AI interpretation based on checked source excerpts. Issuer assertions and evidence limitations remain explicit.
Policy quality-scores-2: six equally weighted categories. The overall score requires full coverage. Missing inputs are not zero. Qualitative grades are sourced interpretations, not probabilities. 3/6 · 18/10/2026
Moat50
Equal-weight average of four evidence-backed rubric grades (0–4), scaled to 100.
structural advantage · 2/4 · Established grocery-anchored locations, strong leasing outcomes and development approval friction support a limited property-based advantage. Local scarcity and superiority over competing properties remain unproven.
durability · 2/4 · Positive 2025 leasing and same-property growth continuing into 2026 support persistence. The limited observation period, competing shopping methods and continuing capital requirements constrain confidence in long-term protection.
customer dependency · 2/4 · High leased occupancy, substantial new and renewal leasing and positive comparable rent spreads indicate tenants value these locations. This is indirect evidence of dependency; tenant switching costs and renewal rates are not disclosed, and competing landlords remain available.
erosion resilience · 2/4 · Same-property NOI continued growing as property expenses increased, supported by rent and tenant recoveries. Growth slowed from 5.3% in 2025 to 4.1% in the first half of 2026, and potential demand pressure and geographic concentrations limit resilience.
Pricing power63
Equal-weight average of four evidence-backed rubric grades (0–4), scaled to 100.
realized pricing · 3/4 · Comparable new and renewal leases achieved 11% cash rent spreads in 2025. Positive rental spreads and contractual rent steps contributed to first-half 2026 same-property base-rent growth. Occupancy and redevelopment also contributed, so aggregate growth is not purely pricing.
retention · 3/4 · A 96.5% same-property leased rate, record 94.2% shop leased rate and over eight million square feet of new and renewal leases demonstrate strong demand alongside positive pricing. This assesses retention indirectly; the passages do not separate renewals from new demand or disclose tenant churn.
margin resilience · 2/4 · First-half 2026 same-property NOI rose despite higher expenses, and tenant recoveries increased. However, expenses grew faster than property revenue, modestly compressing the property NOI margin. This is mixed cost protection, not evidence of a moat from margins alone.
contractual freedom · 2/4 · Existing leases provide contractual rent steps, while new and renewal transactions allow positive repricing and recoveries pass through some expenses. Pricing within existing leases is constrained by agreed terms; full reset rights and recovery limits are not supplied.
Predictability—
Missing exact annual revenue, free cash flow or FCF margin; operating cash flow and capex must both be reported for all five years.
Financial strength—
Missing required inputs: debtFcfGrade, netDebtEbitGrade, currentRatioGrade. Equal-weight grades: debt/FCF (1–8x), net debt/earnings before interest and tax (0–5x), interest service (1–12x), current ratio (0.75–2x). Earnings use reported operating income, or reported pretax profit plus reported interest expense when operating income is unavailable. Interest service uses earnings/interest expense; if unavailable, it uses reported operating cash flow/cash interest paid, without relabeling cash paid as accrued expense. Nonpositive cash flow/earnings score 0 for their service component; reported zero interest with a positive numerator scores 100. Net cash scores 100 for net leverage. Missing disclosures remain unavailable. General nonfinancial-company rubric, not a credit rating; exceptional and nonoperating gains are not normalized out. IFRS finance-cost and cash-flow classifications retain their reported scope.
- interestCoverageGrade
- 32.89
- cashInterestPaid
- 179.22
- cashInterestCoverage
- 4.62
Capital allocation—
Missing required inputs: operatingReturn, dilution, cashConversionGrade. Three-year equal-weight indicators: pretax return on average invested capital (0–25%; equity + debt − cash, each year and its prior year), share-count growth (0–5%, lower better), share-based cost/revenue (2–20%, lower better), consolidated FCF/net income (0–1x). Return uses reported operating income or, if unavailable, EBIT calculated from reported pretax profit plus reported interest expense; exceptional/nonoperating gains are not normalized out. Share-based cost uses the reported cash-flow add-back or, if absent, separately reported recognized compensation expense; the latter never becomes an FCF adjustment. Nonpositive net income scores 0 for cash conversion; absent income/FCF stays unavailable. Nonpositive invested capital has no defined return and remains unavailable. Does not establish acquisition quality or buyback timing.
