3/31/2024 12/31/2023
Los Angeles, California
1350 Ivar Avenue Hollywood 16,448  100.0  % 100.0  % 100.0  % 100.0  %
1355 Vine Street Hollywood 183,129  100.0  % 100.0  % 100.0  % 100.0  %
1375 Vine Street Hollywood 159,236  100.0  % 100.0  % 100.0  % 100.0  %
1395 Vine Street Hollywood 2,575  100.0  % 100.0  % 100.0  % 100.0  %
1500 N. El Centro Avenue Hollywood 113,447  63.6  % 41.4  % 63.6  % 63.6  %
1525 N. Gower Street Hollywood 9,610  100.0  % 100.0  % 100.0  % 100.0  %
1575 N. Gower Street Hollywood 264,430  100.0  % 100.0  % 100.0  % 100.0  %
6115 W. Sunset Boulevard Hollywood 26,238  23.8  % 53.0  % 23.8  % 53.0  %
6121 W. Sunset Boulevard Hollywood 93,418  100.0  % 100.0  % 100.0  % 100.0  %
6255 W. Sunset Boulevard Hollywood 325,772  66.5  % 77.9  % 67.0  % 84.1  %
8560 W. Sunset Boulevard West Hollywood 76,359  77.4  % 87.6  % 91.7  % 87.6  %
8570 W. Sunset Boulevard West Hollywood 49,276  94.5  % 94.5  % 99.0  % 99.0  %
8580 W. Sunset Boulevard West Hollywood 6,875  59.0  % 59.0  % 59.0  % 59.0  %
8590 W. Sunset Boulevard West Hollywood 56,750  97.4  % 97.4  % 99.7  % 97.4  %
2240 E. Imperial Highway El Segundo 122,870  100.0  % 100.0  % 100.0  % 100.0  %
2250 E. Imperial Highway El Segundo 298,728  46.2  % 46.2  % 46.2  % 46.2  %
2260 E. Imperial Highway El Segundo 298,728  100.0  % 100.0  % 100.0  % 100.0  %
909 N. Pacific Coast Highway El Segundo 244,880  79.3  % 78.6  % 79.3  % 79.3  %
999 N. Pacific Coast Highway El Segundo 138,389  61.3  % 58.1  % 61.3  % 58.1  %
3750 Kilroy Airport Way Long Beach 10,718  100.0  % 100.0  % 100.0  % 100.0  %
3760 Kilroy Airport Way Long Beach 166,761  77.0  % 77.0  % 77.0  % 77.0  %
3780 Kilroy Airport Way Long Beach 221,452  89.9  % 91.4  % 91.8  % 91.4  %
3800 Kilroy Airport Way Long Beach 192,476  89.3  % 89.3  % 89.3  % 89.3  %
3840 Kilroy Airport Way Long Beach 138,441  77.6  % 77.6  % 77.6  % 77.6  %
3880 Kilroy Airport Way Long Beach 96,923  51.9  % 100.0  % 51.9  % 100.0  %
3900 Kilroy Airport Way Long Beach 130,935  78.7  % 78.7  % 100.0  % 78.7  %
12100 W. Olympic Boulevard West Los Angeles 155,679  74.1  % 74.1  % 74.1  % 74.1  %
12200 W. Olympic Boulevard West Los Angeles 154,544  32.0  % 32.0  % 32.0  % 32.0  %
12233 W. Olympic Boulevard West Los Angeles 156,746  48.5  % 52.7  % 48.5  % 52.7  %
12312 W. Olympic Boulevard West Los Angeles 76,644  100.0  % 100.0  % 100.0  % 100.0  %
2100/2110 Colorado Avenue West Los Angeles 104,853  55.4  % 55.4  % 55.4  % 55.4  %
501 Santa Monica Boulevard West Los Angeles 78,509  66.5  % 68.4  % 66.5  % 68.4  %
3101-3243 La Cienega Boulevard Culver City 166,207  55.6  % 71.9  % 55.6  % 71.9  %
Total Los Angeles 4,338,046  76.5  % 79.0  % 77.6  % 80.1  %
 

11

Q1 2024 Supplemental Financial Report
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Stabilized Portfolio Occupancy Overview by Region, continued
Occupied at Leased at
Submarket Square Feet 3/31/2024 12/31/2023 3/31/2024 12/31/2023
San Diego, California
12225 El Camino Real Del Mar 58,401  100.0  % 100.0  % 100.0  % 100.0  %
12235 El Camino Real Del Mar 53,751  100.0  % 100.0  % 100.0  % 100.0  %
12340 El Camino Real Del Mar 109,307  100.0  % 100.0  % 100.0  % 100.0  %
12390 El Camino Real Del Mar 73,238  100.0  % 100.0  % 100.0  % 100.0  %
12770 El Camino Real Del Mar 75,035  100.0  % 100.0  % 100.0  % 100.0  %
12780 El Camino Real Del Mar 140,591  100.0  % 100.0  % 100.0  % 100.0  %
12790 El Camino Real Del Mar 87,944  100.0  % 100.0  % 100.0  % 100.0  %
12830 El Camino Real Del Mar 196,444  100.0  % 100.0  % 100.0  % 100.0  %
12860 El Camino Real Del Mar 92,042  100.0  % 100.0  % 100.0  % 100.0  %
12348 High Bluff Drive Del Mar 39,192  100.0  % 100.0  % 100.0  % 100.0  %
12400 High Bluff Drive Del Mar 216,518  91.7  % 91.7  % 100.0  % 91.7  %
3579 Valley Centre Drive
Del Mar 54,960  94.7  % 94.7  % 94.7  % 94.7  %
3611 Valley Centre Drive Del Mar 132,425  100.0  % 100.0  % 100.0  % 100.0  %
3661 Valley Centre Drive Del Mar 131,662  95.3  % 100.0  % 100.0  % 100.0  %
3721 Valley Centre Drive Del Mar 115,193  78.4  % 78.4  % 78.4  % 78.4  %
3811 Valley Centre Drive Del Mar 118,912  100.0  % 100.0  % 100.0  % 100.0  %
3745 Paseo Place Del Mar 95,871  89.6  % 89.6  % 93.2  % 93.2  %
 13480 Evening Creek Drive North I-15 Corridor 143,401  63.1  % 54.5  % 63.1  % 63.1  %
13500 Evening Creek Drive North I-15 Corridor 143,749  81.0  % 92.9  % 92.9  % 92.9  %
13520 Evening Creek Drive North I-15 Corridor 146,701  95.2  % 100.0  % 95.2  % 100.0  %
2100 Kettner Boulevard Little Italy 212,423  21.2  % 20.5  % 24.2  % 23.8  %
2305 Historic Decatur Road Point Loma 107,456  82.1  % 82.1  % 82.1  % 82.1  %
9455 Towne Centre Drive University Towne Center 160,444  100.0  % 100.0  % 100.0  % 100.0  %
9514 Towne Centre Drive * University Towne Center 70,616  100.0  % 100.0  % 100.0  % 100.0  %
Total San Diego 2,776,276  87.9  % 88.6  % 89.7  % 89.5  %
________________________
* Excluded from our Same Store portfolio.







12

Q1 2024 Supplemental Financial Report
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Stabilized Portfolio Occupancy Overview by Region, continued
  Occupied at Leased at
Submarket Square Feet 3/31/2024 12/31/2023 3/31/2024 12/31/2023
San Francisco Bay Area, California
100 Hooper Street San Francisco CBD 417,914  95.5  % 95.5  % 95.5  % 95.5  %
100 First Street San Francisco CBD 480,457  92.8  % 98.3  % 93.6  % 98.3  %
303 Second Street San Francisco CBD 784,658  73.2  % 71.1  % 73.2  % 73.5  %
201 Third Street San Francisco CBD 346,538  68.2  % 68.2  % 68.2  % 68.2  %
360 Third Street San Francisco CBD 436,357  66.6  % 66.6  % 66.6  % 66.6  %
250 Brannan Street San Francisco CBD 100,850  100.0  % 100.0  % 100.0  % 100.0  %
301 Brannan Street San Francisco CBD 82,834  100.0  % 100.0  % 100.0  % 100.0  %
333 Brannan Street San Francisco CBD 185,602  100.0  % 100.0  % 100.0  % 100.0  %
345 Brannan Street San Francisco CBD 110,050  99.7  % 99.7  % 99.7  % 99.7  %
350 Mission Street San Francisco CBD 455,340  99.7  % 99.7  % 99.7  % 99.7  %
1290-1300 Terra Bella Avenue Silicon Valley 114,175  100.0  % 100.0  % 100.0  % 100.0  %
680 E. Middlefield Road Silicon Valley 171,676  100.0  % 100.0  % 100.0  % 100.0  %
690 E. Middlefield Road Silicon Valley 171,215  100.0  % 100.0  % 100.0  % 100.0  %
1701 Page Mill Road Silicon Valley 128,688  100.0  % 100.0  % 100.0  % 100.0  %
3150 Porter Drive Silicon Valley 36,886  100.0  % 100.0  % 100.0  % 100.0  %
505 Mathilda Avenue Silicon Valley 212,322  100.0  % 100.0  % 100.0  % 100.0  %
555 Mathilda Avenue Silicon Valley 212,322  100.0  % 100.0  % 100.0  % 100.0  %
599 Mathilda Avenue Silicon Valley 76,031  100.0  % 100.0  % 100.0  % 100.0  %
605 Mathilda Avenue Silicon Valley 162,785  100.0  % 100.0  % 100.0  % 100.0  %
345 Oyster Point Boulevard South San Francisco 40,410  100.0  % 100.0  % 100.0  % 100.0  %
347 Oyster Point Boulevard South San Francisco 39,780  100.0  % 100.0  % 100.0  % 100.0  %
349 Oyster Point Boulevard South San Francisco 65,340  100.0  % 100.0  % 100.0  % 100.0  %
350 Oyster Point Boulevard South San Francisco 234,892  100.0  % 100.0  % 100.0  % 100.0  %
352 Oyster Point Boulevard South San Francisco 232,215  100.0  % 100.0  % 100.0  % 100.0  %
354 Oyster Point Boulevard South San Francisco 193,472  100.0  % 100.0  % 100.0  % 100.0  %
4100 Bohannon Drive Other Peninsula 47,643  100.0  % 100.0  % 100.0  % 100.0  %
4200 Bohannon Drive Other Peninsula 43,600  69.4  % 69.4  % 69.4  % 69.4  %
4300 Bohannon Drive Other Peninsula 63,430  48.8  % 48.8  % 85.1  % 85.1  %
4500 Bohannon Drive Other Peninsula 63,429  100.0  % 100.0  % 100.0  % 100.0  %
4600 Bohannon Drive Other Peninsula 48,413  100.0  % 100.0  % 100.0  % 100.0  %
4700 Bohannon Drive Other Peninsula 63,429  100.0  % 100.0  % 100.0  % 100.0  %
900 Jefferson Avenue Other Peninsula 228,505  100.0  % 100.0  % 100.0  % 100.0  %
900 Middlefield Road Other Peninsula 118,764  54.7  % 100.0  % 100.0  % 100.0  %
Total San Francisco Bay Area 6,170,022  89.9  % 91.0  % 91.3  % 91.6  %


