8-K

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): February 26, 2024

Franklin Street Properties Corp.

(Exact name of registrant as specified in its charter)

Maryland	001-32470	04-3578653
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

401 Edgewater Place, Suite 200, Wakefield, Massachusetts	01880
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code: (781) 557-1300

(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 (see General Instruction A.2. below):

☐ 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:

Title of each class	Trading Symbol (s)	Name of each exchange on which registered
Common Stock, $.0001 par value per share	FSP	NYSE American

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).

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. ☐

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Item 2.02.  Results of Operations and Financial Condition.

On February 26, 2024, Franklin Street Properties Corp. (the “Registrant”) announced its financial results for the three and twelve months ended December 31, 2023.  The full text of the press release issued in connection with the announcement is furnished as Exhibit 99.1 to this Current Report on Form 8-K.  The press release references certain supplemental operating and financial data that is now available on the Registrant’s website.  A copy of the supplemental operating and financial data is attached hereto as Exhibit 99.2 and is incorporated by reference herein.  

The information in this Form 8-K (including Exhibits 99.1 and 99.2) shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934 (the "Exchange Act") or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, except as expressly set forth by specific reference in such a filing.

Item 9.01.  Financial Statements and Exhibits.

(d) Exhibits

2

Exhibit No.	Description
99.1	Press Release issued by Franklin Street Properties Corp. on February 26, 2024.
99.2	Supplemental Operating and Financial Data for the Fourth Quarter of 2023.
104	Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101).

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	FRANKLIN STREET PROPERTIES CORP.
Date: February 26, 2024	By:	/s/ George J. Carter
		George J. Carter
		Chief Executive Officer

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EX-99.1

Exhibit 99.1

PRESS RELEASE Franklin Street Properties Corp.

401 Edgewater Place ● Suite 200 ● Wakefield, Massachusetts 01880 ● (781) 557-1300 ●www.fspreit.com

Contact: Georgia Touma (877) 686-9496 For Immediate Release

Franklin Street Properties Corp. Announces

Fourth Quarter and Full Year 2023 Results

Wakefield, MA—February 26, 2024—Franklin Street Properties Corp. (the “Company”, “FSP”, “we” or “our”) (NYSE American:  FSP), a real estate investment trust (REIT), announced its results for the fourth quarter and year ended December 31, 2023.    

George J. Carter, Chairman and Chief Executive Officer, commented as follows:

“As the first quarter of 2024 begins, we continue to believe that the current price of our common stock does not accurately reflect the value of our underlying real estate assets.  We will seek to increase shareholder value by continuing to (1) pursue the sale of select properties where we believe that short to intermediate term valuation potential has been reached and (2) strive to increase occupancy through the leasing of vacant space. We intend to use proceeds from property dispositions primarily for debt reduction.

During the fourth quarter of 2023, we sold two office properties for aggregate gross proceeds of approximately $116 million. On October 26, 2023, we sold an office property located in Plano, Texas, known as One Legacy Circle, for gross proceeds of approximately $48 million.  On December 6, 2023, we sold an office property located in Miami, Florida, known as Blue Lagoon, for gross proceeds of approximately $68 million.  Subsequent to December 31, 2023, on January 26, 2024, we sold an office property located in Richardson, Texas, known as Collins Crossing, for gross proceeds of approximately $35 million. Collectively, these three dispositions resulted in aggregate gross proceeds of approximately $151 million.  Since December 2020, our dispositions have resulted in aggregate gross proceeds of approximately $1 billion and reflect an average sales price per square foot of approximately $217.      

As a result of our recent property dispositions and our ongoing operations, as of December 31, 2023, we had cash, or cash equivalents on our balance sheet of approximately $127.9 million.  On February 21, 2024, we repaid approximately $102 million of our debt and entered into amendments of our outstanding debt facilities  pursuant to which all of our debt now matures on April 1, 2026.  

We look forward to the remainder of 2024 and beyond with anticipation and optimism.”  

Financial Highlights

● GAAP net income was $3.6 million and net loss of $48.1 million, or $0.03 and $(0.47) per basic and diluted share for the three and twelve months ended December 31, 2023, respectively.  

● Funds From Operations (FFO) was $6.9 million and $30.0 million, or $0.07 and $0.29 per basic and diluted share, for the three and twelve months ended December 31, 2023, respectively.

● Subsequent to December 31, 2023, on February 21, 2024, we repaid approximately $102 million of debt.  Immediately following the debt repayment and related transaction closing costs, including accrued interest, we had approximately $39.2 million in cash and cash equivalents on hand.  

● Subsequent to December 31, 2023, on February 21, 2024, we entered into amendments to each our bank term loan, revolving line of credit agreement and Series A and Series B notes.  As a result of these amendments, we changed the maturity date and repaid the principal amounts of each as set forth in the table below. In addition, the amendment to the revolving line of credit converted the revolving loan to a term loan. Additional information on the amendments is available in our Annual Report on Form 10-K for the year ended December 31, 2023.  

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		Repaid		Amendment	Amendment
(in 000’s) Debt	Principal Amount Outstanding Prior to Amendment	Principal Amount Repaid	Principal Amount Outstanding After Amendment	Maturity Date Prior to Amendment	Maturity Date After Amendment
Bank Term Loan	$115,000	$28,963	$86,037	October 1, 2024	April 1, 2026
Revolving Line of Credit*	90,000	22,667	67,333	October 1, 2024	April 1, 2026
Series A Notes	116,000	29,215	86,785	December 20, 2024	April 1, 2026
Series B Notes	84,000	21,155	62,845	December 20, 2027	April 1, 2026
Total	$405,000	$102,000	$303,000

*Revolving line of credit converted to a term loan

Leasing Highlights

● During the year ended December 31, 2023, we leased approximately 706,000 square feet, including 228,000 square feet of new leases.  

● Our directly owned real estate portfolio of 17 owned properties, totaling approximately 5.6 million square feet, was approximately 74.0% leased as of December 31, 2023, compared to approximately 75.6% leased as of December 31, 2022.  The decrease in the leased percentage is primarily a result of lease expirations and property dispositions, which was partially offset by leasing completed during the year ended December 31, 2023.

● The weighted average GAAP base rent per square foot achieved on leasing activity during the year ended December 31, 2023, was $29.71, or 7.4% higher than average rents in the respective properties for the year ended December 31, 2022.  The average lease term on leases signed during the year ended December 31, 2023, was 6.8 years compared to 6.4 years during the year ended December 31, 2022.  Overall, the portfolio weighted average rent per occupied square foot was $30.72 as of December 31, 2023, compared to $30.48 as of December 31, 2022.  

● We are currently tracking more than 600,000 square feet of new prospective tenants, including approximately 300,000 square feet of prospective tenants that have identified our properties on their respective short lists of potential locations.    

● We believe that our continuing portfolio of real estate is well located, primarily in the Sunbelt and Mountain West geographic regions, and consists of high-quality assets with upside leasing potential.  

Investment Highlights

● We have primarily used asset sale disposition proceeds for debt reduction and remain committed to seeking to sell select properties during 2024 and continue using proceeds primarily for debt reduction.  

● Since December 2020, our dispositions have resulted in aggregate gross proceeds of approximately $1 billion and reflect an average sales price per square foot of approximately $217.  

● On October 26, 2023, we completed the sale of One Legacy in Plano, Texas for approximately $48 million in gross proceeds.

● On December 6, 2023, we completed the sale of Blue Lagoon in Miami, Florida for approximately $68 million in gross proceeds.  

● Subsequent to December 31, 2023, on January 26, 2024, we completed the sale of Collins Crossing in Richardson, Texas for approximately $35 million in gross proceeds.

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Dividends

● On January 12, 2024, we announced that our Board of Directors declared a quarterly cash dividend for the three months ended December 31, 2023, of $0.01 per share of common stock that was paid on February 15, 2024, to stockholders of record on January 26, 2024.  

Consolidation of Sponsored REIT

As of January 1, 2023, we consolidated the operations of our Monument Circle sponsored REIT into our financial statements.  On October 29, 2021, we agreed to amend and restate our existing loan to Monument Circle that is secured by a mortgage on real estate owned by Monument Circle, which we refer to as the Sponsored REIT Loan.  The amended and restated Sponsored REIT Loan extended the maturity date from December 6, 2022 to June 30, 2023 (and was further extended to September 30, 2023 on June 26, 2023), increased the aggregate principal amount of the loan from $21 million to $24 million, and included certain other modifications.  On September 26, 2023, the maturity date was further extended to September 30, 2024.  In consideration of our agreement to amend and restate the Sponsored REIT Loan, we obtained from the stockholders of Monument Circle the right to vote their shares in favor of any sale of the property owned by Monument Circle any time on or after January 1, 2023.  As a result of our obtaining this right to vote shares, GAAP variable interest entity (VIE) rules required us to consolidate Monument Circle as of January 1, 2023.  A gain on consolidation of approximately $0.4 million was recognized in the three months ended March 31, 2023.

Additional information about the consolidation of Monument Circle can be found in Note 1, “Organization, Properties, Basis of Presentation, Financial Instruments, and Recent Accounting Standards – Variable Interest Entities (VIEs)” and Note 3, “Related Party Transactions and Investments in Non-Consolidated Entities - Management fees and interest income from loans”, in the Notes to Consolidated Financial Statements included in our Annual Report on Form 10-K for the year ended December 31, 2023.  

Non-GAAP Financial Information

A reconciliation of Net income to FFO, Adjusted Funds From Operations (AFFO) and Sequential Same Store NOI and our definitions of FFO, AFFO and Sequential Same Store NOI can be found on Supplementary Schedules H and I.    

2024 Net Income, FFO and Disposition Guidance

At this time, due primarily to economic conditions and uncertainty surrounding the timing and amount of proceeds received from property dispositions, we are continuing suspension of Net Income, FFO and property disposition guidance.  

Real Estate Update

Supplementary schedules provide property information for the Company’s owned and consolidated properties as of December 31, 2023.  The Company will also be filing an updated supplemental information package that will provide stockholders and the financial community with additional operating and financial data.  The Company will file this supplemental information package with the SEC and make it available on its website at www.fspreit.com.

Today’s news release, along with other news about Franklin Street Properties Corp., is available on the Internet at www.fspreit.com.  We routinely post information that may be important to investors in the Investor Relations section of our website.  We encourage investors to consult that section of our website regularly for important information about us and, if they are interested in automatically receiving news and information as soon as it is posted, to sign up for E-mail Alerts.  

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Earnings Call

A conference call is scheduled for February 27, 2024, at 11:00 a.m. (ET) to discuss the fourth quarter and full year 2023 results. To access the call, please dial 888-440-4368 and use conference ID 5398803.  Internationally, the call may be accessed by dialing 646-960-0856 and using conference ID 5398803. To listen via live audio webcast, please visit the Webcasts & Presentations section in the Investor Relations section of the Company's website (www.fspreit.com) at least ten minutes prior to the start of the call and follow the posted directions. The webcast will also be available via replay from the above location starting one hour after the call is finished.      

About Franklin Street Properties Corp.

Franklin Street Properties Corp., based in Wakefield, Massachusetts, is focused on infill and central business district (CBD) office properties in the U.S. Sunbelt and Mountain West, as well as select opportunistic markets.  FSP seeks value-oriented investments with an eye towards long-term growth and appreciation, as well as current income.  FSP is a Maryland corporation that operates in a manner intended to qualify as a real estate investment trust (REIT) for federal income tax purposes.  To learn more about FSP please visit our website at www.fspreit.com.