- 3-year average SBC / revenue (%)
- 1.46
Management69
Equal-weight average of four evidence-backed rubric grades (0–4), scaled to 100.
capital discipline · 2/4 · First-half 2026 operating cash flow of $434.0 million covered $288.6 million of dividends. Disclosed liquidity and leverage support financing capacity, but substantial acquisitions, development spending and prospective capital requirements lack corresponding project-return evidence. No program repurchases occurred despite authorization.
incentive alignment · 3/4 · Actual incentive design links annual pay principally to per-share earnings and 80% of target long-term incentives to relative TSR. The completed 2023–2025 award paid 90% of target following below-index returns, demonstrating implementation. Future awards remain subject to performance and vesting; ownership alignment is not established.
execution · 3/4 · Comparable rent increases, high leased occupancy, 2025 same-property NOI growth excluding redevelopment and continued 2026 growth demonstrate operating execution. Below-index 2023–2025 shareholder returns and missing project-level investment returns prevent an exceptional assessment.
governance · 3/4 · Disclosed practices include an independent compensation committee, executive exclusion from discussions of their own pay, double-trigger change-of-control severance and annual auditor evaluation. These are substantive governance arrangements, although the passages do not establish comprehensive board effectiveness or all shareholder protections.
Evidence
As of December 31, 2025, we had full or partial equity ownership interests in 481 properties, primarily anchored by market leading grocery stores, encompassing approximately 58.4 million square feet ("SF") of gross leasable area ("GLA").
Business: property count, grocery anchors and gross leasable area · Filed 13/02/2026
We believe that our competitive advantages are driven by: • the market areas in which we operate, and the locations of our shopping centers within those trade areas; • the quality of our shopping centers including our strategy of maintaining and renovating these centers to our high standards; • the compelling demographics surrounding our shopping centers; • our relationships with our anchor, shop, and out-parcel tenants; • our experienced leadership team and cycle-tested expertise; and • our ability to successfully develop, redevelop, and acquire shopping centers.
Competition: management's asserted competitive advantages · Filed 13/02/2026
Development and redevelopment activities frequently require various government and other approvals for land use entitlements, and any delay in receiving such approvals may significantly delay development and redevelopment projects.
Risk factors: development and redevelopment approval requirements · Filed 13/02/2026
There are numerous companies and individuals engaged in our line of business that compete with us in our targeted markets, including grocery store chains that own shopping centers and also anchor some of our shopping centers.
Competition: competing owners and grocery chains · Filed 13/02/2026
In addition, brick and mortar shopping centers face continued competition from alternative shopping and delivery methods.
Competition: alternative shopping and delivery methods · Filed 13/02/2026
2025 Business Highlights Operational Excellence § Executed over 8 million square feet of new and renewal leases § Achieved blended rent spreads of 11% on a cash basis and 21% on a straight-lined basis on comparable new and renewal leases § Ended 2025 with a same-property near-record leased rate of 96.5% and grew shop (<10K square feet) occupancy 70 basis points year-over-year to a record leased rate of 94.2% Balance Sheet Stability § Trailing 12-Month Net Debt & Preferred Stock-to-Operating EBITDAre(1) of 5.1x at year-end § Greater than $1.4 billion of available capacity on our unsecured credit facility at year-end 2025 § Maintains ‘A’ credit ratings from both Moody’s (A3 with a ‘Stable’ outlook) and S&P Global (A-with a ‘Stable’ outlook) Investment Activity § Started approximately $318 million of development and redevelopment projects, with nearly $600 million of projects in process at year-end § Acquired high-quality shopping centers totaling approximately $538 million, at Regency’s share Dividend Growth & Cash Flow § Generated significant cash flow from operations and free cash flow after dividend and capital expenditures § Increased our quarterly common stock dividend by over 7% year-over-year in 4Q25 to $0.755 per share § Dividend CAGR (compound annual growth rate) of nearly 4% since 2014 (1) See Appendix A for reconciliations of Generally Accepted Accounting Principles (“GAAP”) to non-GAAP measures.