13

Q1 2024 Supplemental Financial Report
kilroy_logoxsupplementalrea.jpg
Stabilized Portfolio Occupancy Overview by Region, continued
Occupied at Leased at
Submarket Square Feet 3/31/2024 12/31/2023 3/31/2024 12/31/2023
Seattle, Washington
333 Dexter Avenue North Lake Union 618,766  100.0  % 100.0  % 100.0  % 100.0  %
701 N. 34th Street Lake Union 141,860  100.0  % 100.0  % 100.0  % 100.0  %
801 N. 34th Street Lake Union 173,615  100.0  % 100.0  % 100.0  % 100.0  %
837 N. 34th Street Lake Union 112,487  100.0  % 100.0  % 100.0  % 100.0  %
320 Westlake Avenue North Lake Union 184,644  94.3  % 96.1  % 94.3  % 96.1  %
321 Terry Avenue North Lake Union 135,755  100.0  % 100.0  % 100.0  % 100.0  %
401 Terry Avenue North Lake Union 174,530  100.0  % 100.0  % 100.0  % 100.0  %
2001 West 8th Avenue Denny Regrade 539,226  20.0  % 20.0  % 21.6  % 20.0  %
601 108th Avenue NE Bellevue 490,738  98.6  % 100.0  % 98.6  % 100.0  %
10900 NE 4th Street Bellevue 428,557  89.7  % 86.2  % 91.1  % 90.1  %
Total Seattle 3,000,178  83.6  % 83.4  % 84.1  % 84.0  %
Austin, Texas
200 W. 6th Street * Austin CBD 758,975  71.5  % 64.9  % 78.2  % 78.2  %
Total Austin 758,975  71.5  % 64.9  % 78.2  % 78.2  %
TOTAL STABILIZED PORTFOLIO 17,043,497  84.2  % 85.0  % 85.7  % 86.4  %
________________________
* Excluded from our Same Store portfolio.

Average Residential Occupancy
Quarter-to-Date
RESIDENTIAL PROPERTIES Submarket Total No. of Units 3/31/2024 12/31/2023
Los Angeles, California
1550 N. El Centro Avenue Hollywood 200 90.6% 91.7%
6390 De Longpre Avenue Hollywood 193 92.4% 91.2%
San Diego, California
3200 Paseo Village Way Del Mar 608 94.1% 93.1%
TOTAL RESIDENTIAL PROPERTIES 1,001 93.1% 92.5%
14

Q1 2024 Supplemental Financial Report
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Information on Leases Commenced (1)
Quarter to Date # of Leases
Square Feet
Weighted
Average Lease
Term (Mo.)
TI/LC
Per Sq.Ft. (2)
TI/LC
Per Sq.Ft. /Year (2)
Changes in
GAAP Rents (3)
Changes in
Cash Rents (3)
New Renewal New Renewal Total
2nd Gen Leasing (4)(5)
10  12  109,490  129,776  239,266  54  $ 38.46  $ 8.55  4.3  % (7.1) %
1st Gen / Major Repositioning /
In-Process Development & Redevelopment Leasing (5)
—  53,469  —  53,469  182  $ 198.94  $ 13.12 
TOTAL 12  12  162,959  129,776  292,735 
________________________
(1)Includes 100% of consolidated property partnerships.
(2)Includes tenant improvement costs and third-party leasing commissions. Amounts exclude tenant-funded tenant improvements and indirect leasing costs.
(3)Calculated as the change between GAAP rents / stated rents for new / renewed leases and the expiring GAAP rents for the same space. Space that was vacant when the property was acquired is excluded from our change in rents calculations to provide a more meaningful market comparison.
(4)Excludes leases with a lease term of less than one year.
(5)Refer to pages 35-37 "Definitions Included in Supplemental."


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Q1 2024 Supplemental Financial Report
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Information on Leases Executed (1)
Quarter to Date (2)
# of Leases Square Feet Weighted
Average Lease
Term (Mo.)
TI/LC
Per Sq.Ft. (3)
TI/LC
Per Sq.Ft. /Year (3)
Changes in
GAAP Rents (4)
Changes in
Cash Rents (4)
Retention
Rates
New Renewal New Renewal Total
2nd Gen Leasing (5)(6)
16  12  140,401  129,776  270,177  55  $ 42.91  $ 9.36  8.6  % (2.9) % 30.9  %
1st Gen / Major Repositioning /
In-Process Development & Redevelopment Leasing (6)
—  13,717  —  13,717  69  $ 50.24  $ 8.74 
TOTAL 20  12  154,118  129,776  283,894 
________________________
(1)Includes 100% of consolidated property partnerships. Excludes leases with a lease term of less than one year. During the three months ended March 31, 2024, we signed 115,864 square feet of leases with a lease term less than one year.
(2)During the three months ended March 31, 2024, 16 new leases totaling 134,501 square feet were signed but not commenced as of March 31, 2024.
(3)Includes tenant improvement costs and third-party leasing commissions. Amounts exclude tenant-funded tenant improvements and indirect leasing costs.
(4)Calculated as the change between GAAP rents / stated rents for new / renewed leases and the expiring GAAP rents for the same space. Space that was vacant when the property was acquired is excluded from our change in rents calculations to provide a more meaningful market comparison.
(5)Excludes leases with a lease term of less than one year.
(6)Refer to pages 35-37 "Definitions Included in Supplemental."




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Q1 2024 Supplemental Financial Report
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Stabilized Portfolio Capital Expenditures
($ in thousands)
Q1 2024 Q4 2023 Q3 2023 Q2 2023 Q1 2023
2nd Gen Capital Expenditures: (1) (2)
Capital Improvements $ 4,962  $ 12,872  $ 6,361  $ 7,263  $ 7,297 
Tenant Improvements & Leasing Commissions 6,801  18,539  14,158  10,587  10,469 
Total $ 11,763  $ 31,411  $ 20,519  $ 17,850  $ 17,766 
Average Capital Expenditures to Average NOI Ratio - Trailing Five Quarters 10.2  %
Q1 2024 Q4 2023 Q3 2023 Q2 2023 Q1 2023
Major Repositioning Capital Expenditures: (1) (3)
Capital Improvements $ 7,130  $ 1,411  $ 2,092  $ 1,298  $ 396 
Tenant Improvements & Leasing Commissions 89  (329) —  —  — 
Total $ 7,219  $ 1,082  $ 2,092  $ 1,298  $ 396 
Q1 2024 Q4 2023 Q3 2023 Q2 2023 Q1 2023
1st Gen Capital Expenditures: (1) (4)
Tenant Improvements & Leasing Commissions $ 10,063  N/A N/A N/A N/A
Total $ 10,063  N/A N/A N/A N/A
________________________
(1)Refer to pages 35-37 “Definitions Included in Supplemental.”
(2)Includes 100% of capital expenditures of consolidated property partnerships.
(3)Prior to Q1 2024, this category was titled "1st Generation (Nonrecurring) Capital Expenditures." This category represents significant non-recurring capital expenditures for repositioning space that is expected to result in additional revenue generated when the space is re-leased.
(4)New category of capital expenditures beginning in Q1 2024.