Forward-Looking Statements

Statements made in this press release that state FSP’s or management’s intentions, beliefs, expectations, or predictions for the future may be forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995.  This press release may also contain forward-looking statements, such as those relating to expectations for future potential leasing activity, expectations for future potential property dispositions, the payment of dividends and the repayment of debt in future periods, value creation/enhancement in future periods and expectations for growth and leasing activities in future periods that are based on current judgments and current knowledge of management and are subject to certain risks, trends and uncertainties that could cause actual results to differ materially from those indicated in such forward-looking statements.  Accordingly, readers are cautioned not to place undue reliance on forward-looking statements.  Investors are cautioned that our forward-looking statements involve risks and uncertainty, including without limitation, adverse changes in general economic or local market conditions, including as a result of the long-term effects of the COVID-19 pandemic, wars, terrorist attacks or other acts of violence, which may negatively affect the markets in which we and our tenants operate, inflation rates, increasing interest rates, disruptions in the debt markets, economic conditions in the markets in which we own properties, risks of a lessening of demand for the types of real estate owned by us, adverse changes in energy prices, which if sustained, could negatively impact occupancy and rental rates in the markets in which we own properties, including energy-influenced markets such as Dallas, Denver and Houston, changes in government regulations and regulatory uncertainty, uncertainty about governmental fiscal policy, geopolitical events and expenditures that cannot be anticipated, such as utility rate and usage increases, delays in construction schedules, unanticipated increases in construction costs, increases in the level of general and administrative costs as a percentage of revenues as revenues decrease as a result of property dispositions, unanticipated repairs, additional staffing, insurance increases and real estate tax valuation reassessments.  See the “Risk Factors” set forth in Part I, Item 1A of our Annual Report on Form 10-K for the year ended December 31, 2023, which may be updated from time to time in subsequent filings with the United States Securities and Exchange Commission.  Although we believe the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, levels of activity, acquisitions, dispositions, performance or achievements.  We will not update any of the forward-looking statements after the date of this press release to conform them to actual results or to changes in our expectations that occur after such date, other than as required by law.    

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Franklin Street Properties Corp.

Earnings Release

Supplementary Information

Table of Contents

Franklin Street Properties Corp. Financial Results	A-C
Real Estate Portfolio Summary Information	D
Portfolio and Other Supplementary Information	E
Percentage of Leased Space	F
Largest 20 Tenants – FSP Owned Portfolio	G
Reconciliation and Definitions of Funds From Operations (FFO) and Adjusted
Funds From Operations (AFFO)	H
Reconciliation and Definition of Sequential Same Store results to Property Net
Operating Income (NOI) and Net Loss	I

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Franklin Street Properties Corp. Financial Results

Supplementary Schedule A

Condensed Consolidated Statements of Operations

(Unaudited)

	For the				For the
	Three Months Ended				Year Ended
	December 31,				December 31,
(in thousands, except per share amounts)	2023		2022		2023		2022
Revenue:
Rental	$	34,519	$	40,745	$	145,446	$	163,739
Related party revenue:
Management fees and interest income from loans		—		462		—		1,855
Other		252		4		261		21
Total revenue		34,771		41,211		145,707		165,615
Expenses:
Real estate operating expenses		13,105		14,273		50,732		52,820
Real estate taxes and insurance		5,943		7,907		27,200		34,620
Depreciation and amortization		11,958		14,804		54,738		63,808
General and administrative		3,172		2,888		14,021		13,885
Interest		6,219		5,668		24,318		22,808
Total expenses		40,397		45,540		171,009		187,941
Loss on extinguishment of debt		—		—		(106)		(78)
Gain on consolidation of Sponsored REIT		—		—		394		—
Impairment and loan loss reserve		—		(2,380)		—		(4,237)
Gain (loss) on sale of properties and impairment of assets held for sale, net		8,701		3,862		(23,384)		27,939
Interest income		567		—		567		—
Income (loss) before taxes		3,642		(2,847)		(47,831)		1,298
Tax expense		67		37		279		204
Net income (loss)	$	3,575	$	(2,884)	$	(48,110)	$	1,094
Weighted average number of shares outstanding, basic and diluted		103,430		103,236		103,357		103,338
Net income (loss) per share, basic and diluted	$	0.03	$	(0.03)	$	(0.47)	$	0.01

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Franklin Street Properties Corp. Financial Results

Supplementary Schedule B

Condensed Consolidated Balance Sheets

(Unaudited)

	December 31,		December 31,
(in thousands, except share and par value amounts)	2023		2022
Assets:
Real estate assets:
Land	$	110,298	$	126,645
Buildings and improvements		1,133,971		1,388,869
Fixtures and equipment		12,904		11,151
		1,257,173		1,526,665
Less accumulated depreciation		366,349		423,417
Real estate assets, net		890,824		1,103,248
Acquired real estate leases, less accumulated amortization of $20,413 and $20,243, respectively		6,694		10,186
Assets held for sale		73,318		—
Cash, cash equivalents and restricted cash		127,880		6,632
Tenant rent receivables		2,191		2,201
Straight-line rent receivable		40,397		52,739
Prepaid expenses and other assets		4,239		6,676
Related party mortgage loan receivable, less allowance for credit loss of $0 and $4,237, respectively		—		19,763
Other assets: derivative asset		—		4,358
Office computers and furniture, net of accumulated depreciation of $1,020 and $1,115, respectively		123		154
Deferred leasing commissions, net of accumulated amortization of $16,008 and $19,043, respectively		23,664		35,709
Total assets	$	1,169,330	$	1,241,666
Liabilities and Stockholders’ Equity:
Liabilities:
Bank note payable	$	90,000	$	48,000
Term loans payable, less unamortized financing costs of $293 and $250, respectively		114,707		164,750
Series A & Series B Senior Notes, less unamortized financing costs of $329 and $494, respectively		199,670		199,506
Accounts payable and accrued expenses		41,879		50,366
Accrued compensation		3,644		3,644
Tenant security deposits		6,204		5,710
Lease liability		334		759
Acquired unfavorable real estate leases, less accumulated amortization of $396 and $574, respectively		87		195
Total liabilities		456,525		472,930
Commitments and contingencies
Stockholders’ Equity:
Preferred stock, $.0001 par value, 20,000,000 shares authorized, none issued or outstanding		—		—
Common stock, $.0001 par value, 180,000,000 shares authorized, 103,430,353 and 103,235,914 shares issued and outstanding, respectively		10		10
Additional paid-in capital		1,335,091		1,334,776
Accumulated other comprehensive income		355		4,358
Accumulated distributions in excess of accumulated earnings		(622,651)		(570,408)
Total stockholders’ equity		712,805		768,736
Total liabilities and stockholders’ equity	$	1,169,330	$	1,241,666

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Franklin Street Properties Corp. Financial Results

Supplementary Schedule C

Condensed Consolidated Statements of Cash Flows

(Unaudited)

	For the
	Year Ended
	December 31,
(in thousands)	2023		2022
Cash flows from operating activities:
Net income (loss)	$	(48,110)	$	1,094
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Depreciation and amortization expense		57,240		65,697
Amortization of above and below market leases		(44)		(118)
Amortization of other comprehensive income into interest expense		(3,851)		—
Shares issued as compensation		315		394
Loss on extinguishment of debt		106		78
Gain on consolidation of Sponsored REIT		(394)		—
Impairment and loan loss reserve		—		4,237
(Gain) loss on sale of properties and impairment of assets held for sale, net		23,384		(27,939)
Changes in operating assets and liabilities:
Tenant rent receivables		10		(247)
Straight-line rents		625		(5,895)
Lease acquisition costs		(2,007)		(4,494)
Prepaid expenses and other assets		382		(1,805)
Accounts payable and accrued expenses		(2,709)		(5,983)
Accrued compensation		—		(1,060)
Tenant security deposits		494		(509)
Payment of deferred leasing commissions		(7,575)		(8,216)
Net cash provided by operating activities		17,866		15,234
Cash flows from investing activities:
Property improvements, fixtures and equipment		(31,637)		(54,910)
Consolidation of Sponsored REIT		3,048		—
Proceeds received from sales of properties		142,225		128,949
Net cash provided by investing activities		113,636		74,039
Cash flows from financing activities:
Distributions to stockholders		(4,133)		(53,988)
Proceeds received from termination of interest rate swap		4,206		—
Stock repurchases		—		(4,843)
Borrowings under bank note payable		77,000		90,000
Repayments of bank note payable		(35,000)		(42,000)
Repayments of term loans payable		(50,000)		(110,000)
Deferred financing costs		(2,327)		(2,561)
Net cash used in financing activities		(10,254)		(123,392)
Net increase (decrease) in cash, cash equivalents and restricted cash		121,248		(34,119)
Cash, cash equivalents and restricted cash, beginning of year		6,632		40,751
Cash, cash equivalents and restricted cash, end of period	$	127,880	$	6,632

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Franklin Street Properties Corp. Earnings Release

Supplementary Schedule D

Real Estate Portfolio Summary Information

(Unaudited & Approximated)

Commercial portfolio lease expirations (1)
	Total	% of
Year	Square Feet	Portfolio
2024	518,878	9.0%
2025	437,374	7.6%
2026	567,886	9.8%
2027	330,757	5.7%
2028	233,589	4.0%
Thereafter (2)	3,691,058	63.9%
	5,779,542	100.0%

(1) Percentages are determined based upon total square footage.

(2) Includes 1,649,948 square feet of vacancies at our owned and consolidated properties as of December 31, 2023.

(dollars & square feet in 000's)	As of December 31, 2023
				% of	Square	% of
State	Properties	Investment		Portfolio	Feet	Portfolio
Colorado	4	$	451,320	50.7%	2,140	37.0%
Texas (a)	8		265,449	29.8%	2,209	38.2%
Georgia (a)	1		-	0.0%	160	2.8%
Minnesota	3		117,095	13.1%	758	13.1%
Virginia	1		37,606	4.2%	298	5.2%
Indiana	1		19,354	2.2%	214	3.7%
Total	18	$	890,824	100.0%	5,779	100.0%

(a) Includes one property in each state that was classified as an asset held for sale as of December 31, 2023.

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Franklin Street Properties Corp. Earnings Release

Supplementary Schedule E

Portfolio and Other Supplementary Information

(Unaudited & Approximated)

Recurring Capital Expenditures

									Year
(in thousands)	For the Three Months Ended								Ended
	31-Mar-23		30-Jun-23		30-Sep-23		31-Dec-23		31-Dec-23
Tenant improvements	$	3,047	$	4,381	$	3,653	$	5,295	$	16,376
Deferred leasing costs		908		3,230		1,114		1,649		6,901
Non-investment capex		2,967		2,042		1,775		5,230		12,014
	$	6,922	$	9,653	$	6,542	$	12,174	$	35,291

(in thousands)	For the Three Months Ended								Year Ended
	31-Mar-22		30-Jun-22		30-Sep-22		31-Dec-22		31-Dec-22
Tenant improvements	$	1,877	$	5,453	$	6,813	$	7,508	$	21,651
Deferred leasing costs		3,032		1,327		2,053		1,152		7,564
Non-investment capex		5,065		6,736		9,289		9,074		30,164
	$	9,974	$	13,516	$	18,155	$	17,734	$	59,379

Square foot & leased percentages	December 31,	December 31,
	2023	2022
Owned Properties:
Number of properties (a)	17	21
Square feet	5,565,782	6,239,530
Leased percentage	74.0%	75.6%
Consolidated Property - Single Asset REIT (SAR):
Number of properties	1	—
Square feet	213,760	—
Leased percentage	4.1%
Total Owned and Consolidated Properties:
Number of properties	18	21
Square feet	5,779,542	6,239,530
Leased percentage	71.5%	75.6%

(a) Includes two properties that were classified as an asset held for sale as of December 31, 2023.

