hpp-20250910

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

_________________________________

Pursuant to Section 13 OR 15 (d)

of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): September 10, 2025

_________________________________

Hudson Pacific Properties, Inc.

Hudson Pacific Properties, L.P.

(Exact name of registrant as specified in its charter)

Hudson Pacific Properties, Inc.

Maryland

001-34789

27-1430478

Hudson Pacific Properties, L.P.

Maryland

333-202799-01

80-0579682

(State or other jurisdiction

(Commission

(IRS Employer

of incorporation)

File Number)

Identification No.)


11601 Wilshire Blvd., Ninth Floor
Los Angeles,	California	90025
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: (310) 445-5700

(Former name or former address, if changed since last report)

_________________________________

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:


☐						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))

Securities registered pursuant to Section 12(b) of the Act:

Registrant

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Hudson Pacific Properties, Inc.

Common Stock, $0.01 par value

HPP

New York Stock Exchange

Hudson Pacific Properties, Inc.

4.750% Series C Cumulative Redeemable Preferred Stock

HPP Pr C

New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Hudson Pacific Properties, Inc ☐

Hudson Pacific Properties, L.P. ☐

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.

Hudson Pacific Properties, Inc. ☐

Hudson Pacific Properties, L.P. ☐

Item 1.01. Entry into a Material Definitive Agreement.

As previously disclosed, on December 21, 2021, Hudson Pacific Properties, L.P., a Maryland limited partnership (the “Operating Partnership”), entered into a Fourth Amended and Restated Credit Agreement (as amended by that certain First Modification Agreement, dated as of September 15, 2022, that certain Second Modification Agreement, dated as of December 22, 2023, that certain Third Modification Agreement, dated as of May 3, 2024, that certain Fourth Modification Agreement, dated as of January 29, 2025, and as further amended, restated, amended and restated, supplemented or otherwise modified from time to time, the “Credit Agreement”), by and among, among others, the lenders from time to time party thereto (collectively, the “Lenders”) and Wells Fargo Bank, National Association, as administrative agent (the “Administrative Agent”).

On September 10, 2025 (the “Fifth Amendment Effective Date”), the Operating Partnership, as borrower, entered into a Fifth Modification Agreement (the “Amendment”) to the Credit Agreement with the Administrative Agent and the Lenders party thereto.

The Amendment, among other items, (a) extends the maturity date of, and increases the aggregate amount of commitments under, a portion of the revolving commitments to create an extended revolving facility in an aggregate principal amount of $462,000,000 (the “Extended Revolving Commitments”), resulting in an increase of the aggregate amount of commitments under its unsecured revolving credit facility to $795,250,000 of total commitments and (b) modifies certain of the financial maintenance covenants under the Credit Agreement, including (i) increasing the minimum ratio of adjusted EBITDA to fixed charges of the Company and its consolidated subsidiaries from 1.40 to 1.00 to 1.50 to 1.00 for any fiscal quarter ending on or after June 30, 2025, (ii) temporarily reducing the minimum ratio of unencumbered net operating income to unsecured interest expense of the Company and its consolidated subsidiaries from 2.00 to 1.00 to 1.75 to 1.00 for any fiscal quarter ending on or prior to December 31, 2026 and (iii) including a minimum liquidity covenant of not less than $125,000,000 of unrestricted cash, cash equivalents and unused revolving commitments as of the last day of each fiscal quarter if the aggregate amount of revolving commitments for such fiscal quarter is greater than $600,000,000. The maturity date of the Extended Revolving Commitments is December 31, 2028. Subject to certain conditions, the Operating Partnership has two six month extension options to extend the maturity date of the Extended Revolving Commitments for up to one additional year.

The above summary of the Amendment does not purport to be complete and is qualified in its entirety by reference to the full text of the Amendment, a copy of which is attached as Exhibit 10.1 to this Current Report on Form 8-K and incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.

** Furnished herewith.

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrants have duly caused this report to be signed on their behalf by the undersigned hereunto duly authorized.

Date: September 16, 2025

HUDSON PACIFIC PROPERTIES, INC.

By:

/s/ Mark T. Lammas

Mark T. Lammas

President

HUDSON PACIFIC PROPERTIES, L.P.

By:

Hudson Pacific Properties, Inc., Its General Partner

By:

/s/ Mark T. Lammas

Mark T. Lammas

President


Exhibit No.						Description
10.1**						Fifth Modification Agreement to the Fourth Amended and Restated Credit Agreement, dated as of September 10, 2025, by and among Hudson Pacific Properties, L.P., as borrower, each of the lenders party thereto and Wells Fargo Bank, National Association, as administrative agent.
99.1**						Press release dated September 16, 2025.
104**						Cover Page Interactive Data File (embedded within the Inline XBRL document)