Equity LifeStyle Properties - 10-Q quarterly report FY2026 Q2

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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 June 30, 2026


☐			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: 1-11718

_________________________________________________________

EQUITY LIFESTYLE PROPERTIES, INC.

(Exact Name of Registrant as Specified in Its Charter)

_________________________________________________________

Maryland

36-3857664

(State or other jurisdiction of incorporation)

(IRS Employer Identification Number)

Two North Riverside Plaza, Suite 800

Chicago,

Illinois

60606

(Address of Principal Executive Offices)

(Zip Code)

(312) 279-1400

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, $0.01 Par Value	ELS	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. (Check one):


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 ☐

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

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date: 194,064,619 shares of Common Stock as of July 22, 2026.

Equity LifeStyle Properties, Inc.

Table of Contents


		Page
Part I - Financial Information
Item 1.	Financial Statements (unaudited)
	Index To Financial Statements
	Consolidated Balance Sheets as of June 30, 2026 and December 31, 2025	3
	Consolidated Statements of Income and Comprehensive Income for the quarters and six months ended June 30, 2026 and 2025	4
	Consolidated Statements of Changes in Equity for the quarters and six months ended June 30, 2026 and 2025	5
	Consolidated Statements of Cash Flows for the six months ended June 30, 2026 and 2025	7
	Notes to Consolidated Financial Statements	9
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	21
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	37
Item 4.	Controls and Procedures	37
Part II - Other Information
Item 1.	Legal Proceedings	38
Item 1A.	Risk Factors	38
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	38
Item 3.	Defaults Upon Senior Securities	38
Item 4.	Mine Safety Disclosures	38
Item 5.	Other Information	38
Item 6.	Exhibits	39

Part I – Financial Information

Item 1. Financial Statements

Equity LifeStyle Properties, Inc.

Consolidated Balance Sheets

(amounts in thousands, except share and per share data)


	June 30, 2026		December 31, 2025
	(unaudited)
Assets
Investment in real estate:
Land	$	2,104,661	$	2,088,174
Land improvements	4,927,773		4,784,223
Buildings and other depreciable property	1,380,544		1,306,317
	8,412,978		8,178,714
Accumulated depreciation	(2,941,941)		(2,838,344)
Net investment in real estate	5,471,037		5,340,370
Cash and restricted cash	35,629		26,132
Notes receivable, net	31,003		93,358
Investment in unconsolidated joint ventures	40,304		85,041
Deferred commission expense	57,374		58,149
Other assets, net	165,328		142,343
Total Assets	$	5,800,675	$	5,745,393

Liabilities and Equity
Liabilities:
Mortgage notes payable, net	$	2,747,378	$	2,779,158
Term loans, net	437,863		437,455
Unsecured line of credit	127,500		105,000
Accounts payable and other liabilities	182,135		152,536
Deferred membership revenue	217,419		221,498
Accrued interest payable	10,889		11,333
Rents and other customer payments received in advance and security deposits	152,166		120,441
Distributions payable	108,720		103,146
Total Liabilities	3,984,070		3,930,567
Equity:
Stockholders’ Equity:
Preferred stock, $0.01 par value, 10,000,000 shares authorized as of June 30, 2026 and December 31, 2025; none issued and outstanding.	—		—
Common stock, $0.01 par value, 600,000,000 shares authorized as of June 30, 2026 and December 31, 2025; 193,972,195 and 193,835,561 shares issued and outstanding as of June 30, 2026 and December 31, 2025, respectively.	1,988		1,988
Paid-in capital	1,984,545		1,981,540
Distributions in excess of accumulated earnings	(231,263)		(225,045)
Accumulated other comprehensive income/(loss)	2,900		(2,208)
Total Stockholders’ Equity	1,758,170		1,756,275
Non-controlling interests – Common OP Units	58,435		58,551
Total Equity	1,816,605		1,814,826
Total Liabilities and Equity	$	5,800,675	$	5,745,393

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

Equity LifeStyle Properties, Inc.

Consolidated Statements of Income and Comprehensive Income

(amounts in thousands, except per share data)

(unaudited)


	Quarters Ended June 30,				Six Months Ended June 30,
	2026		2025		2026		2025
Revenues:
Rental income	$	330,430	$	313,287	$	669,476	$	640,493
Annual membership subscriptions	18,819		16,902		37,118		33,244
Membership upgrade revenue	3,120		3,120		6,240		6,172
Other income	15,252		16,473		29,348		32,028
Gross revenues from home sales, brokered resales and ancillary services	22,805		22,798		41,901		43,721
Interest income	1,580		2,202		3,771		4,440
Income from other investments, net	5,809		2,084		7,583		4,102
Total revenues	397,815		376,866		795,437		764,200
Expenses:
Property operating and maintenance	132,267		127,845		253,307		246,411
Real estate taxes	21,826		21,845		43,926		43,488
Membership sales and marketing	4,551		4,062		8,388		7,993
Property management	21,845		20,723		40,516		41,153
Depreciation and amortization	53,637		52,649		106,773		103,591
Cost of home sales, brokered resales and ancillary services	16,903		16,476		30,503		30,168
Home selling expenses and ancillary operating expenses	7,618		6,988		14,441		13,156
General and administrative	11,872		10,455		22,973		19,694
Casualty-related charges/(recoveries), net	(7,094)		(541)		(7,026)		(324)
Other expenses	1,209		(59)		2,442		1,819

Interest and related amortization	33,824		32,200		67,469		63,336
Total expenses	298,458		292,643		583,712		570,485
Income before other items	99,357		84,223		211,725		193,715
Gain /(Loss) on sale of real estate and impairment, net	(507)		(683)		(507)		(683)


Equity in income/(loss) of unconsolidated joint ventures	668		(47)		(209)		4,854
Consolidated net income	99,518		83,493		211,009		197,886

Income allocated to non-controlling interests – Common OP Units	(3,194)		(3,777)		(6,781)		(8,978)
Redeemable perpetual preferred stock dividends	(8)		(8)		(8)		(8)
Net income available for Common Stockholders	$	96,316	$	79,708	$	204,220	$	188,900

Consolidated net income	$	99,518	$	83,493	$	211,009	$	197,886
Other comprehensive income/(loss):
Adjustment for fair market value of swaps	2,956		(2,684)		5,108		(4,313)
Consolidated comprehensive income	102,474		80,809		216,117		193,573
Comprehensive income allocated to non-controlling interests – Common OP Units	(3,290)		(3,656)		(6,946)		(8,783)
Redeemable perpetual preferred stock dividends	(8)		(8)		(8)		(8)
Comprehensive income attributable to Common Stockholders	$	99,176	$	77,145	$	209,163	$	184,782

Earnings per Common Share – Basic	$	0.50	$	0.42	$	1.05	$	0.99

Earnings per Common Share – Fully Diluted	$	0.50	$	0.42	$	1.05	$	0.99

Weighted average Common Shares outstanding – Basic	193,727		190,992		193,702		190,958
Weighted average Common Shares outstanding – Fully Diluted	200,209		200,095		200,193		200,084

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

Equity LifeStyle Properties, Inc.

Consolidated Statements of Changes in Equity

(amounts in thousands)

(unaudited)


	Common Stock		Paid-in Capital		Redeemable Perpetual Preferred Stock		Distributions in Excess of Accumulated Earnings		Accumulated Other Comprehensive Income (Loss)		Non-Controlling Interests – Common OP Units		Total Equity
Balance as of December 31, 2025	$	1,988	$	1,981,540	$	—	$	(225,045)	$	(2,208)	$	58,551	$	1,814,826
Exchange of Common OP Units for Common Stock	—		22		—		—		—		(22)		—

Issuance of Common Stock through employee stock purchase plan	—		375		—		—		—		—		375

Compensation expenses related to restricted stock and stock options	—		2,148		—		—		—		—		2,148
Repurchase of Common Stock or Common OP Units	—		(1,929)		—		—		—		—		(1,929)
Adjustment for Common OP Unitholders in the Operating Partnership	—		(62)		—		—		—		62		—
Adjustment for fair market value of swaps	—		—		—		—		2,152		—		2,152
Consolidated net income	—		—		—		107,904		—		3,587		111,491
Distributions	—		—		—		(105,208)		—		(3,496)		(108,704)
Other	—		(70)		—		—		—		—		(70)
Balance as of March 31, 2026	$	1,988	$	1,982,024	$	—	$	(222,349)	$	(56)	$	58,682	$	1,820,289
Exchange of Common OP Units for Common Stock	—		118		—		—		—		(118)		—

Issuance of Common Stock through employee stock purchase plan	—		602		—		—		—		—		602

Compensation expenses related to restricted stock and stock options	—		2,187		—		—		—		—		2,187

Adjustment for Common OP Unitholders in the Operating Partnership	—		(168)		—		—		—		168		—
Adjustment for fair market value of swaps	—		—		—		—		2,956		—		2,956
Consolidated net income	—		—		8		96,316		—		3,194		99,518
Distributions	—		—		(8)		(105,230)		—		(3,491)		(108,729)
Other	—		(218)		—		—		—		—		(218)
Balance as of June 30, 2026	$	1,988	$	1,984,545	$	—	$	(231,263)	$	2,900	$	58,435	$	1,816,605

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

Equity LifeStyle Properties, Inc.

Consolidated Statements of Changes in Equity

(amounts in thousands)

(unaudited)


	Common Stock		Paid-in Capital		Redeemable Perpetual Preferred Stock		Distributions in Excess of Accumulated Earnings		Accumulated Other Comprehensive Income (Loss)		Non-Controlling Interests – Common OP Units		Total Equity
Balance as of December 31, 2024	$	1,962	$	1,951,430	$	—	$	(214,979)	$	2,303	$	83,070	$	1,823,786


Issuance of Common Stock through employee stock purchase plan	—		391		—		—		—		—		391

Compensation expenses related to restricted stock and stock options	—		1,771		—		—		—		—		1,771
Repurchase of Common Stock or Common OP Units	—		(2,258)		—		—		—		—		(2,258)
Adjustment for Common OP Unitholders in the Operating Partnership	—		118		—		—		—		(118)		—
Adjustment for fair market value of swaps	—		—		—		—		(1,629)		—		(1,629)
Consolidated net income	—		—		—		109,192		—		5,201		114,393
Distributions	—		—		—		(98,439)		—		(4,689)		(103,128)
Other	—		(61)		—		—		—		—		(61)
Balance as of March 31, 2025	$	1,962	$	1,951,391	$	—	$	(204,226)	$	674	$	83,464	$	1,833,265
Exchange of Common OP Units for Common Stock	—		396		—		—		—		(397)		(1)

Issuance of Common Stock through employee stock purchase plan	—		355		—		—		—		—		355

Compensation expenses related to restricted stock and stock options	—		1,812		—		—		—		—		1,812

Adjustment for Common OP Unitholders in the Operating Partnership	—		40		—		—		—		(40)		—
Adjustment for fair market value of swaps	—		—		—		—		(2,684)		—		(2,684)
Consolidated net income	—		—		8		79,708		—		3,777		83,493
Distributions	—		—		(8)		(98,474)		—		(4,666)		(103,148)
Other	—		(140)		—		—		—		—		(140)
Balance as of June 30, 2025	$	1,962	$	1,953,854	$	—	$	(222,992)	$	(2,010)	$	82,138	$	1,812,952

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

Equity LifeStyle Properties, Inc.