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Franklin Street Properties Corp. Earnings Release

Supplementary Schedule F

Percentage of Leased Space

(Unaudited & Estimated)

					Third		Fourth
				% Leased (1)	Quarter	% Leased (1)	Quarter
				as of	Average %	as of	Average %
	Property Name	Location	Square Feet	30-Sep-23	Leased (2)	31-Dec-23	Leased (2)
1	PARK TEN	Houston, TX	157,609	83.8%	83.8%	83.8%	83.8%
2	PARK TEN PHASE II	Houston, TX	156,746	95.0%	95.0%	95.0%	95.0%
3	GREENWOOD PLAZA	Englewood, CO	196,236	66.3%	66.3%	66.3%	66.3%
4	ADDISON	Addison, TX	289,333	83.0%	83.0%	83.0%	83.0%
5	COLLINS CROSSING (3)	Richardson, TX	300,887	85.5%	91.8%	85.5%	85.5%
6	INNSBROOK	Glen Allen, VA	298,183	81.3%	81.3%	90.5%	87.4%
7	LIBERTY PLAZA	Addison, TX	217,841	78.3%	76.1%	80.2%	80.8%
	BLUE LAGOON (4)	Miami, FL		98.5%	98.5%	(4)	(4)
8	ELDRIDGE GREEN	Houston, TX	248,399	100.0%	100.0%	100.0%	100.0%
9	121 SOUTH EIGHTH ST	Minneapolis, MN	298,121	79.6%	79.6%	80.5%	79.9%
10	801 MARQUETTE AVE	Minneapolis, MN	129,691	91.8%	91.8%	91.8%	91.8%
11	LEGACY TENNYSON CTR	Plano, TX	209,461	67.3%	65.7%	56.6%	57.2%
	ONE LEGACY (5)	Plano, TX		71.3%	72.1%	(5)	(5)
12	WESTCHASE I & II	Houston, TX	629,025	60.7%	60.1%	62.7%	62.4%
13	1999 BROADWAY	Denver, CO	682,639	57.5%	59.8%	51.7%	52.9%
14	1001 17TH STREET	Denver, CO	649,235	71.1%	71.4%	71.1%	71.1%
15	PLAZA SEVEN	Minneapolis, MN	330,096	59.3%	61.0%	62.3%	61.3%
16	PERSHING PLAZA (6)	Atlanta, GA	160,145	79.8%	79.8%	79.8%	79.8%
17	600 17TH STREET	Denver, CO	612,135	80.8%	80.8%	81.7%	81.4%
	OWNED PORTFOLIO		5,565,782	74.8%	75.4%	74.0%	74.5%
18	MONUMENT CIRCLE (7)	Indianapolis, IN	213,760	4.1%	4.1%	4.1%	4.1%
	OWNED & CONSOLIDATED PORTFOLIO		5,779,542	72.4%	72.9%	71.5%	72.0%

(1) % Leased as of month's end includes all leases that expire on the last day of the quarter.

(2) Average quarterly percentage is the average of the end of the month leased percentage for each of the three months during the quarter.

(3) Property was classified as an asset held for sale as of December 31, 2023 and was sold on January 26, 2024.

(4) Property was sold on December 6, 2023.

(5) Property was sold on October 26, 2023.

(6) Property was classified as an asset held for sale as of December 31, 2023.

(7) Consolidated property as of January 1, 2023, which was previously a managed property.

-12-

Franklin Street Properties Corp. Earnings Release

Supplementary Schedule G

Largest 20 Tenants – FSP Owned and Consolidated Portfolio

(Unaudited & Estimated)

The following table includes the largest 20 tenants in FSP’s owned and consolidated portfolio based on total square feet:

As of December 31, 2023

			% of
	Tenant	Sq Ft	Portfolio
1	CITGO Petroleum Corporation	248,399	4.3%
2	EOG Resources, Inc.	169,167	2.9%
3	US Government	168,573	2.9%
4	Commonwealth of Virginia	127,500	2.2%
5	Kaiser Foundation Health Plan, Inc.	120,979	2.1%
6	Swift, Currie, McGhee & Hiers, LLP	101,296	1.8%
7	Deluxe Corporation	98,922	1.7%
8	Ping Identity Corp.	89,856	1.6%
9	Argo Data Resource Corporation	85,650	1.5%
10	Permian Resources Operating, LLC	67,856	1.2%
11	PwC US Group	66,304	1.1%
12	Hall and Evans LLC	65,878	1.1%
13	Cyxtera Management, Inc.	61,826	1.1%
14	Precision Drilling (US) Corporation	59,569	1.0%
15	EMC Corporation	57,100	1.0%
16	ID Software, LLC	57,100	1.0%
17	Olin Corporation	54,080	0.9%
18	ChemTreat Inc.	49,548	0.9%
19	Coresite, LLC	49,518	0.9%
20	GE Vernova International LLC	47,559	0.8%
	Total	1,846,680	32.0%

-13-

Franklin Street Properties Corp. Earnings Release

Supplementary Schedule H

Reconciliation and Definitions of Funds From Operations (“FFO”) and

Adjusted Funds From Operations (“AFFO”)

A reconciliation of Net income to FFO and AFFO is shown below and a definition of FFO and AFFO is provided on Supplementary Schedule I.  Management believes FFO and AFFO are used broadly throughout the real estate investment trust (REIT) industry as measurements of performance.   The Company has included the National Association of Real Estate Investment Trusts (NAREIT) FFO definition as of May 17, 2016 in the table and notes that other REITs may not define FFO in accordance with the current NAREIT definition or may interpret the current NAREIT definition differently.  The Company’s computation of FFO and AFFO may not be comparable to FFO or AFFO reported by other REITs or real estate companies that define FFO or AFFO differently.  

Reconciliation of Net Loss to FFO and AFFO:	Three Months Ended				Year Ended
	December 31,				December 31,
(In thousands, except per share amounts)	2023		2022		2023		2022
Net income (loss)	$	3,575	$	(2,884)	$	(48,110)	$	1,094
Gain on consolidation of Sponsored REIT		—		—		(394)		—
Impairment and loan loss reserve		—		2,380		—		4,237
(Gain) loss on sale of properties and impairment of assets held for sale, net		(8,701)		(3,862)		23,384		(27,939)
Depreciation & amortization		11,952		14,773		54,694		63,689
NAREIT FFO		6,826		10,407		29,574		41,081
Lease Acquisition costs		112		56		390		262
Funds From Operations (FFO)	$	6,938	$	10,463	$	29,964	$	41,343
Funds From Operations (FFO)	$	6,938	$	10,463	$	29,964	$	41,343
Loss on extinguishment of debt		—		—		106		78
Amortization of deferred financing costs		576		421		2,502		1,889
Shares issued as compensation		—		—		315		394
Straight-line rent		198		(1,831)		626		(5,895)
Tenant improvements		(5,295)		(7,508)		(16,376)		(21,651)
Leasing commissions		(1,649)		(1,152)		(6,901)		(7,564)
Non-investment capex		(5,230)		(9,074)		(12,014)		(30,164)
Adjusted Funds From Operations (AFFO)	$	(4,462)	$	(8,681)	$	(1,778)	$	(21,570)
Per Share Data
EPS	$	0.03	$	(0.03)	$	(0.47)	$	0.01
FFO	$	0.07	$	0.10	$	0.29	$	0.40
AFFO	$	(0.04)	$	(0.08)	$	(0.02)	$	(0.21)
Weighted average shares (basic and diluted)		103,430		103,236		103,357		103,338

-14-

Funds From Operations (“FFO”)

The Company evaluates performance based on Funds From Operations, which we refer to as FFO, as management believes that FFO represents the most accurate measure of activity and is the basis for distributions paid to equity holders.  The Company defines FFO as net income or loss (computed in accordance with GAAP), excluding gains (or losses) from sales of property, hedge ineffectiveness, acquisition costs of newly acquired properties that are not capitalized and lease acquisition costs that are not capitalized plus depreciation and amortization, including amortization of acquired above and below market lease intangibles and impairment charges on mortgage loans, properties or investments in non-consolidated REITs, and after adjustments to exclude equity in income or losses from, and, to include the proportionate share of FFO from, non-consolidated REITs.    

FFO should not be considered as an alternative to net income or loss (determined in accordance with GAAP), nor as an indicator of the Company’s financial performance, nor as an alternative to cash flows from operating activities (determined in accordance with GAAP), nor as a measure of the Company’s liquidity, nor is it necessarily indicative of sufficient cash flow to fund all of the Company’s needs.  

Other real estate companies and the National Association of Real Estate Investment Trusts, or NAREIT, may define this term in a different manner.  We have included the NAREIT FFO as of May 17, 2016 in the table and note that other REITs may not define FFO in accordance with the current NAREIT definition or may interpret the current NAREIT definition differently than we do.  

We believe that in order to facilitate a clear understanding of the results of the Company, FFO should be examined in connection with net income or loss and cash flows from operating, investing and financing activities in the consolidated financial statements.

Adjusted Funds From Operations (“AFFO”)

The Company also evaluates performance based on Adjusted Funds From Operations, which we refer to as AFFO.  The Company defines AFFO as (1) FFO, (2) excluding loss on extinguishment of debt that is non-cash, (3) excluding our proportionate share of FFO and including distributions received, from non-consolidated REITs, (4) excluding the effect of straight-line rent, (5) plus the amortization of deferred financing costs, (6) plus the value of shares issued as compensation and (7) less recurring capital expenditures that are generally for maintenance of properties, which we call non-investment capex or are second generation capital expenditures.  Second generation costs include re-tenanting space after a tenant vacates, which include tenant improvements and leasing commissions.  

We exclude development/redevelopment activities, capital expenditures planned at acquisition and costs to reposition a property. We also exclude first generation leasing costs, which are generally to fill vacant space in properties we acquire or were planned for at acquisition.  

AFFO should not be considered as an alternative to net income or loss (determined in accordance with GAAP), nor as an indicator of the Company’s financial performance, nor as an alternative to cash flows from operating activities (determined in accordance with GAAP), nor as a measure of the Company’s liquidity, nor is it necessarily indicative of sufficient cash flow to fund all of the Company’s needs.  Other real estate companies may define this term in a different manner.  We believe that in order to facilitate a clear understanding of the results of the Company, AFFO should be examined in connection with net income or loss and cash flows from operating, investing and financing activities in the consolidated financial statements.  

-15-

Franklin Street Properties Corp. Earnings Release

Supplementary Schedule I

Reconciliation and Definition of Sequential Same Store results to property Net Operating Income (NOI) and Net Income

Net Operating Income (“NOI”)

The Company provides property performance based on Net Operating Income, which we refer to as NOI.  Management believes that investors are interested in this information.  NOI is a non-GAAP financial measure that the Company defines as net income or loss (the most directly comparable GAAP financial measure) plus general and administrative expenses, depreciation and amortization, including amortization of acquired above and below market lease intangibles and impairment charges, interest expense, less equity in earnings of nonconsolidated REITs, interest income, management fee income, hedge ineffectiveness, gains or losses on extinguishment of debt, gains or losses on the sale of assets and excludes non-property specific income and expenses.  The information presented includes footnotes and the data is shown by region with properties owned in the periods presented, which we call Sequential Same Store.  The comparative Sequential Same Store results include properties held for all periods presented.  We exclude properties that have been placed in service, but that do not have operating activity for all periods presented, dispositions and significant nonrecurring income such as bankruptcy settlements and lease termination fees.  NOI, as defined by the Company, may not be comparable to NOI reported by other REITs that define NOI differently. NOI should not be considered an alternative to net income or loss as an indication of our performance or to cash flows as a measure of the Company’s liquidity or its ability to make distributions.  The calculations of NOI and Sequential Same Store are shown in the following table:

	Rentable
	Square Feet	Three Months Ended		Three Months Ended		Inc		%
(in thousands)	or RSF	31-Dec-23		30-Sep-23		(Dec)		Change
Region
East	298	$	285	$	239	$	46	19.2	%
MidWest	758		1,656		1,396		260	18.6	%
South	2,369		6,393		6,499		(106)	(1.6)	%
West	2,140		5,994		6,505		(511)	(7.9)	%
Property NOI* from Owned Properties	5,565		14,328		14,639		(311)	(2.1)	%
Disposition and Acquisition Properties (a)	214		751		1,965		(1,214)	(7.1)	%
NOI*	5,779	$	15,079	$	16,604	$	(1,525)	(9.2)	%
Sequential Same Store		$	14,328	$	14,639	$	(311)	(2.1)	%
Less Nonrecurring
Items in NOI* (b)			217		485		(268)	1.8	%
Comparative
Sequential Same Store		$	14,111	$	14,154	$	(43)	(0.3)	%

-16-

Reconciliation to	Three Months Ended		Three Months Ended
Net income (loss)	31-Dec-23		30-Sep-23
Net income (loss)	$	3,575	$	(45,671)
Add (deduct):
Loss on extinguishment of debt		—		39
Gain on sale of properties, net		(8,701)		39,671
Management fee income		(446)		(460)
Depreciation and amortization		11,957		13,409
Amortization of above/below market leases		(6)		(9)
General and administrative		3,171		3,265
Interest expense		6,219		6,209
Interest income		(567)		—
Non-property specific items, net		(123)		151
NOI*	$	15,079	$	16,604

(a) We define Disposition and Acquisition Properties as properties that were sold or acquired or consolidated and do not have operating activity for all periods presented.

