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 September 30, 2022

OR

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

For the transition period from ________to _________

001-13106 (Essex Property Trust, Inc.)

333-44467-01 (Essex Portfolio, L.P.)

(Commission File Number)

ESSEX PROPERTY TRUST, INC.

ESSEX PORTFOLIO, L.P.

(Exact name of Registrant as Specified in its Charter)

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 or Organization)	(I.R.S. Employer Identification Number)

1100 Park Place, Suite 200

San Mateo, California 94403

(Address of Principal Executive Offices, Including Zip Code)

(650) 655-7800

(Registrant's Telephone Number, Including Area Code)

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 (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.

Essex Property Trust, Inc. Yes ☒ No ☐ Essex Portfolio, L.P. Yes ☒ No ☐

i

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).

Essex Property Trust, Inc. Yes ☒ No ☐ Essex Portfolio, L.P. 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. 

Essex Property Trust, Inc.:

Large accelerated filer	☒	Accelerated filer	☐	Non-accelerated filer	☐	Smaller reporting company	☐
						Emerging growth company	☐

Essex Portfolio, L.P.:

Large accelerated filer	☐	Accelerated filer	☐	Non-accelerated filer	☒	Smaller reporting company	☐
						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.

Essex Property Trust, Inc. ☐ Essex Portfolio, L.P. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

Essex Property Trust, Inc. Yes ☐ No ☒ Essex Portfolio, L.P. Yes ☐ No ☒

APPLICABLE ONLY TO CORPORATE ISSUERS:

Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date: 64,753,812 shares of Common Stock ($.0001 par value) of Essex Property Trust, Inc. were outstanding as of October 25, 2022.

ii

EXPLANATORY NOTE

This report combines the reports on Form 10-Q for the three and nine month periods ended September 30, 2022 of Essex Property Trust, Inc., a Maryland corporation, and Essex Portfolio, L.P., a Delaware limited partnership of which Essex Property Trust, Inc. is the sole general partner.

Unless stated otherwise or the context otherwise requires, references to the "Company," "we," "us" or "our" mean collectively Essex Property Trust, Inc. and those entities/subsidiaries owned or controlled by Essex Property Trust, Inc., including Essex Portfolio, L.P., and references to the "Operating Partnership" mean Essex Portfolio, L.P. and those entities/subsidiaries owned or controlled by Essex Portfolio, L.P. Unless stated otherwise or the context otherwise requires, references to "Essex" mean Essex Property Trust, Inc., not including any of its subsidiaries.

Essex operates as a self-administered and self-managed real estate investment trust ("REIT"), and is the sole general partner of the Operating Partnership. As the sole general partner of the Operating Partnership, Essex has exclusive control of the Operating Partnership's day-to-day management.

The Company is structured as an umbrella partnership REIT ("UPREIT") and Essex contributes all net proceeds from its various equity offerings to the Operating Partnership. In return for those contributions, Essex receives a number of Operating Partnership limited partnership units ("OP Units," and the holders of such OP Units, "Unitholders") equal to the number of shares of common stock it has issued in the equity offerings. Contributions of properties to the Company can be structured as tax-deferred transactions through the issuance of OP Units, which is one of the reasons why the Company is structured in the manner outlined above. Based on the terms of the Operating Partnership's partnership agreement, OP Units can be exchanged into Essex common stock on a one-for-one basis. The Company maintains a one-for-one relationship between the OP Units issued to Essex and shares of common stock.

The Company believes that combining the reports on Form 10-Q of Essex and the Operating Partnership into this single report provides the following benefits:

•enhances investors' understanding of Essex and the Operating Partnership by enabling investors to view the business as a whole in the same manner as management views and operates the business;

•eliminates duplicative disclosure and provides a more streamlined and readable presentation since a substantial portion of the disclosure applies to both Essex and the Operating Partnership; and

•creates time and cost efficiencies through the preparation of one combined report instead of two separate reports.

Management operates Essex and the Operating Partnership as one business. The management of Essex consists of the same members as the management of the Operating Partnership.