Consolidated Statements of Cash Flows

(amounts in thousands)

(unaudited)


	Six Months Ended June 30,
	2026		2025
Cash Flows From Operating Activities:
Consolidated net income	$	211,009	$	197,886
Adjustments to reconcile consolidated net income to net cash provided by operating activities:
(Gain)/Loss on sale of real estate and impairment, net	507		683

Depreciation and amortization	109,092		106,044
Amortization of loan costs	2,659		2,481

Equity in (income)/loss of unconsolidated joint ventures	209		(4,854)
Distributions of income from unconsolidated joint ventures	211		147
Proceeds from insurance claims, net	(9,190)		(405)
Compensation expense related to incentive plans	4,335		5,009
Revenue recognized from membership upgrade sales upfront payments	(7,456)		(6,572)
Commission expense related to memberships sales	3,383		2,271
Changes in assets and liabilities:
Manufactured homes, net	(30,543)		(17,055)

Notes receivable, net	5,949		6,498
Deferred commission expense	(2,608)		(3,603)
Other assets, net	(8,469)		(2,880)
Accounts payable and other liabilities	30,772		8,123
Deferred membership revenue	3,377		5,346
Rents and other customer payments received in advance and security deposits	28,933		25,558
Net cash provided by operating activities	342,170		324,677
Cash Flows From Investing Activities:
Real estate acquisitions, net of cash acquired	(1,344)		—

Investment in unconsolidated joint ventures	(292)		(8,904)
Distributions of capital from unconsolidated joint ventures	2,127		8,389
Proceeds from insurance claims, net	—		4,411

Issuance of notes receivable	—		(56,110)
Capital improvements	(109,459)		(104,659)
Net cash used in investing activities	(108,968)		(156,873)

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

Equity LifeStyle Properties, Inc.

Consolidated Statements of Cash Flows (continued)

(amounts in thousands)

(unaudited)


	Six Months Ended June 30,
	2026		2025
Cash Flows From Financing Activities:
Proceeds from stock options and employee stock purchase plan	978		747

Distributions:
Common Stockholders	(205,033)		(189,669)
Common OP Unitholders	(6,818)		(9,036)
Preferred Stockholders	(8)		(8)

Share based award tax withholding payments	(1,929)		(2,258)
Principal payments and mortgage debt repayment	(33,107)		(119,455)


Term loan proceeds	—		150,000
Line of credit repayment	(401,000)		(526,000)
Line of credit proceeds	423,500		539,000
Debt issuance and defeasance costs	—		(2,494)
Other	(288)		(199)
Net cash used in financing activities	(223,705)		(159,372)
Net increase (decrease) in cash and restricted cash	9,497		8,432
Cash and restricted cash, beginning of period	26,132		24,576
Cash and restricted cash, end of period	$	35,629	$	33,008


	Six Months Ended June 30,
	2026		2025
Supplemental Information:
Cash paid for interest, net	$	65,253	$	63,598
Cash paid for the purchase of manufactured homes	$	46,945	$	33,655

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

Equity LifeStyle Properties, Inc.

Notes to Consolidated Financial Statements

Note 1 – Organization and Basis of Presentation

Equity LifeStyle Properties, Inc. (“ELS” or the “Company”), a Maryland corporation, together with MHC Operating Limited Partnership (the “Operating Partnership”) and its other consolidated subsidiaries (the “Subsidiaries”), are referred to herein as “we,” “us,” and “our”. We are a fully integrated owner of lifestyle-oriented properties (“Properties”) consisting of property operations and home sales and rental operations primarily within manufactured home (“MH”) and recreational vehicle (“RV”) communities and marinas. We provide our customers the opportunity to place manufactured homes and cottages, RVs and/or boats on our Properties either on a long-term or short-term basis. Our customers may lease individual developed areas (“Sites”) or enter into right-to-use contracts, also known as membership subscriptions, which provide them access to specific Properties for limited stays.

Our Properties are owned primarily by the Operating Partnership and managed internally by affiliates of the Operating Partnership. ELS is the sole general partner of the Operating Partnership. The Operating Partnership meets the criteria as a VIE, where we are the general partner and controlling owner of 96.8% as of June 30, 2026. The limited partners do not have substantive kick-out or participating rights. Our sole significant asset is our investment in the Operating Partnership, and consequently, substantially all of our assets and liabilities represent those assets and liabilities of the Operating Partnership. Additionally, we have the power to direct the Operating Partnership’s activities and the obligation to absorb its losses or the right to receive its benefits. Accordingly, we are the primary beneficiary, and we have continued to consolidate the Operating Partnership.

Equity method of accounting is applied to entities in which ELS does not have a controlling interest but with respect to which it can exercise significant influence over operations and major decisions. Our exposure to losses associated with unconsolidated joint ventures is primarily limited to the carrying value of these investments. Accordingly, distributions from a joint venture in excess of our carrying value are recognized in earnings.

The accompanying unaudited interim consolidated financial statements have been prepared pursuant to Securities and Exchange Commission (“SEC”) rules and regulations for Quarterly Reports on Form 10-Q. Accordingly, they do not include all of the information and note disclosures required by U.S. Generally Accepted Accounting Principles (“GAAP”) for complete financial statements and should be read in conjunction with the consolidated financial statements and notes thereto included in our Annual Report on Form 10-K for the year ended December 31, 2025.

Intercompany balances and transactions have been eliminated. All adjustments to the unaudited interim consolidated financial statements are of a normal, recurring nature and, in the opinion of management, are necessary for a fair presentation of results for these interim periods. Revenues and expenses are subject to seasonal fluctuations, and accordingly, quarterly interim results may not be indicative of full year results.

Note 2 – Summary of Significant Accounting Policies

(a) Revenue Recognition

Our revenue streams are predominantly derived from customers renting our Sites or entering into membership subscriptions. Our MH Sites and annual RV and marina Sites are leased on an annual basis. Seasonal RV and marina Sites are leased to customers generally for one to six months. Transient RV and marina Sites are leased to customers on a short-term basis. Leases with our customers are accounted for as operating leases. Rental income is accounted for in accordance with Accounting Standards Codification (ASC) 842, Leases, and is recognized over the term of the respective lease or the length of a customer’s stay. We do not separate expenses reimbursed by our customers (“utility recoveries”) from the associated rental revenue as we meet the practical expedient criteria to combine these lease and non-lease components. We account for and present rental revenue and utility recoveries as a single component under Rental income in the Consolidated Statements of Income and Comprehensive Income as the timing and pattern of transfer for rental revenue and the associated utility recoveries are the same. The change in allowance for credit losses related to the collectability of lease receivables is presented as a reduction to Rental income. Lease receivables are presented within Other assets, net on the Consolidated Balance Sheets and are net of an allowance for credit losses.

Annual membership subscriptions and membership upgrades are accounted for in accordance with ASC 606, Revenue from Contracts with Customers. Membership subscriptions provide our customers access to specific Properties for limited stays at a specified group of Properties. Upgraded memberships provide enhanced benefits for members in good standing, including longer stays, the ability to make earlier reservations, potential discounts on rental units, and potential access to additional properties. Beginning in the first quarter of 2025, membership upgrade product offerings include two- to four-year term subscription products. Prior to the introduction of subscription-based upgrade products, membership upgrades required non-refundable upfront payments, with an option to finance the upfront payments. Beginning in the first quarter of 2025, upfront

Equity LifeStyle Properties, Inc.

Notes to Consolidated Financial Statements

Note 2 – Summary of Significant Accounting Policies (continued)

payment upgrade products and related financing options are no longer being offered by the Company, but members in good standing are entitled to enhanced benefits for as long as they choose to remain in the program.

Membership subscriptions, including subscription-based membership upgrades, are presented within Annual membership subscriptions in the Consolidated Statements of Income and Comprehensive Income. Payments for membership subscriptions are deferred and recognized on a straight-line basis over the period during which access to Sites at certain Properties is provided. Membership subscription receivables are presented within Other assets, net on the Consolidated Balance Sheets and are net of an allowance for credit losses. Non-refundable upfront payments on our legacy product offerings are recognized on a straight-line basis over 24 years and are presented within Membership upgrade revenue in the Consolidated Statements of Income and Comprehensive Income. Financed upgrade sales (also known as contract receivables) are presented within Notes receivable, net on the Consolidated Balance Sheets and are net of an allowance for credit losses.

Revenue from home sales is recognized when the earnings process is complete. The earnings process is complete when the home has been delivered, the purchaser has accepted the home and title has transferred. We have a limited program under which we purchase loans made by an unaffiliated lender to homebuyers at our Properties. Financed home sales (also known as chattel loans) are presented within Notes receivable, net on the Consolidated Balance Sheets and are net of an allowance for credit losses.

(b) Restricted Cash

As of June 30, 2026 and December 31, 2025, restricted cash consisted of $24.1 million and $18.2 million, respectively, primarily related to cash reserved for customer deposits and escrows for insurance and real estate taxes.

We disclose the estimated fair value of our financial instruments according to a fair value hierarchy. The valuation hierarchy is based on the transparency of the lowest level of input that is significant to the valuation of an asset or a liability as of the measurement date. The three levels are defined as follows:

Level 1 - Inputs to the valuation methodology are quoted prices (unadjusted) for identical assets or liabilities in active markets.