(b) Nonrecurring Items in NOI include proceeds from bankruptcies, lease termination fees or other significant nonrecurring income or expenses, which may affect comparability.

*Excludes NOI from investments in and interest income from secured loans to non-consolidated REITs.

EX-99.2

Exhibit 99.2 

Franklin Street Properties Corp. Supplemental Operating & Financial Data 401 Edgewater Place ~Wakefield, MA 01880 781.557.1300.~ www.fspreit.com

Fourth Quarter 2023
Table of Contents

	Page			Page
Company Information	3	Tenant Analysis and Leasing Activity
		Tenants by Industry		17
Key Financial Data		20 Largest Tenants with Annualized Rent and Remaining Term		18-19
Financial Highlights	4	Leasing Activity		20
Income Statements	5	Lease Expirations by Square Feet		21
Balance Sheets	6	Lease Expirations with Annualized Rent per Square Foot		22
Cash Flow Statements	7	Capital Expenditures		23
Property Net Operating Income (NOI)	8
Reconciliation		Disposition Activity		24
FFO & AFFO	9
EBITDA	10	Loan Portfolio of Secured Real Estate		25
Property NOI	11
		Net Asset Value Components		26
Debt Summary	12
		Appendix: Non-GAAP Financial Measures Definitions
Capital Analysis	13	FFO		27
		EBITDA and NOI		28
Owned and Consolidated Portfolio Overview	14-16	AFFO		29
All financial information contained in this supplemental information package is unaudited.  In addition, certain statements contained in this supplemental information package may be deemed to be forward-looking statements within the meaning of the federal securities laws.  Although FSP believes that the expectations reflected in such forward-looking statements are based upon reasonable assumptions, it can give no assurance that its expectations will be achieved.  Factors that could cause actual results to differ materially from FSP’s current expectations include adverse changes in general economic or local market conditions, including as a result of geopolitical events, the long-term effects of the COVID-19 pandemic and wars, terrorist attacks or other acts of violence, which may negatively affect the markets in which we and our tenants operate, inflation rates, increasing interest rates, disruptions in the debt markets, economic conditions in the markets in which we own properties, risks of a lessening of demand for the types of real estate owned by us, adverse changes in energy prices, which if sustained, could negatively impact occupancy and rental rates in the markets in which we own properties, including energy-influenced markets such as Dallas, Denver and Houston, changes in government regulations and regulatory uncertainty, uncertainty about governmental fiscal policy and expenditures that cannot be anticipated such as utility rate and usage increases, delays in construction schedules, unanticipated increases in construction costs, unanticipated repairs, additional staffing, insurance increases and real estate tax valuation reassessments.  FSP assumes no obligation to update or supplement forward-looking statements that become untrue because of subsequent events.
			1999 Broadway, Denver, CO

December 31, 2023| Page 2

Company Information

Overview		Snapshot (as of December 31, 2023)
Franklin Street Properties Corp., based in Wakefield, Massachusetts, is focused on infill and central business district (CBD) office properties in the U.S. Sunbelt and Mountain West, as well as select opportunistic markets.  FSP seeks value-oriented investments with an eye towards long-term growth and appreciation, as well as current income.  FSP is a Maryland corporation that operates in a manner intended to qualify as a real estate investment trust (REIT) for federal income tax purposes. FSP’s real estate operations include property acquisitions and dispositions, short-term financing, leasing, development and asset management.		Corporate Headquarters	Wakefield, MA
		Fiscal Year-End	31-Dec
		Owned & Consolidated Properties	18
		Total Square Feet	5.8 Million
		Trading Symbol	FSP
		Exchange	NYSE American
		Common Shares Outstanding	103,430,353
Our Business		Total Market Capitalization	$0.7 Billion (1)
As of December 31, 2023, the Company owned a portfolio of real estate consisting of 17 owned  properties and one consolidated Sponsored REIT.  The Company may also pursue, on a selective basis, the sale of its properties in order to take advantage of the value creation and demand for its properties, for geographic, property specific reasons or for other general corporate purposes.		Insider Holdings	6.55%
Management Team
George J. Carter	Jeffrey B. Carter
Chief Executive Officer and	President and Chief Investment
Chairman of the Board	Officer
John G. Demeritt	Scott H. Carter
Executive Vice President, Chief	Executive Vice President, General
Financial Officer and Treasurer	Counsel and Secretary
John F. Donahue	Eriel Anchondo
Executive Vice President	Executive Vice President and Chief Operating Officer	600 17th Street, Denver, CO
Inquiries
Inquiries should be directed to: Georgia Touma
877.686.9496 or InvestorRelations@fspreit.com (1) Total Market Capitalization is the closing share price multiplied by the number of shares outstanding plus total debt outstanding.

December 31, 2023| Page 3

Summary of Financial Highlights

(in thousands except per share amounts, SF & number of properties)
	31-Dec-23		30-Sep-23		30-Jun-23		31-Mar-23		31-Dec-22
Income Items:
Rental revenue	$	34,519		36,903	$	36,257	$	37,767	$	40,745
Total revenue		34,771		36,903		36,266		37,767		41,211
Net income (loss)		3,575		(45,671)		(8,420)		2,406		(2,884)
Adjusted EBITDA*		13,112		13,718		13,178		14,269		16,112
FFO*		6,938		7,509		7,110		8,407		10,463
AFFO*		(4,462)		1,777		(903)		1,810		(8,681)
Per Share Data:
Earnings (loss) per share	$	0.03		(0.44)	$	(0.08)	$	0.02	$	(0.03)
FFO*	$	0.07		0.07	$	0.07	$	0.08	$	0.10
AFFO*	$	(0.04)		0.02	$	(0.01)	$	0.02	$	(0.08)
Weighted Average Shares (diluted)		103,430		103,430		103,330		103,236		103,236
Closing share price	$	2.56		1.85	$	1.45	$	1.57	$	2.73
Dividend declared	$	0.01		0.01	$	0.01	$	0.01	$	0.01
Balance Sheet Items:
Real estate, net	$	890,824		921,581	$	1,081,959	$	1,095,915	$	1,103,248
Other assets, net		278,506		230,192		117,350		117,767		138,418
Total assets, net		1,169,330		1,151,773		1,199,309		1,213,682		1,241,666
Total liabilities, net		456,525		440,447		440,215		444,387		472,930
Shareholders equity		712,805		711,326		759,094		769,295		768,736
Market Capitalization and Debt:
Total Market Capitalization (a)	$	669,782		586,346	$	549,974	$	562,080	$	694,834
Total debt outstanding (excluding unamortized financing costs)	$	405,000		395,000	$	400,000	$	400,000	$	413,000
Debt to Total Market Capitalization		60.5%		67.4%		72.7%		71.2%		59.4%
Net Debt to Adjusted EBITDA ratio*		5.3		7.0		7.5		6.8		6.3
Owned Properties Leasing Statistics (b):
Owned properties assets		17		19		20		20		21
Owned properties total SF		5,565,782		5,992,700		6,056,898		6,049,466		6,239,530
Owned properties % leased		74.0%		74.8%		75.7%		73.9%		75.6%

(a) Total Market Capitalization is the closing share price multiplied by the number of shares outstanding plus total debt outstanding on that date.

(b) Excludes one property known as Monument Circle that was consolidated in our financial statements effective January 1, 2023. Please see the note: Consolidation of Sponsored REIT on page 25 for more information.

* See pages 9 & 10 for reconciliations of Net income or loss to FFO, AFFO and Adjusted EBITDA, respectively, and the Appendix for Non-GAAP Financial Measures Definitions beginning on page 27.

December 31, 2023| Page 4

Condensed Consolidated Income Statements ($ in thousands, except per share amounts)

									For the										For the
	For the Three Months Ended								Year Ended		For the Three Months Ended								Year Ended
	31-Mar-23		30-Jun-23		30-Sep-23		31-Dec-23		31-Dec-23		31-Mar-22		30-Jun-22		30-Sep-22		31-Dec-22		31-Dec-22
Revenue:
Rental	$	37,767	$	36,257	$	36,903	$	34,519	$	145,446	$	41,797	$	40,831	$	40,366	$	40,745	$	163,739
Related party revenue:
Management fees and interest income from loans		—		—		—		—		—		460		467		466		462		1,855
Other		—		9		—		252		261		7		6		4		4		21
Total revenue		37,767		36,266		36,903		34,771		145,707		42,264		41,304		40,836		41,211		165,615
Expenses:
Real estate operating expenses		12,690		12,140		12,797		13,105		50,732		12,834		12,344		13,369		14,273		52,820
Real estate taxes and insurance		6,973		7,169		7,115		5,943		27,200		8,719		9,043		8,951		7,907		34,620
Depreciation and amortization		14,727		14,645		13,408		11,958		54,738		15,670		18,186		15,148		14,804		63,808
General and administrative		3,817		3,767		3,265		3,172		14,021		3,784		3,981		3,232		2,888		13,885
Interest		5,806		6,084		6,209		6,219		24,318		5,366		5,664		6,110		5,668		22,808
Total expenses		44,013		43,805		42,794		40,397		171,009		46,373		49,218		46,810		45,540		187,941
Loss on extinguishment of debt		(67)		—		(39)		—		(106)		—		—		(78)		—		(78)
Gain on consolidation of Sponsored REIT		394		—		—				394		—		—		—		—		—
Impairment and loan loss reserve		—		—		—		—		—		—		(1,140)		(717)		(2,380)		(4,237)
Gain (loss) on sale of properties and impairment of assets held for sale, net		8,392		(806)		(39,671)		8,701		(23,384)		—		—		24,077		3,862		27,939
Interest income		—		—		—		567		567		—		—		—		—		—
Income (loss) before taxes on income		2,473		(8,345)		(45,601)		3,642		(47,831)		(4,109)		(9,054)		17,308		(2,847)		1,298
Tax expense on income		67		75		70		67		279		49		56		62		37		204
Net income (loss)	$	2,406	$	(8,420)	$	(45,671)	$	3,575	$	(48,110)	$	(4,158)	$	(9,110)	$	17,246	$	(2,884)	$	1,094
Weighted average number of shares outstanding, basic and diluted		103,236		103,330		103,430		103,430		103,357		103,691		103,193		103,236		103,236		103,338
Net income (loss) per share, basic and diluted	$	0.02	$	(0.08)	$	(0.44)	$	0.03	$	(0.47)	$	(0.04)	$	(0.09)	$	0.17	$	(0.03)	$	0.01

December 31, 2023| Page 5

	$ in thousands, except per share amounts)
	Condensed Consolidated Balance Sheets (in thousands)

