10-Q

Large accelerated filer

Accelerated filer

Non-accelerated filer

Smaller reporting company

Emerging growth company

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 10-Q


☒	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended March 31, 2025


☐	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from ___________ to ___________

Commission file number 1-42265

Curbline Properties Corp.

(Exact name of registrant as specified in its charter)


Maryland		93-4224532
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)

     320 Park Avenue
New York, New York

     10022

     (Address of principal executive offices)

     (Zip Code)

Registrant’s telephone number, including area code: (216) 755-5500

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, $0.01 Par Value Per Share	CURB	New York Stock Exchange

Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

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. ☒

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

As of April 22, 2025 the registrant had 105,215,056 shares of common stock, $0.01 par value per share, outstanding.

EXPLANATORY NOTE

This quarterly report of Curbline Properties Corp. (the “Company” or “Curbline”, “we” or “us”) includes the financial statements of the Company as of March 31, 2025 and December 31, 2024 and for the three months ended March 31, 2025 and 2024.

On October 1, 2024, SITE Centers Corp. (“SITE Centers”) completed the spin-off of Curbline, pursuant to which SITE Centers contributed 79 convenience properties to the Company. The spin-off was effected pursuant to the Separation and Distribution Agreement, dated as of October 1, 2024, among the Company, Curbline Properties LP, a subsidiary of the Company, and SITE Centers, as further described in the Information Statement (as defined below).

The spin-off is more fully described in the information statement included as Exhibit 99.1 to the Company’s Registration Statement on Form 10 (File No. 001-42265) filed with the Securities and Exchange Commission on September 3, 2024 (the “Information Statement”). The spin-off became effective at 12:01 a.m., Eastern Time, on October 1, 2024 (the “Spin-Off Date”). The Company’s common stock trades on the New York Stock Exchange under the symbol “CURB”.

The financial statements prior to the Spin-Off Date do not represent the financial statements of a legal entity, but rather a combination of entities under common control that have been “carved out” of the consolidated financial statements of SITE Centers and presented on a consolidated basis. Therefore, the consolidated financial statements prior to the Spin-Off Date are not necessarily indicative of the Company’s results of operations, cash flows or financial position following the completion of the spin-off. For more information regarding the risks related to our business, refer to the section captioned “1A. Risk Factors” contained in the Company’s Annual Report on Form 10-K.

Curbline Properties Corp.

QUARTERLY REPORT ON FORM 10-Q

Quarter Ended March 31, 2025

TABLE OF CONTENTS


PART I. FINANCIAL INFORMATION
Item 1.	Financial Statements – Unaudited
	Consolidated Balance Sheets as of March 31, 2025 and December 31, 2024	4
	Consolidated Statements of Operations for the Three Months Ended March 31, 2025 and 2024	5
	Consolidated Statements of Comprehensive Income for the Three Months Ended March 31, 2025 and 2024	6
	Consolidated Statements of Equity for the Three Months Ended March 31, 2025 and 2024	7
	Consolidated Statements of Cash Flows for the Three Months Ended March 31, 2025 and 2024	8
	Notes to Consolidated Financial Statements	9
Item 2.	Management's Discussion and Analysis of Financial Condition and Results of Operations	18
Item 3.	Quantitative and Qualitative Disclosures about Market Risk	29
Item 4.	Controls and Procedures	29
PART II. OTHER INFORMATION
Item 1.	Legal Proceedings	30
Item 1A.	Risk Factors	30
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	30
Item 3.	Defaults Upon Senior Securities	30
Item 4.	Mine Safety Disclosures	30
Item 5.	Other Information	30
Item 6.	Exhibits	31
SIGNATURES		32

Curbline Properties Corp.

CONSOLIDATED BALANCE SHEETS

(unaudited; in thousands, except share amounts)


	March 31, 2025			December 31, 2024
Assets
Land	$	541,584		$	490,563
Buildings		908,718			841,912
Fixtures and tenant improvements		84,442			80,636
		1,534,744			1,413,111
Less: Accumulated depreciation		(174,533	)		(165,350	)
		1,360,211			1,247,761
Construction in progress and land		15,217			14,456
Total real estate assets, net		1,375,428			1,262,217
Cash and cash equivalents		594,038			626,409
Accounts receivable, net		16,899			15,887
Amounts receivable from SITE Centers		32,579			33,762
Intangible assets, net		90,522			82,670
Other assets		11,218			12,153
	$	2,120,684		$	2,033,098
Liabilities and Equity
Indebtedness, net	$	98,988		$	—
Below-market leases, net		45,789			40,149
Dividends payable		17,278			26,674
Accounts payable and other liabilities		23,169			23,718
Total liabilities		185,224			90,541
Commitments and contingencies (Note 7)
Equity
Preferred Stock, par value $0.01 per share; 100,000,000 authorized; 0 shares outstanding at March 31, 2025 and December 31, 2024		—			—
Common Stock, par value $0.01 per share; 400,000,000 shares authorized; 105,214,483 and 105,043,781 shares outstanding at March 31, 2025 and December 31, 2024, respectively		1,052			1,050
Additional paid-in-capital		1,954,135			1,954,548
Accumulated distributions in excess of net income		(21,406	)		(15,021	)
Accumulated other comprehensive income		45			1,207
Total stockholders’ equity		1,933,826			1,941,784
Non-controlling interests		1,634			773
Total equity		1,935,460			1,942,557
	$	2,120,684		$	2,033,098

The accompanying notes are an integral part of these consolidated financial statements.

Curbline Properties Corp.

CONSOLIDATED STATEMENTS OF OPERATIONS

(unaudited; in thousands)


	Three Months
	Ended March 31,
	2025			2024
Revenues from operations:
Rental income	$	38,438		$	27,866
Other income		257			173
		38,695			28,039
Rental operation expenses:
Operating and maintenance		5,402			2,932
Real estate taxes		4,821			3,021
General and administrative		8,928			1,524
Depreciation and amortization		14,463			9,235
		33,614			16,712
Other income (expense):
Interest expense		(567	)		(250	)
Interest income		5,653			—
Other income (expense), net		458			(3,102	)
Gain on disposition of real estate, net		42			—
Income before tax expense		10,667			7,975
Tax expense of taxable REIT subsidiaries and state franchise and income taxes		(105	)		—
Net income	$	10,562		$	7,975
Income attributable to non-controlling interests		(12	)		—
Net income attributable to Curbline	$	10,550		$	7,975

Per share data:
Basic	$	0.10		$	0.08
Diluted	$	0.10		$	0.08

The accompanying notes are an integral part of these consolidated financial statements.

Curbline Properties Corp.

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(unaudited; in thousands)


	Three Months
	Ended March 31,
	2025			2024
Net income	$	10,562		$	7,975
Change in cash flow hedges		(1,163	)		—
Comprehensive income	$	9,399		$	7,975
Comprehensive income attributable to non-controlling interests		1			—
Net income attributable to non-controlling interests		(12	)		—
Total comprehensive income attributable to Curbline	$	9,388		$	7,975

The accompanying notes are an integral part of these consolidated financial statements.

Curbline Properties Corp.

CONSOLIDATED STATEMENTS OF EQUITY

(unaudited; in thousands)


	Curbline Equity
	Common Stock Amounts			Additional Paid-in Capital			Accumulated Distributions in Excess of Net Income			Accumulated Other Comprehensive Income			Total Stockholders’ Equity			Non-controlling Interests - Unit Holders in Operating Partnership			Total Equity
Balance, December 31, 2024	$	1,050		$	1,954,548		$	(15,021	)	$	1,207		$	1,941,784		$	773		$	1,942,557
Issuance of common stock related to stock plans		3			(3	)		—			—			—			—			—
Stock-based awards retained for taxes		(1	)		(2,973	)		—			—			(2,974	)		—			(2,974	)
Stock-based compensation, net		—			2,428			—			—			2,428			1,166			3,594
Dividend and distributions, net declared		—			(18	)		(16,935	)		—			(16,953	)		(163	)		(17,116	)
Rebalancing of non-controlling interests		—			153			—			—			153			(153	)		—
Other comprehensive loss		—			—			—			(1,162	)		(1,162	)		(1	)		(1,163	)
Net income		—			—			10,550			—			10,550			12			10,562
Balance, March 31, 2025	$	1,052		$	1,954,135		$	(21,406	)	$	45		$	1,933,826		$	1,634		$	1,935,460


	Curbline Equity
	Common Stock Amounts		Additional Paid-in Capital		Accumulated Distributions in Excess of Net Income		Net Parent Investment		Accumulated Other Comprehensive Income		Total Parent Company Equity		Non-controlling Interests - Unit Holders in Operating Partnership		Total Equity
Balance, December 31, 2023	$	—	$	—	$	—	$	862,638	$	—	$	862,638	$	—	$	862,638
Net transactions with SITE Centers prior to Spin-Off		—		—		—		8,338		—		8,338		—		8,338
Net income		—		—		—		7,975		—		7,975		—		7,975
Balance, March 31, 2024	$	—	$	—	$	—	$	878,951	$	—	$	878,951	$	—	$	878,951

The accompanying notes are an integral part of these consolidated financial statements.