Level 2 - Inputs to the valuation methodology include quoted prices for similar assets and liabilities in active markets and inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the financial instrument.

Level 3 - Inputs to the valuation methodology are unobservable and significant to the fair value measurement.

The carrying values of cash and restricted cash, accounts receivable and accounts payable approximate their fair market values due to the short-term nature of these instruments. The carrying value of notes receivable approximates the fair market value as the interest rates are generally comparable to current market rates. As of December 31, 2025, notes receivable included a $56.1 million term loan made to RVC Core, LLC, an equity method investment of the Company, which was secured by the underlying Properties within the joint venture. During the quarter ended June 30, 2026, the $56.1 million term loan was eliminated in consolidation upon the acquisition of the remaining 20% ownership interest in RVC Core, LLC. Refer to Note 5. Investment in Real Estate.

The fair market value of mortgage notes payable, term loans and interest rate derivatives are measured with Level 2 inputs using quoted prices and observable inputs from similar liabilities as disclosed in Note 7. Borrowing Arrangements and Note 8. Derivative Instruments and Hedging Activities.

We also utilize Level 2 and Level 3 inputs as part of our determination of the purchase price allocation for our acquisitions.

(d) Allowance for Credit Losses

We account for allowance for credit losses under the current expected credit loss (“CECL”) impairment model for our financial assets, including receivables from tenants, receivables for annual membership subscriptions, notes receivable, contracts receivable and chattel loans, and present the net amount of the financial instrument expected to be collected. The CECL impairment model requires an estimate of expected credit losses, measured over the contractual life of an instrument,

Equity LifeStyle Properties, Inc.

Notes to Consolidated Financial Statements

Note 2 – Summary of Significant Accounting Policies (continued)

that considers forecasts of future economic conditions in addition to information about past events and current conditions. Our allowance for credit losses was as follows:


	For the Quarters Ended June 30,				For the Six Months Ended June 30,
(amounts in thousands):	2026		2025		2026		2025
Balance, beginning	$	19,432	$	22,697	$	20,064	$	23,576

Provision for losses	1,820		1,809		3,696		3,501
Write-offs	(2,423)		(2,613)		(4,931)		(5,184)
Balance, ending	$	18,829	$	21,893	$	18,829	$	21,893

(e) Insurance Recoveries

We carry comprehensive insurance coverage for losses resulting from property damage and environmental liability and business interruption claims on all of our Properties. We record the estimated amount of expected insurance proceeds for property damage, clean-up costs and other losses incurred as an asset (typically a receivable from our insurance carriers) and income up to the amount of the losses incurred when receipt of insurance proceeds is deemed probable. Any amount of insurance recovery in excess of the losses incurred and any amount of insurance recovery related to business interruption are considered a gain contingency and are recognized in the period in which the insurance proceeds are received.

During the quarter ended June 30, 2025, we recognized debris removal and cleanup costs related to hurricane events of $0.3 million, with $0.2 million of insurance recovery revenue accruals related to the expenses. During the quarters and six months ended June 30, 2026 and 2025, we also recognized $7.1 million and $0.6 million, respectively, of insurance recovery revenue in excess of expenses related to hurricane events. During the six months ended June 30, 2026 and 2025, we recognized debris removal and cleanup costs related to hurricane events of $0.1 million and $1.1 million, respectively, with $0.8 million of insurance recovery revenue accruals related to the expenses during the six months ended June 30, 2025. The debris and cleanup costs and offsetting recovery accrual and reimbursement of capital expenditures are presented in Casualty-related charges/(recoveries), net in the Consolidated Statements of Income and Comprehensive Income.

During the quarters ended June 30, 2026 and 2025, we recognized business interruption recovery revenue of $3.8 million and $2.2 million, respectively, related to Hurricane Ian. During the six months ended June 30, 2026 and 2025, we recognized business interruption recovery revenue of $3.8 million and $4.0 million, respectively, related to Hurricane Ian. Business interruption recovery revenue is presented in Income from other investments, net for the quarter and six months ended June 30, 2026 and within Other income for the quarter and six months ended June 30, 2025 in the Consolidated Statements of Income and Comprehensive Income.

Equity LifeStyle Properties, Inc.

Notes to Consolidated Financial Statements

Note 3 – Earnings Per Common Share

Basic and fully diluted earnings per share are based on the weighted average shares outstanding during each period. The following table sets forth the computation of basic and diluted earnings per share of common stock (“Common Share”):


	For the Quarters Ended June 30,				For the Six Months Ended June 30,
(amounts in thousands, except per share data)	2026		2025		2026		2025
Numerators:
Net income available for Common Stockholders – Basic	$	96,316	$	79,708	$	204,220	$	188,900
Amounts allocated to non-controlling interests (dilutive securities)	3,194		3,777		6,781		8,978
Net income available for Common Stockholders – Fully Diluted	$	99,510	$	83,485	$	211,001	$	197,878
Denominators:
Weighted average Common Shares outstanding – Basic	193,727		190,992		193,702		190,958
Effect of dilutive securities:
Exchange of Common OP Units for Common Shares	6,437		9,068		6,442		9,086
Stock options and restricted stock	45		35		49		40
Weighted average Common Shares outstanding and OP Units – Fully Diluted	200,209		200,095		200,193		200,084

Earnings per Common Share – Basic	$	0.50	$	0.42	$	1.05	$	0.99

Earnings per Common Share – Fully Diluted	$	0.50	$	0.42	$	1.05	$	0.99

Note 4 – Common Stock and Other Equity Related Transactions

Common Stockholder Distribution Activity

The following quarterly distributions have been declared and paid to Common Stockholders and the Operating Partnership unit (“OP Unit”) holders since January 1, 2025:

Distribution Amount Per Share

For the Quarter Ended

Stockholder Record Date

Payment Date

$0.5150

March 31, 2025

March 28, 2025

April 11, 2025

$0.5150

June 30, 2025

June 27, 2025

July 11, 2025

$0.5150

September 30, 2025

September 26, 2025

October 10, 2025

$0.5150

December 31, 2025

December 26, 2025

January 9, 2026

$0.5425

March 31, 2026

March 27, 2026

April 10, 2026

$0.5425

June 30, 2026

June 26, 2026

July 10, 2026

Exchanges

Subject to certain limitations, OP Unit holders can request an exchange of any or all of their OP Units for shares of common stock at any time. Upon receipt of such a request, we may, in lieu of issuing shares of common stock, cause the Operating Partnership to pay cash. There were 13,000 OP units exchanged for an equal amount of common stock during the quarter ended June 30, 2026 and 15,406 OP units exchanged for an equal amount of common stock during the six months ended June 30, 2026. There were 43,324 OP units exchanged for an equal amount of common stock during the quarter and six months ended June 30, 2025.

Equity Offering Program

On November 1, 2024, we entered into our current at-the-market (“ATM”) equity offering program with certain sales agents, pursuant to which we may sell, from time-to-time, shares of our common stock, par value $0.01 per share, having an aggregate offering price of up to $700.0 million. As of June 30, 2026, the full capacity of our ATM equity offering program remained available for issuance.

Equity LifeStyle Properties, Inc.

Notes to Consolidated Financial Statements

Note 5 – Investment in Real Estate

Acquisitions

On April 30, 2026, we acquired the remaining 20% ownership interests in certain RVC joint ventures for a purchase price of $4.4 million and capitalized transaction costs of $0.1 million. Following the acquisition, we own 100% of the ownership interests, and accordingly, consolidate the results of these joint ventures in the consolidated financial statements.

The acquired interests were accounted for as an asset acquisition, and we did not remeasure our previously held equity interests as of April 30, 2026. Total acquisition costs allocated of $103.3 million include our existing basis in the acquired RVC joint ventures of $42.5 million, cash consideration and capitalized transaction costs of $4.5 million and the $56.3 million term loan, inclusive of interest receivable, with RVC Core, LLC, which was eliminated upon consolidation. The acquired RVC joint ventures include seven RV properties and one land parcel.

The following table summarizes the net assets recorded as part of the acquisitions as of April 30, 2026:


	(in thousands)
Land	16,487
Land improvements	55,432
Buildings and other depreciable property	31,350
Investment in real estate	$	103,269

Other assets, net	32
Net assets acquired	$	103,301

Note 6 - Investment in Unconsolidated Joint Ventures

The following table summarizes our investments in unconsolidated joint ventures (investment and income/(loss) amounts in thousands):


	Investment as of
Investment	June 30, 2026		December 31, 2025
RVC (a)	$	12,873	$	56,638
Other (b)	27,431		28,403
	$	40,304	$	85,041


					Income/(Loss) for the Quarters Ended (d)				Income/(Loss) for the Six Months Ended (d)
Investment	Location	Number of Sites	Economic Interest (c)		June 30, 2026		June 30, 2025		June 30, 2026		June 30, 2025
RVC (a)	Various	203	80	%	$	412	$	(163)	$	(918)	$	(1,809)
Other (b)	Various	2,415	49% to 65%		256		116		709		6,663
		2,618			$	668	$	(47)	$	(209)	$	4,854

_____________________

(a)As of June 30, 2026, our investment in RVC includes one joint venture that owns one RV community.

(b)Includes various other joint ventures.

(c)The percentages shown approximate our economic interest as of June 30, 2026. Our legal ownership interest may differ. We do not exercise control over these entities.

(d)Net of depreciation expense of $0.9 million and $1.5 million for the quarters ended June 30, 2026 and 2025, respectively, and $2.4 million and $2.8 million for the six months ended June 30, 2026 and 2025.

Approximately $0.6 million and $0.5 million of the distributions made to us exceeded our investment basis in joint ventures for the quarters ended June 30, 2026 and 2025, respectively, and as such, were recorded as income from unconsolidated joint ventures for the quarters ended June 30, 2026 and 2025.

Equity LifeStyle Properties, Inc.

Notes to Consolidated Financial Statements

Note 6 – Investment in Unconsolidated Joint Ventures (continued)

Approximately $1.2 million and $7.3 million of the distributions made to us exceeded our investment basis in joint venture for the six months ended June 30, 2026 and 2025, respectively, and as such, were recorded as equity in income/(loss) of unconsolidated joint ventures for the six months ended June 30, 2026 and 2025.