	March 31,		June 30,		September 30,		December 31,		March 31,		June 30,		September 30,		December 31,
	2023		2023		2023		2023		2022		2022		2022		2022
Assets:
Real estate assets:
Land	$	130,147	$	128,588	$	114,298	$	110,298	$	146,844	$	146,844	$	131,556	$	126,645
Buildings and improvements		1,367,629		1,362,939		1,183,744		1,133,971		1,465,312		1,477,913		1,397,303		1,388,869
Fixtures and equipment		11,411		11,612		10,377		12,904		11,819		12,192		10,656		11,151
		1,509,187		1,503,139		1,308,419		1,257,173		1,623,975		1,636,949		1,539,515		1,526,665
Less accumulated depreciation		413,272		421,180		386,838		366,349		436,627		450,792		420,532		423,417
Real estate assets, net		1,095,915		1,081,959		921,581		890,824		1,187,348		1,186,157		1,118,983		1,103,248
Acquired real estate leases, net		9,620		8,828		7,447		6,694		13,453		12,373		11,177		10,186
Assets held for sale		—		8,860		132,659		73,318		—		—		—		—
Cash, cash equivalents and restricted cash		13,110		6,697		13,043		127,880		10,983		4,693		8,717		6,632
Tenant rent receivables, net		3,306		1,938		2,854		2,191		2,041		2,627		1,309		2,201
Straight-line rent receivable, net		51,703		50,267		43,253		40,397		51,309		54,354		50,885		52,739
Prepaid expenses and other assets		6,125		5,648		5,601		4,239		7,403		6,863		6,961		6,676
Related party mortgage loan receivable, less allowance for credit loss		—		—		—		—		24,000		22,860		22,143		19,763
Other assets: derivative asset		—		—		—		—		—		1,951		4,266		4,358
Office computers and furniture, net of accumulated depreciation		145		127		109		123		204		187		170		154
Deferred leasing commissions, net		33,758		34,985		25,226		23,664		40,379		39,654		37,459		35,709
Total assets	$	1,213,682	$	1,199,309	$	1,151,773	$	1,169,330	$	1,337,120	$	1,331,719	$	1,262,070	$	1,241,666
Liabilities and Stockholders’ Equity:
Liabilities:
Bank note payable	$	75,000	$	75,000	$	80,000	$	90,000	$	40,000	$	55,000	$	65,000	$	48,000
Term loan payable, net of unamortized financing costs		124,365		124,471		114,610		114,707		274,402		274,518		164,692		164,750
Series A & Series B Senior Notes		199,547		199,588		199,629		199,670		199,383		199,424		199,465		199,506
Accounts payable and accrued expenses		37,720		32,501		36,857		41,879		44,700		39,315		50,371		50,366
Accrued compensation		1,189		2,286		3,179		3,644		1,206		2,252		3,159		3,644
Tenant security deposits		5,740		5,666		5,631		6,204		5,837		5,819		5,726		5,710
Lease liability		655		550		444		334		1,061		962		862		759
Other liabilities: derivative liabilities		—		—		—		—		195		—		—		—
Acquired unfavorable real estate leases, net		171		153		97		87		450		397		234		195
Total liabilities		444,387		440,215		440,447		456,525		567,234		577,687		489,509		472,930
Commitments and contingencies
Stockholders’ Equity:
Preferred stock		—		—		—		—		—		—		—		—
Common stock		10		10		10		10		10		10		10		10
Additional paid-in capital		1,334,776		1,335,091		1,335,091		1,335,091		1,334,383		1,334,776		1,334,776		1,334,776
Accumulated other comprehensive (income) loss		3,544		2,480		1,417		355		(195)		1,951		4,266		4,358
Accumulated distributions in excess of accumulated earnings		(569,035)		(578,487)		(625,192)		(622,651)		(564,312)		(582,705)		(566,491)		(570,408)
Total stockholders’ equity		769,295		759,094		711,326		712,805		769,886		754,032		772,561		768,736
Total liabilities and stockholders’ equity	$	1,213,682	$	1,199,309	$	1,151,773	$	1,169,330	$	1,337,120	$	1,331,719	$	1,262,070	$	1,241,666

December 31, 2023| Page 6

Condensed Consolidated Statements of Cash Flows (in thousands)

	Year Ended December 31,
	2023		2022		2021
Cash flows from operating activities:
Net income (loss)	$	(48,110)	$	1,094	$	92,717
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Depreciation and amortization expense		57,240		65,697		81,041
Amortization of above and below market leases		(44)		(118)		(34)
Amortization of other comprehensive income into interest expense		(3,851)
Shares issued as compensation		315		394		338
Loss on extinguishment of debt		106		78		901
Gain on consolidation of Sponsored REIT		(394)		—		—
Impairment and loan loss reserve		—		4,237
(Gain) loss on sale of properties and impairment of assets held for sale, net		23,384		(27,939)		(113,134)
Equity in income from non-consolidated REITs		—		—		(421)
Distributions from non-consolidated REITs		—		—		421
Changes in operating assets and liabilities:
Tenant rent receivables		10		(247)		5,702
Straight-line rents		625		(5,895)		(3,930)
Lease acquisition costs		(2,007)		(4,494)		(2,353)
Prepaid expenses and other assets		382		(1,805)		82
Accounts payable and accrued expenses		(2,709)		(5,983)		(11,096)
Accrued compensation		—		(1,060)		786
Tenant security deposits		494		(509)		(2,458)
Payment of deferred leasing commissions		(7,575)		(8,216)		(12,200)
Net cash provided by operating activities		17,866		15,234		36,362
Cash flows from investing activities:
Property improvements, fixtures and equipment		(31,637)		(54,910)		(64,833)
Consolidation of Sponsored REIT		3,048		—		(3,000)
Proceeds received from sales of properties		142,225		128,949		573,307
Net cash provided by investing activities		113,636		74,039		505,474
Cash flows from financing activities:
Distributions to stockholders		(4,133)		(53,988)		(38,491)
Stock repurchases		—		(4,843)		(18,244)
Proceeds received from termination of interest rate swap		4,206		—		—
Borrowings under bank note payable		77,000		90,000		91,500
Repayments of bank note payable		(35,000)		(42,000)		(95,000)
Repayment of term loan payable		(50,000)		(110,000)		(445,000)
Deferred financing costs		(2,327)		(2,561)		—
Net cash used in financing activities		(10,254)		(123,392)		(505,235)
Net increase (decrease) in cash, cash equivalents and restricted cash		121,248		(34,119)		36,601
Cash, cash equivalents and restricted cash, beginning of period		6,632		40,751		4,150
Cash, cash equivalents and restricted cash, end of period	$	127,880	$	6,632	$	40,751

December 31, 2023| Page 7

Property Net Operating Income (NOI)* with Same Store Comparison (in thousands)

	Rentable
	Square Feet	Three Months Ended								Year Ended		Three Months Ended								Year Ended		Inc		%
(in thousands)	or RSF	31-Mar-23		30-Jun-23		30-Sep-23		31-Dec-23		31-Dec-23		31-Mar-22		30-Jun-22		30-Sep-22		31-Dec-22		31-Dec-22		(Dec)		Change
Region
East	298	$	276	$	343	$	239		285	$	1,143	$	274	$	278	$	221	$	315	$	1,088	$	55	5.1	%
MidWest	758		2,239		1,718		1,396		1,656		7,009		2,478		3,038		2,486		2,406		10,408		(3,399)	(32.7)	%
South	2,369		6,317		6,422		6,499		6,393		25,631		4,510		4,633		4,790		6,247		20,180		5,451	27.0	%
West	2,140		6,423		6,412		6,505		5,994		25,334		8,070		6,609		6,401		6,028		27,108		(1,774)	(6.5)	%
Property NOI* from Owned Properties	5,565		15,255		14,895		14,639		14,328		59,117		15,332		14,558		13,898		14,996		58,784		333	0.6	%
Disposition and Acquisition Properties (a)	214		2,485		1,676		1,965		751		6,877		4,249		4,560		3,770		3,219		15,798		(8,921)	(12.1)	%
Property NOI*	5,779	$	17,740	$	16,571	$	16,604	$	15,079	$	65,994	$	19,581	$	19,118	$	17,668	$	18,215	$	74,582	$	(8,588)	(11.5)	%
Same Store		$	15,255	$	14,895	$	14,639	$	14,328	$	59,117	$	15,332	$	14,558	$	13,898	$	14,996	$	58,784	$	333	0.6	%
Less Nonrecurring
Items in NOI* (b)			1,292		301		485		217		2,295		273		1,258		494		818		2,843		(548)	1.0	%
Comparative
Same Store		$	13,963	$	14,594	$	14,154	$	14,111	$	56,822	$	15,059	$	13,300	$	13,404	$	14,178	$	55,941	$	881	1.6	%

(a) We define Disposition and Acquisition Properties as properties that were sold or acquired or consolidated and do not have operating activity for all periods presented.

(b) Nonrecurring items in NOI include proceeds from bankruptcies, lease termination fees or other significant nonrecurring income or expenses, which may affect comparability.

* See Appendix for Non-GAAP Financial Measures Definitions beginning on page 27.

December 31, 2023| Page 8

FFO* & AFFO* Reconciliation (in thousands, except per share amounts)

									Year										Year
	Three Months Ended								Ended		Three Months Ended								Ended
	31-Mar-23		30-Jun-23		30-Sep-23		31-Dec-23		31-Dec-23		31-Mar-22		30-Jun-22		30-Sep-22		31-Dec-22		31-Dec-22
Net income (loss)	$	2,406	$	(8,420)	$	(45,671)	$	3,575	$	(48,110)	$	(4,158)	$	(9,110)	$	17,246	$	(2,884)	$	1,094
Gain on consolidation of Sponsored REIT		(394)		—		—		—		(394)		—		—		—		—		—
Impairment and loan loss reserve		—		—		—		—		—		—		1,140		717		2,380		4,237
(Gain) on sale of properties and impairment of assets held for sale, net		(8,392)		806		39,671		(8,701)		23,384		—		—		(24,077)		(3,862)		(27,939)
Depreciation & amortization		14,709		14,633		13,400		11,952		54,694		15,661		18,141		15,114		14,773		63,689
NAREIT FFO*		8,329		7,019		7,400		6,826		29,574		11,503		10,171		9,000		10,407		41,081
Lease Acquisition costs		78		91		109		112		390		79		86		41		56		262
Funds From Operations (FFO)*	$	8,407	$	7,110	$	7,509	$	6,938	$	29,964	$	11,582	$	10,257	$	9,041	$	10,463	$	41,343
Adjusted Funds From Operations (AFFO)*
Funds From Operations (FFO)*	$	8,407	$	7,110	$	7,509	$	6,938	$	29,964	$	11,582	$	10,257	$	9,041	$	10,463	$	41,343
Loss on extinguishment of debt		67		—		39		—		106		—		—		78		—		78
Amortization of deferred financing costs		589		672		665		576		2,502		526		481		461		421		1,889
Shares issued as compensation		—		315		—		—		315		—		394		—		—		394
Straight-line rent		(331)		653		106		198		626		(1,216)		(1,688)		(1,160)		(1,831)		(5,895)
Tenant improvements		(3,047)		(4,381)		(3,653)		(5,295)		(16,376)		(1,877)		(5,453)		(6,813)		(7,508)		(21,651)
Leasing commissions		(908)		(3,230)		(1,114)		(1,649)		(6,901)		(3,032)		(1,327)		(2,053)		(1,152)		(7,564)
Non-investment capex		(2,967)		(2,042)		(1,775)		(5,230)		(12,014)		(5,065)		(6,736)		(9,289)		(9,074)		(30,164)
Adjusted Funds From Operations (AFFO)*	$	1,810	$	(903)	$	1,777	$	(4,462)	$	(1,778)	$	918	$	(4,072)	$	(9,735)	$	(8,681)	$	(21,570)
Per Share Data:
Earnings (loss) per share	$	0.02	$	(0.08)	$	(0.44)	$	0.03	$	(0.47)	$	(0.04)	$	(0.09)	$	0.17	$	(0.03)	$	0.01
FFO*		0.08		0.07		0.07		0.07		0.29		0.11		0.10		0.09		0.10		0.40
AFFO*		0.02		(0.01)		0.02		(0.04)		(0.02)		0.01		(0.04)		(0.09)		(0.08)		(0.21)
Weighted Average Shares (basic and diluted)		103,236		103,330		103,430		103,430		103,357		103,691		103,193		103,236		103,236		103,338

* See Appendix for Non-GAAP Financial Measures Definitions beginning on page 27.