Curbline Properties Corp.

CONSOLIDATED STATEMENTS OF CASH FLOWS

(unaudited; in thousands)


	Three Months
	Ended March 31,
	2025			2024
Cash flow from operating activities:
Net income	$	10,562		$	7,975
Adjustments to reconcile net income to net cash flow provided by operating activities:
Depreciation and amortization		14,463			9,235
Amortization and write-off of debt issuance costs		253			20
Stock-based compensation		3,594			—
Assumption of buildings due to ground lease terminations		(704	)		(1,952	)
Gain on disposition of real estate		(42	)		—
Net change in accounts receivable		(679	)		486
Net change in accounts payable and accrued expenses		(2,179	)		1,927
Net change in other operating assets and liabilities		103			(2,227	)
Total adjustments		14,809			7,489
Net cash flow provided by operating activities		25,371			15,464
Cash flow from investing activities:
Real estate acquired, net of liabilities and cash assumed		(125,125	)		(18,065	)
Acquisition escrow deposits		(1,291	)		—
Real estate improvements to operating real estate		(1,841	)		(4,692	)
Net cash flow used for investing activities		(128,257	)		(22,757	)
Cash flow from financing activities:
Proceeds from term loan		100,000			—
Repayment of mortgage debt		—			(134	)
Taxes withheld for vested restricted stock		(2,974	)		—
Transactions with SITE Centers		—			8,338
Dividends paid		(26,511	)		—
Net cash flow provided by financing activities		70,515			8,204

Net (decrease) increase in cash, cash equivalents and restricted cash		(32,371	)		911
Cash, cash equivalents and restricted cash, beginning of period		626,409			721
Cash, cash equivalents and restricted cash, end of period	$	594,038		$	1,632

The accompanying notes are an integral part of these consolidated financial statements.

Notes to Consolidated Financial Statements

Nature of Business and Financial Statement Presentation

Nature of Business

Curbline Properties Corp., a Maryland corporation, and its consolidated subsidiaries (collectively, the “Company” or “Curbline”) are primarily engaged in the business of owning, leasing, acquiring, and managing convenience shopping centers located in suburban, high household income communities. Curbline Properties LP (the “Operating Partnership”) is a Delaware limited partnership formed to serve as Curbline’s majority-owned partnership subsidiary and to own, through affiliates, all of our real estate properties and assets. The Operating Partnership’s capital includes common general and limited partnership interests in the operating partnership (“Common Units”) and LTIP Units, as described in Note 9 (together with the Common Units, the “OP Units”). As of March 31, 2025, Curbline owned, from a legal perspective, approximately 99.12% of the outstanding OP Units, including all of the outstanding Common Units, with the remaining OP Units held by members of management through LTIP Units subject to vesting requirements. Unless otherwise provided, references herein to the Company or Curbline include Curbline Properties Corp. and Curbline Properties LP and their consolidated subsidiaries. The Company’s tenant base includes a mixture of national, regional and local tenants. Consequently, the Company’s credit risk is primarily concentrated in the retail industry.

On October 1, 2024 (the “Spin-Off Date”), Curbline, the Operating Partnership and SITE Centers Corp. (“SITE Centers”) entered into a Separation and Distribution Agreement (the “Separation and Distribution Agreement”), pursuant to which, among other things, SITE Centers transferred its portfolio of convenience shopping centers, $800.0 million of unrestricted cash and certain other assets, liabilities and obligations to Curbline and effected a pro rata special distribution of all of the outstanding shares of Curbline common stock to common shareholders of SITE Centers as of September 23, 2024, the record date (the “Spin-Off”). As of March 31, 2025, the Company owned 107 convenience shopping centers consisting of 3.4 million square feet of gross leasable area (“GLA”).

Prior to the Spin-Off

For the three months ended March 31, 2024, the accompanying historical consolidated financial statements and related notes of the Company do not represent the statement of operations and cash flows of a legal entity, but rather a combination of entities under common control that have been “carved out” of SITE Centers’ consolidated financial statements and presented herein, in each case, in accordance with U.S. generally accepted accounting principles (“GAAP”). Intercompany transactions and balances have been eliminated in combination.

The consolidated statements of operations and cash flows as of March 31, 2024 reflect the revenues and direct expenses of the Company and include material assets and liabilities of SITE Centers that are specifically attributable to the Company. Net parent investment reflected on the consolidated statements of equity prior to the Spin-Off Date represents the excess of total assets over total liabilities. Net parent investment is impacted by contributions from and distributions to SITE Centers, which are the result of treasury activities and net funding provided by or distributed to SITE Centers prior to the Spin-Off, as well as the allocated costs and expenses described below.

Further, the consolidated statements of operations and cash flows as of March 31, 2024 include an allocation of indirect costs and expenses incurred by SITE Centers related to the Company, primarily consisting of compensation and other general and administrative costs using the relative percentage of GLA of the Company and SITE Centers’ management’s knowledge of the Company. The amounts allocated in the accompanying consolidated financial statements are not necessarily indicative of the actual amount of such indirect expenses that would have been recorded had the Company been a separate independent entity during the applicable periods. The Company believes the assumptions underlying the allocation of indirect expenses are reasonable.

Use of Estimates in Preparation of Financial Statements

The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities and the reported amounts of revenues and expenses during the year. Actual results could differ from those estimates.

Unaudited Interim Financial Statements

These financial statements have been prepared by the Company in accordance with GAAP for interim financial information and the applicable rules and regulations of the Securities and Exchange Commission. Accordingly, they do not include all information and footnotes required by GAAP for complete financial statements. However, in the opinion of management, the interim financial statements include all adjustments, consisting of only normal recurring adjustments, necessary for a fair statement of the results of the periods presented. The results of operations for the three months ended March 31, 2025 and 2024, are not necessarily indicative of the

results that may be expected for the full year. These unaudited consolidated financial statements should be read in conjunction with the Company’s audited financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2024.

Principles of Consolidation

The consolidated financial statements include the results of the Company, the Operating Partnership and their consolidated subsidiaries. Interests in the Operating Partnership not owned by the Company are referred to as non-controlling interests. These non-controlling interests are held by members of management in the form of LTIP Units issued pursuant to the Company’s 2024 Equity and Incentive Compensation Plan. All significant intercompany balances and transactions have been eliminated in consolidation.

Statements of Cash Flows and Supplemental Disclosure of Non-Cash Investing and Financing Information

Non-cash investing and financing activities are summarized as follows (in millions):


	Three Months
	Ended March 31,
	2025		2024
Accounts payable related to construction in progress	$	1.1	$	1.3
Accounts receivable related to construction in progress		0.9		—
Accounts payable related to future acquisitions		0.5		—
Assumption of buildings due to ground lease terminations		0.7		2.0
Dividends declared, but not paid		17.3		—

Non-Controlling Interests

Non-controlling interests in the Operating Partnership include limited partnership interests in the Operating Partnership in the form of LTIP Unit awards classified as equity. Net income allocated to the non-controlling interests related to the service-based LTIP Units is based on the weighted average ownership during the period. The Company will adjust the carrying value of the non-controlling interests to reflect its share of the book value of the Operating Partnership when there has been a change in the Company’s ownership of the Operating Partnership. Such adjustments will be recorded to additional paid-in capital as a rebalancing of non-controlling interests on the accompanying consolidated statements of equity.

Segments

The Company has a single operating segment. The Company’s convenience shopping centers have common characteristics and are managed on a consolidated basis. The Company does not differentiate among properties on a geographical basis or any other basis for purposes of allocating resources or capital. The Company’s Chief Operating Decision Maker (“CODM”) may review operational and financial data on an ad-hoc basis at a property level.