Note 7 – Borrowing Arrangements

Mortgage Notes Payable

The following table presents the carrying value, fair value and weighted average interest rates for our mortgage notes payable (amounts in thousands except percentages):


			As of June 30, 2026						As of December 31, 2025
	Stated Interest Rate	Maturity Date	Carrying Value		Fair Value		Weighted Average Interest Rate		Carrying Value		Fair Value		Weighted Average Interest Rate
Mortgage notes payable	2.44% to 5.06%	2028 to 2041	$	2,767,759	$	2,354,587	3.77	%	$	2,800,866	$	2,404,789	3.77	%
Less: Deferred financing costs, net			$	(20,381)					$	(21,708)
Mortgage notes payable, net			$	2,747,378					$	2,779,158

The following table presents the number of encumbered Properties and the gross carrying value of such Properties (gross carrying value in thousands):


	As of June 30, 2026			As of December 31, 2025
	Number of Encumbered Properties	Gross Carrying Value		Number of Encumbered Properties	Gross Carrying Value
Encumbered Properties	112	$	3,304,614	112	$	3,266,579

Unsecured Debt

The following table presents the carrying value, fair value and weighted average interest rates for our unsecured debt (amounts in thousands):


			As of June 30, 2026				As of December 31, 2025
	Stated Interest Rate	Maturity Date	Carrying Value (1)		Effective Interest Rate		Carrying Value (1)		Effective Interest Rate
$240.0 Million Term Loan (2)	SOFR + 1.20% to 1.70%	May 15, 2030	$	240,000	4.74	%	$	240,000	4.74	%
$200.0 Million Term Loan	SOFR + 0.10% + 1.20% to 1.70%	January 21, 2027	$	200,000	4.88	%	$	200,000	4.88	%
Line of Credit Borrowing (3)	SOFR + 0.10% + 1.25% to 1.65%	July 18, 2028	$	127,500	4.97	%	$	105,000	5.01	%
Less: Deferred financing costs, net			$	(2,137)			$	(2,545)
Total unsecured debt, net			$	565,363			$	542,455

_____________________

(1)Carrying value approximates fair value.

(2)During the year ended December 31, 2025, we entered into a $240.0 million unsecured term loan agreement (the “$240 million Term Loan”) and drew $150.0 million and $90.0 million in May 2025 and July 2025, respectively.

(3)As of June 30, 2026, our LOC had a remaining borrowing capacity of $372.4 million.

As of June 30, 2026, we were in compliance in all material respects with the covenants in all our borrowing arrangements.

Note 8 - Derivative Instruments and Hedging Activities

Cash Flow Hedges of Interest Rate Risk

We record all derivatives at fair value. Our objective in utilizing interest rate derivatives is to add stability to our interest expense and to manage our exposure to interest rate movements. To accomplish this objective, we primarily use interest rate

Equity LifeStyle Properties, Inc.

Notes to Consolidated Financial Statements

Note 8 - Derivative Instruments and Hedging Activities (continued)

swaps as part of our interest rate risk management strategy. Interest rate swaps designated as cash flow hedges involve the receipt of variable amounts from a counterparty in exchange for making fixed-rate payments over the life of the agreements without exchange of the underlying notional amount.

The changes in the fair value of designated derivatives that qualify as a cash flow hedge are recorded in Accumulated other comprehensive income/(loss) on the Consolidated Balance Sheets and subsequently reclassified into earnings in the Consolidated Statements of Income and Comprehensive Income in the period that the hedged forecasted transaction affects earnings and are presented in the same line item as the earnings effect of the hedged item. For cash flow hedges, this is typically when the periodic swap settlements are made. Proceeds or payments from premiums and periodic settlements of derivative instruments are classified in the same section of the Consolidated Statements of Cash Flows as the underlying hedged item.

The following table presents the terms of our derivative financial instruments (notional amounts in thousands):

As of June 30, 2026

Interest Rate Derivatives

Number of Instruments

Notional Amount

Weighted Average Interest Rate

Index

Weighted Average Remaining Term (Years)

Interest rate swaps

$440,000

4.81%

SOFR

2.4

As of December 31, 2025

Interest Rate Derivatives

Number of Instruments

Notional Amount

Weighted Average Interest Rate

Index

Weighted Average Remaining Term (Years)

Interest rate swaps

$440,000

4.81%

SOFR

2.9

Our derivative financial instruments are classified as Level 2 in the fair value hierarchy. The following table presents the fair value of our derivative financial instruments:


		As of June 30,		As of December 31,
(amounts in thousands)	Balance Sheet Location	2026		2025
Interest rate swaps	Other assets, net	$	2,900	$	—
Interest rate swaps	Accounts payable and other liabilities	$	—	$	2,208


The following table presents the amount of (gain)/loss recognized in Other comprehensive income/(loss) on derivatives in the Consolidated Statements of Income and Comprehensive Income (in thousands):

Derivatives in Cash Flow Hedging Relationship		For the Quarters Ended June 30,				For the Six Months Ended June 30,
		2026		2025		2026		2025
Interest rate swaps		$	(3,032)	$	1,874	$	(5,306)	$	2,782


The following table presents the amount of (gain)/loss reclassified from Accumulated other comprehensive income/(loss) into income in the Consolidated Statements of Income and Comprehensive Income (in thousands):

Derivatives in Cash Flow Hedging Relationship	Location of (gain)/ loss reclassified from Accumulated OCI into income	For the Quarters Ended June 30,				For the Six Months Ended June 30,
		2026		2025		2026		2025
Interest rate swaps	Interest Expense	$	(76)	$	(810)	$	(198)	$	(1,531)

During the next twelve months, we estimate that $1.2 million will be reclassified from Accumulated other comprehensive income/(loss) as a decrease to interest expense. This estimate may be subject to change as the underlying SOFR changes. As of June 30, 2026, we had not posted any collateral related to the interest rate swaps.

Equity LifeStyle Properties, Inc.

Notes to Consolidated Financial Statements

Note 9 – Deferred Revenue from Membership Upgrades and Deferred Commission Expense

The components of the change in Deferred revenue from membership upgrades and Deferred commission expense were as follows:


	As of June 30,
(amounts in thousands)	2026		2025
Deferred revenue, beginning	$	211,171	$	218,164
Deferred membership upgrade revenue	2,022		4,246
Revenue recognized from membership upgrades	(7,456)		(6,572)
Net increase (decrease) in deferred revenue	(5,434)		(2,326)
Deferred revenue, ending (1)	$	205,737	$	215,838

Deferred commission expense, beginning	$	58,149	$	56,516
Deferred commission expense	2,608		3,603
Commission expense recognized	(3,383)		(2,271)
Net increase (decrease) in deferred commission expense	(775)		1,332
Deferred commission expense, ending	$	57,374	$	57,848

_____________________

(1)Included in Deferred membership revenue on the Consolidated Balance Sheets.

Note 10 – Equity Incentive Awards

Our 2024 Equity Incentive Plan (the “2024 Plan”) was adopted by the Board of Directors on February 6, 2024 and approved by our stockholders on April 30, 2024.

The table below presents shares issued by the Company (grant date fair value amounts in thousands):


Plan	Award Date	Time-Based Awards	Performance Based Awards	Total Awards	Grant Date Fair Value
2024 Equity Incentive Plan	February 4, 2025	49,881	49,884	99,765	$	4,372
2024 Equity Incentive Plan	April 29, 2025	18,227	—	18,227	$	1,163
2024 Equity Incentive Plan	February 3, 2026	58,739	58,741	117,480	$	5,418
2024 Equity Incentive Plan	April 28, 2026	18,569	—	18,569	$	1,162

For the shares awarded on February 4, 2025, 47,503 are time-based awards and vest in equal installments over a three-year period on February 3, 2026, February 2, 2027 and February 1, 2028, respectively, with the remaining 2,378 shares vesting two-thirds on February 3, 2026 and one-third on February 2, 2027. These time-based awards have a grant date fair value of $3.2 million. The remaining 47,506 shares are performance-based awards and vest in equal installments over a three-year period on February 3, 2026, February 2, 2027 and February 1, 2028, respectively, subject to the achievement of performance goals, with the remaining 2,378 shares vesting two-thirds on February 3, 2026 and one-third on February 2, 2027, subject to the achievement of performance goals. The 17,418 shares of restricted stock subject to 2025 performance goals have a grant date fair value of $1.1 million.

Equity LifeStyle Properties, Inc.

Notes to Consolidated Financial Statements

Note 10 – Equity Incentive Awards (continued)

Time-based awards for the shares under the 2024 Plan granted on April 29, 2025 are subject to various vesting dates between October 29, 2025 and April 28, 2028.

For the shares awarded on February 3, 2026, 49,375 are time-based awards and vest in equal installments over a three-year period on February 2, 2027, February 1, 2028 and February 6, 2029, respectively, with a separate additional 9,364 shares vesting on February 2, 2027. These time-based awards have a grant date fair value of $3.8 million. The remaining 58,741 shares are performance based, with 49,376 of those shares vesting in equal installments over a three-year period on February 2, 2027, February 1, 2028 and February 6, 2029, respectively, subject to the achievement of performance goals, with a separate additional 9,365 shares vesting on February 2, 2027, subject to the achievement of performance goals. The 25,822 shares of restricted stock subject to 2026 performance goals have a grant date fair value of $1.7 million.

Time-based awards for the shares under the 2024 Plan granted on April 28, 2026 are subject to various vesting dates between October 28, 2026 and April 27, 2029.

The table below provides the amount of stock-based compensation expense reported in General and administrative expense in the Consolidated Statements of Income and Comprehensive Income:


	For the Quarters Ended June 30,				For the Six Months Ended June 30,
(amount in thousands)	2026		2025		2026		2025
Stock-Based Compensation Expense	$	2,187	$	1,812	$	4,335	$	3,583

Note 11 – Commitments and Contingencies

We are involved in various legal and regulatory proceedings (“Proceedings”) arising in the ordinary course of business. The Proceedings include, but are not limited to, legal claims made by employees, vendors and customers, and notices, consent decrees, information requests, additional permit requirements and other similar enforcement actions by governmental agencies relating to our utility infrastructure, including water and wastewater treatment plants and other waste treatment facilities and electrical systems. Additionally, in the ordinary course of business, our operations are subject to audit by various taxing authorities. Management believes these Proceedings taken together do not represent a material liability. In addition, to the extent any such Proceedings or audits relate to newly acquired Properties, we consider any potential indemnification obligations of sellers in our favor.