All of the Company's property ownership, development, and related business operations are conducted through the Operating Partnership and Essex has no material assets, other than its investment in the Operating Partnership. Essex's primary function is acting as the general partner of the Operating Partnership. As general partner with control of the Operating Partnership, Essex consolidates the Operating Partnership for financial reporting purposes. Therefore, the assets and liabilities of Essex and the Operating Partnership are the same on their respective financial statements. Essex also issues equity from time to time and guarantees certain debt of the Operating Partnership, as disclosed in this report. The Operating Partnership holds substantially all of the assets of the Company, including the Company's ownership interests in its co-investments. The Operating Partnership conducts the operations of the business and is structured as a partnership with no publicly traded equity. Except for the net proceeds from equity offerings by the Company, which are contributed to the capital of the Operating Partnership in exchange for OP Units (on a one-for-one share of common stock per OP Unit basis), the Operating Partnership generates all remaining capital required by the Company's business. These sources of capital include the Operating Partnership's working capital, net cash provided by operating activities, borrowings under its revolving credit facilities, the issuance of secured and unsecured debt and equity securities and proceeds received from disposition of certain properties and co-investments.

The Company believes it is important to understand the few differences between Essex and the Operating Partnership in the context of how Essex and the Operating Partnership operate as a consolidated company. Stockholders' equity, partners' capital and noncontrolling interest are the main areas of difference between the condensed consolidated financial statements of Essex and those of the Operating Partnership. The limited partners of the Operating Partnership are accounted for as partners' capital in the Operating Partnership's condensed consolidated financial statements and as noncontrolling interest in Essex’s condensed consolidated financial statements. The noncontrolling interest in the Operating Partnership's condensed consolidated financial statements include the interest of unaffiliated partners in various consolidated partnerships and co-investment partners. The noncontrolling interest in Essex's condensed consolidated financial statements include (i) the same noncontrolling interest as

iii

presented in the Operating Partnership’s condensed consolidated financial statements and (ii) OP Unitholders. The differences between stockholders' equity and partners' capital result from differences in the equity issued at Essex and Operating Partnership levels.

To help investors understand the significant differences between Essex and the Operating Partnership, this report on Form 10-Q provides separate condensed consolidated financial statements for Essex and the Operating Partnership; a single set of consolidated notes to such financial statements that includes separate discussions of stockholders' equity or partners' capital, and earnings per share/unit, as applicable; and a combined Management's Discussion and Analysis of Financial Condition and Results of Operations.

This report on Form 10-Q also includes separate Part I, Item 4. Controls and Procedures sections and separate Exhibits 31 and 32 certifications for each of Essex and the Operating Partnership in order to establish that the requisite certifications have been made and that Essex and the Operating Partnership are compliant with Rule 13a-15 or Rule 15d-15 of the Securities Exchange Act of 1934 (the "Exchange Act") and 18 U.S.C. §1350.

In order to highlight the differences between Essex and the Operating Partnership, the separate sections in this report on Form 10-Q for Essex and the Operating Partnership specifically refer to Essex and the Operating Partnership. In the sections that combine disclosure of Essex and the Operating Partnership, this report refers to actions or holdings as being actions or holdings of the Company. Although the Operating Partnership is generally the entity that directly or indirectly enters into contracts and co-investments and holds assets and debt, reference to the Company is appropriate because the Company is one business and the Company operates that business through the Operating Partnership. The separate discussions of Essex and the Operating Partnership in this report should be read in conjunction with each other to understand the results of the Company on a consolidated basis and how management operates the Company.

The information furnished in the accompanying unaudited condensed consolidated balance sheets, statements of income and comprehensive income, equity, capital, and cash flows of the Company and the Operating Partnership reflect all adjustments which are, in the opinion of management, necessary for a fair presentation of the aforementioned condensed consolidated financial statements for the interim periods and are normal and recurring in nature, except as otherwise noted.

The accompanying unaudited condensed consolidated financial statements should be read in conjunction with the notes to such unaudited condensed consolidated financial statements and Management's Discussion and Analysis of Financial Condition and Results of Operations herein. Additionally, these unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements included in the Company's annual report on Form 10-K for the year ended December 31, 2021.

iv

ESSEX PROPERTY TRUST, INC.

ESSEX PORTFOLIO, L.P.