The Company’s CODM is the chief executive officer. The CODM assesses performance for the segment and decides how to allocate resources based on net income as reported on the consolidated statements of operations. In addition, the CODM uses net operating income (“NOI”) as a supplemental measure to evaluate and assess the performance of the Company’s operating portfolio. The Company defines NOI as property revenues less property-related expenses and excludes depreciation and amortization expense, interest income and expense and corporate level transactions. The CODM reviews significant expenses associated with the Company’s single operating segment which are presented on the consolidated statements of operations. The CODM uses net income and NOI to evaluate income generated from the Company’s shopping centers in deciding whether to reinvest or allocate profits to capital expenditures, acquisitions or dividends. Net income and NOI are also used to monitor budget versus actual results in assessing the performance of the Company’s properties. The measure of segment assets is reported in the consolidated balance sheets as total consolidated assets.

Recently Issued Accounting Standards

Income Taxes. In December 2023, the FASB issued ASU 2023-09 which enhances income tax disclosure requirements in accordance with FASB ASC 740, Income Taxes. The amendments in this update are effective for annual reporting periods beginning after December 15, 2024. The Company will review the extent of the new disclosure necessary prior to implementation. Other than additional disclosure, the adoption of this ASU is not expected to have a material impact on the Company’s financial position and/or result of operations.

Expense Disaggregation Disclosures. In November 2024, the FASB issued ASU 2024-03, which requires additional disaggregated disclosure about certain income statement expense line items. ASU 2024-03 is effective for annual reporting periods

beginning after December 15, 2026 and interim periods within the fiscal years beginning after December 15, 2027. Other than additional disclosure, the adoption of this ASU is not expected to have a material impact on the Company’s financial position and/or results of operations.

Acquisitions

During the three months ended March 31, 2025, the Company acquired 11 convenience shopping centers for a gross purchase price of $124.2 million. The fair value of the acquisitions was allocated as follows (in thousands):


				Weighted-Average Amortization Period (in Years)
Land	$	50,983		N/A
Buildings		66,092		(A)
Tenant improvements		2,517		(A)
In-place leases (including lease origination costs and fair market value of leases)		12,651		5.0
Other assets assumed		39		N/A
		132,282
Less: Below-market leases		(6,729	)	13.5
Less: Other liabilities assumed		(428	)	N/A
Net assets acquired	$	125,125

(A)

Depreciated in accordance with the Company’s policy.

Total consideration for the acquisitions was paid in cash. Included in the Company’s consolidated statements of operations for the three months ended March 31, 2025, was $1.0 million in total revenues from the date of acquisition through March 31, 2025, for the properties acquired in 2025.

Other Assets and Intangibles, net

Other assets, liabilities and intangibles consist of the following (in thousands):


	March 31, 2025
	Asset		Accumulated Amortization			Net
Intangible assets, net:
In-place leases	$	89,076	$	(32,292	)	$	56,784
Above-market leases		4,946		(2,292	)		2,654
Lease origination costs		21,051		(4,926	)		16,125
Tenant relationships		652		(534	)		118
Below-market leases (as lessee)		14,893		(52	)		14,841
Total intangible assets, net	$	130,618	$	(40,096	)	$	90,522
Other assets:
Prepaid expenses						$	3,634
Other assets							2,740
Deposits							1,258
Swap receivable							45
Deferred charges, net(A)							3,541
Total other assets						$	11,218
	Liability		Accumulated Amortization			Net
Below-market leases, net	$	53,864	$	(8,075	)	$	45,789

(A)

Includes the unamortized portion of the $4.0 million of fees incurred to obtain the Revolving Credit Facility (defined below) (Note 5).


	December 31, 2024
	Asset		Accumulated Amortization			Net
Intangible assets, net:
In-place leases	$	78,997	$	(28,533	)	$	50,464
Above-market leases		4,573		(2,133	)		2,440
Lease origination costs		19,122		(4,338	)		14,784
Tenant relationships		652		(528	)		124
Below-market leases (as lessee)		14,893		(35	)		14,858
Total intangible assets, net	$	118,237	$	(35,567	)	$	82,670
Other assets:
Prepaid expenses						$	3,620
Other assets							1,319
Deposits							1,201
Swap receivable							1,208
Deferred charges, net(A)							4,805
Total other assets						$	12,153
	Liability		Accumulated Amortization			Net
Below-market leases, net	$	47,226	$	(7,077	)	$	40,149

(A)

Includes the unamortized portion of the $5.1 million of fees incurred to obtain the Revolving Credit Facility and Term Loan Facility (each as defined below) (Note 5).

Amortization for the three months ended March 31, 2025 and 2024 related to the Company’s intangibles, excluding Below-market leases (as lessee), was as follows (in thousands):


Year	Income		Expense
2025	$	930	$	4,410
2024		595		2,140

Leases

The disaggregation of the Company’s lease income, which is included in rental income on the Company’s consolidated statements of operations, as either fixed or variable lease income, for the three months ended March 31, 2025 and 2024, was as follows (in thousands):


	Three Months Ended March 31,
	2025			2024
Rental income:
Fixed lease income(A)	$	27,516		$	19,768
Variable lease income(B)		10,211			7,666
Above-market and below-market leases amortization, net		930			595
Uncollectible revenue(C)		(219	)		(163	)
Total rental income	$	38,438		$	27,866

(A)

Includes minimum base rents, fixed expense reimbursements, ancillary income and straight-line rent adjustments.

(B)

Includes expense reimbursements, overage rent, lease termination fee income and ancillary income.

(C)

The amounts represent adjustments associated with potentially uncollectible revenue and disputed amounts.

Indebtedness, net

Revolving Credit Facility and Term Loan Facility

In connection with the Spin-Off, on October 1, 2024, the Company and the Operating Partnership entered into a Credit Agreement with a syndicate of lenders and Wells Fargo Bank, National Association, as administrative agent, which provides for (i) an unsecured revolving credit facility in the amount of $400.0 million (the “Revolving Credit Facility”) and (ii) an unsecured, delayed

draw term loan facility in the amount of $100.0 million (the “Term Loan Facility” and, together with the Revolving Credit Facility, the “Credit Facilities”). The Revolving Credit Facility also provides a $35.0 million sublimit for letters of credit. The aggregate amount available under the Credit Facilities may be increased to $750.0 million so long as existing or new lenders agree to provide incremental commitments and subject to the satisfaction of certain customary conditions. The Revolving Credit Facility matures on September 29, 2028, subject to two six-month options to extend the maturity to September 29, 2029 subject to the satisfaction of certain conditions. Any loan under the Term Loan Facility will mature on October 1, 2027, subject to two one-year options to extend its maturity to October 1, 2029 at the Operating Partnership’s option and subject to the satisfaction of certain conditions.

Borrowings under the Revolving Credit Facility bear interest at variable rates at the Operating Partnership’s election, based on either (i) the term or daily simple SOFR rate plus a credit spread adjustment plus an applicable margin, or (ii) the alternative base rate plus an applicable margin. The Revolving Credit Facility also provides for a facility fee, paid on a quarterly basis. Each of the applicable margin and the facility fee under the Revolving Credit Facility varies based on whether the Company has obtained a long-term senior unsecured debt rating of at least BBB- (or the equivalent) from S&P Global Ratings or Fitch Investor Services Inc. or a long-term unsecured debt rating of Baa3 (or the equivalent) from Moody’s Investors Service, Inc. (each, an “IG Rating”). Prior to obtaining an IG Rating, each of the applicable margin and facility fee is based on the Company’s ratio of consolidated outstanding indebtedness to consolidated market value and after obtaining an IG Rating, the applicable margin and facility fee will be based on the Company’s IG Rating.

Loans under the Term Loan Facility bear interest at variable rates at the Operating Partnership’s election, based on either (i) the term or daily simple SOFR rate plus a credit spread adjustment plus an applicable margin or (ii) the alternative base rate plus an applicable margin. The Term Loan Facility also provided for the payment of a ticking fee prior to the expiration of the Term Loan Facility availability period. Similar to the Revolving Credit Facility, the applicable margin under the Term Loan Facility varies. Prior to obtaining an IG Rating, the applicable margin is based on the Company’s ratio of consolidated outstanding indebtedness to consolidated market value and after obtaining an IG Rating, the applicable margin will be based on the Company’s IG Rating. In October 2024, the Company entered into a $100.0 million interest rate swap agreement to fix the variable-rate SOFR component of the Company’s $100.0 million Term Loan Facility at 3.578%, from April 1, 2025 through October 1, 2028. The all-in rate of the Term Loan Facility was fixed at 5.078% based on the loan’s current applicable spread.