Beginning on August 31, 2023 through December 4, 2023, certain private party plaintiffs filed several putative class actions in the U.S. District Court for the Northern District of Illinois, Eastern Division, against Datacomp Appraisal Systems, Inc. (“Datacomp”) and several owner/operators of manufactured housing communities, including ELS (the “Datacomp Litigation”), alleging that the community owner/operators used JLT Market Reports produced by Datacomp to conspire to raise manufactured home lot rents in violation of Section 1 of the Sherman Act. ELS purchased Datacomp in connection with the MHVillage/Datacomp acquisition during the year ended December 31, 2021. On December 15, 2023, the plaintiffs filed an amended consolidated complaint captioned, In re Manufactured Home Lot Rents Antitrust Litigation, No. 1:23-cv-6715. Plaintiffs seek both injunctive relief and monetary damages, including attorneys’ fees. The defendants filed a motion to dismiss on January 29, 2024. On December 4, 2025, the Court granted defendants’ motion to dismiss without prejudice. On January 26, 2026, plaintiffs filed an amended complaint, and defendants filed a motion to dismiss on March 31, 2026.

We believe that the Datacomp Litigation is without merit, and we intend to vigorously defend our interests in this matter. As of June 30, 2026, we have not made an accrual, as we are unable to predict the outcome of this matter or reasonably estimate any possible loss.

Note 12 – Reportable Segments

We have identified two reportable segments: (i) Property Operations and (ii) Home Sales and Rentals Operations. The Property Operations segment owns and operates land lease Properties and the Home Sales and Rentals Operations segment purchases, sells and leases homes at the Properties. Each segment is primarily evaluated based on Net Operating Income (“NOI”), which is defined as total operating revenues less total operating expenses. Segments are assessed before interest income and depreciation and amortization. The distribution of the Properties throughout the United States reflects our belief that geographic diversification helps insulate the total portfolio from regional economic influences.

Equity LifeStyle Properties, Inc.

Notes to Consolidated Financial Statements

Note 12 – Reportable Segments (continued)

All revenues were from external customers, and there is no customer who contributed 10% or more of our total revenues during the quarters or six months ended June 30, 2026 or 2025.

The following tables summarize our segment financial information:

Quarter Ended June 30, 2026


(amounts in thousands)	Property Operations		Home Sales and Rentals Operations		Consolidated
Operations revenues	$	376,245	$	14,181	$	390,426
Operations expenses	(191,551)		(13,459)		(205,010)
NOI	184,694		722		185,416
Reconciliation to consolidated net income:
Depreciation and amortization					(53,637)
Gain/(Loss) on sale of real estate and impairment, net					(507)
Interest income					1,580
Income from other investments, net					5,809
General and administrative					(11,872)
Casualty-related (charges)/recoveries, net					7,094
Other expenses					(1,209)
Interest and related amortization					(33,824)

Equity in income/(loss) of unconsolidated joint ventures					668

Consolidated net income					$	99,518

Total assets	$	5,493,537	$	307,138	$	5,800,675
Capital improvements	$	55,911	$	8,263	$	64,174

Quarter Ended June 30, 2025


(amounts in thousands)	Property Operations		Home Sales and Rentals Operations		Consolidated
Operations revenues	$	358,381	$	14,199	$	372,580
Operations expenses	(184,916)		(13,023)		(197,939)
NOI	173,465		1,176		174,641
Reconciliation to consolidated net income:
Depreciation and amortization					(52,649)
Gain/(Loss) on sale of real estate and impairment, net					(683)
Interest income					2,202
Income from other investments, net					2,084
General and administrative					(10,455)
Casualty-related (charges)/recoveries, net					541
Other expenses					59
Interest and related amortization					(32,200)

Equity in income/(loss) of unconsolidated joint ventures					(47)

Consolidated net income					$	83,493

Total assets	$	5,465,841	$	255,042	$	5,720,883
Capital improvements	$	55,983	$	3,475	$	59,458

Equity LifeStyle Properties, Inc.

Notes to Consolidated Financial Statements

Note 12 – Reportable Segments (continued)

Six Months Ended June 30, 2026



(amounts in thousands)	Property Operations		Home Sales and Rentals Operations		Consolidated
Operations revenues	$	757,191	$	26,892	$	784,083
Operations expenses	(365,327)		(25,754)		(391,081)
NOI	391,864		1,138		393,002
Reconciliation to consolidated net income:
Depreciation and amortization					(106,773)
Gain/(Loss) on sale of real estate and impairment, net					(507)
Interest income					3,771
Income from other investments, net					7,583
General and administrative					(22,973)
Casualty-related (charges)/recoveries, net					7,026
Other expenses					(2,442)
Interest and related amortization					(67,469)

Equity in income/(loss) of unconsolidated joint ventures					(209)

Consolidated net income					$	211,009

Total assets	$	5,493,537	$	307,138	$	5,800,675
Capital improvements	$	96,555	$	12,904	$	109,459

Six Months Ended June 30, 2025



(amounts in thousands)	Property Operations		Home Sales and Rentals Operations		Consolidated
Operations revenues	$	727,467	$	28,191	$	755,658
Operations expenses	(357,647)		(24,722)		(382,369)
NOI	369,820		3,469		373,289
Reconciliation to consolidated net income:
Depreciation and amortization					(103,591)
Gain/(Loss) on sale of real estate and impairment, net					(683)
Interest income					4,440
Income from other investments, net					4,102
General and administrative					(19,694)
Casualty-related (charges)/recoveries, net					324
Other expenses					(1,819)
Interest and related amortization					(63,336)

Equity in income/(loss) of unconsolidated joint ventures					4,854

Consolidated net income					$	197,886

Total assets	$	5,465,841	$	255,042	$	5,720,883
Capital improvements	$	99,513	$	5,146	$	104,659

Equity LifeStyle Properties, Inc.

Notes to Consolidated Financial Statements

Note 12 – Reportable Segments (continued)

The following table summarizes our financial information for the Property Operations segment for the quarters and six months ended June 30, 2026 and 2025:


	Quarters Ended June 30,				Six Months Ended June 30,
(amounts in thousands)	2026		2025		2026		2025
Revenues:
Rental income	$	326,533	$	309,747	$	661,785	$	633,560
Annual membership subscriptions	18,819		16,902		37,118		33,244
Membership upgrade revenue	3,120		3,120		6,240		6,172
Other income	15,252		16,473		29,348		32,028
Gross revenues from ancillary services	12,521		12,139		22,700		22,463
Total property operations revenues	376,245		358,381		757,191		727,467
Expenses:
Utility expense	41,681		39,182		82,864		79,451
Payroll	32,936		31,815		61,376		60,086
Repairs and maintenance	30,849		29,495		55,274		52,384
Insurance and other	25,373		26,050		51,012		52,039
Real estate taxes	21,826		21,845		43,926		43,488
Membership sales and marketing	4,551		4,062		8,388		7,993
Cost of ancillary services	6,718		6,177		10,946		10,622
Ancillary operating expenses	5,772		5,567		11,025		10,431
Property management	21,845		20,723		40,516		41,153
Total property operations expenses	191,551		184,916		365,327		357,647
NOI	$	184,694	$	173,465	$	391,864	$	369,820

The following table summarizes our financial information for the Home Sales and Rentals Operations segment for the quarters and six months ended June 30, 2026 and 2025:


	Quarters Ended June 30,				Six Months Ended June 30,
(amounts in thousands)	2026		2025		2026		2025
Revenues:
Rental income (1)	$	3,897	$	3,540	$	7,691	$	6,933
Gross revenues from home sales and brokered resales	10,284		10,659		19,201		21,258
Total revenues	14,181		14,199		26,892		28,191
Expenses:
Rental home operating and maintenance	1,428		1,303		2,781		2,451
Cost of home sales and brokered resales	10,185		10,299		19,557		19,546
Home selling expenses	1,846		1,421		3,416		2,725
Total expenses	13,459		13,023		25,754		24,722
NOI	$	722	$	1,176	$	1,138	$	3,469

______________________

(1)Rental income within Home Sales and Rentals Operations does not include base rent related to the rental home Sites. Base rent is included within property operations.

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

The following discussion and analysis should be read in conjunction with the consolidated financial statements and accompanying notes thereto included in this Quarterly Report on Form 10-Q and in our Annual Report on Form 10-K for the year ended December 31, 2025 (“2025 Form 10-K”), as well as information in Part II. Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations in our 2025 Form 10-K.

Overview and Outlook

We are a self-administered and self-managed real estate investment trust (“REIT”) with headquarters in Chicago, Illinois. We are a fully integrated owner of lifestyle-oriented properties (“Properties”) consisting of property operations and home sales and rental operations primarily within manufactured home (“MH”) and recreational vehicle (“RV”) communities and marinas. As of June 30, 2026, we owned or had an ownership interest in a portfolio of 453 Properties located throughout the United States and Canada containing 173,559 individual developed areas (“Sites”). These Properties are located in 35 states and British Columbia.

We invest in properties in sought-after locations near retirement and vacation destinations and urban areas across the United States with a focus on delivering an exceptional experience to our residents and guests that results in delivery of value to stockholders. Our business model is intended to provide an opportunity for increased cash flows and appreciation in value. We seek growth in earnings, Funds from Operations (“FFO”), Normalized Funds from Operations (“Normalized FFO”) and cash flows by enhancing the profitability and operation of our Properties and investments. We accomplish this by attracting and retaining high quality customers to our Properties, who take pride in our Properties and in their homes and efficiently managing our Properties by increasing occupancy, maintaining competitive market rents and controlling expenses. We also actively pursue opportunities that fit our acquisition criteria and are currently engaged in various stages of negotiations relating to the possible acquisition of additional properties.

We believe the demand from baby boomers for MH and RV communities will continue to be strong over the long term. It is estimated that approximately 10,000 Americans turn 65 years old every day and all baby boomers will be at least age 65 by 2030. These individuals, seeking an active lifestyle, will continue to drive the market for second-home sales as vacation properties, investment opportunities or retirement retreats. We expect it is likely that we will continue to see high levels of second-home sales and that manufactured homes and cottages in our Properties will continue to provide a viable second-home alternative to site-built homes. We also believe the Millennial and Generation Z demographic will contribute to our future long-term customer pipeline. After conducting a comprehensive study of RV ownership, according to the Recreational Vehicle Industry Association (“RVIA”), data suggested that RV sales are expected to benefit from an increase in demand from those born in the United States from 1980 to 2003, or Millennials and Generation Z, over the coming years. We believe the demand from baby boomers and these younger generations will continue to outpace supply for MH and RV communities. The entitlement process to develop new MH and RV communities is extremely restrictive. As a result, there have been limited new communities developed in our target geographic markets.