2025 business highlights: leasing, rent spreads, occupancy, financing and investments · Filed 25/03/2026
39 Same Property NOI (Non-GAAP Financial Measures): Three months ended June 30, Six months ended June 30, (in thousands) 2026 2025 Change 2026 2025 Change Base rent $ 294,244 283,908 10,336 $ 585,341 565,235 20,106 Recoveries from tenants 109,952 100,542 9,410 219,772 201,236 18,536 Percentage rent 2,789 3,500 (711 ) 10,920 10,819 101 Uncollectible lease income (1,319 ) (1,483 ) 164 (2,819 ) (2,028 ) (791 ) Other lease income 5,276 4,856 420 11,531 9,515 2,016 Other property income 3,515 3,991 (476 ) 6,628 6,704 (76 ) Total real estate revenue 414,457 395,314 19,143 831,373 791,481 39,892 Operating and maintenance 69,533 62,932 6,601 142,542 131,359 11,183 Real estate taxes 52,979 51,228 1,751 107,657 101,645 6,012 Ground rent 3,625 3,508 117 7,286 7,196 90 Total real estate operating expenses 126,137 117,668 8,469 257,485 240,200 17,285 Same property NOI $ 288,320 277,646 10,674 $ 573,888 551,281 22,607 Same property NOI growth 3.8 % 4.1 % Same property NOI changed from the following major components: Total real estate revenue increased by $19.1 million and $39.9 million, on a net basis, during the three and six months ended June 30, 2026, respectively, as follows: • Base rent increased by $10.3 million and $20.1 million during the three and six months ended June 30, 2026, respectively, due to contractual rent steps in existing leases, positive rental spreads on new and renewal leases, and increases in occupancy, as well as redevelopment projects completing and operating.
Same Property NOI: June 2026 results and base-rent growth drivers · Filed 03/08/2026
After funding the July 2026 dividends for our common and preferred stock and Operating Partnership units, we estimate that we will require capital during the next 12 months of approximately $1.4 billion related to leasing commissions, tenant improvements, in-process developments and redevelopments, capital contributions to our real estate partnerships, and repaying maturing debt.
Liquidity and capital resources: estimated next-12-month capital requirements · Filed 03/08/2026
These conditions may reduce tenant demand for our space, impair tenant ability to meet their lease obligations, and limit our ability to fully recover operating costs and cost increases.
Risk factors: potential tenant-demand and cost-recovery pressure · Filed 03/08/2026
A-4 | REGENCY CENTERS | 2026 PROXY STATEMENT Table of Contents Appendix A—Definitions and Reconciliations of GAAP and Non-GAAP Financial Measures | Reconciliation of Net Income Attributable to Common Shareholders to Pro-Rata Same Property NOI (in thousands) For the Periods Ended December 31, 2025 and 2024 2025 2024 Net Income attributable to common Shareholders $513,810 386,738 Less: Management, transaction, and other fees (28,358 ) (27,874 ) Other(1) (53,842 ) (49,944 ) Plus: Depreciation and amortization 405,044 394,714 General and administrative 99,407 101,465 Other operating expense 8,849 10,867 Other expense, net 175,613 154,260 Equity in income of investments in real estate partnerships excluded from NOI(2) (24,223 ) 54,040 Net income attributable to noncontrolling interests 13,491 9,452 Preferred stock dividends 13,650 13,650 NOI 1,123,441 1,047,368 Less non-same property NOI(3) (23,633 ) (2,678 ) Same Property NOI $1,099,808 1,044,690 % change 5.3 % Same Property NOI without Termination Fees $1,092,860 1,038,218 % change 5.3 % Same Property NOI without Termination Fees or Redevelopments $932,848 896,483 % change 4.1 % (1) Includes straight-line rental income and expense, net of reserves, above and below market rent amortization, other fees, and noncontrolling interests.