FORM 10-Q

TABLE OF CONTENTS

PART I. FINANCIAL INFORMATION		Page No.
Item 1.	Condensed Consolidated Financial Statements of Essex Property Trust, Inc. (Unaudited)
	Condensed Consolidated Balance Sheets as of September 30, 2022 and December 31, 2021	2
	Condensed Consolidated Statements of Income and Comprehensive Income for the three and nine months ended September 30, 2022 and 2021	3
	Condensed Consolidated Statements of Equity for the three and nine months ended September 30, 2022 and 2021	4
	Condensed Consolidated Statements of Cash Flows for the nine months ended September 30, 2022 and 2021	8
	Condensed Consolidated Financial Statements of Essex Portfolio, L.P. (Unaudited)
	Condensed Consolidated Balance Sheets as of September 30, 2022 and December 31, 2021	10
	Condensed Consolidated Statements of Income and Comprehensive Income for the three and nine months ended September 30, 2022 and 2021	11
	Condensed Consolidated Statements of Capital for the three and nine months ended September 30, 2022 and 2021	12
	Condensed Consolidated Statements of Cash Flows for the nine months ended September 30, 2022 and 2021	16
	Notes to Condensed Consolidated Financial Statements	18
Item 2.	Management's Discussion and Analysis of Financial Condition and Results of Operations	36
Item 3.	Quantitative and Qualitative Disclosures About Market Risks	46
Item 4.	Controls and Procedures	47
PART II. OTHER INFORMATION
Item 1.	Legal Proceedings	48
Item 1A.	Risk Factors	48
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	48
Item 3.	Defaults Upon Senior Securities	49
Item 4.	Mine Safety Disclosures	49
Item 5.	Other Information	49
Item 6.	Exhibits	50
Signatures		51

1

Part I – Financial Information

Item 1. Condensed Consolidated Financial Statements

ESSEX PROPERTY TRUST, INC. AND SUBSIDIARIES

Condensed Consolidated Balance Sheets

(Unaudited)

(In thousands, except parenthetical and share amounts)

ASSETS	September 30, 2022		December 31, 2021
Real estate:
Rental properties:
Land and land improvements	$	3,059,246	$	3,032,678
Buildings and improvements	12,912,359		12,597,249
	15,971,605		15,629,927
Less: accumulated depreciation	(5,047,880)		(4,646,854)
	10,923,725		10,983,073
Real estate under development	23,752		111,562
Co-investments	1,145,345		1,177,802
	12,092,822		12,272,437
Cash and cash equivalents-unrestricted	42,711		48,420
Cash and cash equivalents-restricted	10,858		10,218
Marketable securities, net of allowance for credit losses of zero as of both September 30, 2022 and December 31, 2021	141,699		191,829
Notes and other receivables, net of allowance for credit losses of $0.8 million as of both September 30, 2022 and December 31, 2021 (includes related party receivables of $6.7 million and $176.9 million as of September 30, 2022 and December 31, 2021, respectively)	197,543		341,033
Operating lease right-of-use assets	66,531		68,972
Prepaid expenses and other assets	72,166		64,964
Total assets	$	12,624,330	$	12,997,873
LIABILITIES AND EQUITY
Unsecured debt, net	$	5,312,131	$	5,307,196
Mortgage notes payable, net	635,389		638,957
Lines of credit	219,481		341,257
Accounts payable and accrued liabilities	222,328		180,751
Construction payable	25,729		29,136
Dividends payable	149,685		143,213
Distributions in excess of investments in co-investments	38,394		35,545
Operating lease liabilities	68,043		70,675
Other liabilities	42,715		39,969
Total liabilities	6,713,895		6,786,699
Commitments and contingencies
Redeemable noncontrolling interest	29,238		34,666
Equity:
Common stock; $0.0001 par value, 670,000,000 shares authorized; 64,753,312 and 65,248,393 shares issued and outstanding, respectively	6		7
Additional paid-in capital	6,775,872		6,915,981
Distributions in excess of accumulated earnings	(1,123,215)		(916,833)
Accumulated other comprehensive income (loss), net	50,769		(5,552)
Total stockholders' equity	5,703,432		5,993,603
Noncontrolling interest	177,765		182,905
Total equity	5,881,197		6,176,508
Total liabilities and equity	$	12,624,330	$	12,997,873

See accompanying notes to the unaudited condensed consolidated financial statements.