17

Q1 2024 Supplemental Financial Report
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Stabilized Portfolio Lease Expiration Summary (1)
($ in thousands, except for annualized rent per sq. ft.)
chart-f484c5c313b3427080ba.jpg
# of Expiring Leases 46 70 63 71 52 38 44 42 15 13 20
% of Total Leased Sq. Ft. 4.9  % 5.0  % 14.1  % 7.5  % 7.9  % 8.1  % 11.4  % 14.8  % 7.9  % 8.2  % 10.2  %
Annualized Base Rent (“ABR”)
$34,664 $32,884 $94,594 $43,775 $69,322 $61,695 $95,748 $137,863 $73,937 $69,315 $89,588
% of Total ABR (2)
4.3  % 4.1  % 11.8  % 5.4  % 8.6  % 7.7  % 11.9  % 17.3  % 9.2  % 8.6  % 11.1  %
Annualized Rent per Sq. Ft. $50.26 $46.09 $47.37 $41.00 $61.85 $54.00 $59.41 $66.01 $66.29 $59.92 $62.15
________________________
(1)For leases that have been renewed early with existing tenants, the expiration date and annualized base rent information presented takes into consideration the renewed lease terms. Excludes leases not commenced as of March 31, 2024, space leased under month-to-month leases, storage leases, vacant space and future lease renewal options not executed as of March 31, 2024.
(2)Includes 100% of annualized base rent of consolidated property partnerships.
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Q1 2024 Supplemental Financial Report
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Stabilized Portfolio Lease Expiration Schedule by Region
($ in thousands, except for annualized rent per sq. ft.)
Year
Region # of
Expiring Leases
Total
Square Feet
% of Total
Leased Sq. Ft.
Annualized
Base Rent (1)
% of Total
Annualized
Base Rent
Annualized Rent
per Sq. Ft.
2024 Los Angeles 28  260,713  1.8  % $ 11,831  1.4  % $ 45.38 
San Diego 39,344  0.3  % 1,399  0.2  % 35.56 
San Francisco Bay Area 236,194  1.7  % 15,739  2.0  % 66.64 
Seattle 153,395  1.1  % 5,695  0.7  % 37.13 
Austin —  —  —  % —  —  % — 
Total 46  689,646  4.9  % $ 34,664  4.3  % $ 50.26 
2025 Los Angeles 34  223,255  1.6  % $ 9,390  1.2  % $ 42.06 
San Diego 17  225,358  1.6  % 9,218  1.1  % 40.90 
San Francisco Bay Area 124,088  0.8  % 8,725  1.1  % 70.31 
Seattle 10  140,831  1.0  % 5,551  0.7  % 39.42 
Austin —  —  —  % —  —  % — 
Total 70  713,532  5.0  % $ 32,884  4.1  % $ 46.09 
2026 Los Angeles 26  488,231  3.5  % $ 20,153  2.5  % $ 41.28 
San Diego 162,192  1.0  % 8,582  1.1  % 52.91 
San Francisco Bay Area 16  941,332  6.7  % 49,294  6.1  % 52.37 
Seattle 12  405,215  2.9  % 16,565  2.1  % 40.88 
Austin —  —  —  % —  —  % — 
Total 63  1,996,970  14.1  % $ 94,594  11.8  % $ 47.37 
2027 Los Angeles 38  732,877  5.2  % $ 27,069  3.4  % $ 36.94 
San Diego 18  171,689  1.2  % 8,519  1.1  % 49.62 
San Francisco Bay Area 76,582  0.5  % 4,922  0.5  % 64.27 
Seattle 10  86,543  0.6  % 3,265  0.4  % 37.73 
Austin —  —  —  % —  —  % — 
Total 71  1,067,691  7.5  % $ 43,775  5.4  % $ 41.00 
2028 Los Angeles 21  114,983  0.8  % $ 5,978  0.7  % $ 51.99 
San Diego 12  214,134  1.5  % 12,173  1.5  % 56.85 
San Francisco Bay Area 11  730,461  5.2  % 49,244  6.2  % 67.41 
Seattle 61,231  0.4  % 1,927  0.2  % 31.47 
Austin —  —  —  % —  —  % — 
Total 52  1,120,809  7.9  % $ 69,322  8.6  % $ 61.85 
2029
and
Beyond
Los Angeles 45  1,401,704  10.0  % $ 80,413  10.0  % $ 57.37 
San Diego 57  1,609,568  11.4  % 99,531  12.4  % 61.84 
San Francisco Bay Area 36  3,391,679  24.0  % 250,073  31.1  % 73.73 
Seattle 24  1,617,162  11.4  % 74,118  9.3  % 45.83 
Austin 10  536,287  3.8  % 24,011  3.0  % 44.77 
Total 172  8,556,400  60.6  % $ 528,146  65.8  % $ 61.73 
________________________
(1)Includes 100% of annualized base rent of consolidated property partnerships.
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Q1 2024 Supplemental Financial Report
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Top 20 Tenants
($ in thousands)  
Tenant Name (1)
Region
Annualized Base Rental Revenue (2)
Rentable
Square Feet
Percentage of
Total Annualized Base Rental Revenue
Percentage of
Total Rentable
Square Feet
Year(s) of Significant Lease Expiration(s) (3)
Weighted Average Remaining
Lease Term (Years)
Global technology company Seattle / San Diego $ 44,851  849,826  5.6  % 5.0  % 2032 - 2033 / 2037 9.3
Cruise LLC San Francisco Bay Area 35,449  374,618  4.4  % 2.2  % 2031 7.7
Stripe, Inc. San Francisco Bay Area 33,110  425,687  4.1  % 2.5  % 2034 10.3
Salesforce, Inc. (4)
San Francisco Bay Area /
Seattle
29,981  613,497  3.7  % 3.6  % 2024 / 2029 - 2030 / 2032 4.8
LinkedIn Corporation / Microsoft Corporation (5)
San Francisco Bay Area 29,752  663,460  3.7  % 3.9  % 2024 / 2026 2.2
Adobe Systems, Inc. San Francisco Bay Area /
Seattle
27,897  522,879  3.5  % 3.1  % 2027 / 2031 7.1
Okta, Inc. San Francisco Bay Area 24,206  293,001  3.0  % 1.7  % 2028 4.6
DoorDash, Inc. San Francisco Bay Area 23,842  236,759  3.0  % 1.4  % 2032 7.8
Netflix, Inc. Los Angeles 21,854  361,388  2.7  % 2.1  % 2032 8.3
Cytokinetics, Inc. San Francisco Bay Area 18,167  234,892  2.3  % 1.4  % 2033 9.6
Box, Inc. San Francisco Bay Area 16,853  287,679  2.1  % 1.7  % 2028 4.3
DIRECTV, LLC Los Angeles 16,085  532,956  2.0  % 3.1  % 2026 - 2027 3.4
Synopsys, Inc. San Francisco Bay Area 15,492  342,891  1.9  % 2.0  % 2030 6.4
Amazon.com Seattle 14,989  340,705  1.9  % 2.0  % 2029 - 2030 5.8
Neurocrine Biosciences, Inc. San Diego 14,046  254,578  1.8  % 1.5  % 2025 / 2031 6.7
Riot Games, Inc. (6)
Los Angeles 13,829  210,133  1.7  % 1.2  % 2024 / 2026 / 2031 3.2
Viacom International, Inc. Los Angeles 13,718  220,330  1.7  % 1.3  % 2028 4.8
Indeed, Inc. Austin 13,430  330,394  1.7  % 1.9  % 2034 10.8
Sony Interactive Entertainment, LLC San Francisco Bay Area 13,059  127,760  1.6  % 0.7  % 2030 6.0
Tandem Diabetes Care, Inc. San Diego 12,409  143,850  1.5  % 0.8  % 2035 11.1
Total Top 20 Tenants $ 433,019  7,367,283  53.9  % 43.1  % 6.6
       
________________________
(1)Includes subsidiaries of the tenant listed.
(2)The information presented is based upon annualized base rental revenues as of March 31, 2024 and Includes 100% of annualized base rental revenues of consolidated property partnerships.
(3)We define significant lease expirations as those with space expiring greater than 25,000 rentable square feet.
(4)The 2024 lease expiration represents 140,509 rentable square feet expiring on August 31, 2024.
(5)The 2024 lease expiration represents 76,031 rentable square feet expiring on October 31, 2024.
(6)The 2024 lease expiration represents 6,411 rentable square feet expiring on July 31, 2024 and 40,236 rentable square feet expiring on November 30, 2024.
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Q1 2024 Supplemental Financial Report
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Tenant Industry Diversification (1)


Annualized Base Rent (2)
Square Feet Leased
chart-57d953a47d29455eb2aa.jpg chart-696ab88beb8245c584ba.jpg

________________________
(1)Based on the North American Industry Classification System as of March 31, 2024.
(2)Includes 100% of annualized base rent of consolidated property partnerships.
21

Q1 2024 Supplemental Financial Report
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Consolidated Ventures (Noncontrolling Property Partnerships)

Property Venture Partner Submarket Rentable
Square Feet
KRC
Ownership %
100 First Street, San Francisco, CA Norges Bank Real Estate Management San Francisco 480,457 56%
303 Second Street, San Francisco, CA Norges Bank Real Estate Management San Francisco 784,658 56%
900 Jefferson Avenue and 900 Middlefield Road,
Redwood City, CA (1)
Local developer Redwood City 347,269 93%
Quarter-to-Date
Total operating revenues $ 30,447 
Total operating expenses 8,238 
Net Operating Income - Consolidated Ventures (2)(3)
$ 22,209 
Adjustments:
Amortization of deferred revenue related to tenant-funded tenant improvements (934)
Net effect of straight-line rents (372)
Lease related adjustments, leasing costs and other 1,870 
Other (4)
81 
Cash Net Operating Income - Consolidated Ventures (3)
$ 22,854 
Company's Share of Cash Net Operating Income - Consolidated Ventures (3)
$ 15,685 
____________________
(1)Reflects the KRC ownership percentage at time of agreement. Actual percentage may vary depending on cash flows or promote structure.
(2)For breakout of Net Operating Income by partnership, refer to page 38, Reconciliation of Net Income Available to Common Stockholders to Same Store Net Operating Income.
(3)Please refer to pages 31-33 for Management Statements on non-GAAP supplemental measures.
(4)Includes revenue reversals (recoveries) related to tenant creditworthiness.

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03
Development


–In-Process Development & Redevelopment
–Future Development Pipeline


Q1 2024 Supplemental Financial Report
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In-Process Development & Redevelopment
($ in millions)
UNDER CONSTRUCTION Location Construction Start Date
Estimated Stabilization Date (1)
Estimated Rentable Square Feet Total Estimated Investment
Total Cash Costs Incurred as of
3/31/2024 (2)(3)
% Leased
Office / Life Science
San Francisco Bay Area
Kilroy Oyster Point - Phase 2 South San Francisco 2Q 2021 4Q 2025 875,000  $ 1,000  $ 644  —%
4400 Bohannon Drive (4)
Other Peninsula 4Q 2022 3Q 2025 48,000  55  22  —%
San Diego County
4690 Executive Drive (4)
University Towne Center 1Q 2022 2Q 2025 52,000  25  20  —%
TOTAL: 975,000  $ 1,080  $ 686  —%
________________________
(1)For office and retail, represents the earlier of anticipated 95% occupancy date or one year from substantial completion of base building components. For multi-phase projects, interest and carry cost capitalization may cease and recommence driven by various factors, including tenant improvement construction and other tenant related timing or project scope. For projects being redeveloped, redevelopment will occur in phases based on existing lease expiration dates and timing of the tenant improvement build-out.
(2)Represents costs incurred as of March 31, 2024, excluding accrued liabilities recorded in accordance with GAAP.
(3)For redevelopment properties, includes the existing depreciated basis for the buildings to be redeveloped.
(4)Redevelopment property.

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Q1 2024 Supplemental Financial Report
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Future Development Pipeline
($ in millions)
FUTURE DEVELOPMENT PIPELINE Location
Approx. Developable
Square Feet / Resi Units (1)
Total Cash Costs Incurred as of 3/31/2024 (2)
Los Angeles
1633 26th Street West Los Angeles 190,000 $ 15 
San Diego
Santa Fe Summit South / North 56 Corridor 600,000 - 650,000 115 
2045 Pacific Highway Little Italy 275,000 55 
Kilroy East Village East Village 1,100 units 68 
San Francisco Bay Area
Kilroy Oyster Point - Phases 3 and 4 South San Francisco 875,000 - 1,000,000 223 
Flower Mart SOMA 2,300,000 579 
Seattle
SIX0 Denny Regrade 925,000 and 650 units 185 
Austin
Stadium Tower Stadium District / Domain 493,000 72 
TOTAL: $ 1,312 
________________________
(1)Represents developable office/life science square feet and/or residential units. The developable square feet, residential units, and scope of projects could change materially from estimated data provided due to one or more of the following: any significant changes in the economy, market conditions, our markets, tenant requirements and demands, construction costs, new supply, regulatory and entitlement processes or project design.
(2)Represents costs incurred as of March 31, 2024, excluding accrued liabilities recorded in accordance with GAAP.