We generate the majority of our revenues from customers renting our Sites or entering into right-to-use contracts, also known as membership subscriptions, which provide them access to specific Properties for limited stays. MH Sites are generally leased on an annual basis to residents who own or lease factory-built homes, including manufactured homes. Annual RV and marina Sites are leased on an annual basis to customers who generally have an RV, factory-built cottage, boat or other unit placed on the site, including those Northern properties that are open for the summer season. Seasonal RV and marina Sites are leased to customers generally for one to six months. Transient RV and marina Sites are leased to customers on a short-term basis. The revenue from seasonal and transient Sites is generally higher during the first and third quarters. We consider the transient revenue stream to be our most volatile as it is subject to weather conditions and other factors affecting the marginal RV customer’s vacation and travel preferences. We also generate revenue from customers renting our marina dry storage. Additionally, we have interests in joint venture Properties for which revenue is classified as Equity in income/(loss) of unconsolidated joint ventures in the Consolidated Statements of Income and Comprehensive Income.

Management’s Discussion and Analysis (continued)

The following table shows the breakdown of our Sites by type (amounts are approximate):


						Total Sites as of June 30, 2026
MH Sites (1)						75,900
RV Sites:
Annual (1)						34,300
Seasonal						9,800
Transient (1)						20,700
Marina Slips						6,900
Membership (2)						26,000
Total						173,600

_________________________

(1)MH, Annual RV and Transient RV sites include approximately 2,100, 200 and 300 joint venture sites, respectively.

(2)Primarily utilized to service approximately 107,900 members. Includes approximately 6,000 Sites rented on an annual basis.

In our Home Sales and Rentals Operations business, our revenue streams include home sales, home rentals and brokerage services and ancillary activities. We generate revenue through home sales and rental operations by selling or leasing manufactured homes and cottages that are located in Properties owned and managed by us. We believe renting our vacant homes represents an attractive source of occupancy and an opportunity to convert the renter to a homebuyer in the future. Additionally, home sale brokerage services are offered to our residents who may choose to sell their homes rather than relocate them when moving from a Property. At certain Properties, we operate ancillary facilities, such as golf courses, pro shops, stores and restaurants.

In the manufactured housing industry, options for home financing, also known as chattel financing, are limited. Chattel financing options available today include community owner-funded programs or third-party lender programs that provide subsidized financing to customers and often require the community owner to guarantee customer defaults. Third-party lender programs have stringent underwriting criteria, sizable down payment requirements, short term loan amortization and high interest rates.

In addition to net income computed in accordance with U.S. Generally Accepted Accounting Principles (“GAAP”), we assess and measure our overall financial and operating performance using certain Non-GAAP supplemental measures, which include: (i) FFO, (ii) Normalized FFO, (iii) Income from property operations, (iv) Income from property operations, excluding property management, and (v) Core Portfolio income from property operations, excluding property management (operating results for Properties owned and operated in both periods under comparison). We use these measures internally to evaluate the operating performance of our portfolio and provide a basis for comparison with other real estate companies. Definitions and reconciliations of these measures to the most comparable GAAP measures are included below in this discussion.

Results Overview


(amounts in thousands)	Quarters Ended June 30,
	2026		2025		$ Change		% Change (1)
Net Income per fully diluted Common Share	$	0.50	$	0.42	$	0.08	19.1	%
FFO per fully diluted Common Share and OP Unit	$	0.77	$	0.69	$	0.08	11.7	%
Normalized FFO per fully diluted Common Share and OP Unit	$	0.74	$	0.69	$	0.05	7.7	%

	Six Months Ended June 30,
	2026		2025		$ Change		% Change (1)
Net Income per fully diluted Common Share	$	1.05	$	0.99	$	0.06	6.6	%
FFO per fully diluted Common Share and OP Unit	$	1.60	$	1.52	$	0.08	5.1	%
Normalized FFO per fully diluted Common Share and OP Unit	$	1.58	$	1.52	$	0.06	3.6	%

_____________________

1.Calculations prepared using actual results without rounding.

For the quarter ended June 30, 2026, property operating revenues in our Core Portfolio increased 4.9% and property operating expenses in our Core Portfolio, excluding property management, increased 2.9% from the same period in 2025, resulting in increased Income from property operations, excluding property management, of 6.5%.

Management’s Discussion and Analysis (continued)

While we continue to focus on increasing the number of manufactured homeowners in our Core Portfolio, we also believe that renting our vacant homes represents an attractive source of occupancy and an opportunity to potentially convert the renter to a new homebuyer in the future. We continue to expect there to be fluctuations in the sources of occupancy gains depending on local market conditions, availability of vacant sites and success with converting renters to homeowners. Our Core Portfolio average occupancy includes both homeowners and renters in our MH communities and was 93.8% for the quarter ended June 30, 2026, 94.3% for the quarter ended June 30, 2025 and 94.0% for the quarter ended December 31, 2025. The decline in average occupancy compared to the quarter ended June 30, 2025 was primarily driven by 503 expansion sites that were added since June 30, 2025. During the quarter ended June 30, 2026, our Core Portfolio occupancy increased by 13 sites, which included increases in rental occupancy of 11 sites and homeowner occupancy of 2 sites compared to March 31, 2026. As of June 30, 2026, we had 2,146 occupied rental homes in our Core MH communities.

RV and marina base rental income in our Core Portfolio increased 1.8% for the quarter ended June 30, 2026, compared to the same period in 2025, due to an increase in Core Annual RV and marina base rental income of 5.4%, offset by decreases in Core Seasonal and Transient RV and marina base rental income of 11.2% and 8.9%, respectively. The increase in Core Annual RV and marina base rental income was driven by a 5.3% increase in rate and a 0.1% gain in occupancy since the quarter ended June 30, 2025. The decreases in Core Seasonal and Transient RV and marina base rental income were primarily due to lower occupancy.

We closed 98 new home sales during the quarter ended June 30, 2026 compared to 117 new home sales during the quarter ended June 30, 2025.

Our gross investment in real estate increased $234.3 million to $8,413.0 million as of June 30, 2026 from $8,178.7 million as of December 31, 2025, primarily due to the consolidation of our investments in certain RVC joint ventures of $103.3 million and capital improvements during the six months ended June 30, 2026.

The following chart lists the Properties acquired from January 1, 2025 through June 30, 2026 and Sites added through expansion opportunities at our existing Properties:

Location

Type of Property

Transaction Date

Sites

Total Sites as of January 1, 2025 (1)(2)

173,200

Expansion Site Development:

Sites added (reconfigured) in 2025

440

Sites added (reconfigured) in 2026

188

Dispositions:

Desert Vista

Salome, Arizona

October 1, 2025

(125)

Valley Vista

Benson, Arizona

October 1, 2025

(145)

Total Sites as of June 30, 2026 (1)

173,600

______________________

(1)Sites are approximate.

(2)Includes RVC site count.

Non-GAAP Financial Measures

Management’s discussion and analysis of financial condition and results of operations include certain Non-GAAP financial measures that in management’s view of the business are meaningful as they allow investors the ability to understand key operating details of our business that may not always be indicative of recurring annual cash flow of the portfolio. These Non-GAAP financial measures as determined and presented by us may not be comparable to similarly titled measures reported by other companies, and include Income from property operations and Core Portfolio, FFO and Normalized FFO.

We believe investors should review Income from property operations and Core Portfolio, FFO and Normalized FFO, along with GAAP net income and cash flows from operating activities, investing activities and financing activities, when evaluating an equity REIT’s operating performance. A discussion of Income from property operations and Core Portfolio, FFO and Normalized FFO, and a reconciliation to net income are included below.

Management’s Discussion and Analysis (continued)

Income from Property Operations and Core Portfolio

We use Income from property operations, Income from property operations, excluding property management, and Core Portfolio income from property operations, excluding property management, as alternative measures to evaluate the operating results of our Properties. Income from property operations represents rental income, membership subscriptions and upgrade revenue, utility and other income less property and rental home operating and maintenance expenses, real estate taxes, membership sales and marketing expenses and property management expenses. Income from property operations, excluding property management, represents Income from property operations excluding property management expenses. Property management represents the expenses associated with indirect costs such as off-site payroll and certain administrative and professional expenses. We believe exclusion of property management expenses is helpful to investors and analysts as a measure of the operating results of our Properties, excluding items that are not directly related to the operation of the Properties. For comparative purposes, we present bad debt expense within Insurance and other in the current and prior periods. We believe that this Non-GAAP financial measure is helpful to investors and analysts as a measure of the operating results of our Properties.

Our Core Portfolio consists of our Properties owned and operated during all of 2025 and 2026. Core Portfolio income from property operations, excluding property management, is useful to investors for annual comparison as it removes the fluctuations associated with acquisitions, dispositions and significant transactions or unique situations. Our Non-Core Portfolio includes all Properties that were not owned and operated during all of 2025 and 2026, including six Properties in Florida impacted by Hurricane Ian, two Properties in California that were impacted by storm and flooding events and seven acquired RVC properties.

FFO and Normalized FFO

We define FFO as net income, computed in accordance with GAAP, excluding gains or losses from sales of properties, depreciation and amortization related to real estate, impairment charges and adjustments to reflect our share of FFO of unconsolidated joint ventures. Adjustments for unconsolidated joint ventures are calculated to reflect FFO on the same basis. We compute FFO in accordance with our interpretation of standards established by the National Association of Real Estate Investment Trusts (“NAREIT”), which may not be comparable to FFO reported by other REITs that do not define the term in accordance with the current NAREIT definition or that interpret the current NAREIT definition differently than we do.

We believe FFO, as defined by the Board of Governors of NAREIT, is generally a measure of performance for an equity REIT. While FFO is a relevant and widely used measure of operating performance for equity REITs, it does not represent cash flow from operations or net income as defined by GAAP, and it should not be considered as an alternative to these indicators in evaluating liquidity or operating performance.