As of March 31, 2025, $100.0 million had been drawn and was outstanding on the Term Loan Facility and no amounts have been drawn on the Revolving Credit Facility. As of December 31, 2024, no amounts had been drawn or were outstanding on either of the Credit Facilities. The outstanding indebtedness is summarized as follows (in thousands):


	March 31, 2025
Term loan facility	$	100,000
Less: Unamortized debt issuance costs		(1,012	)
Total indebtedness	$	98,988

Financial Instruments and Fair Value Measurements

The following methods and assumptions were used by the Company in estimating fair value disclosures of financial instruments:

Cash and Cash Equivalents, Restricted Cash, Accounts Receivable and Accounts Payable and Other Liabilities

The carrying amounts reported in the Company’s consolidated balance sheets for these financial instruments approximated fair value because of their short-term maturities.

Indebtedness

The fair market value of debt is estimated using a discounted cash flow technique that incorporates future contractual interest and principal payments and a market interest yield curve with adjustments for duration, optionality and risk profile, including the Company’s non-performance risk and loan to value, and is classified as Level 3 in the fair value hierarchy.

Considerable judgment is necessary to develop estimated fair values of financial instruments. Accordingly, the estimates presented are not necessarily indicative of the amounts the Company could realize on disposition of the financial instruments. At March 31, 2025, the carrying amount of indebtedness was $99.0 million and the fair value was $100.0 million. There was no mortgage indebtedness outstanding at December 31, 2024.

Items Measured on Fair Value on a Recurring Basis - Derivatives

The Company has a pay-fixed interest rate swap to manage some of its exposure to future changes in benchmark-interest rates. The estimated fair value was determined using the market standard methodology of netting the discounted fixed cash payments and the discounted expected variable cash receipts. The variable cash receipts are based on an expectation of interest rates (forward curves) derived from observable market interest rate curves. In addition, credit valuation adjustments, which consider the impact of any credit enhancements to the contract, are incorporated in the fair value to account for potential non-performance risk, including the Company’s own non-performance risk and the respective counterparty’s non-performance risk. The Company determined that the significant inputs used to value its derivative fell within Level 2 of the fair value hierarchy. The Company maintains swap agreements (included in other assets) measured at fair value on a recurring basis. As of March 31, 2025, the fair value of the Company’s swap agreement was $45 thousand.

Risk Management Objective of Using Derivatives

The Company is exposed to certain risks arising from both its business operations and economic conditions. The Company principally manages its exposures to a wide variety of business and operational risks through management of its core business activities. The Company manages economic risks, including interest rate, liquidity and credit risk, primarily by managing the amount, sources and duration of its debt funding and, from time to time, through the use of derivative financial instruments. Specifically, the Company enters into derivative financial instruments to manage exposures that arise from business activities that result in the receipt or payment of future known and uncertain cash amounts, the values of which are determined by interest rates. The Company’s derivative financial instruments are used to manage differences in the amount, timing and duration of the Company’s known or expected cash receipts and its known or expected cash payments principally related to the Company’s borrowings.

Cash Flow Hedges of Interest Rate Risk

The Company’s objectives in using interest rate derivatives are to manage its exposure to interest rate movements. To accomplish this objective, the Company generally uses swaps and caps as part of its interest rate risk management strategy. The swaps designated as cash flow hedges involve the receipt of variable-rate amounts from a counterparty in exchange for the Company making fixed-rate payments over the life of the agreements without exchange of the underlying notional amount.

As of March 31, 2025, the Company had one effective starting swap with a notional amount of $100.0 million, expiring in October 2028, which converts the variable-rate SOFR component of the interest rate applicable to its Term Loan Facility to a fixed rate of 3.578% (Note 5).

The effective portion of changes in the fair value of derivatives designated, and that qualify, as a cash flow hedge are recorded in Accumulated Other Comprehensive Income (“OCI”) and are subsequently reclassified into interest expense, in the period that the hedged forecasted transaction affects earnings. All components of the swap were included in the assessment of hedge effectiveness. The Company expects to reflect, within the next 12 months, a decrease to interest expense (and a corresponding increase to earnings) of approximately $0.3 million.

The Company is exposed to credit risk in the event of non-performance by the counterparty to the swap if the derivative position has a positive balance. The Company believes it mitigates its credit risk by entering into swaps with major financial institutions. The Company continually monitors and actively manages interest costs on its variable-rate debt portfolio and may enter into additional interest rate swap positions or other derivative interest rate instruments based on market conditions. The Company has not entered, and does not plan to enter, into any derivative financial instruments for trading or speculative purposes.

Credit Risk-Related Contingent Features

The Company has an agreement with the swap counterparty that contains a provision whereby if the Company defaults on certain of its indebtedness, the Company could also be declared in default on the swap, resulting in an acceleration of payment under the swap.

Commitments and Contingencies

Legal Matters

The Company and its subsidiaries are subject to various legal proceedings, which, taken together, are not expected to have a material adverse effect on the Company. The Company is also subject to a variety of legal actions for personal injury or property damage arising in the ordinary course of its business, most of which are covered by insurance. While the resolution of all matters

cannot be predicted with certainty, management believes that the final outcome of such legal proceedings and claims will not have a material adverse effect on the Company’s liquidity, financial position or results of operations.

Commitments and Guarantees

The Company routinely enters into contracts for the maintenance of its properties. These contracts typically can be canceled upon 30 to 60 days’ notice without penalty. At March 31, 2025, the Company had purchase order obligations, typically payable within one year, aggregating approximately $0.9 million related to the maintenance of its properties and general and administrative expenses.

Accumulated Other Comprehensive Income

The changes in Accumulated OCI by component are as follows (in thousands):


	Gains and Losses on Cash Flow Hedges
Balance, December 31, 2024	$	1,207
Change in fair value of cash flow hedges		(1,163	)
Comprehensive income attributable to non-controlling interests		1
Balance, March 31, 2025(A)	$	45

(A)

Includes derivative financial instruments entered into by the Company on its Term Loan Facility (Note 5)

Stock-Based Compensation and Employee Benefits

Restricted Stock

On February 22, 2025, the Company granted a total of 30,924 shares of service-based restricted stock to its executive officers and other employees with an aggregate value of $0.8 million, which will vest ratably over a four-year period with the first vesting date being February 22, 2026, subject to the continued employment of the applicable executive officer or employee.

LTIP Units

LTIP Units represent limited partnership units in the Operating Partnership, an entity through which the Company conducts its business, and are structured to qualify as “profits interests” for federal income tax purposes. Awards of LTIP Units shall be valued by reference to our common stock. When issued, LTIP Units do not have full parity, on a per unit basis, with the Common Units. To the extent they receive sufficient allocations of book gain for tax purposes, the LTIP Units can over time achieve full parity with Common Units, at which time vested LTIP Units will be converted into Common Units on a one-for-one basis. Vested LTIP Units that have not achieved full parity with Common Units may also convert into Common Units on a less than a one-for-one basis based on relative capital accounts. Regular and other non-liquidating distributions will be made by the Operating Partnership with respect to unvested LTIP Units as provided in the applicable award agreement for such units. Each Common Unit acquired upon conversion of a vested LTIP Unit may be presented, at the election of the holder, for redemption for cash equal to the market price of a share of common stock of the Company, except that the Company may, at its election, acquire each Common Unit so presented for one share of common stock, subject to certain adjustments. Generally, LTIP Units entitle the holder to receive distributions from the Operating Partnership that are equivalent to the dividends and distributions that would be made with respect to the number of shares of common stock underlying such LTIP Units, though receipt of such distributions may be delayed or made contingent on vesting.

On October 15, 2024, the CEO was granted service-based LTIP Units pursuant to his employment agreement with a value of $2.7 million, which equated to 116,532 LTIP Units, which will vest ratably over a four-year period with the first vesting date being October 15, 2025, subject to his continued employment. On February 22, 2025, the CEO was granted service-based LTIP Units pursuant to his employment agreement with a value of $0.8 million, which equated to 32,391 LTIP Units, which will vest ratably over a three-year period with the first vesting date being February 22, 2026, subject to his continued employment. The grant values were equal to the market value of the Company’s common stock at the dates of the grants.