December 31, 2023| Page 9

EBITDA* & Adjusted EBITDA* Reconciliation (in thousands, except ratio amounts)

									Year										Year
	Three Months Ended								Ended		Three Months Ended								Ended
	31-Mar-23		30-Jun-23		30-Sep-23		31-Dec-23		31-Dec-23		31-Mar-22		30-Jun-22		30-Sep-22		31-Dec-22		31-Dec-22
Net income (loss)	$	2,406	$	(8,420)	$	(45,671)	$	3,575	$	(48,110)	$	(4,158)	$	(9,110)	$	17,246	$	(2,884)	$	1,094
Interest expense		5,806		6,084		6,209		6,219		24,318		5,366		5,664		6,110		5,668		22,808
Depreciation and amortization		14,709		14,633		13,400		11,952		54,694		15,661		18,141		15,114		14,773		63,689
Income taxes		67		75		70		67		279		49		56		62		37		204
EBITDA*	$	22,988	$	12,372		(25,992)		21,813	$	31,181	$	16,918	$	14,751	$	38,532	$	17,594	$	87,795
Loss on extinguishment of debt		67		—		39		—		106		—		—		78		—		78
Gain on consolidation of Sponsored REIT		(394)		—		—		—		(394)		—		—		—		—		—
Impairment and loan loss reserve		—		—		—		—		—		—		1,140		717		2,380		4,237
(Gain) loss on sale of properties and impairment of assets held for sale, net		(8,392)		806		39,671		(8,701)		23,384		—		—		(24,077)		(3,862)		(27,939)
Adjusted EBITDA*	$	14,269	$	13,178	$	13,718	$	13,112	$	54,277	$	16,918	$	15,891	$	15,250	$	16,112	$	64,171
Interest expense	$	5,806	$	6,084	$	6,209	$	6,219	$	24,318	$	5,366	$	5,664	$	6,110	$	5,668	$	22,808
Scheduled principal payments		—		—		—		—		—		—		—		—		—		—
Interest and scheduled principal payments	$	5,806	$	6,084	$	6,209	$	6,219	$	24,318	$	5,366	$	5,664	$	6,110	$	5,668	$	22,808
Interest coverage ratio		2.46		2.17		2.21		2.11		2.23		3.15		2.81		2.50		2.84		2.81
Debt service coverage ratio		2.46		2.17		2.21		2.11		2.23		3.15		2.81		2.50		2.84		2.81
Debt excluding unamortized financing costs	$	400,000	$	400,000	$	395,000	$	405,000			$	515,000	$	530,000	$	430,000	$	413,000
Cash, cash equivalents and restricted cash		13,110		6,697		13,043		127,880				10,983		4,693		8,717		6,632
Net Debt (Debt less Cash, cash equivalents and restricted cash)	$	386,890	$	393,303	$	381,957	$	277,120			$	504,017	$	525,307	$	421,283	$	406,368
Adjusted EBITDA*	$	14,269	$	13,178	$	13,718	$	13,112			$	16,918	$	15,891	$	15,250	$	16,112
Annualized	$	57,076	$	52,712	$	54,872	$	52,448			$	67,672	$	63,564	$	61,000	$	64,448
Net Debt-to-Adjusted EBITDA ratio*		6.8		7.5		7.0		5.3				7.4		8.3		6.9		6.3

* See Appendix for Non-GAAP Financial Measures Definitions beginning on page 27.

December 31, 2023| Page 10

Reconciliation of Net Income (Loss) to Property NOI* (in thousands)

									Year										Year
	Three Months Ended								Ended		Three Months Ended								Ended
	31-Mar-23		30-Jun-23		30-Sep-23			31-Dec-23	31-Dec-23		31-Mar-22		30-Jun-22		30-Sep-22		31-Dec-22		31-Dec-22
Net income (loss)	$	2,406	$	(8,420)	$	(45,671)	$	3,575	$	(48,110)	$	(4,158)	$	(9,110)	$	17,246	$	(2,884)	$	1,094
Add (deduct):
Loss on extinguishment of debt		67		—		39		—		106		—		—		78		—		78
Gain on consolidation of Sponsored REIT		(394)		—		—		—		(394)		—		—		—		—		—
Impairment and loan loss reserve		—		—		—		—		—		—		1,140		717		2,380		4,237
(Gain) loss on sale of properties and impairment of assets held for sale, net		(8,392)		806		39,671		(8,701)		23,384		—		—		(24,077)		(3,862)		(27,939)
Management fee income		(374)		(427)		(460)		(446)		(1,707)		(291)		(267)		(274)		(295)		(1,127)
Depreciation and amortization		14,727		14,645		13,409		11,957		54,738		15,670		18,185		15,148		14,805		63,808
Amortization of above/below market leases		(18)		(12)		(9)		(6)		(45)		(9)		(45)		(34)		(30)		(118)
General and administrative		3,817		3,768		3,265		3,171		14,021		3,784		3,981		3,233		2,888		13,886
Interest expense		5,806		6,084		6,209		6,219		24,318		5,366		5,664		6,110		5,668		22,808
Interest income		—		—		—		(567)		(567)		(451)		(455)		(461)		(460)		(1,827)
Non-property specific items, net		95		127		151		(123)		250		(330)		25		(18)		5		(318)
Property NOI*	$	17,740	$	16,571	$	16,604	$	15,079	$	65,994	$	19,581	$	19,118	$	17,668	$	18,215	$	74,582

* See Appendix for Non-GAAP Financial Measures Definitions beginning on page 27.

December 31, 2023| Page 11

Debt Summary (in thousands)

		Maximum		Amount		Interest			Interest
	Maturity	Amount		Drawn at		Rate (a)			Rate at	Facility
	Date	of Loan		31-Dec-23		Components			31-Dec-23	Fee
BofA Revolver	1-Oct-24	$	150,000	$	90,000	SOFR	+	3.00%	8.47%	0.35%
BMO Term Loan Tranche B	1-Oct-24		125,000		115,000	SOFR	+	3.00%	8.47%
Series A Senior Notes	20-Dec-24		116,000		116,000				4.49%
Series B Senior Notes	20-Dec-27		84,000		84,000				4.76%
		$	475,000	$	405,000				6.56%

● The table above is a summary of our debt as of December 31, 2023.  Additional information on our debt can be found in our Annual Report on Form 10-K for the year ended December 31, 2023, which may be updated in our Quarterly Reports on Form 10-Q, on file with the U.S. Securities and Exchange Commission.  

● On February 8, 2023, we terminated all remaining interest rate swaps applicable to the BMO Term Loan and, on February 10, 2023, we received an aggregate of approximately $4.3 million as a result of such terminations.  

● Subsequent to December 31, 2023, on February 21, 2024, we repaid approximately $102 million of debt, the allocation of which is noted below by debt instrument. Additional information on the amendments is available in our Annual Report on Form 10-K for the year ended December 31, 2023.

● As of December 31, 2023, the BofA Revolver was subject to a 35 basis point facility fee on the unused portion of the facility.

● On February 21, 2024, we entered into an amendment to the credit agreement evidencing our BMO Term Loan Tranche B.  On February 21, 2024, as part of the amendment to the credit agreement, we repaid a $29.0 million portion of the BMO Term Loan, so that $86.0 million of the principal amount remains outstanding.  The amendment, among other items, extended the maturity date from October 1, 2024 to April 1, 2026.  

● On February 21, 2024, we entered into an amendment to the credit agreement evidencing our BofA Revolver.  On February 21, 2024, as part of the amendment to the revolving line of credit agreement, we repaid a $22.7 million portion of the $90 million then outstanding, so that $67.3 million of the principal amount remains outstanding.  The amendment, among other items, extended the maturity date from October 1, 2024 to April 1, 2026 and converted the revolving loan to a term loan.  

● On February 21, 2024, we entered into an amendment to the note purchase agreement evidencing our $200 million of Senior Notes.  On February 21, 2024, as part of the amendment to the note purchase agreement, we repaid a $29.2 million portion of the Series A Notes, so that $86.8 million of the principal amount remains outstanding.  On February 21, 2024, as part of the amendment to note purchase agreement, we repaid a $21.2 million portion of the Series B Notes, so that $62.8 million of the principal amount remains outstanding. The amendment, among other items, changed the maturity date applicable to the Series A Notes from December 20, 2024 to April 1, 2026, and changed the maturity date applicable to the Series B Notes from December 20, 2027 to April 1, 2026.  

● We incurred financing costs, some of which are deferred and amortized into interest expense during the terms of the loans we execute.  

(a) Interest rates exclude amortization of deferred financing costs and facility fees.

December 31, 2023| Page 12

Capital Analysis (in thousands, except per share amounts)

	31-Mar-23		30-Jun-23		30-Sep-23		31-Dec-23		31-Mar-22		30-Jun-22		30-Sep-22		31-Dec-22
Market Data:
Shares Outstanding		103,236		103,430		103,430		103,430		103,152		103,236		103,236		103,236
Closing market price per share	$	1.57	$	1.45	$	1.85	$	2.56	$	5.90	$	4.17	$	2.63	$	2.73
Market capitalization	$	162,080	$	149,974	$	191,346	$	264,782	$	608,596	$	430,494	$	271,510	$	281,834
Total debt outstanding excluding unamortized financing costs		400,000		400,000		395,000		405,000		515,000		530,000		430,000		413,000
Total Market Capitalization	$	562,080	$	549,974	$	586,346	$	669,782	$	1,123,596	$	960,494	$	701,510	$	694,834
Dividend Data:
Total dividends declared for the quarter	$	1,033	$	1,032	$	1,034	$	1,034	$	9,360	$	9,284	$	1,032	$	1,032
Common dividend declared per share	$	0.01	$	0.01	$	0.01	$	0.01	$	0.09	$	0.09	$	0.01	$	0.01
Declared dividend as a % of Net income (loss) per share		43%		(12)%		(2)%		29%		(224)%		(102)%		6%		(36)%
Declared dividend as a % of AFFO* per share		57%		(114)%		58%		(23)%		1017%		(228)%		(11)%		(12)%
Liquidity:
Cash, cash equivalents and restricted cash	$	13,110	$	6,697	$	13,043	$	127,880	$	10,983	$	4,693	$	8,717	$	6,632
Revolver:
Gross potential available under the BofA Revolver		150,000		150,000		150,000		125,000		237,500		237,500		237,500		237,500
Less:
Outstanding balance		(75,000)		(75,000)		(80,000)		(90,000)		(40,000)		(55,000)		(65,000)		(48,000)
Total Liquidity	$	88,110	$	81,697	$	83,043	$	162,880	$	208,483	$	187,193	$	181,217	$	196,132

*See page 9 for a reconciliation of Net Income (Loss) to AFFO and the Appendix for Non-GAAP Financial Measures Definitions beginning on page 27.

December 31, 2023| Page 13

Owned & Consolidated Portfolio Overview

	As of the Quarter Ended
	31-Dec-23	30-Sep-23	30-Jun-23	31-Mar-23	31-Dec-22
Total Owned Properties:
Number of properties (a)	17	19	20	20	21
Square feet	5,565,782	5,992,700	6,056,898	6,049,466	6,239,530
Leased percentage	74.0%	74.8%	75.7%	73.9%	75.6%
Consolidated Property - Single Asset REIT (SAR):
Number of properties	1	1	1	1	—
Square feet	213,760	213,760	213,760	213,760	—
Leased percentage	4.1%	4.1%	4.1%	4.1%	—
Total Owned and Consolidated Properties:
Number of properties	18	20	21	21	21
Square feet	5,779,542	6,206,460	6,270,658	6,263,226	6,239,530
Leased percentage	71.5%	72.4%	73.3%	71.5%	75.6%

(a) Includes two properties that remain classified as assets held for sale as of December 31, 2023.