2

ESSEX PROPERTY TRUST, INC. AND SUBSIDIARIES

Condensed Consolidated Statements of Income and Comprehensive Income

(Unaudited)

(In thousands, except share and per share amounts)

	Three Months Ended September 30,				Nine Months Ended September 30,
	2022		2021		2022		2021
Revenues:
Rental and other property	$	406,862	$	360,620	$	1,183,318	$	1,062,253
Management and other fees from affiliates	2,886		2,237		8,313		6,707
	409,748		362,857		1,191,631		1,068,960
Expenses:
Property operating, excluding real estate taxes	73,450		69,537		212,069		197,880
Real estate taxes	46,593		45,802		137,594		135,408
Corporate-level property management expenses	10,184		9,060		30,532		27,135
Depreciation and amortization	135,511		130,564		403,561		387,887
General and administrative	15,172		12,712		40,541		34,746
Expensed acquisition and investment related costs	230		108		248		164
	281,140		267,783		824,545		783,220
Gain on sale of real estate and land	—		42,897		—		142,993
Earnings from operations	128,608		137,971		367,086		428,733
Interest expense	(51,645)		(50,019)		(152,499)		(152,639)
Total return swap income	1,882		2,660		6,709		8,137
Interest and other (loss) income	(6,796)		11,998		(31,571)		48,756
Equity income from co-investments	10,985		25,433		23,756		60,692
Deferred tax (expense) benefit on unconsolidated co-investments	(1,755)		(3,041)		7,863		(5,391)
Loss on early retirement of debt, net	(2)		—		(2)		(18,982)
Gain on remeasurement of co-investment	17,423		—		17,423		2,260
Net income	98,700		125,002		238,765		371,566
Net income attributable to noncontrolling interest	(5,858)		(6,612)		(15,615)		(19,886)
Net income available to common stockholders	$	92,842	$	118,390	$	223,150	$	351,680
Comprehensive income	$	124,797	$	125,829	$	297,053	$	377,529
Comprehensive income attributable to noncontrolling interest	(6,740)		(6,639)		(17,582)		(20,088)
Comprehensive income attributable to controlling interest	$	118,057	$	119,190	$	279,471	$	357,441
Per share data:
Basic:
Net income available to common stockholders	$	1.43	$	1.82	$	3.42	$	5.41
Weighted average number of shares outstanding during the period	65,059,678		65,048,486		65,198,532		65,013,477
Diluted:
Net income available to common stockholders	$	1.43	$	1.82	$	3.42	$	5.40
Weighted average number of shares outstanding during the period	65,067,790		65,147,781		65,225,767		65,075,174

See accompanying notes to the unaudited condensed consolidated financial statements.

3

ESSEX PROPERTY TRUST, INC. AND SUBSIDIARIES

Condensed Consolidated Statements of Equity for the three and nine months ended September 30, 2022 and 2021

(Unaudited)

(In thousands)

	Common stock			Additional paid-in capital		Distributions in excess of accumulated earnings		Accumulated other comprehensive income, net		Noncontrolling interest		Total
Three months ended September 30, 2022	Shares	Amount
Balances at June 30, 2022	65,124	$	7	$	6,875,863	$	(1,073,577)	$	25,554	$	178,738	$	6,006,585
Net income	—	—		—		92,842		—		5,858		98,700
Change in fair value of derivatives and amortization of swap settlements	—	—		—		—		25,304		885		26,189
Change in fair value of marketable debt securities, net	—	—		—		—		(89)		(3)		(92)
Issuance of common stock under:
Stock option and restricted stock plans, net	1	—		155		—		—		—		155
Sale of common stock, net	—	—		(107)		—		—		—		(107)
Equity based compensation costs	—	—		1,891		—		—		66		1,957
Retirement of common stock, net	(372)	(1)		(97,120)		—		—		—		(97,121)
Changes in the redemption value of redeemable noncontrolling interest	—	—		3,195		—		—		532		3,727
Distributions to noncontrolling interest	—	—		—		—		—		(7,748)		(7,748)
Redemptions of noncontrolling interest	—	—		(8,005)		—		—		(563)		(8,568)
Common stock dividends ($2.20 per share)	—	—		—		(142,480)		—		—		(142,480)
Balances at September 30, 2022	64,753	$	6	$	6,775,872	$	(1,123,215)	$	50,769	$	177,765	$	5,881,197