Non-Cash Compensation Expense

The amounts recorded in general and administrative expenses in the Company’s consolidated statements of operations for the amortization of all of the awards and service-based LTIP Units for the three months ended March 31, 2025, consisted of the following (in thousands):


	Three months ended March 31,
Non-Cash Compensation Expense	2025
Restricted stock units (“RSUs”)	$	2,146
Restricted stock awards (“RSAs”)		150
Service-based LTIP Units		379
Performance-Based Restricted Stock Awards (“PRSAs”)		132
Performance-Based LTIP Units (“PB LTIPs”)		787
Total non-cash compensation expense	$	3,594

10.

Earnings Per Share

On February 26, 2025, the Company declared a quarterly cash dividend of $0.16 per share of common stock for the first quarter of 2025, paid on April 8, 2025. The calculation of basic and diluted earnings per share for any period presented prior to the Spin-Off from SITE Centers was based on the number of shares outstanding on October 1, 2024. For periods prior to the Spin-Off, it is assumed that there are no dilutive equity instruments as there were no Curbline stock-based awards outstanding prior to the Spin-Off Date.

The following table provides a reconciliation of net income and the number of shares of common stock used in the computations of “basic” earnings per share (“EPS”), which utilizes the weighted-average number of shares of common stock outstanding without regard to potentially dilutive shares of common stock, and “diluted” EPS, which includes all such shares (in thousands, except per share amounts).


	For the Three Months Ended March 31,
	2025			2024
Numerators – Basic and Diluted
Net income	$	10,562		$	7,975
Income attributable to non-controlling interests		(12	)		—
Earnings attributable to unvested shares		(134	)		—
Net income attributable to common stockholders after allocation to participating securities	$	10,416		$	7,975

Denominators – Number of Shares
Basic – Average shares outstanding		104,912			104,860
Assumed conversion of dilutive securities - PRSAs and PB LTIPs		225		N/A
Diluted – Average shares outstanding		105,137			104,860

Earnings Per Share:
Basic	$	0.10		$	0.08
Diluted	$	0.10		$	0.08

Basic average shares outstanding do not include RSUs totaling 0.8 million and RSAs totaling 0.1 million that were not vested at March 31, 2025. Dividends are paid on the outstanding RSUs and RSAs, which makes these shares participating securities.

PRSAs and PB LTIPs issued to certain executives were considered dilutive and are included in the computation of diluted EPS for the three months ended March 31, 2025.

11.

Agreements and Transactions with SITE Centers

Following the Spin-Off, Curbline operates as an independent public company. To govern certain ongoing relationships between the Company, the Operating Partnership and SITE Centers after the distribution, and to provide for the allocation among the Company, the Operating Partnership and SITE Centers of SITE Centers’ assets, liabilities and obligations attributable to periods both prior to and following the separation of the Company and the Operating Partnership from SITE Centers, the Company, the Operating Partnership and SITE Centers entered into agreements pursuant to which certain services and rights are provided following the

Spin-Off, and the Company, the Operating Partnership and SITE Centers will indemnify each other against certain liabilities arising from their respective businesses. The Separation and Distribution Agreement, as well as the Tax Matters Agreement, the Employee Matters Agreement, the Shared Services Agreement (each as defined below) and other agreements governing ongoing relationships were negotiated between related parties and their terms, including fees and other amounts payable, may not be on the same terms as if they had been negotiated at arm’s length with an unaffiliated third party.

Separation and Distribution Agreement

The Separation and Distribution Agreement contains obligations for SITE Centers to complete certain redevelopment projects at properties that are owned by the Company. At March 31, 2025, the remaining amount, which is recorded in amounts receivable from SITE Centers in the consolidated balance sheets, was $32.0 million.

Shared Services Agreement

The fair value of the services received by the Company, which was in excess of the fee paid and the fair value of the services provided to SITE Centers, is reflected as an additional expense within general and administrative expense and income within other income (expense), net in the consolidated statement of operations which amounted to $0.6 million for the three months ended March 31, 2025.

Pursuant to the Shared Services Agreement, Curbline has the right to use the SITE Centers’ office space including the location in New York. This arrangement is considered an embedded lease based on the criteria specified in Topic 842. The amount recorded under the Shared Services Agreement is variable and the embedded lease rent expense of $0.4 million is included in general and administrative expense on the consolidated statements of operations for the three months ended March 31, 2025.

Summary

For the three months ended March 31, 2025, the Company expensed $0.7 million of fees to SITE Centers, which are included in general and administrative expense on the consolidated statements of operations, related to the Shared Services Agreement and are equal to 2% of Curbline’s Gross Revenue. Amounts receivable from SITE Centers and amounts payable to SITE Centers (included in accounts payable and other liabilities on the consolidated balance sheets) as of March 31, 2025 under the agreements described above aggregated $32.6 million and $0.2 million, respectively.

12.

Subsequent Events

In April 2025, the Company acquired five convenience shopping centers for an aggregate purchase price of $14.9 million.

In October 2024, the Company entered into a lease agreement with SITE Centers under the Separation and Distribution Agreement where SITE Centers will lease a portion of a property for one year beginning on April 1, 2025. SITE Centers will pay annual rents of $0.8 million as well as a proportionate share of real estate tax expense. The first payment was made by SITE Centers in April 2025 and will be reflected in rental income.

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OPERATIONS

Management’s Discussion and Analysis of Financial Condition and Results of Operations (“MD&A”) provides readers with a perspective from management on the financial condition, results of operations and liquidity of Curbline Properties Corp. and its consolidated subsidiaries (collectively, the “Company” or “Curbline”) and other factors that may affect the Company’s future results. The Company believes it is important to read the MD&A in conjunction with the Company’s consolidated financial statements and the notes thereto appearing elsewhere in this report as well as its Annual Report on Form 10-K for the year ended December 31, 2024 and other publicly available information.

The Company considers portions of the information in this quarterly report, including MD&A, to be forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934, both as amended, with respect to the Company’s expectation for future periods. Although the Company 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. For this purpose, any statements contained herein that are not historical fact, including statements regarding the Company’s projected operational and financial performance, strategy, prospects and plans, may be deemed to be forward-looking statements. There are a number of important factors that could cause our results to differ materially from those indicated by such forward-looking statements, including, among other factors, (1) changes in the economic performance and value of the Company’s properties as a result of broad economic and local conditions, such as inflation, interest rate volatility and market reaction to tariffs and other trade policies; (2) changes in local conditions such as an increase or decrease in the supply of, or demand for, retail real estate space in our geographic markets; (3) the impact of changes in consumer trends, distribution channels, suburban population, retailing practices and the space needs of tenants; (4) our dependence on rental income which depends on the successful operations and financial condition of tenants, the loss of which, including as a result of downsizing or bankruptcy, could result in significant occupancy loss and negatively impact rental income from our properties; (5) our ability to enter into new leases and renew existing leases, in each case, on favorable terms; (6) our ability to identify, acquire, construct or develop additional properties that produce the cash flows that we expect and may be limited by competitive pressures, and our ability to manage our growth effectively and capture the efficiencies of scale that we expect from expansion; (7) potential environmental liabilities; (8) our ability to secure debt and equity financing on commercially acceptable terms or at all; (9) the illiquidity of real estate investments which could limit our ability to make changes to our portfolio to respond to economic or other conditions; (10) property damage, expenses related thereto and other business and economic consequences (including the potential loss of rental revenues) resulting from climate change, natural disasters, public health crises and weather-related factors in locations where we own properties, the ability to estimate accurately the amounts thereof and the sufficiency and timing of any insurance recovery payments related to such damages; (11) any change in strategy; (12) the effect of future offerings of debt and equity securities on the value of our common stock; (13) any disruption, failure or breach of the networks or systems on which the Company relies, including as a result of cyber-attacks; (14) impairment in the value of real estate property that we own; (15) changes in tax laws impacting REITs and real estate in general, as well as our ability to qualify as a REIT and to maintain REIT status once elected and (16) our ability to retain and attract key management personnel. For additional factors that could cause the results of the Company to differ materially from those indicated in the forward-looking statements, please refer to the Company’s Annual Report on Form 10-K under “Item 1A. Risk Factors”. The Company undertakes no obligation to publicly revise these forward-looking statements to reflect events or circumstances that arise after the date hereof.