25


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04
Debt and
Capitalization Data

–Capital Structure
–Debt Analysis


Q1 2024 Supplemental Financial Report
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Capital Structure
As of March 31, 2024 ($ in thousands)
Shares/Units
Aggregate Principal
Amount (1) or $
Value Equivalent
% of Total Market Capitalization
Stated Rate (2)
Maturity Date
Unsecured Debt
Revolving Credit Facility $ —  —  % 6.34  %
7/31/2028 (3)
Term Loan Facility 120,000  1.3  % 6.38  %
10/3/2026 (4)
Term Loan Facility 200,000  2.1  % 6.37  %
10/3/2027 (4)
Private Placement Senior Notes Series A due 2026 50,000  0.5  % 4.30  % 7/18/2026
Private Placement Senior Notes Series B due 2026 200,000  2.1  % 4.35  % 10/18/2026
Private Placement Senior Notes Series A due 2027 175,000  1.8  % 3.35  % 2/17/2027
Private Placement Senior Notes Series B due 2029 75,000  0.8  % 3.45  % 2/17/2029
Private Placement Senior Notes due 2031 350,000  3.7  % 4.27  % 1/31/2031
Senior Notes due 2024 403,712  4.3  % 3.45  % 12/15/2024
Senior Notes due 2025 400,000  4.2  % 4.38  % 10/1/2025
Senior Notes due 2028 400,000  4.2  % 4.75  % 12/15/2028
Senior Notes due 2029 400,000  4.2  % 4.25  % 8/15/2029
Senior Notes due 2030 500,000  5.3  % 3.05  % 2/15/2030
Senior Notes due 2032 425,000  4.5  % 2.50  % 11/15/2032
Senior Notes due 2033 450,000  4.8  % 2.65  % 11/15/2033
Senior Notes due 2036 400,000  4.2  % 6.25  % 1/15/2036
$ 4,548,712  48.0  % 4.06  %
Secured Debt (5)
12100,12200, and 12312 W. Olympic Blvd., Los Angeles $ 155,469  1.6  % 3.57  % 12/1/2026
320 Westlake Ave. N. and 321 Terry Ave. N., Seattle 80,745  0.9  % 4.48  % 7/1/2027
One Paseo Mixed-Use Campus, San Diego 375,000  4.0  % 5.90  % 8/10/2034
$ 611,214  6.5  % 5.12  %
Total Debt $ 5,159,926  54.5  % 4.19  %
Equity and Noncontrolling Interest in the Operating Partnership (6)
Common limited partnership units outstanding (7)
1,150,574 $ 41,915  0.4  %
Shares of common stock outstanding 117,366,405 4,275,658  45.1  %
Total Equity and Noncontrolling Interest in the Operating Partnership $ 4,317,573  45.5  %
Total Market Capitalization $ 9,477,499  100.0  %
________________________
(1)Represents the gross aggregate principal amount due at maturity before the effect of unamortized deferred financing costs and premiums and discounts.
(2)Our unsecured revolving credit facility and unsecured term loan facilities' interest rates were calculated using the Secured Overnight Financing Rate (“SOFR”) plus a SOFR adjustment of 0.10% and a margin of 0.900% and 0.950%, respectively, based on our credit rating as of March 31, 2024. All other stated rates are fixed interest rates.
(3)Does not assume the exercise of the Company's two six-month extension options.
(4)The maturity dates of the each of the unsecured term loans assumes the exercise of the two twelve-month extensions, at the Company’s election.
(5)The mortgage notes are secured by the properties listed.
(6)Value based on closing share price of $36.43 as of March 31, 2024.
(7)Includes common units of the Operating Partnership not owned by the Company; does not include noncontrolling interests in consolidated property partnerships.
27

Q1 2024 Supplemental Financial Report
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Debt Analysis
As of March 31, 2024 ($ in thousands)
chart-5df95aaff2a54ecdb19a.jpg
Total Debt $408,238 $406,246 $521,317 $449,125 $400,000 $475,000 $500,000 $350,000 $425,000 $450,000 $375,000 $400,000
Weighted Average
Stated Rate
3.46% 4.37% 4.59% 4.88% 4.75% 4.12% 3.05% 4.27% 2.50% 2.65% 5.90% —% 6.25%
% of Total 8% 8% 10% 8% 8% 9% 10% 7% 8% 9% 7% —% 8%
________________________
(1)The maturity dates of the unsecured term loans assume the exercise of the two twelve-month extensions, at the Company's election.
(2)As of March 31, 2024, there was no outstanding balance on our unsecured revolving credit facility maturing on July 31, 2028, before two six-month extensions, at the Company's election.
28

Q1 2024 Supplemental Financial Report
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Debt Analysis, continued
As of March 31, 2024 ($ in thousands)
NET DEBT TO COMPANY'S SHARE OF EBITDA, AS ADJUSTED RATIOS (1)
3/31/2024 12/31/2023 9/30/2023 6/30/2023 3/31/2023
Total principal amount of debt $ 5,159,926  $ 4,961,406  $ 4,969,869  $ 4,440,610  $ 4,442,046 
Cash and cash equivalents (855,007) (510,163) (618,794) (361,885) (476,358)
Certificates of deposit (78,256) (256,581) (252,830) —  — 
Net debt $ 4,226,663  $ 4,194,662  $ 4,098,245  $ 4,078,725  $ 3,965,688 
Trailing 12-months Company's share of EBITDA, as adjusted (2)
$ 672,267  $ 671,343  $ 673,324  $ 668,950  $ 660,112 
Trailing 12-months Company's share of EBITDA, as adjusted less interest income (2)
$ 637,945  $ 648,751  $ 656,196  $ 658,543  $ 653,001 
Net debt to Company's share of EBITDA, as adjusted Ratio 6.3x 6.2x 6.1x 6.1x 6.0x
Net debt to Company's share of EBITDA, as adjusted less interest income Ratio 6.6x 6.5x 6.2x 6.2x 6.1x
KEY DEBT COVENANTS (3)
Covenant Actual Performance
as of March 31, 2024
Unsecured Credit and Term Loan Facilities and Private Placement Notes:
Total debt to total asset value less than 60% 32%
Fixed charge coverage ratio greater than 1.5x 3.3x
Unsecured debt ratio greater than 1.67x 3.18x
Unencumbered asset pool debt service coverage greater than 1.75x 3.67x
Unsecured Senior Notes due 2024, 2025, 2028, 2029, 2030, 2032, 2033 and 2036:
Total debt to total asset value less than 60% 40%
Interest coverage greater than 1.5x 5.8x
Secured debt to total asset value less than 40% 5%
Unencumbered asset pool value to unsecured debt greater than 150% 274%
________________________
(1)Please refer to pages 31-33 for Management Statements on non-GAAP supplemental measures.
(2)Calculated as the sum of the Company's share of EBITDA, as adjusted for the trailing 4 quarters. Please refer to page 40 for a reconciliation of GAAP Net Income Available to Common Stockholders to the Company's Share of EBITDA, as adjusted and the Company's Share of EBITDA, as adjusted less interest income.
(3)All covenant ratio titles utilize terms and are calculated as defined in the respective debt and credit agreements.

29


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05
Non-GAAP Supplemental
Measures


Q1 2024 Supplemental Financial Report
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Management Statements on Non-GAAP Supplemental Measures
Included in this section are management’s statements regarding certain non-GAAP financial measures provided in this supplemental financial report and, with respect to Funds From Operations available to common stockholders and common unitholders (“FFO”), in the Company’s earnings release on May 2, 2024 and the reasons why management believes that these measures provide useful information to investors about the Company’s financial condition and results of operations.

Net Operating Income:

Management believes that Net Operating Income (“NOI”) is a useful supplemental measure of the Company’s operating performance. The Company defines NOI as follows: consolidated operating revenues (rental income and other property income) less consolidated property and related expenses (property expenses, real estate taxes and ground leases). Other real estate investment trusts (“REITs”) may use different methodologies for calculating NOI, and accordingly, the Company’s NOI may not be comparable to other REITs.

Because NOI excludes leasing costs, general and administrative expenses, interest expense, depreciation and amortization, other nonproperty income and losses, and gains and losses from property dispositions, it provides a performance measure that, when compared year over year, reflects the consolidated revenues and expenses directly associated with owning and operating commercial real estate and the impact to operations from trends in occupancy rates, rental rates, and operating costs, providing a perspective on operations not immediately apparent from net income. The Company uses NOI to evaluate its operating performance on a portfolio basis since NOI allows the Company to evaluate the impact that factors such as occupancy levels, lease structure, rental rates, and tenant base have on the Company’s results, margins and returns. In addition, management believes that NOI provides useful information to the investment community about the Company’s financial and operating performance when compared to other REITs since NOI is generally recognized as a standard measure of performance in the real estate industry.

However, NOI should not be viewed as an alternative measure of the Company’s financial performance since it does not reflect general and administrative expenses, leasing costs, interest expense, depreciation and amortization costs, other nonproperty income and losses and the level of capital expenditures necessary to maintain the operating performance of the Company’s properties, or trends in development and construction activities which are significant economic costs and activities that could materially impact the Company’s results from operations.

Same Store Net Operating Income:

Management believes that Same Store NOI is a useful supplemental measure of the Company’s operating performance. Same Store NOI represents the consolidated NOI for all of the properties that were owned and included in the Company's stabilized portfolio for two comparable reporting periods. Because Same Store NOI excludes the change in NOI from developed, redeveloped, acquired and disposed of and held for sale properties, it highlights operating trends such as occupancy levels, rental rates and operating costs on properties. Other REITs may use different methodologies for calculating Same Store NOI, and accordingly, the Company’s Same Store NOI may not be comparable to other REITs.

However, Same Store NOI should not be viewed as an alternative measure of the Company’s financial performance since it does not reflect the operations of the Company’s entire portfolio, nor does it reflect the impact of general and administrative expenses, leasing costs, interest expense, depreciation and amortization costs, other nonproperty income and losses and the level of capital expenditures necessary to maintain the operating performance of the Company’s properties, or trends in development and construction activities which are significant economic costs and activities that could materially impact the Company’s results from operations.
31

Q1 2024 Supplemental Financial Report
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Management Statements on Non-GAAP Supplemental Measures, continued
Same Store Cash Net Operating Income:

Management believes that Same Store Cash NOI is a useful supplemental measure of the Company’s operating performance. Same Store Cash NOI represents the consolidated NOI for all of the properties that were owned and included in the Company’s stabilized portfolio for two comparable reporting periods, adjusted for the net effect of straight-line rents, amortization of deferred revenue related to tenant-funded tenant improvements, amortization of above and below market lease intangibles, and the provision for bad debts. Because Same Store Cash NOI excludes the change in NOI from developed, redeveloped, acquired and disposed of and held for sale properties, it highlights operating trends on a cash basis such as occupancy levels, rental rates and operating costs on properties. Other REITs may use different methodologies for calculating Same Store Cash NOI, and accordingly, our Same Store Cash NOI may not be comparable to other REITs.

However, Same Store Cash NOI should not be viewed as an alternative measure of the Company’s financial performance since it does not reflect the operations of the Company's entire portfolio, nor does it reflect the impact of general and administrative expenses, acquisition-related expenses, interest expense, depreciation and amortization costs, other nonproperty income and losses, the level of capital expenditures and leasing costs necessary to maintain the operating performance of the Company's properties, or trends in development and construction activities which are significant economic costs and activities that could materially impact the Company's results from operations.