4

	Common stock			Additional paid-in capital		Distributions in excess of accumulated earnings		Accumulated other comprehensive income (loss), net		Noncontrolling interest		Total
Nine months ended September 30, 2022	Shares	Amount
Balances at December 31, 2021	65,248	$	7	$	6,915,981	$	(916,833)	$	(5,552)	$	182,905	$	6,176,508
Net income	—	—		—		223,150		—		15,615		238,765
Change in fair value of derivatives and amortization of swap settlements	—	—		—		—		56,124		1,960		58,084
Change in fair value of marketable debt securities, net	—	—		—		—		197		7		204
Issuance of common stock under:
Stock option and restricted stock plans, net	88	—		17,194		—		—		—		17,194
Sale of common stock, net	—	—		(314)		—		—		—		(314)
Equity based compensation costs	—	—		6,843		—		—		239		7,082
Retirement of common stock, net	(591)	(1)		(157,950)		—		—		—		(157,951)
Changes in the redemption value of redeemable noncontrolling interest	—	—		4,246		—		—		704		4,950
Contributions from noncontrolling interest	—	—		—		—		—		125		125
Distributions to noncontrolling interest	—	—		—		—		—		(22,989)		(22,989)
Redemptions of noncontrolling interest	8	—		(10,128)		—		—		(801)		(10,929)
Common stock dividends ($6.60 per share)	—	—		—		(429,532)		—		—		(429,532)
Balances at September 30, 2022	64,753	$	6	$	6,775,872	$	(1,123,215)	$	50,769	$	177,765	$	5,881,197

5

	Common stock			Additional paid-in capital		Distributions in excess of accumulated earnings		Accumulated other comprehensive loss, net		Noncontrolling Interest		Total
Three Months Ended September 30, 2021	Shares	Amount
Balances at June 30, 2021	65,004	$	7	$	6,862,879	$	(899,663)	$	(9,768)	$	183,248	$	6,136,703
Net income	—	—		—		118,390		—		6,612		125,002
Change in fair value of derivatives and amortization of swap settlements	—	—		—		—		704		24		728
Change in fair value of marketable debt securities, net	—	—		—		—		96		3		99
Issuance of common stock under:
Stock option and restricted stock plans, net	68	—		15,572		—		—		—		15,572
Sale of common stock, net	—	—		(118)		—		—		—		(118)
Equity based compensation costs	—	—		1,573		—		—		55		1,628
Changes in the redemption value of redeemable noncontrolling interest	—	—		1,253		—		—		420		1,673
Distributions to noncontrolling interest	—	—		—		—		—		(7,257)		(7,257)
Redemptions of noncontrolling interest	9	—		(5,651)		—		—		(438)		(6,089)
Common stock dividends ($2.09 per share)	—	—		—		(136,042)		—		—		(136,042)
Balances at September 30, 2021	65,081	$	7	$	6,875,508	$	(917,315)	$	(8,968)	$	182,667	$	6,131,899

6

	Common stock			Additional paid-in capital		Distributions in excess of accumulated earnings		Accumulated other comprehensive loss, net		Noncontrolling Interest		Total
Nine months ended September 30, 2021	Shares	Amount
Balances at December 31, 2020	64,999	$	6	$	6,876,326	$	(861,193)	$	(14,729)	$	182,782	$	6,183,192
Net income	—	—		—		351,680		—		19,886		371,566
Change in fair value of derivatives and amortization of swap settlements	—	—		—		—		5,417		190		5,607
Change in fair value of marketable debt securities, net	—	—		—		—		344		12		356
Issuance of common stock under:
Stock option and restricted stock plans, net	112	1		12,401		—		—		—		12,402
Sale of common stock, net	—	—		(202)		—		—		—		(202)
Equity based compensation costs	—	—		9,172		—		—		323		9,495
Retirement of common stock, net	(40)	—		(9,172)		—		—		—		(9,172)
Changes in the redemption value of redeemable noncontrolling interest	—	—		(5,499)		—		—		577		(4,922)
Contributions from noncontrolling interest	—	—		—		—		—		1,900		1,900
Distributions to noncontrolling interest	—	—		—		—		—		(22,114)		(22,114)
Redemptions of noncontrolling interest	10	—		(7,518)		—		—		(889)		(8,407)
Common stock dividends ($6.27 per share)	—	—		—		(407,802)		—		—		(407,802)
Balances at September 30, 2021	65,081	$	7	$	6,875,508	$	(917,315)	$	(8,968)	$	182,667	$	6,131,899

See accompanying notes to the unaudited condensed consolidated financial statements.