EXECUTIVE SUMMARY

Curbline Properties Corp. is a Maryland corporation formed to own and manage a portfolio of convenience shopping centers. The Operating Partnership is a Delaware limited partnership formed to serve as Curbline’s majority-owned partnership subsidiary and to own, through affiliates, all of the real estate properties and assets. The Operating Partnership’s capital includes common general and limited partnership interests in the Operating Partnership (“Common Units”) and LTIP Units, as defined in the partnership agreement (together with the Common Units, the “OP Units”). As of March 31, 2025, Curbline owned, from a legal perspective, approximately 99.12% of the outstanding OP Units with the remaining OP Units held by members of management through LTIP Units subject to vesting requirements.

As of March 31, 2025, the Company’s portfolio consisted of 107 convenience shopping centers aggregating 3.4 million square feet of owned gross leasable area (“GLA”). At March 31, 2025, the aggregate leased rate and occupancy of the Company’s operating shopping center portfolio was 96.0% and 93.5%, respectively and the average annualized base rent (“ABR”) per occupied square foot was $35.14. Prior to the Company’s Spin-Off on October 1, 2024, the Company was a wholly owned subsidiary of SITE Centers Corp. (“SITE Centers”).

Convenience shopping centers are generally positioned on the curbline of well-trafficked intersections and major vehicular corridors, offering excellent access and visibility, dedicated parking and often include drive-thru units, with approximately half of the Company’s properties having at least one drive-thru unit as of March 31, 2025. Convenience shopping centers generally consist of a homogenous row of primarily small-shop units leased to a diversified mixture of national, regional and local service and restaurant

tenants that cater to daily convenience trips from the growing suburban population and typically experience more customer foot traffic per square foot than anchored retail. The property type has the opportunity to generate above-average, occupancy-neutral cash flow growth driven by high retention rates and limited operating capital expenditures given the standardized site plan and the depth of leasing prospects that can utilize existing square footage and provide significant tenant diversification. As of March 31, 2025, the median GLA of a property in the Curbline portfolio was approximately 20,000 square feet with 94% of base rent generated by units less than 10,000 square feet.

Prior to the Spin-Off

The historical results of operations and liquidity and capital resources of Curbline prior to the Spin-Off do not represent the historical results of operations and liquidity and capital resources of a legal entity, but rather a combination of entities under common control that have been “carved out” of SITE Centers’ consolidated financial statements and presented on a combined basis, in each case, in accordance with U.S. generally accepted accounting principles (“GAAP”) and may impact comparability between periods. The preparation of the financial results of the Company prior to the Spin-Off required management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the dates of the relevant reporting periods and the reported amounts of revenues and expenses during the reporting periods. Actual results could differ from those estimates.

The financial results of the Company prior to the Spin-Off reflect the revenues and direct expenses of the Company and include material assets and liabilities of SITE Centers that are specifically attributable to the Company. Equity represents the excess of total assets over total liabilities. Equity is impacted by contributions from and distributions to SITE Centers, which are the result of treasury activities and net funding provided by or distributed to SITE Centers prior to the separation, as well as the allocated costs and expenses.

The financial results of the Company prior to the Spin-Off also include an allocation of indirect costs and expenses incurred by SITE Centers related to the Company, primarily consisting of compensation and other general and administrative costs using the relative percentage of GLA of the Company and SITE Centers management’s knowledge of the Company. The amounts allocated in the financial results of the Company prior to the Spin-Off are not necessarily indicative of the actual amount of such indirect expenses that would have been recorded had the Company been a separate independent entity during the applicable periods. The Company believes the assumptions underlying the Company’s allocation of indirect expenses prior to the Spin-Off are reasonable.

Current Strategy

The Company believes that as the first and only publicly traded real estate company focused exclusively on the convenience real estate sector it is well positioned to take advantage and aggregate the highly fragmented but liquid marketplace for convenience shopping centers. As of March 31, 2025, the Company was in a net cash position with $594.0 million of cash on hand plus significant access to debt capital in order to grow its asset base through acquisitions. With over 68,000 convenience shopping centers in the United States (950 million square feet of GLA) and a liquid transaction market (primarily among private investors), the property type provides a substantial addressable opportunity for the Company to scale and differentiate itself as the first mover public REIT exclusively focused on convenience assets.

Curbline’s acquisition strategy is focused on a number of real estate and financial factors including demographics, property access and visibility, vehicular traffic, tenant credit profile, rent mark-to-market opportunities and prospects for cash flow growth. The Company’s current portfolio is generally located in submarkets with compelling long-term population and employment growth prospects and above-average household incomes of over $119,000 as compared to the national median household income of $80,610.

The Company focuses on leasing space to a diversified group of primarily national, high credit quality tenants operating across a wide range of service and restaurant businesses, including quick-service restaurants, healthcare and wellness operators, financial services, beverage retail, telecommunications, beauty and hair salons, and fitness, among others.

Convenience properties offer the opportunity to generate above-average, occupancy-neutral cash flow growth (compared to cash flow growth levels for other retail real estate assets) through rental income increases from either fixed annual rental increases or renewal option increases embedded in tenant leases, elevated retention rates limiting lost rent resulting from vacancy and positive mark-to-market of leases at renewal. In addition, tenant lease agreements at convenience properties typically have shorter lease terms and fewer tenant renewal options with approximately 54% of the ABR under Curbline’s leases expiring within the next five years without any tenant renewal option assumptions. The duration of convenience tenant leases provides Curbline with more frequent opportunities to increase rents to market levels and to mitigate the risk and impact of inflation. Convenience properties’ standardized site plans, high tenant retention rates, higher annualized base rents per square foot and the depth of leasing prospects that can utilize existing square footage also generally result in lower operating capital expenditure levels as a percentage of annualized base rents over time relative to other retail real estate formats including grocery, lifestyle and regional power center properties.

Transaction and Capital Markets Highlights

Transactional and investment highlights for the Company from January 1, 2025 through April 22, 2025, include the following:

•

Acquired 16 properties for an aggregate purchase price of $139.1 million;

•

Declared a quarterly cash dividend of $0.16 per share of common stock paid in April 2025 and

•

Drew $100.0 million on the delayed draw term loan facility in March 2025.

Operational Metrics

Key operational results and transactions for the Company from January 1, 2025 through March 31, 2025 include the following:

•

Signed new leases and renewals for approximately 124 thousand square feet of GLA, which included approximately 38 thousand square feet of new leasing volume;

•

Achieved new cash leasing spreads of 20.8% and cash renewal leasing spreads of 8.3%;

•

The ABR per square foot was $35.14 at March 31, 2025, as compared to $35.62 at December 31, 2024 and $35.87 at March 31, 2024. The change in ABR was primarily attributable to property acquisitions, partially offset by rent growth from rent steps and renewals, including options; and

•

Aggregate occupancy was 93.5% at March 31, 2025, as compared to 93.9% at December 31, 2024 and 94.9% at March 31, 2024. These declines in occupied rate were primarily attributable to property acquisitions.

•

Aggregate leased rate was 96.0% at March 31, 2025, as compared to 95.5% at December 31, 2024 and 96.6% at March 31, 2024.

Cash leasing spreads are a key metric in real estate, representing the percentage increase of the tenant’s annual base rent in the first year of the newly executed or renewal lease over the annual base rent applicable to the final year of the previous lease term. The Company’s cash leasing spread calculation excludes deals for first generation units, including redevelopment, or where the unit was vacant at the time of acquisition, in addition to other factors that limit comparability, and as a result, is a good benchmark to compare the average annualized base rent of expiring leases with the comparable executed market rental rates.

Summary— First Quarter 2025 Financial Results

The following provides an overview of the Company’s key financial metrics (see “Non-GAAP Financial Measures” described later in this section) (in thousands except per share amounts):


	Three Months
	Ended March 31,
	2025		2024
Net income attributable to Curbline	$	10,550	$	7,975
FFO attributable to Curbline	$	24,954	$	17,210
Operating FFO attributable to Curbline	$	25,127	$	20,321
Earnings per share - Diluted	$	0.10	$	0.08

For the three months ended March 31, 2025, the increase in net income and FFO attributable to Curbline, as compared to the prior-year period, was primarily attributable to the impact of property acquisitions, an increase in interest income and a decrease in transaction costs related to the Spin-Off, partially offset by an increase in general and administrative expenses. The increase in Operating FFO attributable to Curbline generally was due to the impact of property acquisitions and higher interest income, partially offset by higher general and administrative expenses.

RESULTS OF OPERATIONS

For the comparison of 2025 performance to 2024, presented below, convenience properties owned as of January 1, 2024, are referred to herein as the “Comparable Portfolio Properties.”