EBITDA, as adjusted, Company's Share of EBITDA, as adjusted, and Company's Share of EBITDA, as adjusted less interest income:

Management believes that consolidated earnings before interest expense, depreciation and amortization, gain/loss on early extinguishment of debt, gains and losses on depreciable real estate, net income attributable to noncontrolling interests, preferred dividends and distributions, original issuance costs of redeemed preferred stock and preferred units, and impairment losses (“EBITDA, as adjusted”) is a useful supplemental measure of the Company’s operating performance. When considered with other GAAP measures and FFO, management believes EBITDA, as adjusted, gives the investment community a more complete understanding of the Company’s consolidated operating results, including the impact of general and administrative expenses and acquisition-related expenses, before the impact of investing and financing transactions and facilitates comparisons with competitors. Management also believes it is appropriate to present EBITDA, as adjusted, as it is used in several of the Company’s financial covenants for both its secured and unsecured debt. However, EBITDA, as adjusted, should not be viewed as an alternative measure of the Company’s operating performance since it excludes financing costs as well as depreciation and amortization costs which are significant economic costs that could materially impact the Company’s results of operations and liquidity. Other REITs may use different methodologies for calculating EBITDA, as adjusted, and, accordingly, the Company’s EBITDA, as adjusted, may not be comparable to other REITs. The Company’s calculation of EBITDA, as adjusted, is the same as EBITDAre, as defined by Nareit, as the Company does not have any unconsolidated joint ventures. The Company’s Share of EBITDA, as adjusted, is EBITDA, as adjusted less amounts attributable to noncontrolling interests in consolidated property partnerships. The Company’s Share of EBITDA, as adjusted less interest income also deducts interest income.

Net Debt to Company's Share of EBITDA, as adjusted Ratio and Net Debt to Company's Share of EBITDA, as adjusted less interest income Ratio:

Management believes that the ratios of our principal balance of debt, less cash and cash equivalents and certificates of deposit, divided by the Company’s share of EBITDA, as adjusted, as well as the Company's share of EBITDA, as adjusted less interest income are useful supplemental measures of the level of borrowed capital being used to increase the potential return of our real estate investments and proxies for a measure we believe is used by many lenders and rating agencies to evaluate our ability to repay and service our debt obligations. We believe the ratios are beneficial disclosure to investors as supplemental means of evaluating our ability to meet obligations senior to those of our equity holders. Other REITs may use different methodologies for calculating these ratios and, accordingly, the Company’s Net Debt to Company’s Share of EBITDA, as adjusted Ratio and Net Debt to Company's Share of EBITDA, as adjusted less interest income Ratio may not be comparable to other REITs.
32

Q1 2024 Supplemental Financial Report
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Management Statements on Non-GAAP Supplemental Measures, continued
Funds From Operations:

The Company calculates Funds From Operations available to common stockholders and common unitholders (“FFO”) in accordance with the 2018 Restated White Paper on FFO approved by the Board of Governors of Nareit. The White Paper defines FFO as net income or loss (calculated in accordance with GAAP), excluding depreciation and amortization related to real estate, gains and losses from the sale of certain real estate assets, gains and losses from change in control, and impairment write-downs of certain real estate assets and investments in entities when the impairment is directly attributable to decreases in the value of depreciable real estate held by the entity. The reconciling items include amounts to adjust earnings from consolidated partially-owned entities and equity in earnings of unconsolidated affiliates to FFO. Our calculation of FFO includes the amortization of deferred revenue related to tenant-funded tenant improvements and excludes the depreciation of the related tenant improvement assets. We also add back net income attributable to noncontrolling common units of the Operating Partnership because we report FFO attributable to common stockholders and common unitholders.

Management believes that FFO is a useful supplemental measure of the Company’s operating performance. The exclusion from FFO of gains and losses from the sale of operating real estate assets allows investors and analysts to readily identify the operating results of the assets that form the core of the Company’s activity and assists in comparing those operating results between periods. Also, because FFO is generally recognized as the industry standard for reporting the operations of REITs, it facilitates comparisons of operating performance to other REITs. However, other REITs may use different methodologies to calculate FFO, and accordingly, the Company’s FFO may not be comparable to all other REITs.

Implicit in historical cost accounting for real estate assets in accordance with GAAP is the assumption that the value of real estate assets diminishes predictably over time. Since real estate values have historically risen or fallen with market conditions, many industry investors and analysts have considered presentations of operating results for real estate companies using historical cost accounting alone to be insufficient. Because FFO excludes depreciation and amortization of real estate assets, management believes that FFO along with the required GAAP presentations provides a more complete measurement of the Company’s performance relative to its competitors and a more appropriate basis on which to make decisions involving operating, financing, and investing activities than the required GAAP presentations alone would provide.

However, FFO should not be viewed as an alternative measure of the Company’s operating performance since it does not reflect either depreciation and amortization costs or the level of capital expenditures and leasing costs necessary to maintain the operating performance of the Company’s properties, which are significant economic costs and could materially impact the Company’s results from operations.

Funds Available for Distribution:

Management believes that Funds Available for Distribution available to common stockholders and common unitholders (“FAD”) is a useful supplemental measure of the Company’s liquidity. The Company computes FAD by adding to FFO the non-cash amortization of deferred financing costs, debt discounts and premiums and share-based compensation awards, amortization of above (below) market rents for acquisition properties, then subtracting recurring tenant improvements, leasing commissions and capital expenditures and eliminating the net effect of straight-line rents, amortization of deferred revenue related to tenant improvements, adjusting for other lease related items and amounts of gain or loss on marketable securities related to the Company’s executive deferred compensation plan that are capitalized as development costs, and after adjustment for amounts attributable to noncontrolling interests in consolidated property partnerships. FAD provides an additional perspective on the Company’s ability to fund cash needs and make distributions to stockholders by adjusting FFO for the impact of certain cash and non-cash items, as well as adjusting FFO for recurring capital expenditures and leasing costs. Management also believes that FAD provides useful information to the investment community about the Company’s financial position as compared to other REITs since FAD is a liquidity measure used by other REITs. However, other REITs may use different methodologies for calculating FAD and, accordingly, the Company’s FAD may not be comparable to other REITs.
33


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06
Definitions and Reconciliations



Q1 2024 Supplemental Financial Report
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Definitions Included in Supplemental
Annualized Base Rent:
Includes the impact of straight-lining rent escalations and the amortization of free rent periods and excludes the impact of the following: amortization of deferred revenue related to tenant-funded tenant improvements, amortization of above/below market rents, amortization for lease incentives due under existing leases, and expense reimbursement revenue. Additionally, the underlying leases contain various expense structures including full service gross, modified gross and triple net. Amounts represent percentage of total portfolio annualized contractual base rental revenue.
Capital Expenditures:
Expenditures for capital improvements, tenant improvements costs (excluding tenant-funded tenant improvements), and leasing commissions.
Change in GAAP / Cash Rents (Leases Commenced):
Calculated as the change between GAAP / cash rents for new/renewed leases and the expiring GAAP / cash rents for the same space. May include leases for which re-leasing timing was impacted by the COVID-19 pandemic and restrictions intended to prevent its spread. Excludes leases for which the space was vacant when the property was acquired by the Company.
Change in GAAP / Cash Rents (Leases Executed):
Calculated as the change between GAAP / cash rents for signed leases and the expiring GAAP / cash rents for the same space. May include leases for which re-leasing timing was impacted by the COVID-19 pandemic and restrictions intended to prevent its spread. Excludes leases for which the space was vacant when the property was acquired by the Company.
Estimated Stabilization Date (Development):
Management’s estimation of the earlier of stabilized occupancy (95%) or one year from the date of the cessation of major base building construction activities for office and retail properties and upon substantial completion for residential properties.
FAD Payout Ratio:
Calculated as current-quarter dividends accrued to common stockholders and common unitholders (excluding dividend equivalents accrued to restricted stock unitholders) divided by FAD.
First Generation ("1st Gen"):
Space not yet leased at recently completed development and redevelopment properties that have been added to the stabilized portfolio. Capital expenditures for first generation space do not include expenditures for in-process development and redevelopment projects and these costs are not subtracted in our calculation of FAD.
Fixed Charge Coverage Ratio - EBITDA, as adjusted:
Calculated as EBITDA, as adjusted, divided by gross interest expense (excluding amortization of deferred debt costs and debt discounts/premiums) and current year accrued preferred dividends.
Fixed Charge Coverage Ratio - Net Income:
Calculated as net income, divided by gross interest expense (excluding amortization of deferred debt costs and debt discounts/premiums) and current year accrued preferred dividends.
FFO Payout Ratio:
Calculated as current-quarter dividends accrued to common stockholders and common unitholders (excluding dividend equivalents accrued to restricted stock unitholders) divided by FFO attributable to common stockholders and unitholders.
35

Q1 2024 Supplemental Financial Report
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Definitions Included in Supplemental, continued
GAAP Effective Rate:
The rate at which interest expense is recorded for financial reporting purposes, which reflects the amortization of any discounts/premiums, excluding debt issuance costs.
Gross Lease Types:
Represents leases where the landlord is obligated to pay the tenant's proportionate share of certain operating expenses.
Interest Coverage Ratio:
Calculated as EBITDA, as adjusted, divided by gross interest expense (excluding amortization of deferred debt costs and debt discounts/premiums).
Major Repositioning:
Space for which we are incurring significant non-recurring capital expenditures to reposition and is expected to result in additional revenue generated when re-leased. Capital expenditures for this space are not subtracted in our calculation of FAD.
Net Effect of Straight-Line Rents:
Represents the straight-line rent income recognized during the period offset by cash received during the period that was applied to deferred rents receivable balances for terminated leases and the provision for bad debts recorded for deferred rent receivable balances.
Net Income Payout Ratio:
Calculated as current-quarter dividends accrued to common stockholders and common unitholders (excluding dividend equivalents accrued to restricted stock unitholders) divided by net income.
Net Leases Types:
Represents leases where the tenant is obligated to pay their proportionate share of certain operating expenses.
Net Operating Income Margins:
Calculated as net operating income divided by total revenues.
Redevelopment Properties:
Properties for which we expect to spend significant development and construction costs pursuant to a formal plan to change its use.
Retention Rates (Leases Executed):
Calculated as the percentage of space renewed by existing tenants at lease expiration or termination.
Same Store Portfolio:
Our Same Store Portfolio includes all of our properties owned and included in our stabilized portfolio for two comparable reporting periods, i.e., owned and included in our stabilized portfolio as of January 1, 2023 and still owned and included in the stabilized portfolio as of March 31, 2024. It includes our residential portfolio, which consists of our 200-unit residential tower and 193-unit Jardine project in Hollywood, California and 608 residential units at our One Paseo mixed-use project in Del Mar, California. It does not include undeveloped land, development and redevelopment properties currently committed for construction, under construction, or in the tenant improvement phase, completed residential developments not yet stabilized and properties held-for-sale. We define redevelopment properties as those projects for which we expect to spend significant development and construction costs on existing or acquired buildings pursuant to a formal plan, the intended result of which is a higher economic return on the property.