We define Normalized FFO as FFO excluding non-operating income and expense items, such as gains and losses from early debt extinguishment, including prepayment penalties, defeasance costs, transaction/pursuit costs and other, and other miscellaneous non-comparable items. Normalized FFO presented herein is not necessarily comparable to Normalized FFO presented by other real estate companies due to the fact that not all real estate companies use the same methodology for computing this amount.

We believe that FFO and Normalized FFO are helpful to investors as supplemental measures of the performance of an equity REIT. We believe that by excluding the effect of gains or losses from sales of properties, depreciation and amortization related to real estate and impairment charges, which are based on historical costs and may be of limited relevance in evaluating current performance, FFO can facilitate comparisons of operating performance between periods and among other equity REITs. We further believe that Normalized FFO provides useful information to investors, analysts and our management because it allows them to compare our operating performance to the operating performance of other real estate companies and between periods on a consistent basis without having to account for differences not related to our normal operations. For example, we believe that excluding the early extinguishment of debt and other miscellaneous non-comparable items from FFO allows investors, analysts and our management to assess the sustainability of operating performance in future periods because these costs do not affect the future operations of the properties. In some cases, we provide information about identified non-cash components of FFO and Normalized FFO because it allows investors, analysts and our management to assess the impact of those items.

Our definitions and calculations of these Non-GAAP financial and operating measures and other terms may differ from the definitions and methodologies used by other REITs and, accordingly, may not be comparable. These Non-GAAP financial and operating measures do not represent cash generated from operating activities in accordance with GAAP, nor do they represent cash available to pay distributions and should not be considered as an alternative to net income, determined in accordance with GAAP, as an indication of our financial performance, or to cash flows from operating activities, determined in accordance with GAAP, as a measure of our liquidity, nor is it indicative of funds available to fund our cash needs, including our ability to make cash distributions.

Management’s Discussion and Analysis (continued)

The following table reconciles Net income available for Common Stockholders to Income from property operations:


	Quarters Ended June 30,				Six Months Ended June 30,
(amounts in thousands)	2026		2025		2026		2025
Computation of Income from Property Operations:
Net income available for Common Stockholders	$	96,316	$	79,708	$	204,220	$	188,900
Redeemable perpetual preferred stock dividends	8		8		8		8
Income allocated to non-controlling interests – Common OP Units	3,194		3,777		6,781		8,978
Consolidated net income	99,518		83,493		211,009		197,886
Equity in (income)/loss of unconsolidated joint ventures	(668)		47		209		(4,854)

(Gain)/Loss on sale of real estate and impairment, net	507		683		507		683
Gross revenues from home sales, brokered resales and ancillary services	(22,805)		(22,798)		(41,901)		(43,721)
Interest income	(1,580)		(2,202)		(3,771)		(4,440)
Income from other investments, net	(5,809)		(2,084)		(7,583)		(4,102)
Property management	21,845		20,723		40,516		41,153
Depreciation and amortization	53,637		52,649		106,773		103,591
Cost of home sales, brokered resales and ancillary services	16,903		16,476		30,503		30,168
Home selling expenses and ancillary operating expenses	7,618		6,988		14,441		13,156
General and administrative	11,872		10,455		22,973		19,694
Casualty-related charges/(recoveries), net (1)	(7,094)		(541)		(7,026)		(324)
Other expenses	1,209		(59)		2,442		1,819

Interest and related amortization	33,824		32,200		67,469		63,336
Income from property operations, excluding property management	208,977		196,030		436,561		414,045
Property management	(21,845)		(20,723)		(40,516)		(41,153)
Income from property operations	$	187,132	$	175,307	$	396,045	$	372,892

______________________

1.Casualty-related charges/(recoveries), net for the quarter and six months ended June 30, 2026 includes insurance recovery revenue of $7.1 million for reimbursement of capital expenditures.

The following table presents a calculation of FFO available for Common Stock and OP Unitholders and Normalized FFO available for Common Stock and OP Unitholders:


	Quarters Ended June 30,				Six Months Ended June 30,
(amounts in thousands)	2026		2025		2026		2025
Computation of FFO and Normalized FFO:
Net income available for Common Stockholders	$	96,316	$	79,708	$	204,220	$	188,900
Income allocated to non-controlling interests – Common OP Units	3,194		3,777		6,781		8,978
Depreciation and amortization	53,637		52,649		106,773		103,591
Depreciation on unconsolidated joint ventures	890		1,466		2,367		2,797

(Gain)/Loss on sale of real estate and impairment, net	507		683		507		683
FFO available for Common Stock and OP Unit holders	154,544		138,283		320,648		304,949




Insurance proceeds due to catastrophic weather event	(7,078)		(593)		(7,011)		(593)
Other items (1)	860		—		1,985		—
Normalized FFO available for Common Stock and OP Unit holders	$	148,326	$	137,690	$	315,622	$	304,356
Weighted average Common Shares outstanding – Fully Diluted	200,209		200,095		200,193		200,084

_____________________

(1)Represents expenses of $0.9 million and $2.0 million related to non-operating legal expenses during the quarter and six months ended June 30, 2026, respectively.

Management’s Discussion and Analysis (continued)

Results of Operations

This section discusses the comparison of our results of operations for the quarters and six months ended June 30, 2026 and 2025 and our operating activities, investing activities and financing activities for the six months ended June 30, 2026 and 2025. Our Core Portfolio could change from time-to-time depending on acquisitions, dispositions and significant transactions or unique situations. For the comparison of our results of operations for the quarters and six months ended June 30, 2025 and June 30, 2024 and discussion of our operating activities, investing activities and financing activities for the six months ended June 30, 2025 and June 30, 2024, refer to Part I. Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations of the Quarterly Report on Form 10-Q for the fiscal quarter ended June 30, 2025, filed with the SEC on July 29, 2025.

Comparison of the Quarter Ended June 30, 2026 to the Quarter Ended June 30, 2025

Income from Property Operations

The following table summarizes certain financial and statistical data for our Core Portfolio and total portfolio:


	Core Portfolio								Total Portfolio
	Quarters Ended June 30,								Quarters Ended June 30,
(amounts in thousands)	2026		2025		Variance		% Change		2026		2025		Variance		% Change
MH base rental income (1)	$	196,931	$	186,196	$	10,735	5.8	%	$	197,164	$	186,382	$	10,782	5.8	%
Rental home income (1)	3,867		3,529		338		9.6	%	3,897		3,540		357		10.1	%
RV and marina base rental income (1)	103,442		101,586		1,856		1.8	%	110,475		106,123		4,352		4.1	%
Annual membership subscriptions	18,524		16,712		1,812		10.8	%	18,819		16,902		1,917		11.3	%
Membership upgrade revenue (2)	3,120		3,120		—		—	%	3,120		3,120		—		—	%
Utility and other income (1)	35,059		32,900		2,159		6.6	%	35,807		35,328		479		1.4	%
Property operating revenues	360,943		344,043		16,900		4.9	%	369,282		351,395		17,887		5.1	%

Utility expense	40,350		38,164		2,186		5.7	%	41,681		39,182		2,499		6.4	%
Payroll	31,601		30,926		675		2.2	%	32,936		31,815		1,121		3.5	%
Repairs and maintenance	29,942		28,592		1,350		4.7	%	30,849		29,495		1,354		4.6	%
Insurance and other (1)(3)	25,825		26,340		(515)		(2.0)	%	27,034		27,663		(629)		(2.3)	%
Real estate taxes	21,186		21,182		4		—	%	21,826		21,845		(19)		(0.1)	%
Rental home operating and maintenance	1,420		1,300		120		9.2	%	1,428		1,303		125		9.6	%
Membership sales and marketing	4,544		4,042		502		12.4	%	4,551		4,062		489		12.0	%
Property operating expenses, excluding property management	154,868		150,546		4,322		2.9	%	160,305		155,365		4,940		3.2	%
Income from property operations, excluding property management (4)	206,075		193,497		12,578		6.5	%	208,977		196,030		12,947		6.6	%
Property management	21,845		20,723		1,122		5.4	%	21,845		20,723		1,122		5.4	%
Income from property operations (4)	$	184,230	$	172,774	$	11,456	6.6	%	$	187,132	$	175,307	$	11,825	6.7	%

_____________________

(1)Rental income consists of the following total portfolio income items in this table: 1) MH base rental income, 2) Rental home income, 3) RV and marina base rental income and 4) Utility income, which is calculated by subtracting Other income in the Consolidated Statements of Income and Comprehensive Income from Utility and other income in this table. The difference between the sum of the total portfolio income items and Rental income in the Consolidated Statements of Income and Comprehensive Income is bad debt expense, which is presented in Insurance and other in this table.

(2)Membership upgrade product offerings consist of two- to four-year term subscription products, which are recognized in Annual membership subscriptions. Prices for two-year products range between $4,000 to $8,000 and between approximately $7,000 to $14,000 for the four-year product, which results in approximately $2,500 to $3,000 of earned revenue on an annual basis.

(3)Includes bad debt expense for all periods presented.

(4)See Non-GAAP Financial Measures section of the Management’s Discussion and Analysis for definitions and reconciliations of these Non-GAAP measures to Net Income available for Common Stockholders.

Total Portfolio income from property operations for the quarter ended June 30, 2026 increased $11.8 million, or 6.7%, from the same period in 2025 driven by increases of $11.5 million, or 6.6%, from our Core Portfolio and $0.3 million from our Non-Core Portfolio.

Management’s Discussion and Analysis (continued)

Property Operating Revenues

MH base rental income in our Core Portfolio for the quarter ended June 30, 2026 increased $10.7 million, or 5.8%, from the same period in 2025, which reflects 5.8% growth from rate increases. The average monthly MH base rental income per Site in our Core Portfolio increased to approximately $956 for the quarter ended June 30, 2026 from approximately $904 for the quarter ended June 30, 2025.