December 31, 2023| Page 14

Owned & Consolidated Portfolio Overview

				Percent	Wtd Occupied	GAAP						Percent	Wtd Occupied		GAAP
MSA / Property Name	City	State	Square Feet	Leased	Percentage (a)	Rent (b)		MSA / Property Name	City	State	Square Feet	Leased	Percentage (a)		Rent (b)
East Region								Midwest Region
Richmond, VA								Minneapolis
Innsbrook	Glen Allen	VA	298,183	90.5%	47.8%	$	18.69	121 South 8th Street	Minneapolis	MN	298,121	80.5%	81.5%	$	25.28
								801 Marquette Ave	Minneapolis	MN	129,691	91.8%	91.8%		24.38
								Plaza Seven	Minneapolis	MN	330,096	62.3%	64.0%		30.03
								Indianapolis, IN
								Monument Circle (c)	Indianapolis	IN	213,760	4.1%	4.1%		31.77
East Region Total			298,183	90.5%	47.8%	$	18.69	Midwest Region Total			971,668	59.0%	59.9%	$	26.91

(a) Weighted Occupied Percentage for the year ended December 31, 2023.

(b) Weighted Average GAAP Rent per Occupied Square Foot.

(c) Consolidated as of January 1, 2023, property held by Single Asset REIT (SAR).

December 31, 2023| Page 15

Owned & Consolidated Portfolio Overview

				Percent	Wtd Occupied	GAAP						Percent	Wtd Occupied	GAAP
MSA / Property Name	City	State	Square Feet	Leased	Percentage (a)	Rent (b)		MSA / Property Name	City	State	Square Feet	Leased	Percentage (a)	Rent (b)
South Region								West Region
Dallas-Fort Worth								Denver
Legacy Tennyson Center	Plano	TX	209,461	56.6%	47.0%	$	30.96	1999 Broadway	Denver	CO	682,639	51.7%	59.7%	$	33.97
Addison Circle	Addison	TX	289,333	83.0%	83.0%		35.58	Greenwood Plaza	Englewood	CO	196,236	66.3%	66.3%		29.16
Collins Crossing (c) (d)	Richardson	TX	300,887	85.5%	92.5%		27.10	1001 17th Street	Denver	CO	649,235	71.1%	70.3%		39.04
Liberty Plaza	Addison	TX	217,841	80.2%	72.1%		24.65	600 17th Street	Denver	CO	612,135	81.7%	79.2%		34.29
Houston								West Region Total			2,140,245	67.5%	69.1%	$	35.22
Park Ten	Houston	TX	157,609	83.8%	79.4%		28.86
Eldridge Green	Houston	TX	248,399	100.0%	100.0%		26.82	Total Owned & Consolidated Properties			5,779,542	71.5%	69.2%	$	30.72
Park Ten Phase II	Houston	TX	156,746	95.0%	95.0%		29.42
Westchase I & II	Houston	TX	629,025	62.7%	58.8%		26.49
Atlanta
Pershing Plaza (c)	Atlanta	GA	160,145	79.8%	79.8%		38.51
South Region Total			2,369,446	77.7%	75.7%	$	29.20

(a) Weighted Occupied Percentage for the year ended December 31, 2023.

(b) Weighted Average GAAP Rent per Occupied Square Foot.

(c) Properties were classified as assets held for sale as of December 31, 2023.

(d) Property was sold on January 26, 2024.

December 31, 2023| Page 16

Tenants by Industry (Owned and Consolidated Properties by Square Feet)

December 31, 2023| Page 17

20 Largest Tenants with Annualized Rent and Remaining Term (Owned and Consolidated Properties)

			Remaining	Aggregate				% of Aggregate
	Tenant	Number of	Lease Term	Leased	% of Total	Annualized		Leased
	Name	Leases	in Months	Square Feet	Square Feet	Rent (a)		Annualized Rent
1	CITGO Petroleum Corporation	1	111	248,399	4.3%	$	7,064,468	5.6%
2	EOG Resources, Inc.	1	36	169,167	2.9%		6,237,187	4.9%
3	US Government (b)	2	25, 85	168,573	2.9%		6,416,990	5.1%
4	Commonwealth of Virginia (c)	1	127	127,500	2.2%		—	0.0%
5	Kaiser Foundation Health Plan, Inc.	1	65	120,979	2.1%		4,029,672	3.2%
6	Swift, Currie, McGhee & Hiers, LLP	1	117	101,296	1.8%		4,239,654	3.3%
7	Deluxe Corporation	1	163	98,922	1.7%		2,990,533	2.4%
8	Ping Identity Corp.	1	30	89,856	1.6%		3,718,241	2.9%
9	Argo Data Resource Corporation	1	80	85,650	1.5%		2,823,024	2.2%
10	Permian Resources Operating, LLC	1	94	67,856	1.2%		2,929,343	2.3%
11	PwC US Group (d)	1	7, 61	66,304	1.1%		2,323,323	1.8%
12	Hall and Evans LLC	1	68	65,878	1.1%		2,523,583	2.0%
13	Cyxtera Management, Inc.	1	73	61,826	1.1%		2,404,413	1.9%
14	Precision Drilling (US) Corporation	1	53	59,569	1.0%		2,089,681	1.6%
15	EMC Corporation	1	9	57,100	1.0%		1,755,825	1.4%
16	ID Software, LLC	1	65	57,100	1.0%		1,715,855	1.4%
17	Olin Corporation	1	75	54,080	0.9%		1,711,632	1.4%
18	ChemTreat Inc.	1	47	49,548	0.9%		864,613	0.7%
19	Coresite, LLC	1	143	49,518	0.9%		2,000,527	1.6%
20	GE Vernova International LLC	1	4	47,559	0.8%		1,023,945	0.8%
			Total	1,846,680	32.0%	$	58,862,509	46.5%

Footnotes on next page

December 31, 2023| Page 18

20 Largest Tenants with Annualized Rent and Remaining Term (Owned and Consolidated Properties)

Footnotes:

(a) Annualized rent represents the monthly rent charged, including tenant reimbursements, for each lease in effect at December 31, 2023 multiplied by 12. Tenant reimbursements generally include payment of real estate taxes, operating expenses and common area maintenance and utility charges.

(b) Includes 43,573 square feet expiring in 2026. The remaining 125,000 square feet expire in 2031.

(c) Lease (i) commenced for 100,010 square feet in January 2024 with rent commencing on August 1, 2024 and (ii) commences for 27,490 square feet on May 1, 2024 with rent commencing on July 1, 2025.

(d) Includes 11,970 square feet expiring in 2024. The remaining 54,334 square feet expire in 2029.

December 31, 2023| Page 19

Leasing Activity (Owned and Consolidated Properties)

	Year		Year		Year
	Ended		Ended		Ended
Leasing Activity		31-Dec-23		31-Dec-22		31-Dec-21
(in Square Feet - SF)
New leasing		228,000		275,000		370,000
Renewals and expansions		478,000		160,000		665,000
		706,000		435,000		1,035,000
Other information per SF
(Activity on a year-to-date basis)
GAAP Rents on leasing	$	29.71	$	33.27	$	30.86
Weighted average lease term		6.8 Years		6.4 Years		7.7 Years
Increase over average GAAP rents in prior year (a)		7.4%		10.6%		2.5%
Average free rent		6 Months		6 Months		7 Months
Tenant Improvements	$	22.42	$	31.86	$	25.89
Leasing Costs	$	10.56	$	11.80	$	11.45

(a)  The increase or decrease percentage is calculated by comparing average GAAP rents at properties that had leasing activity in the current year to average GAAP rents at the same properties in the prior year.

December 31, 2023| Page 20

Lease Expirations by Square Feet (Owned and Consolidated Properties)

December 31, 2023| Page 21

Lease Expirations with Annualized Rent per Square Foot (SF) (Owned and Consolidated Properties)

			Rentable				Annualized		Percentage
	Number of		Square				Rent		of Total
Year of	Leases		Footage		Annualized		Per Square		Annualized
Lease	Expiring		Subject to		Rent Under		Foot Under		Rent Under
Expiration	Within the		Expiring		Expiring		Expiring		Expiring	Cumulative
December 31,	Year (a)		Leases (e)		Leases (b)		Leases		Leases	Total
2024	47	(c)	518,878		$	15,816,296	$	30.48	12.5%	12.5%
2025	55		437,374			14,785,284		33.80	11.7%	24.2%
2026	43		567,886			20,136,729		35.46	15.9%	40.1%
2027	26		330,757			10,530,650		31.84	8.3%	48.4%
2028	19		233,589			7,484,290		32.04	5.9%	54.3%
2029	30		538,125			15,738,822		29.25	12.4%	66.7%
2030	11		307,108			9,327,691		30.37	7.4%	74.1%
2031	8		256,836			9,358,506		36.44	7.4%	81.5%
2032	1		5,901			—		—	0.0%	81.5%
2033	8		489,626			16,080,101		32.84	12.7%	94.2%
2034 and thereafter	39		443,514	(d)		7,275,536		16.40	5.8%	100.0%
Leased total	287		4,129,594		$	126,533,905	$	30.64	100.0%
Owned property vacant SF			1,444,903
Monument Circle vacant SF (e)			205,045
Total Portfolio Square Footage			5,779,542

(a) The number of leases approximates the number of tenants. Tenants with lease maturities in different years are included in annual totals for each lease. Tenants may have multiple leases in the same year.

(b) Annualized rent represents the monthly rent charged, including tenant reimbursements, for each lease in effect at December 31, 2023 multiplied by 12. Tenant reimbursements generally include payment of real estate taxes, operating expenses and common area maintenance and utility charges.

(c) Includes 4 leases that are month-to-month.

(d) Includes 61,623 square feet that are non-revenue producing building amenities.

(e) Includes one property known as Monument Circle that was consolidated in our financial statements effective January 1, 2023. Please see the note: Consolidation of Sponsored REIT on page 25 for more information.

December 31, 2023| Page 22

Capital Expenditures (Owned and Consolidated Properties)

(in thousands)									Year
	For the Three Months Ended								Ended
	31-Mar-23		30-Jun-23		30-Sep-23		31-Dec-23		31-Dec-23
Tenant improvements	$	3,047	$	4,381	$	3,653	$	5,295	$	16,376
Deferred leasing costs		908		3,230		1,114		1,649		6,901
Non-investment capex		2,967		2,042		1,775		5,230		12,014
Total Capital Expenditures	$	6,922	$	9,653	$	6,542	$	12,174	$	35,291

	For the Three Months Ended								Year Ended
	31-Mar-22		30-Jun-22		30-Sep-22		31-Dec-22		31-Dec-22
Tenant improvements	$	1,877	$	5,453	$	6,813	$	7,508	$	21,651
Deferred leasing costs		3,032		1,327		2,053		1,152		7,564
Non-investment capex		5,065		6,736		9,289		9,074		30,164
Total Capital Expenditures	$	9,974	$	13,516	$	18,155	$	17,734	$	59,379

First generation leasing and investment capital was $1.5 million for the year ended December 31, 2023 and $9.0 million for the year ended December 31, 2022.