36

Q1 2024 Supplemental Financial Report
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Definitions Included in Supplemental, continued
Same Store Portfolio Rollforward
Number of Buildings Square Feet
Same Store Portfolio as of December 31, 2023 115 15,063,419 
Stabilized Development and Redevelopment Properties Added 1,151,118 
Remeasurements —  (631)
Same Store Portfolio as of March 31, 2024 119 16,213,906
Stabilized Development and Redevelopment Properties Excluded from Same Store 2 829,591
Stabilized Portfolio as of March 31, 2024 121 17,043,497

Second Generation ("2nd Gen"):
Space at properties in the stabilized portfolio for which capital expenditures are generally recurring in nature or relate to space previously occupied.
Stated Interest Rate:
The rate at which interest expense is recorded per the respective loan documents, excluding the impact of the amortization of any debt discounts/premiums.
Tenant Improvement Phase:
Represents projects that have reached cold shell condition and are ready for tenant improvements, which may require additional major base building construction before being placed in service.
37

Q1 2024 Supplemental Financial Report
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Reconciliation of Net Income Available to Common Stockholders to Same Store Net Operating Income
(unaudited, $ in thousands)
 
Three Months Ended (1)
  3/31/2024 12/31/2023 9/30/2023 6/30/2023 3/31/2023
Net Income Available to Common Stockholders $ 49,920  $ 47,284  $ 52,762  $ 55,587  $ 56,608 
Net income attributable to noncontrolling common units of the Operating Partnership 502  471  515  537  560 
Net income attributable to noncontrolling interests in consolidated property partnerships 5,278  5,291  5,460  5,151  8,062 
Net Income 55,700  53,046  58,737  61,275  65,230 
Adjustments:
General and administrative expenses 17,579  22,078  24,761  22,659  23,936 
Leasing costs 2,279  1,956  1,852  1,326  1,372 
Depreciation and amortization 88,031  86,016  85,224  90,362  93,676 
Interest income (13,190) (10,696) (7,015) (3,421) (1,460)
Interest expense 38,871  32,325  29,837  26,383  25,671 
Net Operating Income, as defined (2)
189,270  184,725  193,396  198,584  208,425 
Wholly-Owned Properties 167,061  162,348  170,492  176,582  179,500 
Consolidated property partnerships: (3)
100 First Street (4)
5,958  6,561  6,782  6,075  6,011 
303 Second Street (4)
10,794  10,099  10,243  9,706  17,247 
Crossing/900 (5)
5,457  5,717  5,879  6,221  5,667 
Net Operating Income, as defined (2)
189,270  184,725  193,396  198,584  208,425 
Non-Same Store Net Operating Income (6)
(6,578) (20,892) (21,052) (21,127) (19,909)
Same Store Net Operating Income 182,692  163,833  172,344  177,457  188,516 
Adjustments:
Amortization of deferred revenue related to tenant-funded tenant improvements (6,190) (5,215) (4,384) (4,461) (4,517)
Net effect of straight-line rents 5,443  8,140  617  (1,992) (1,471)
Amortization of net below market rents (353) (422) (483) (1,057) (2,305)
Lease related adjustments (194) 2,236  (805) (3,374) 5,679 
Other (7)
(1,147) 1,144  432  1,003  436 
Same Store Cash Net Operating Income $ 180,251  $ 169,716  $ 167,721  $ 167,576  $ 186,338 
 
________________________
(1)The Same Store Portfolio was comprised of 119 properties during the three months ended March 31, 2024. For all quarterly periods in 2023, the Same Store Portfolio was comprised of 115 properties.
(2)Please refer to page 31-33 for a Management Statements on non-GAAP supplemental measures.
(3)Reflects Net Operating Income for all periods presented.
(4)For all periods presented, an unrelated third party entity owned approximately 44% common equity interests in two properties located at 100 First Street and 303 Second Street in San Francisco, CA.
(5)For all periods presented, an unrelated third party entity owned an approximate 7% common equity interest in two properties located at 900 Jefferson Avenue and 900 Middlefield Road in Redwood City, CA.
(6)Includes the results of one office development building added to the stabilized portfolio during the third quarter of 2023, one office development building added to the stabilized portfolio during the fourth quarter of 2023 and our in-process and future development projects.
(7)Includes revenue reversals (recoveries) related to tenant creditworthiness and other.



38

Q1 2024 Supplemental Financial Report
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Reconciliation of Net Income Available to Common Stockholders to Same Store Net Operating Income, continued
(unaudited, $ in thousands)
 
Three Months Ended (1)
  12/31/2022 9/30/2022 6/30/2022 3/31/2022
Net Income Available to Common Stockholders $ 52,625  $ 79,757  $ 47,105  $ 53,128 
Net income attributable to noncontrolling common units of the Operating Partnership 588  664  515  516 
Net income attributable to noncontrolling interests in consolidated property partnerships 6,262  6,239  6,355  5,739 
Net Income 59,475  86,660  53,975  59,383 
Adjustments:
General and administrative expenses 25,217  23,524  22,120  22,781 
Leasing costs 1,404  1,015  1,447  1,013 
Depreciation and amortization 91,396  81,140  96,415  88,660 
Interest income (1,264) (295) (125) (81)
Interest expense 23,550  19,982  20,121  20,625 
Gain on sale of depreciable operating property —  (17,329) —  — 
Net Operating Income, as defined (2)
199,778  194,697  193,953  192,381 
Wholly-Owned Properties 174,983  170,166  168,721  168,431 
Consolidated property partnerships: (3)
100 First Street (4)
6,116  5,791  5,745  5,922 
303 Second Street (4)
12,702  12,941  13,333  12,000 
Crossing/900 (5)
5,977  5,799  6,154  6,028 
Net Operating Income, as defined (2)
199,778  194,697  193,953  192,381 
Non-Same Store Net Operating Income (6)
(16,435) (13,335) (12,239) (10,440)
Same Store Net Operating Income 183,343  181,362  181,714  181,941 
Adjustments:
Amortization of deferred revenue related to tenant-funded tenant improvements (4,607) (4,646) (4,631) (4,009)
Net effect of straight-line rents (3,689) (6,992) (12,183) (15,730)
Amortization of net below market rents (2,287) (2,520) (2,720) (2,872)
Lease related adjustments (2,010) (194) 401  706 
Other (7)
1,008  400  530  151 
Same Store Cash Net Operating Income $ 171,758  $ 167,410  $ 163,111  $ 160,187 
________________________
(1)Same Store Portfolio as of the comparative 2023 period. For all quarterly periods, the Same Store Portfolio was comprised of 115 properties.
(2)Please refer to page 31-33 for a Management Statements on non-GAAP supplemental measures.
(3)Reflects Net Operating Income for all periods presented.
(4)For all periods presented, an unrelated third party entity owned approximately 44% common equity interests in two properties located at 100 First Street and 303 Second Street in San Francisco, CA.
(5)For all periods presented, an unrelated third party entity owned an approximate 7% common equity interest in two properties located at 900 Jefferson Avenue and 900 Middlefield Road in Redwood City.
(6)Includes the results of one office development building added to the stabilized portfolio during the fourth quarter of 2023 and our in-process and future development projects.
(7)Includes revenue reversals (recoveries) related to tenant creditworthiness and other.
39

Q1 2024 Supplemental Financial Report
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Reconciliation of Net Income Available to Common Stockholders to Company's Share of EBITDA, as adjusted
(unaudited, $ in thousands)

  Three Months Ended
  3/31/2024 12/31/2023 9/30/2023 6/30/2023 3/31/2023
Net Income Available to Common Stockholders $ 49,920  $ 47,284  $ 52,762  $ 55,587  $ 56,608 
Interest expense 38,871  32,325  29,837  26,383  25,671 
Depreciation and amortization 88,031  86,016  85,224  90,362  93,676 
Net income attributable to noncontrolling common units of the Operating Partnership 502  471  515  537  560 
Net income attributable to noncontrolling interests in consolidated property partnerships 5,278  5,291  5,460  5,151  8,062 
EBITDA, as adjusted (1)
182,602  171,387  173,798  178,020  184,577 
EBITDA, as adjusted (1), attributable to noncontrolling interests in consolidated property partnerships
(8,660) (8,328) (8,390) (8,162) (11,559)
Company's share of EBITDA, as adjusted (1)
$ 173,942  $ 163,059  $ 165,408  $ 169,858  $ 173,018 
Interest income (13,190) (10,696) (7,015) (3,421) (1,460)
Company's share of EBITDA, as adjusted less interest income (1)
$ 160,752  $ 152,363  $ 158,393  $ 166,437  $ 171,558 
________________________
(1)Please refer to pages 31-33 for Management Statements on non-GAAP supplemental measures.

40

Q1 2024 Supplemental Financial Report
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Reconciliation of GAAP Net Cash Provided by Operating Activities to Funds Available for Distribution
(unaudited, $ in thousands)
  Three Months Ended
  3/31/2024 12/31/2023 9/30/2023 6/30/2023 3/31/2023
GAAP Net Cash Provided by Operating Activities
$ 167,869  $ 110,223  $ 208,816  $ 101,414  $ 182,136 
Adjustments:
Recurring tenant improvements, leasing commissions and capital expenditures (11,763) (31,411) (20,519) (17,850) (17,766)
Depreciation of non-real estate furniture, fixtures and equipment (1,571) (1,614) (1,706) (1,889) (2,005)
Net changes in operating assets and liabilities (1)
(21,554) 39,064  (58,450) 41,727  (20,525)
Noncontrolling interests in consolidated property partnerships’ share of FFO and FAD
(7,553) (6,705) (6,246) (6,981) (9,625)
Cash adjustments related to investing and financing activities (100) (29) (3,197) 3,125  318 
Funds Available for Distribution (2)
$ 125,328  $ 109,528  $ 118,698  $ 119,546  $ 132,533 
_______________________
(1)Primarily includes changes in the following assets and liabilities: marketable securities, current receivables, prepaid expenses and other assets, accounts payable, accrued expenses and other liabilities, and rents received in advance and tenant security deposits. 
(2)Please refer to page 31-33 for Management Statements on non-GAAP supplemental measures.

41


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EX-99.2 3 exhibit992.htm EX-99.2 Document
Exhibit 99.2
 kilroylogoa02a.jpg


Contact: FOR RELEASE:
Eliott Trencher May 2, 2024
Executive Vice President,
Chief Financial Officer
and Chief Investment Officer
(310) 481-8587
or
Bill Hutcheson
Senior Vice President,
Investor Relations & Capital Markets
(415) 778-5678
 

KILROY REALTY CORPORATION REPORTS
FIRST QUARTER FINANCIAL RESULTS
---------------

LOS ANGELES, May 2, 2024 - Kilroy Realty Corporation (NYSE: KRC) today reported financial results for its first quarter ended March 31, 2024.