7

ESSEX PROPERTY TRUST, INC. AND SUBSIDIARIES

Condensed Consolidated Statements of Cash Flows

(Unaudited)

(In thousands, except parenthetical amounts) 

	Nine Months Ended September 30,
	2022		2021
Cash flows from operating activities:
Net income	$	238,765	$	371,566
Adjustments to reconcile net income to net cash provided by operating activities:
Straight-lined rents	5,529		8,734
Depreciation and amortization	403,561		387,887
Amortization of discount and debt financing costs, net	4,916		7,987
Gain on sale of marketable securities	(12,430)		(2,499)
Income from early redemption of notes receivable	—		(4,747)
Provision for credit losses	64		(110)
Unrealized losses (gains) on equity securities recognized through income	63,556		(23,772)
Earnings from co-investments	(23,756)		(60,692)
Operating distributions from co-investments	86,854		78,360
Accrued interest from notes and other receivables	(10,748)		(12,253)
Gain on the sale of real estate and land	—		(142,993)
Equity-based compensation	6,589		5,399
Loss on early retirement of debt, net	2		18,982
Gain on remeasurement of co-investment	(17,423)		(2,260)
Changes in operating assets and liabilities:
Prepaid expenses, receivables, operating lease right-of-use assets, and other assets	15,406		2,470
Accounts payable, accrued liabilities, and operating lease liabilities	38,948		62,699
Other liabilities	8,902		5,119
Net cash provided by operating activities	808,735		699,877
Cash flows from investing activities:
Additions to real estate:
Acquisitions of real estate and acquisition related capital expenditures, net of cash acquired	(21,759)		(105,469)
Redevelopment	(67,974)		(39,092)
Development acquisitions of and additions to real estate under development	(22,754)		(45,381)
Capital expenditures on rental properties	(107,105)		(81,063)
Investments in notes receivable	(160,013)		(102,012)
Collections of notes and other receivables	303,088		88,744
Proceeds from insurance for property losses	4,325		591
Proceeds from dispositions of real estate	—		297,454
Contributions to co-investments	(159,461)		(223,175)
Changes in refundable deposits	(16,318)		(8,356)
Purchases of marketable securities	(12,760)		(23,740)
Sales and maturities of marketable securities	30,025		14,995
Non-operating distributions from co-investments	161,324		131,297
Net cash used in investing activities	(69,382)		(95,207)
Cash flows from financing activities:
Proceeds from unsecured debt and mortgage notes	—		745,505
Payments on unsecured debt and mortgage notes	(24,103)		(952,608)
Proceeds from lines of credit	1,053,663		601,435
Repayments of lines of credit	(1,175,440)		(558,773)
Retirement of common stock	(157,951)		(9,172)

8

	Nine Months Ended September 30,
	2022		2021
Additions to deferred charges	(140)		(8,237)
Payments related to debt prepayment penalties	—		(18,342)
Net proceeds from issuance of common stock	(314)		(202)
Net proceeds from stock options exercised	19,410		17,847
Payments related to tax withholding for share-based compensation	(2,216)		(5,445)
Contributions from noncontrolling interest	125		1,900
Distributions to noncontrolling interest	(22,606)		(21,979)
Redemption of noncontrolling interest	(10,929)		(8,407)
Redemption of redeemable noncontrolling interest	(478)		(4,463)
Common stock dividends paid	(423,443)		(406,818)
Net cash used in financing activities	(744,422)		(627,759)
Net decrease in unrestricted and restricted cash and cash equivalents	(5,069)		(23,089)
Unrestricted and restricted cash and cash equivalents at beginning of period	58,638		84,041
Unrestricted and restricted cash and cash equivalents at end of period	$	53,569	$	60,952
Supplemental disclosure of cash flow information:
Cash paid for interest (net of $1.9 million and $5.0 million capitalized in 2022 and 2021, respectively)	$	149,970	$	147,371
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases	$	5,225	$	5,225
Supplemental disclosure of noncash investing and financing activities:
Transfers between real estate under development and rental properties, net	$	98,024	$	222,055
Transfer from real estate under development to co-investments	$