Revenues from Operations (in thousands)



	Three Months
	Ended March 31,
	2025		2024		$ Change
Rental income(A)	$	38,438	$	27,866	$	10,572
Other income		257		173		84
Total revenues	$	38,695	$	28,039	$	10,656

(A) The following tables summarize the key components of rental income (in thousands):



	Three Months
	Ended March 31,
Contractual Lease Payments	2025			2024			$ Change
Base and percentage rental income(1)	$	28,117		$	20,211		$	7,906
Recoveries from tenants(2)		9,450			5,728			3,722
Uncollectible revenue		(219	)		(163	)		(56	)
Lease termination fees, ancillary and other rental income(3)		1,090			2,090			(1,000	)
Total contractual lease payments	$	38,438		$	27,866		$	10,572

(1)

The changes in base and percentage rental income for the three months ended March 31, 2025, were due to the following (in millions):


	2025 vs. 2024 Increase (Decrease)
Acquisition of convenience shopping centers	$	7.4
Comparable Portfolio Properties		0.2
Straight-line rents		0.3
Total	$	7.9

At March 31, 2025 and 2024, the Company owned 107 and 67 wholly owned properties, respectively, with an aggregate occupancy rate of 93.5% and 94.9%, respectively, and average ABR per occupied square foot of $35.14 and $35.87, respectively.

(2)

The increase in recoveries from tenants is primarily due to acquisitions. Recoveries from tenants were approximately 92.4% and 96.2% of operating expenses and real estate taxes for the three months ended March 31, 2025 and 2024, respectively. The lower recovery rate was primarily the result of the Spin-Off as the results prior to the Spin-Off do not represent the historical results of a legal entity, but rather a combination of entities under common control that have been “carved out” of SITE Centers’ consolidated financial statements and presented on a combined basis which impacts the comparability between periods.

(3)

During the three months ended March 31, 2025 and 2024, the amount reported includes $0.9 million and $2.0 million, respectively, from lease terminations and the assumption of buildings due to ground lease terminations.

Expenses from Operations (in thousands)


	Three Months
	Ended March 31,
	2025		2024		$ Change
Operating and maintenance(A)	$	5,402	$	2,932	$	2,470
Real estate taxes(A)		4,821		3,021		1,800
Depreciation and amortization(A)		14,463		9,235		5,228
General and administrative(B)		8,928		1,524		7,404
	$	33,614	$	16,712	$	16,902

(A)

The changes for the three months ended March 31, 2025, were due to the following (in millions):


	Operating and Maintenance		Real Estate Taxes		Depreciation and Amortization
Acquisition of convenience shopping centers	$	1.5	$	1.6	$	5.5
Comparable Portfolio Properties		0.6		0.2		(0.3	)
Other		0.4	—		—
	$	2.5	$	1.8	$	5.2

(B)

For the three months ended March 31, 2025, primarily represents salaries, benefits and stock-based compensation of the Company’s employees as well as legal, audit, tax and compliance services, board compensation and the shared services fee. For the three months ended March 31, 2024, primarily represents the allocation of indirect costs and expenses incurred by SITE Centers related to the Company’s business consisting of compensation and other general and administrative expenses that have been allocated using the GLA of the Company.

Other Income and Expenses (in thousands)


	Three Months
	Ended March 31,
	2025			2024			$ Change
Interest expense(A)	$	(567	)	$	(250	)	$	(317	)
Interest income		5,653			—			5,653
Other income (expense), net(B)		458			(3,102	)		3,560
Gain on disposition of real estate, net		42			—			42
Tax expense of taxable REIT subsidiaries and state franchise and income taxes		(105	)		—			(105	)

(A)

For the three months ended March 31, 2025, consists of fees paid and amortization of loan costs related to the Company’s revolving and term loan credit facility. For the three months ended March 31, 2024, consists of interest expense incurred and amortization of loan costs relating to secured mortgages. These mortgages were repaid in May 2024.

(B)

Amounts for the three months ended March 31, 2024 primarily related to transaction costs related to the Spin-Off.

Non-Controlling Interests and Net Income (in thousands)



	Three Months
	Ended March 31,
	2025			2024		$ Change
Income attributable to non-controlling interests	$	(12	)	$	—	$	(12	)
Net income attributable to Curbline(A)		10,550			7,975		2,575

(A)

The increase in net income attributable to Curbline for the three months ended March 31, 2025, as compared to the prior-year period, was primarily the result of the impact of property acquisitions, an increase in interest income and a decrease in transaction costs related to the Spin-Off, partially offset by an increase in general and administrative expenses.

NON-GAAP FINANCIAL MEASURES

Funds from Operations and Operating Funds from Operations

Definition and Basis of Presentation

The Company believes that Funds from Operations (“FFO”) and Operating FFO (as defined below), both non-GAAP financial measures, provide additional and useful means to assess the financial performance of REITs. FFO and Operating FFO are frequently used by the real estate industry, as well as securities analysts, investors and other interested parties, to evaluate the performance of REITs. The Company also believes that FFO and Operating FFO more appropriately measure the core operations of the Company and provide benchmarks to its peer group.

FFO excludes GAAP historical cost depreciation and amortization of real estate and real estate investments, which assumes that the value of real estate assets diminishes ratably over time. Historically, however, real estate values have risen or fallen with market conditions, and many companies use different depreciable lives and methods. Because FFO excludes depreciation and amortization unique to real estate and gains and losses from property dispositions, it can provide a performance measure that, when compared year over year, reflects the impact on operations from trends in occupancy rates, rental rates, operating costs, interest costs and acquisition, disposition and development activities. This provides a perspective of the Company’s financial performance not immediately apparent from net income determined in accordance with GAAP.

FFO is generally defined and calculated by the Company as net income (loss) attributable to Curbline (computed in accordance with GAAP), adjusted to exclude (i) gains and losses from disposition of real estate property, which are presented net of taxes, (ii) impairment charges on real estate property, (iii) gains and losses from changes in control and (iv) certain non-cash items. These non-cash items principally include real property depreciation and amortization of intangibles net of depreciation allocated to non-controlling interests. The Company’s calculation of FFO is consistent with the definition of FFO provided by the National Association of Real Estate Investment Trusts (“NAREIT”).

The Company believes that certain charges, income and gains/losses recorded in its operating results are not comparable or reflective of its core operating performance. Operating FFO is useful to investors as the Company removes non-comparable charges, income and gains to analyze the results of its operations and assess performance of the core operating real estate portfolio. As a result, the Company also computes Operating FFO and discusses it with the users of its financial statements, in addition to other measures such as net income (loss) determined in accordance with GAAP and FFO. Operating FFO is generally defined and calculated by the Company as FFO excluding certain non-operating charges, income and gains/losses that management believes are not comparable and indicative of the results of the Company’s operating real estate portfolio. Such adjustments include gains/losses on early extinguishments of debt, transaction costs and other restructuring type costs, including employee separation costs. The disclosure of these adjustments is regularly requested by users of the Company’s financial statements.

The adjustment for these charges, income and gains/losses may not be comparable to how other REITs or real estate companies calculate their results of operations, and the Company’s calculation of Operating FFO differs from NAREIT’s definition of FFO. Additionally, the Company provides no assurances that these charges, income and gains/losses are non-recurring. These charges, income and gains could reasonably be expected to recur in future results of operations.

These measures of performance are used by the Company for several business purposes and by other REITs. The Company uses FFO and/or Operating FFO in part (i) as a disclosure to improve the understanding of the Company’s operating results among the investing public, (ii) as a measure of a real estate asset company’s performance, (iii) to influence acquisition, disposition and capital investment strategies and (iv) to compare the Company’s performance to that of other publicly traded shopping center REITs.

For the reasons described above, management believes that FFO and Operating FFO provide the Company and investors with an important indicator of the Company’s operating performance. They provide recognized measures of performance other than GAAP net income, which may include non-cash items. Other real estate companies may calculate FFO and Operating FFO in a different manner.

Management recognizes the limitations of FFO and Operating FFO when compared to GAAP’s net income. FFO and Operating FFO do not represent amounts available for dividends, capital replacement or expansion, debt service obligations or other commitments and uncertainties. Management does not use FFO or Operating FFO as an indicator of the Company’s cash obligations and funding requirements for future commitments, acquisitions or development activities. Neither FFO nor Operating FFO represents cash generated from operating activities in accordance with GAAP, and neither is necessarily indicative of cash available to fund cash needs. Neither FFO nor Operating FFO should be considered an alternative to net income (computed in accordance with GAAP) or as an alternative to cash flow as a measure of liquidity. FFO and Operating FFO are simply used as additional indicators of the Company’s operating performance. The Company believes that to further understand its performance, FFO and Operating FFO should

be compared with the Company’s reported net income (loss) and considered in addition to cash flows determined in accordance with GAAP, as presented in its consolidated financial statements. Reconciliations of these measures to their most directly comparable GAAP measure of net income have been provided below.