First Quarter Highlights

Financial Results
•Revenues of $278.6 million
•Net income available to common stockholders of $0.42 per diluted share
•Funds from operations available to common stockholders and unitholders (“FFO”) of $133.7 million, or $1.11 per diluted share

Leasing and Occupancy
•Stabilized portfolio was 84.2% occupied and 85.7% leased at March 31, 2024
•Signed approximately 400,000 square feet of leases, inclusive of 116,000 square feet of short-term leases, comprised of 161,000 square feet of new leasing on previously vacant space, 79,000 square feet of new leasing on currently occupied space, and 160,000 square feet of renewal leasing
◦GAAP rents increased 8.6% and cash rents decreased 2.9% from prior levels on stabilized leasing, excluding short-term leasing

Balance Sheet / Liquidity
•In January, completed a public offering of $400.0 million of 12-year unsecured senior notes at an interest rate of 6.250% due January 2036
•In March, closed on the recast of the Company’s $1.1 billion unsecured revolving credit facility, which now matures July 31, 2028, before extension options
•In connection with the recast of the unsecured revolving credit facility, paid down the existing $520.0 million unsecured term loan facility by $200.0 million and extended the final maturity on an aggregate principal amount of $200.0 million of the remaining $320.0 million by twelve months to October 3, 2027, inclusive of exercising two one-year extension options
1



•As of March 31, 2024, the Company had approximately $2.0 billion of total liquidity comprised of approximately $0.9 billion of cash and short-term investments and approximately $1.1 billion available under the unsecured revolving credit facility
•In March, established a new $500.0 million “at-the-market” stock offering program
•In March, the Company’s Board of Directors (the “Board”) approved a $500.0 million share repurchase program

Dividend
•The Board declared and paid a regular quarterly cash dividend on its common stock of $0.54 per share, equivalent to an annual rate of $2.16

Net Income Available to Common Stockholders / FFO Guidance and Outlook
The Company is providing an updated Nareit-defined FFO per diluted share guidance for the full year 2024 of $4.15 to $4.30 per share, with a midpoint of $4.23 per share.
Full Year 2024 Range
as of February 2024
Full Year 2024 Range
as of May 2024
Low End High End Low End High End
$ and shares/units in thousands, except per share/unit amounts
Net income available to common stockholders per share - diluted $ 1.45  $ 1.61  $ 1.46  $ 1.61 
Weighted average common shares outstanding - diluted (1)
118,000  118,000  118,000  118,000 
Net income available to common stockholders $ 171,000  $ 190,000  $ 172,500  $ 190,000 
Adjustments:
Net income attributable to noncontrolling common units of the Operating Partnership 1,900  2,000  1,900  2,000 
Net income attributable to noncontrolling interests in consolidated property partnerships 20,500  21,000  20,500  21,000 
Depreciation and amortization of real estate assets 330,000  330,000  335,000  336,000 
Gains on sales of depreciable real estate —  —  —  — 
Funds From Operations attributable to noncontrolling interests in consolidated property partnerships (30,000) (32,000) (31,000) (32,000)
Funds From Operations (2)
$ 493,400  $ 511,000  $ 498,900  $ 517,000 
Weighted average common shares/units outstanding – diluted (3)
120,250  120,250  120,250  120,250 
Funds From Operations per common share/unit – diluted (3)
$ 4.10  $ 4.25  $ 4.15  $ 4.30 

Key Assumptions February 2024 Assumptions May 2024 Assumptions
Change in same store cash NOI (4)
(4.0%) to (6.0%) (3.5%) to (5.5%)
Average full year occupancy 82.5% to 84.0% 82.5% to 84.0%
General and administrative expenses $72 million to $80 million $72 million to $80 million
Total development spending (5)
$200 million to $300 million $200 million to $300 million
Weighted average common shares/units outstanding – diluted
(in thousands) (3)
120,250 120,250
 ________________________
(1)Calculated based on estimated weighted average shares outstanding, including non-participating share-based awards.
(2)See management statement for Funds From Operations at end of release.
(3)Calculated based on weighted average shares outstanding, including participating and non-participating share-based awards, and the dilutive impact of contingently issuable shares, and assuming the exchange of all common limited partnership units outstanding. Reported amounts are attributable to common stockholders, common unitholders and restricted stock unitholders.
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(4)See management statement for Same Store Cash Net Operating Income on page 32 of our Supplemental Financial Report furnished on Form 8-K with this press release.
(5)Remaining 2024 development spending is $150 million to $250 million.

The Company’s guidance estimates for the full year 2024, and the reconciliation of net income available to common stockholders per share - diluted and FFO per share and unit - diluted included within this press release, reflect management’s views on current and future market conditions, including assumptions with respect to rental rates, occupancy levels, and the earnings impact of the events referenced in this press release. These guidance estimates do not include the impact on the Company’s operating results from potential future acquisitions, dispositions (including any associated gains or losses), capital markets activity, impairment charges, or any events outside of the Company’s control, as the timing and magnitude of any such events are not known at the time the Company provides guidance. There can be no assurance that the Company’s actual results will not differ materially from these estimates.

Conference Call and Audio Webcast
The Company’s management will discuss first quarter results and the current business environment during the Company’s May 3, 2024 earnings conference call. The call will begin at 9:00 a.m. Pacific Time and last approximately one hour. To participate and obtain conference call dial-in details, register by using the following link, https://www.netroadshow.com/events/login?show=7488a962&confId=58187. Those interested in listening via the Internet can access the conference call at https://events.q4inc.com/attendee/123531322. It may be necessary to download audio software to hear the conference call. A replay of the conference call will be available via telephone on May 3, 2024 through May 10, 2024 by dialing (866) 813-9403 and entering passcode 591632. International callers should dial (929) 458-6194 and enter the same passcode. The replay will also be available on our website at https://investors.kilroyrealty.com/shareholders/investor-events/default.aspx.

About Kilroy Realty Corporation

Kilroy Realty Corporation (NYSE: KRC, the “Company”, “Kilroy”) is a leading U.S. landlord and developer, with operations in San Diego, Los Angeles, the San Francisco Bay Area, Seattle, and Austin. The Company has earned global recognition for sustainability, building operations, innovation, and design. As a pioneer and innovator in the creation of a more sustainable real estate industry, the Company’s approach to modern business environments helps drive creativity and productivity for some of the world’s leading technology, entertainment, life science, and business services companies.

The Company is a publicly traded real estate investment trust (“REIT”) and member of the S&P MidCap 400 Index with more than seven decades of experience developing, acquiring, and managing office, life science, and mixed-use projects.

As of March 31, 2024, Kilroy’s stabilized portfolio totaled approximately 17.0 million square feet of primarily office and life science space that was 84.2% occupied and 85.7% leased. The Company also had approximately 1,000 residential units in Hollywood and San Diego, which had a quarterly average occupancy of 93.1%. In addition, the Company had two in-process life science redevelopment projects totaling approximately 100,000 square feet with total estimated redevelopment costs of $80.0 million, and one approximately 875,000 square foot in-process development project with a total estimated investment of $1.0 billion.


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A Leader in Sustainability and Commitment to Corporate Social Responsibility
Kilroy has a longstanding commitment to sustainability and continues to be a recognized leader in our sector. For over a decade, the Company and its sustainability initiatives have been recognized with numerous honors, including earning the GRESB five star rating and being named a sector and regional leader in the Americas. Other honors have included the Nareit Leader in the Light Award, being listed on the Dow Jones Sustainability World Index, being named ENERGY STAR Partner of the Year, and receiving the ENERGY STAR highest honor of Sustained Excellence.

Kilroy is proud to have achieved carbon neutral operations across our portfolio since 2020. The Company also has a longstanding commitment to maintain high levels of LEED, Fitwel, and ENERGY STAR certifications across the portfolio.

A significant part of the Company’s foundation is its commitment to enhancing employee growth, satisfaction, and wellness while maintaining a diverse and thriving culture. For four consecutive years, the Company has been named to Bloomberg’s Gender Equality Index, which recognizes companies committed to supporting gender equality through policy development, representation, and transparency.

More information is available at http://www.kilroyrealty.com.

Forward-Looking Statements
This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Forward-looking statements are based on our current expectations, beliefs, and assumptions, and are not guarantees of future performance. Forward-looking statements are inherently subject to uncertainties, risks, changes in circumstances, trends, and factors that are difficult to predict, many of which are outside of our control. Accordingly, actual performance, results, and events may vary materially from those indicated or implied in the forward-looking statements, and you should not rely on the forward-looking statements as predictions of future performance, results, or events. Numerous factors could cause actual future performance, results, and events to differ materially from those indicated in the forward-looking statements, including, among others: global market and general economic conditions, including periods of heightened inflation, and their effect on our liquidity and financial conditions and those of our tenants; adverse economic or real estate conditions generally, and specifically, in the States of California, Texas, and Washington; risks associated with our investment in real estate assets, which are illiquid, and with trends in the real estate industry; defaults on or non-renewal of leases by tenants; any significant downturn in tenants’ businesses, including bankruptcy, lack of liquidity or lack of funding, and the impact labor disruptions or strikes, such as episodic strikes in the entertainment industry, may have on our tenants’ businesses; our ability to re-lease property at or above current market rates; reduced demand for office space, including as a result of remote working and flexible working arrangements that allow work from remote locations other than an employer's office premises; costs to comply with government regulations, including environmental remediation; the availability of cash for distribution and debt service, and exposure to risk of default under debt obligations; increases in interest rates and our ability to manage interest rate exposure; changes in interest rates and the availability of financing on attractive terms or at all, which may adversely impact our future interest expense and our ability to pursue development, redevelopment, and acquisition opportunities and refinance existing debt; a decline in real estate asset valuations, which may limit our ability to dispose of assets at attractive prices, or obtain or maintain debt financing, and which may result in write-offs or impairment charges; significant competition, which may decrease the occupancy and rental rates of properties; potential losses that may not be covered by insurance; the ability to successfully complete acquisitions and dispositions on announced terms; the ability to successfully operate acquired, developed, and redeveloped properties; the ability to successfully complete development and redevelopment projects on schedule and within budgeted amounts; delays or refusals in obtaining all necessary zoning, land use, and other required entitlements, governmental permits and authorizations for our development and redevelopment properties; increases in anticipated capital expenditures, tenant improvement, and/or leasing costs; defaults on leases for land on which some of our properties are located; adverse changes to, or enactment or implementations of, tax laws or other applicable laws, regulations, or legislation, as well as business and consumer reactions to such changes; risks associated with joint venture investments, including our lack of sole decision-making authority, our reliance on co-venturers’ financial condition, and disputes between us and our co-venturers; environmental uncertainties and risks related to natural disasters; risks associated with climate change and our sustainability strategies, and our ability to achieve our sustainability goals; and our ability to maintain our status as a REIT.
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These factors are not exhaustive and additional factors could adversely affect our business and financial performance. For a discussion of additional factors that could materially adversely affect our business and financial performance, see the factors included under the caption “Risk Factors” in our annual report on Form 10-K for the year ended December 31, 2023, and our other filings with the Securities and Exchange Commission. All forward-looking statements are based on currently available information and speak only as of the dates on which they are made. We assume no obligation to update any forward-looking statement made in this press release that becomes untrue because of subsequent events, new information, or otherwise, except to the extent we are required to do so in connection with our ongoing requirements under federal securities laws.