December 31, 2023| Page 23

Disposition Activity (in thousands except for Square Feet)

Recent Dispositions:					Gross Sale		Gain (loss)
	City	State	Square Feet	Date Sold	Proceeds		on Sale
2023
Northwest Point	Elk Grove	IL	177,095	3/10/23	$	29,125	$	8,391
Forest Park	Charlotte	NC	64,198	8/9/23		9,200		(844)
Liberty Plaza (a)	Addison	TX	n/a	8/23/23		157		53
One Legacy Circle	Plano	TX	214,110	10/26/23		48,000		10,558
Blue Lagoon Drive	Miami	FL	213,182	12/6/23		68,000		(18,872)
2022
380 Interlocken	Broomfield	CO	240,359	8/31/22	$	42,000	$	5,665
390 Interlocken	Broomfield	CO	241,512	8/31/22		60,500		18,412
909 Davis	Evanston	IL	195,098	12/28/22		27,750		3,939
2021
One Ravinia	Atlanta	GA	386,602	5/27/21	$	74,879	$	29,075
Two Ravinia	Atlanta	GA	411,047	5/27/21		71,771		29
One Overton Park	Atlanta	GA	387,267	5/27/21		72,850		(6,336)
Loudoun Tech Center	Dulles	VA	136,658	6/29/21		17,250		(2,148)
River Crossing	Indianapolis	IN	205,729	8/31/21		35,050		(1,734)
Timberlake	Chesterfield	MO	234,496	9/23/21		44,667		6,184
Timberlake East	Chesterfield	MO	117,036	9/23/21		22,333		4,111
999 Peachtree	Atlanta	GA	621,946	10/22/21		223,900		86,766
Meadow Point	Chantilly	VA	138,537	11/16/21		25,500		1,878
Stonecroft	Chantilly	VA	111,469	11/16/21		14,500		(4,768)
2020
Emperor Boulevard	Durham	NC	259,531	12/23/20	$	89,700	$	41,928

(a) Conveyance of approximately 7,826 square feet of land as part of a road revitalization project.

December 31, 2023| Page 24

Loan Portfolio of Secured Real Estate (in thousands)

(dollars in thousands, except footnotes)			Maximum		Amount		Interest
		Maturity	Amount		Outstanding		Rate at
Sponsored REIT	Location	Date	of Loan		31-Dec-23		31-Dec-23
Mortgage loan secured by property
FSP Monument Circle LLC (1)	Indianapolis, IN	30-Sep-24	$	24,000	$	24,000	7.51%
			$	24,000	$	24,000

(1) Includes an origination fee of $164,000 and an exit fee of $38,000 when repaid by the borrower.

On September 26, 2023, the maturity date of this mortgage loan was extended to September 30, 2024. The mortgage loan is secured by the property and has been eliminated in consolidation, which is explained below.

Consolidation of Sponsored REIT 

As of January 1, 2023, we consolidated Monument Circle into our financial statements.  On October 29, 2021, we agreed to amend and restate our existing loan to Monument Circle that is secured by a mortgage on real estate owned by Monument Circle, which we refer to as the Sponsored REIT Loan.  The amended and restated Sponsored REIT Loan extended the maturity date from December 6, 2022 to June 30, 2023 (and was further extended to September 30, 2023 on June 26, 2023), increased the aggregate principal amount of the loan from $21 million to $24 million, and included certain other modifications.  On Septebmer 26, 2023, the maturity date was extended to September 30, 2024.  In consideration of our agreement to amend and restate the Sponsored REIT Loan, we obtained from the stockholders of Monument Circle the right to vote their shares in favor of any sale of the property owned by Monument Circle any time on or after January 1, 2023.  As a result of our obtaining this right to vote shares, GAAP variable interest entity (VIE) rules required us to consolidate Monument Circle as of January 1, 2023.  A gain on consolidation of approximately $0.4 million was recognized in the three months ended March 31, 2023.

Additional information about the consolidation of Monument Circle can be found in Note 1, “Organization, Properties, Basis of Presentation, Financial Instruments, and Recent Accounting Standards – Variable Interest Entities (VIEs)” and Note 2, “Related Party Transactions and Investments in Non-Consolidated Entities - Management fees and interest income from loans”, in the Notes to Consolidated Financial Statements included in our Annual Report on Form 10-K for the year ended December 31, 2023. 

December 31, 2023| Page 25

Net Asset Value Components

(in thousands except per share data)
	As of
	31-Dec-23		Assets:			Other information:
Total Market Capitalization Values			Straight-line rent receivable	$	40,397	Leased SF to be FFO producing
Shares outstanding		103,430.4	Assets held for sale		73,318	during 2024 (in 000's)		198
Closing price	$	2.56	Cash, cash equivalents and restricted cash		127,880
Market capitalization	$	264,782	Tenant rent receivables		2,191	Straight-line rental revenue current quarter	$	(198)
Debt		405,000	Prepaid expenses		2,793
Total Market Capitalization	$	669,782	Office computers and furniture		123
			Other assets:
			Deferred financing costs, net		1,760
	3 Months		Other assets - Right-to-Use Asset		309
	Ended			$	248,771
NOI Components	31-Dec-23
Same Store NOI (1)	$	14,328
Acquisitions (1) (2)		—	Liabilities:
Property NOI (1)		14,328	Debt (excluding contra for unamortized financing costs)	$	405,000	Footnotes to the components
Full quarter adjustment (3)		—	Accounts payable & accrued expenses		45,523	(1) See pages 11 & 30 for definitions and reconciliations.
Stabilized portfolio	$	14,328	Tenant security deposits		6,204
			Other liabilities: lease liability		334	(2) Includes NOI from acquisitions not in Same Store.
				$	457,061
Financial Statement Reconciliation:						(3) Adjustment to reflect property NOI for a full quarter in the quarter acquired, if necessary.
Rental Revenue	$	34,519
Rental operating expenses		(13,105)				(4) HB3 Tax in Texas is classified as an income tax, though we treat it as a real estate tax in Property NOI.
Real estate taxes and insurance		(5,943)
NOI from dispositions & acquisition properties		(751)				(5) Management & other fees are eliminated in consolidation but included in Property NOI.
Taxes (4)		(67)
Management & other fees (5)		(325)
Property NOI (1)	$	14,328

December 31, 2023| Page 26

Appendix: Non-GAAP Financial Measure Definitions

Definition of Funds From Operations (“FFO”)

The Company evaluates performance based on Funds From Operations, which we refer to as FFO, as management believes that FFO represents the most accurate measure of activity and is the basis for distributions paid to equity holders.  The Company defines FFO as net income or loss (computed in accordance with GAAP), excluding gains (or losses) from sales of property, hedge ineffectiveness, acquisition costs of newly acquired properties that are not capitalized and lease acquisition costs that are not capitalized plus depreciation and amortization, including amortization of acquired above and below market lease intangibles and impairment charges on mortgage loans, properties or investments in non-consolidated REITs, and after adjustments to exclude equity in income or losses from, and, to include the proportionate share of FFO from, non-consolidated REITs.  

FFO should not be considered as an alternative to net income or loss (determined in accordance with GAAP), nor as an indicator of the Company’s financial performance, nor as an alternative to cash flows from operating activities (determined in accordance with GAAP), nor as a measure of the Company’s liquidity, nor is it necessarily indicative of sufficient cash flow to fund all of the Company’s needs.

Other real estate companies and the National Association of Real Estate Investment Trusts, or NAREIT, may define this term in a different manner. We have included the NAREIT FFO definition as of May 17, 2016 in the table on page 9 and note that other REITs may not define FFO in accordance with the current NAREIT definition or may interpret the current NAREIT definition differently than we do.

We believe that in order to facilitate a clear understanding of the results of the Company, FFO should be examined in connection with net income or loss and cash flows from operating, investing and financing activities in the consolidated financial statements.

December 31, 2023| Page 27

Appendix: Non-GAAP Financial Measure Definitions

Definition of Earnings before Interest, Taxes, Depreciation and Amortization (EBITDA)
and Adjusted EBITDA

EBITDA is defined as net income or loss plus interest expense, income tax expense and depreciation and amortization expense. Adjusted EBITDA is defined as EBITDA excluding hedge ineffectiveness, gains or losses on extinguishment of debt, gains and losses on sales of properties or shares of equity investments or provisions for losses on assets held for sale or equity investments.  EBITDA and Adjusted EBITDA are not intended to represent cash flow for the period, are not presented as an alternative to operating income as an indicator of operating performance, should not be considered in isolation or as a substitute for measures of performance prepared in accordance with GAAP and are not indicative of operating income or cash provided by operating activities as determined under GAAP. EBITDA and Adjusted EBITDA are presented solely as a supplemental disclosure with respect to liquidity because the Company believes it provides useful information regarding the Company's ability to service or incur debt. Because all companies do not calculate EBITDA or Adjusted EBITDA the same way, this presentation may not be comparable to similarly titled measures of other companies. The Company believes that net income or loss is the financial measure calculated and presented in accordance with GAAP that is most directly comparable to EBITDA and Adjusted EBITDA.

Definition of Property Net Operating Income (Property NOI)

The Company provides property performance based on Net Operating Income, which we refer to as NOI. Management believes that investors are interested in this information. NOI is a non-GAAP financial measure that the Company defines as net income or loss (the most directly comparable GAAP financial measure) plus general and administrative expenses, depreciation and amortization, including amortization of acquired above and below market lease intangibles and impairment charges, interest expense, less equity in earnings of nonconsolidated REITs, interest income, management fee income, hedge ineffectiveness, gains or losses on extinguishment of debt, gains or losses on the sale of assets and excludes non-property specific income and expenses.  The information presented includes footnotes and the data is shown by region with properties owned in the periods presented, which we call Same Store. The comparative Same Store results include properties held for all periods presented.  We also exclude properties that have been acquired, consolidated or placed in service, but that do not have operating activity for all periods presented, dispositions and significant nonrecurring income such as bankruptcy settlements and lease termination fees.  NOI, as defined by the Company, may not be comparable to NOI reported by other REITs that define NOI differently. NOI should not be considered an alternative to net income or loss as an indication of our performance or to cash flows as a measure of the Company's liquidity or its ability to make distributions.

December 31, 2023| Page 28

Appendix: Non-GAAP Financial Measure Definitions

Definition of Adjusted Funds From Operations (AFFO)

The Company also evaluates performance based on Adjusted Funds From Operations, which we refer to as AFFO.  The Company defines AFFO as (1) FFO, (2) excluding loss on extinguishment of debt that is non-cash, (3) excluding our proportionate share of FFO and including distributions received, from non-consolidated REITs, (4) excluding the effect of straight-line rent, (5) plus the amortization of deferred financing costs, (6) plus the value of shares issued as compensation and (7) less recurring capital expenditures that are generally for maintenance of properties, which we call non-investment capex or are second generation capital expenditures.  Second generation costs include re-tenanting space after a tenant vacates, which include tenant improvements and leasing commissions.  

We exclude development/redevelopment activities, capital expenditures planned at acquisition and costs to reposition a property. We also exclude first generation leasing costs, which are generally to fill vacant space in properties we acquire or were planned for at acquisition.  

AFFO should not be considered as an alternative to net income or loss (determined in accordance with GAAP), nor as an indicator of the Company’s financial performance, nor as an alternative to cash flows from operating activities (determined in accordance with GAAP), nor as a measure of the Company’s liquidity, nor is it necessarily indicative of sufficient cash flow to fund all of the Company’s needs.  Other real estate companies may define this term in a different manner.  We believe that in order to facilitate a clear understanding of the results of the Company, AFFO should be examined in connection with net income or loss and cash flows from operating, investing and financing activities in the consolidated financial statements.  

December 31, 2023| Page 29

Investor Relations Contact Georgia Touma ~ 877.686.9496 InvestorRelations@fspreit.com Franklin Street Properties Corp. Supplemental Operating & Financial Data 401 Edgewater Place ~Wakefield, MA 01880 781.557.1300 ~ www.fspreit.com

December 31, 2023| Page 30

XML

Document and Entity Information	Feb. 26, 2024
Document and Entity Information [Abstract]
Document Type	8-K
Document Period End Date	Feb. 26, 2024
Entity File Number	001-32470
Entity Registrant Name	Franklin Street Properties Corp.
Entity Incorporation, State or Country Code	MD
Entity Tax Identification Number	04-3578653
Entity Address, Address Line One	401 Edgewater Place
Entity Address, Adress Line Two	Suite 200
Entity Address, State or Province	MA
Entity Address, City or Town	Wakefield
Entity Address, Postal Zip Code	01880
City Area Code	781
Local Phone Number	557-1300
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common Stock, $.0001 par value per share
Trading Symbol	FSP
Security Exchange Name	NYSEAMER
Entity Emerging Growth Company	false
Entity Central Index Key	0001031316
Amendment Flag	false