Reconciliation Presentation

A reconciliation of net income to FFO and Operating FFO is as follows (in thousands). The Company provides no assurances that these charges, income and gains adjusted in the calculation of Operating FFO are non-recurring. These charges, income and gains could reasonably be expected to recur in future results of operations.


	Three Months
	Ended March 31,
	2025			2024
Net income attributable to Curbline	$	10,550		$	7,975
Depreciation and amortization of real estate investment		14,463			9,235
Depreciation allocated to non-controlling interests		(17	)		—
Gain on disposition of real estate, net		(42	)		—
FFO attributable to Curbline		24,954			17,210
Transaction and other costs(A)		173			3,111
Operating FFO attributable to Curbline	$	25,127		$	20,321

(A)

Includes transaction costs of $173 and $3,097, respectively.

The increase in net income and FFO attributable to Curbline for the three months ended March 31, 2025, as compared to the prior-year period, was primarily attributable to the impact of property acquisitions, an increase in interest income and a decrease in transaction costs related to the Spin-Off, partially offset by an increase in general and administrative expenses. The increase in Operating FFO attributable to Curbline was primarily due to the impact of property acquisitions and higher interest income, partially offset by higher general and administrative expenses.

Net Operating Income and Same-Property Net Operating Income

Definition and Basis of Presentation

The Company uses net operating income (“NOI”), which is a non-GAAP financial measure, as a supplemental performance measure. NOI is calculated as property revenues less property-related expenses and excludes depreciation and amortization expense, interest income and expense and corporate level transactions. The Company believes NOI provides useful information to investors regarding the Company’s financial condition and results of operations because it reflects only those income and expense items that are incurred at the property level and, when compared across periods, reflects the impact on operations from trends in occupancy rates, rental rates, operating costs and acquisition and disposition activity on an unleveraged basis.

The Company also presents NOI information on a same property basis, or Same-Property Net Operating Income (“SPNOI”). The Company defines SPNOI as property revenues less property-related expenses, which exclude straight-line rental income and reimbursements and expenses, lease termination income, management fee expense and fair market value of leases. SPNOI only includes assets owned for the entirety of both comparable periods. SPNOI excludes all non-property and corporate level revenue and expenses. Other real estate companies may calculate NOI and SPNOI in a different manner. The Company believes SPNOI provides investors with additional information regarding the operating performance of comparable assets because it excludes certain non-cash and non-comparable items as noted above. SPNOI is frequently used by the real estate industry, as well as securities analysts, investors and other interested parties, to evaluate the performance of REITs.

SPNOI is not, and is not intended to be, a presentation in accordance with GAAP. SPNOI information has its limitations as it excludes any capital expenditures associated with the re-leasing of tenant space or as needed to operate the assets. SPNOI does not represent amounts available for dividends, capital replacement or expansion, debt service obligations or other commitments and uncertainties. Management does not use SPNOI as an indicator of the Company’s cash obligations and funding requirements for future commitments, acquisitions or development activities. SPNOI does not represent cash generated from operating activities in accordance with GAAP and is not necessarily indicative of cash available to fund cash needs. SPNOI should not be considered as an alternative to net income (computed in accordance with GAAP) or as an alternative to cash flow as a measure of liquidity. A reconciliation of NOI and SPNOI to their most directly comparable GAAP measure of net income is provided below.

Reconciliation Presentation

The Company’s reconciliation of net income computed in accordance with GAAP to NOI and SPNOI for the Company is as follows (in thousands):


	For the Three Months Ended
	March 31,
	2025			2024
Net income attributable to Curbline	$	10,550		$	7,975
Interest expense		567			250
Interest income		(5,653	)		—
Depreciation and amortization		14,463			9,235
General and administrative		8,928			1,524
Other income (expense), net		(458	)		3,102
Gain on disposition of real estate, net		(42	)		—
Tax expense		105			—
Income from non-controlling interests		12			—
Total Curbline NOI		28,472			22,086
Less: Non-Same Property NOI		(8,537	)		(2,634	)
Total Same-Property NOI	$	19,935		$	19,452

Total Curbline NOI % Change		28.9	%
Same-Property NOI % Change		2.5	%

The SPNOI increase for the three months ended March 31, 2025, as compared to the prior-year period, was primarily attributable to increases in occupancy and minimum rent increases related to rent steps or option rent increases within the comparable property pool.

LIQUIDITY, CAPITAL RESOURCES AND FINANCING ACTIVITIES

The Company requires capital to fund its business plan including investment activities, capital expenditures and operating expenses. At March 31, 2025, the Company’s primary sources of capital were unrestricted cash balances of $594.0 million and a $400.0 million unsecured, undrawn line of credit, along with cash flow from operations. The Company may also raise additional capital as appropriate to finance the growth of its business. Debt outstanding was $100.0 million as of March 31, 2025. As of December 31, 2024, there was no indebtedness outstanding.

Revolving Credit Facility and Term Loan Facility

In connection with the Spin-Off, the Operating Partnership, as borrower, the Company, the lenders named therein and Wells Fargo Bank, National Association, as administrative agent entered into a credit agreement (the “Credit Agreement”). The Credit Agreement provides for a revolving credit facility in the amount of $400.0 million (the “Revolving Credit Facility”) and a delayed draw term loan facility in the amount of $100.0 million (the “Term Loan Facility” and together with the Revolving Credit Facility, the “Credit Facilities”). The aggregate amount available under the Credit Facilities may be increased up to $750.0 million so long as existing or new lenders agree to provide incremental commitments and subject to the satisfaction of certain customary conditions.

The Revolving Credit Facility matures on September 29, 2028, subject to two six-month options to extend the maturity to September 29, 2029 at the Operating Partnership’s option and subject to the satisfaction of certain conditions. Borrowings under the Revolving Credit Facility bear interest at variable rates at the Operating Partnership’s election, based on either (i) the term or daily simple SOFR rate plus a credit spread adjustment plus an applicable margin, or (ii) the alternative base rate plus an applicable margin. The Revolving Credit Facility also provides for a facility fee, paid on a quarterly basis. Each of the applicable margin and the facility fee under the Revolving Credit Facility varies based on whether the Company has obtained a long-term senior unsecured debt rating of at least BBB- (or the equivalent) from S&P Global Ratings or Fitch Investor Services Inc. or a long-term unsecured debt rating of Baa3 (or the equivalent) from Moody’s Investors Service, Inc. (each, an “IG Rating”). Prior to obtaining an IG Rating, each of the applicable margin and facility fee is based on the Company’s ratio of consolidated outstanding indebtedness to consolidated market value and after obtaining an IG Rating, the applicable margin and facility fee will be based on the Company’s IG Rating. No amounts were drawn under the Revolving Credit Facility as of March 31, 2025.


31.1		Certification of principal executive officer pursuant to Rule 13a-14(a) of the Securities Exchange Act of 19341

31.2		Certification of principal financial officer pursuant to Rule 13a-14(a) of the Securities Exchange Act of 19341

32.1		Certification of chief executive officer pursuant to Rule 13a-14(b) of the Securities Exchange Act of 1934 and 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of this report pursuant to the Sarbanes-Oxley Act of 20021,2

32.2		Certification of chief financial officer pursuant to Rule 13a-14(b) of the Securities Exchange Act of 1934 and 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of this report pursuant to the Sarbanes-Oxley Act of 20021,2

101.INS		Inline XBRL Instance Document – the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document1

101.SCH		Inline XBRL Taxonomy Extension Schema with Embedded Linkbase Document1

104		The cover page from the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2025 has been formatted in Inline XBRL and included in Exhibit 101.


	CURBLINE PROPERTIES CORP.

	By:	/s/ Christina M. Yarian
		Name:	Christina M. Yarian
		Title:	Senior Vice President and Chief Accounting Officer (Authorized Officer; Principal Accounting Officer)
Date: April 25, 2025


	March 31, 2025
	Carrying Value		Fair Value			100 Basis-Point Increase in Market Interest Rate
Company's fixed-rate debt	$	99.0	$	100.0	(A)	$	96.9	(B)