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KILROY REALTY CORPORATION
SUMMARY OF QUARTERLY RESULTS
(unaudited; in thousands, except per share data)

Three Months Ended March 31,
  2024 2023
Revenues $ 278,581  $ 292,802 
Net income available to common stockholders $ 49,920  $ 56,608 
Weighted average common shares outstanding – basic 117,338  117,059 
Weighted average common shares outstanding – diluted 117,961  117,407 
Net income available to common stockholders per share – basic $ 0.42  $ 0.48 
Net income available to common stockholders per share – diluted $ 0.42  $ 0.48 
Funds From Operations (1)(2)
$ 133,723  $ 145,959 
Weighted average common shares/units outstanding – basic (3)
119,660  118,818 
Weighted average common shares/units outstanding – diluted (4)
120,283  119,165 
Funds From Operations per common share/unit – basic (2)
$ 1.12  $ 1.23 
Funds From Operations per common share/unit – diluted (2)
$ 1.11  $ 1.22 
Common shares outstanding at end of period 117,366 117,121
Common partnership units outstanding at end of period 1,151 1,151
Total common shares and units outstanding at end of period 118,517 118,272
  March 31, 2024 March 31, 2023
Stabilized office portfolio occupancy rates: (5)
Los Angeles 76.5  % 80.8  %
San Diego 87.9  % 85.9  %
San Francisco Bay Area 89.9  % 94.7  %
Seattle 83.6  % 95.3  %
Austin 71.5  % —  %
Weighted average total 84.2  % 89.6  %
Total square feet of stabilized office properties owned at end of period: (5)
Los Angeles 4,338 4,344
San Diego 2,776 2,698
San Francisco Bay Area 6,170 6,164
Seattle 3,000 3,000
Austin 759
Total 17,043 16,206
________________________
(1)Reconciliation of Net income available to common stockholders to Funds From Operations available to common stockholders and unitholders and management statement on Funds From Operations are included after the Consolidated Statements of Operations.
(2)Reported amounts are attributable to common stockholders, common unitholders and restricted stock unitholders.
(3)Calculated based on weighted average shares outstanding, including participating share-based awards (i.e. nonvested stock and certain time-based restricted stock units) and assuming the exchange of all common limited partnership units outstanding.
(4)Calculated based on weighted average shares outstanding, including participating and non-participating share-based awards, dilutive impact of contingently issuable shares, and assuming the exchange of all common limited partnership units outstanding.
(5)Occupancy percentages and total square feet reported are based on the Company’s stabilized office portfolio for the periods presented.
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KILROY REALTY CORPORATION
CONSOLIDATED BALANCE SHEETS
(unaudited; in thousands)
  March 31, 2024 December 31, 2023
ASSETS
REAL ESTATE ASSETS:
Land and improvements $ 1,743,170  $ 1,743,170 
Buildings and improvements 8,479,359  8,463,674 
Undeveloped land and construction in progress 2,114,242  2,034,804 
Total real estate assets held for investment 12,336,771  12,241,648 
Accumulated depreciation and amortization (2,594,996) (2,518,304)
Total real estate assets held for investment, net 9,741,775  9,723,344 
Cash and cash equivalents 855,007  510,163 
Marketable securities 109,513  284,670 
Current receivables, net 13,291  13,609 
Deferred rent receivables, net 457,494  460,979 
Deferred leasing costs and acquisition-related intangible assets, net 226,506  229,705 
Right of use ground lease assets 130,026  125,506 
Prepaid expenses and other assets, net 65,588  53,069 
TOTAL ASSETS $ 11,599,200  $ 11,401,045 
LIABILITIES AND EQUITY
LIABILITIES:
Secured debt, net $ 601,990  $ 603,225 
Unsecured debt, net 4,518,297  4,325,153 
Accounts payable, accrued expenses and other liabilities 401,892  371,179 
Ground lease liabilities 128,966  124,353 
Accrued dividends and distributions 65,111  64,440 
Deferred revenue and acquisition-related intangible liabilities, net 166,436  173,638 
Rents received in advance and tenant security deposits 73,777  79,364 
Total liabilities 5,956,469  5,741,352 
EQUITY:
Stockholders’ Equity
Common stock 1,174  1,173 
Additional paid-in capital 5,208,753  5,205,839 
Retained earnings 203,080  221,149 
Total stockholders’ equity 5,413,007  5,428,161 
Noncontrolling Interests
Common units of the Operating Partnership 53,087  53,275 
Noncontrolling interests in consolidated property partnerships 176,637  178,257 
Total noncontrolling interests 229,724  231,532 
Total equity 5,642,731  5,659,693 
TOTAL LIABILITIES AND EQUITY $ 11,599,200  $ 11,401,045 

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KILROY REALTY CORPORATION
CONSOLIDATED STATEMENTS OF OPERATIONS
(unaudited; in thousands, except per share data)

Three Months Ended March 31,
2024 2023
REVENUES
Rental income $ 274,890  $ 290,104 
Other property income 3,691  2,698 
Total revenues 278,581  292,802 
EXPENSES
Property expenses 57,320  53,780 
Real estate taxes 29,239  28,228 
Ground leases 2,752  2,369 
General and administrative expenses (1)
17,579  23,936 
Leasing costs 2,279  1,372 
Depreciation and amortization 88,031  93,676 
Total expenses 197,200  203,361 
OTHER INCOME (EXPENSES)
Interest income 13,190  1,460 
Interest expense (38,871) (25,671)
Total other expenses (25,681) (24,211)
NET INCOME 55,700  65,230 
Net income attributable to noncontrolling common units of the Operating Partnership (502) (560)
Net income attributable to noncontrolling interests in consolidated property partnerships (5,278) (8,062)
Total income attributable to noncontrolling interests (5,780) (8,622)
NET INCOME AVAILABLE TO COMMON STOCKHOLDERS $ 49,920  $ 56,608 
Weighted average shares of common stock outstanding – basic 117,338  117,059 
Weighted average shares of common stock outstanding – diluted 117,961  117,407 
Net income available to common stockholders per share – basic $ 0.42  $ 0.48 
Net income available to common stockholders per share – diluted $ 0.42  $ 0.48 
________________________
(1)The three months ended March 31, 2023 includes $3.2 million of retirement costs for our former CEO and former President, primarily comprised of accelerated stock compensation expense.
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KILROY REALTY CORPORATION
FUNDS FROM OPERATIONS
(unaudited; in thousands, except per share data)
 
Three Months Ended March 31,
2024 2023
Net income available to common stockholders $ 49,920  $ 56,608 
Adjustments:
Net income attributable to noncontrolling common units of the Operating Partnership 502  560 
Net income attributable to noncontrolling interests in consolidated property partnerships 5,278  8,062 
Depreciation and amortization of real estate assets 86,460  91,671 
Funds From Operations attributable to noncontrolling interests in consolidated property partnerships (8,437) (10,942)
Funds From Operations(1)(2)(3)
$ 133,723  $ 145,959 
Weighted average common shares/units outstanding – basic (4)
119,660  118,818 
Weighted average common shares/units outstanding – diluted (5)
120,283  119,165 
Funds From Operations per common share/unit – basic (2)
$ 1.12  $ 1.23 
Funds From Operations per common share/unit – diluted (2)
$ 1.11  $ 1.22 
 ________________________
(1)We calculate Funds From Operations available to common stockholders and common unitholders (“FFO”) in accordance with the 2018 Restated White Paper on FFO approved by the Board of Governors of Nareit. The White Paper defines FFO as net income or loss (calculated in accordance with GAAP), excluding depreciation and amortization related to real estate, gains and losses from the sale of certain real estate assets, gains and losses from change in control, and impairment write-downs of certain real estate assets and investments in entities when the impairment is directly attributable to decreases in the value of depreciable real estate held by the entity. The reconciling items include amounts to adjust earnings from consolidated partially-owned entities and equity in earnings of unconsolidated affiliates to FFO. Our calculation of FFO includes the amortization of deferred revenue related to tenant-funded tenant improvements and excludes the depreciation of the related tenant improvement assets. We also add back net income attributable to noncontrolling common units of the Operating Partnership because we report FFO attributable to common stockholders and common unitholders.

We believe that FFO is a useful supplemental measure of our operating performance. The exclusion from FFO of gains and losses from the sale of operating real estate assets allows investors and analysts to readily identify the operating results of the assets that form the core of our activity and assists in comparing those operating results between periods. Also, because FFO is generally recognized as the industry standard for reporting the operations of REITs, it facilitates comparisons of operating performance to other REITs. However, other REITs may use different methodologies to calculate FFO, and accordingly, our FFO may not be comparable to all other REITs.

Implicit in historical cost accounting for real estate assets in accordance with GAAP is the assumption that the value of real estate assets diminishes predictably over time. Since real estate values have historically risen or fallen with market conditions, many industry investors and analysts have considered presentations of operating results for real estate companies using historical cost accounting alone to be insufficient. Because FFO excludes depreciation and amortization of real estate assets, we believe that FFO along with the required GAAP presentations provides a more complete measurement of our performance relative to our competitors and a more appropriate basis on which to make decisions involving operating, financing, and investing activities than the required GAAP presentations alone would provide.

However, FFO should not be viewed as an alternative measure of our operating performance because it does not reflect either depreciation and amortization costs or the level of capital expenditures and leasing costs necessary to maintain the operating performance of our properties, which are significant economic costs and could materially impact our results from operations.
 
(2)Reported amounts are attributable to common stockholders, common unitholders, and restricted stock unitholders.

(3)FFO available to common stockholders and unitholders includes amortization of deferred revenue related to tenant-funded tenant improvements of $6.5 million and $5.2 million for the three months ended March 31, 2024 and 2023, respectively.

(4)Calculated based on weighted average shares outstanding, including participating share-based awards (i.e. certain time-based restricted stock units) and assuming the exchange of all common limited partnership units outstanding.

(5)Calculated based on weighted average shares outstanding, including participating and non-participating share-based awards, dilutive impact of contingently issuable shares, and assuming the exchange of all common limited partnership units outstanding.


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