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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): June 3, 2022
ESSEX PROPERTY TRUST, INC.
ESSEX PORTFOLIO, L.P.
(Exact Name of Registrant as Specified in its Charter)
001-13106 (Essex Property Trust, Inc.)
333-44467-01 (Essex Portfolio, L.P.)
(Commission File Number)
| | | | | | | | |
| Maryland | | 77-0369576 |
| (Essex Property Trust, Inc.) | | (Essex Property Trust, Inc.) |
| California | | 77-0369575 |
| (Essex Portfolio, L.P.) | | (Essex Portfolio, L.P.) |
| (State or Other Jurisdiction of Incorporation) | | (I.R.S. Employer Identification No.) |
1100 Park Place, Suite 200
San Mateo, CA 94403
(Address of principal executive offices) (Zip Code)
(650) 655-7800
(Registrant’s telephone number, including area code)
Not Applicable
(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:
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| ☐ | 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)) |
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| ☐ | 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 (Essex Property Trust, Inc.) | | ESS | | New York Stock Exchange |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter):
| | | | | | | | |
| Essex Property Trust, Inc. | Emerging growth company | ☐ |
| Essex Portfolio, L.P. | Emerging growth company | ☐ |
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 7.01. Regulation FD Disclosure.
On June 7, 2022, representatives of Essex Property Trust, Inc. (the “Company”), the general partner of Essex Portfolio, L.P., will meet with investors and deliver an investor presentation. As discussed in its investor presentation, the Company has updated its 2022 MSA Level Forecast and increased its second quarter and full-year guidance for Core FFO and full-year guidance for same-property revenues and net operating income as a result of improving market conditions. A soft copy of the Investor Presentation has been posted for investors to download on the investors section of the Company's website at www.essex.com.
On June 3, 2022, the Company issued a press release captioned “Essex Property Trust Publishes Updated Investor Presentation and Increases Guidance.” A copy of the press release is attached hereto as Exhibit 99.1 and incorporated herein by this reference.
The information furnished in this Current Report on Form 8-K, including Exhibit 99.1, shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any registration statement or other filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
The following exhibit is being furnished herewith: | | | | | | | | |
| Exhibit No. | | Description |
| | Press Release, dated June 3, 2022 |
| | |
| | |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrants have duly caused this report to be signed on their behalf by the undersigned hereunto duly authorized.
Date: June 3, 2022
| | | | | | | | |
| | ESSEX PROPERTY TRUST, INC. |
| | | |
| | /s/ Barbara Pak |
| | Name: | Barbara Pak |
| | Title: | Executive Vice President and Chief Financial Officer |
| | | |
| | ESSEX PORTFOLIO, L.P. |
| | | |
| | By: Essex Property Trust, Inc. |
| | its General Partner |
| | | |
| | /s/ Barbara Pak |
| | Name: | Barbara Pak |
| | Title: | Executive Vice President and Chief Financial Officer |