Appendix A: 2025 same-property NOI reconciliation and redevelopment exclusions · Filed 25/03/2026
• Recoveries from tenants increased by $9.4 million and $18.5 million during the three and six months ended June 30, 2026, respectively, due to higher recoverable expenses and increased occupancy and recovery rates.
Same Property NOI discussion: realized tenant recoveries · Filed 03/08/2026
Real estate properties located in California, Florida and the New York-Newark-Jersey City core-based statistical area accounted for 24.7%, 19.9% and 12.8% of ABR, respectively.
Investment risk concentrations: geographic annualized base rent · Filed 03/08/2026
We may not recover our investment in our projects for which approvals are not received, and delays may adversely impact our expected returns.
Risk factors: approval failures and development investment recovery · Filed 13/02/2026
During the six months ended June 30, 2026 and 2025, we generated cash flows from operating activities of $434.0 million and $405.1 million, respectively, and paid $288.6 million and $263.8 million in dividends to our common and preferred stock and unit holders, in the same respective periods.
Liquidity: operating cash flows and dividends paid · Filed 03/08/2026
During the six months ended June 30, 2026, the Company made no repurchases under the Repurchase Program and $500 million remained available under the Repurchase Program.
Equity and capital: actual repurchase-program activity · Filed 03/08/2026
For 2025, the annual cash incentive framework for our NEOs was based 80% on Core Operating Earnings per Share and 20% on achievement of corporate responsibility objectives except for Mr.
Compensation discussion: 2025 annual incentive weighting · Filed 25/03/2026
2025 Long-Term Incentive Weighting at Target Long-Term Incentive Component NEOs at Target Performance Shares: 2025 – 2027 Relative Total Shareholder Return (TSR) 80% Time-based Restricted Shares 20% 34 | REGENCY CENTERS | 2026 PROXY STATEMENT Table of Contents Compensation Discussion and Analysis | Long-Term Incentives — Performance Shares Performance goals are established for a multi-year performance period to tie incentive compensation to long-term results.
Compensation discussion: 2025 long-term incentive weighting · Filed 25/03/2026
Our NEOs earned 90% of the target performance share award, which was based upon total shareholder return for the 2023 – 2025 performance period versus the FTSE Nareit Equity Shopping Centers Index.
Compensation discussion: earned 2023–2025 performance-share payout · Filed 25/03/2026
Our relative total shareholder return for this performance period was 21% versus 23% for the FTSE Nareit Equity Shopping Centers Index.
Compensation discussion: realized relative total shareholder return · Filed 25/03/2026
The committee is comprised entirely of independent directors as defined by Nasdaq Stock Market listing requirements.
Compensation governance: committee independence · Filed 25/03/2026
The NEOs are not present during the committee’s discussions of their respective compensation.
Compensation governance: executive exclusion from own compensation discussions · Filed 25/03/2026
In a change of control situation, the agreements provide for severance using a “double trigger,” i.e., severance is payable only if a change of control occurs and the officer is terminated without cause or leaves for “good reason” (as described under Executive Compensation – Potential Payments Upon Termination or Change-in-Control on page 44) within two years after the change of control.
Executive compensation: double-trigger change-of-control severance · Filed 25/03/2026
As part of its oversight responsibility, the Audit Committee, at least annually, evaluates our independent registered public accounting firm’s qualifications, performance and independence and reports its conclusions to our Board.
Audit governance: annual auditor evaluation · Filed 25/03/2026
No shares or dividends are earned if performance levels are not achieved at or in excess of threshold levels.
Performance shares: threshold condition for earning shares and dividends · Filed 25/03/2026