RV and marina base rental income is comprised of the following:


	Core Portfolio								Total Portfolio
	Quarters Ended June 30,								Quarters Ended June 30,
(amounts in thousands)	2026		2025		Variance		% Change		2026		2025		Variance		% Change
Annual	$	81,527	$	77,339	$	4,188	5.4	%	$	84,495	$	79,823	$	4,672	5.9	%
Seasonal	6,406		7,216		(810)		(11.2)	%	6,855		7,705		(850)		(11.0)	%
Transient	15,509		17,031		(1,522)		(8.9)	%	19,125		18,595		530		2.9	%
RV and marina base rental income	$	103,442	$	101,586	$	1,856	1.8	%	$	110,475	$	106,123	$	4,352	4.1	%

RV and marina base rental income in our Core Portfolio for the quarter ended June 30, 2026 increased $1.9 million, or 1.8%, from the same period in 2025 due to an increase in Core Annual RV and marina base rental income of 5.4%, offset by decreases in Core Seasonal and Transient RV and marina base rental income of 11.2% and 8.9%, respectively. The increase in Core Annual RV and marina base rental income was driven by an increase in rate of 5.3%. The decrease in Core Transient RV and marina base rental income was primarily due to lower occupancy in the South, Pacific West and Central regions.

Utility and other income in our Core Portfolio for the quarter ended June 30, 2026 increased $2.2 million, or 6.6%, from the same period in 2025. The increase was primarily due to increases of $1.8 million and $0.4 million in utility income and pass-through income, respectively. The increase in utility income was driven by higher expenses driving additional recovery primarily in sewer, electric, trash and water. The utility recovery rate (utility income divided by utility expenses) for the quarters ended June 30, 2026 and 2025 were approximately 50.5% and 48.8%, respectively. The increase in pass-through income was primarily driven by increases in real estate tax pass-throughs to customers in Florida.

Property Operating Expenses

Property operating expenses, excluding property management, in our Core Portfolio for the quarter ended June 30, 2026 increased $4.3 million, or 2.9%, from the same period in 2025, driven by increases in Utility expense of $2.2 million and Repairs and maintenance of $1.4 million, partially offset by a decrease in Insurance and other of $0.5 million. The increase in Utility expense was due to increases in sewer, water and trash expenses. The increase in Repair and maintenance expense was due to increases in extraordinary repair and maintenance expense, lawn and common area maintenance expense and pool expense. The decrease in Insurance and other was due primarily to a decrease in insurance expense as a result of our April 1, 2026 property and casualty insurance renewal.

Management’s Discussion and Analysis (continued)

Home Sales and Other

The following table summarizes certain financial and statistical data for our Home Sales and Other Operations:


	Quarters Ended June 30,
(amounts in thousands, except home sales volumes)	2026		2025		Variance		% Change
Gross revenues from new home sales	$	9,028	$	9,444	$	(416)	(4.4)	%
Cost of new home sales	8,542		8,908		(366)		(4.1)	%

Gross revenues from used home sales	698		761		(63)		(8.3)	%
Cost of used home sales	1,446		1,232		214		17.4	%

Gross revenues from brokered resales and ancillary services	13,079		12,593		486		3.9	%
Cost of brokered resales and ancillary services	6,915		6,336		579		9.1	%

Home selling and ancillary operating expenses	7,618		6,988		630		9.0	%

Home sales volumes:
New home sales	98		117		(19)		(16.2)	%
Used home sales	137		85		52		61.2	%
Brokered home resales	143		126		17		13.5	%

Gross revenues from brokered resales and ancillary services and Cost of brokered resales and ancillary services increased by $0.5 million and $0.6 million, respectively, during the quarter ended June 30, 2026 compared to the quarter ended June 30, 2025. The increases were the result of higher revenue and cost of sales related to ancillary services offered at our Properties.

Rental Operations

The following table summarizes certain financial and statistical data for our MH Rental Operations:


	Quarters Ended June 30,
(amounts in thousands, except rental unit volumes)	2026		2025		Variance		% Change
Rental operations revenue (1)	$	9,921	$	8,749	$	1,172	13.4	%
Rental home operating and maintenance	1,420		1,300		120		9.2	%
Depreciation on rental homes (2)	2,799		2,878		(79)		(2.7)	%

Gross investment in new manufactured home rental units	$	281,885	$	227,739	$	54,146	23.8	%
Gross investment in used manufactured home rental units	$	16,464	$	10,010	$	6,454	64.5	%

Net investment in new manufactured home rental units	$	237,937	$	188,686	$	49,251	26.1	%
Net investment in used manufactured home rental units	$	13,408	$	6,513	$	6,895	105.9	%

Number of occupied rentals – new, end of period	1,962		1,816		146		8.0	%
Number of occupied rentals – used, end of period	184		189		(5)		(2.6)	%

______________________

(1)Consists of Site rental income and home rental income. Approximately $6.0 million and $5.2 million of Site rental income is included in MH base rental income in the Core Portfolio Income from Property Operations table for the quarters ended June 30, 2026 and 2025, respectively. The remainder of home rental income is included in rental home income in our Core Portfolio Income from Property Operations table.

(2)Presented in Depreciation and amortization in the Consolidated Statements of Income and Comprehensive Income.

Rental operations revenues were $1.2 million, or 13.4%, higher during the quarter ended June 30, 2026 compared to the same period in 2025 primarily due to a 8.9% growth in occupancy and a 4.5% growth in rate.

Management’s Discussion and Analysis (continued)

Other Income and Expenses

The following table summarizes Other income and expenses, net:


	Quarters Ended June 30,
(amounts in thousands, expenses shown as negative)	2026		2025		Variance		% Change
Depreciation and amortization	$	(53,637)	$	(52,649)	$	(988)	(1.9)	%
Interest income	1,580		2,202		(622)		(28.2)	%
Income from other investments, net	5,809		2,084		3,725		178.7	%
General and administrative	(11,872)		(10,455)		(1,417)		(13.6)	%
Other expenses	(1,209)		59		(1,268)		(2,149.2)	%

Interest and related amortization	(33,824)		(32,200)		(1,624)		(5.0)	%
Total other income and expenses, net	$	(93,153)	$	(90,959)	$	(2,194)	(2.4)	%

Total other income and expenses, net decreased $2.2 million, or 2.4%, for the quarter ended June 30, 2026 compared to the same period in 2025 primarily due to higher Interest and related amortization, Other expenses, and General and administrative, partially offset by an increase in Income from other investments, net.

Casualty-related charges/(recoveries), net

During the quarter ended June 30, 2025, we recognized expenses of approximately $0.3 million related to debris removal and cleanup costs from hurricane events, with insurance recovery revenue accrual of approximately $0.2 million related to the expenses incurred during the same period. During the quarters ended June 30, 2026 and 2025, we also recognized excess insurance recovery revenue of approximately $7.1 million and $0.6 million, respectively, for reimbursement of capital expenditures related to Hurricane Ian. The debris and cleanup costs and offsetting recovery accrual and reimbursement of capital expenditures are presented in Casualty-related charges/(recoveries), net in the Consolidated Statements of Income and Comprehensive Income.

Gain/(Loss) on sale of real estate and impairment, net

During the quarter ended June 30, 2026, we recognized an impairment of $0.5 million related to home fixed assets. During the quarter ended June 30, 2025, we recognized an impairment of $0.7 million related to the discontinuation of certain capital projects.

Equity in income/(loss) of unconsolidated joint ventures

Equity in income/(loss) of unconsolidated joint ventures was $0.7 million higher during the quarter ended June 30, 2026 compared to the same period in 2025 due to higher joint venture income and lower depreciation on joint ventures.

Management’s Discussion and Analysis (continued)

Comparison of the Six Months Ended June 30, 2026 to the Six Months Ended June 30, 2025

Income from Property Operations

The following table summarizes certain financial and statistical data for the Core Portfolio and the total portfolio for the six months ended June 30, 2026 and 2025:


	Core Portfolio								Total Portfolio
	Six Months Ended June 30,								Six Months Ended June 30,
(amounts in thousands)	2026		2025		Variance		% Change		2026		2025		Variance		% Change
MH base rental income (1)	$	392,008	$	370,717	$	21,291	5.7	%	$	392,460	$	371,086	$	21,374	5.8	%
Rental home income (1)	7,638		6,911		727		10.5	%	7,691		6,933		758		10.9	%
RV and marina base rental income (1)	217,926		217,697		229		0.1	%	231,733		227,688		4,045		1.8	%
Annual membership subscriptions	36,590		32,916		3,674		11.2	%	37,118		33,244		3,874		11.7	%
Membership upgrade revenue (2)(3)	6,240		6,105		135		2.2	%	6,240		6,172		68		1.1	%
Utility and other income (1)	69,211		65,287		3,924		6.0	%	70,322		69,977		345		0.5	%
Property operating revenues	729,613		699,633		29,980		4.3	%	745,564		715,100		30,464		4.3	%

Utility expense	80,497		77,625		2,872		3.7	%	82,864		79,451		3,413		4.3	%
Payroll	59,060		58,409		651		1.1	%	61,376		60,086		1,290		2.1	%
Repairs and maintenance	53,637		50,856		2,781		5.5	%	55,274		52,384		2,890		5.5	%
Insurance and other (1)(4)	51,941		52,593		(652)		(1.2)	%	54,394		55,202		(808)		(1.5)	%
Real estate taxes	42,662		42,250		412		1.0	%	43,926		43,488		438		1.0	%
Rental home operating and maintenance	2,767		2,446		321		13.1	%	2,781		2,451		330		13.5	%
Membership sales and marketing	8,366		7,916		450		5.7	%	8,388		7,993		395		4.9	%
Property operating expenses, excluding property management	298,930		292,095		6,835		2.3	%	309,003		301,055		7,948		2.6	%
Income from property operations, excluding property management (5)	430,683		407,538		23,145		5.7	%	436,561		414,045		22,516		5.4	%
Property management	40,516		41,153		(637)		(1.5)	%	40,516		41,153		(637)		(1.5)	%
Income from property operations (5)	$	390,167	$	366,385	$	23,782	6.5	%	$	396,045	$	372,892	$	23,153	6.2	%

__________________________

(3)Membership upgrade revenue is net of deferrals of $0.2 million for the six months ended June 30, 2025.

(4)Includes bad debt expense for all periods presented.

(5)See Non-GAAP Financial Measures section of the Management’s Discussion and Analysis for definitions and reconciliations of these Non-GAAP measures to Net Income available for Common Stockholders.

Total Portfolio income from property operations for the six months ended June 30, 2026 increased $23.2 million, or 6.2%, from the same period in 2025 driven by an increase of $23.8 million, or 6.5%, from our Core Portfolio, offset by a decrease of $0.6 million from our Non-Core Portfolio.

Property Operating Revenues

MH base rental income in our Core Portfolio for the six months ended June 30, 2026 increased $21.3 million, or 5.7%, from the same period in 2025, which reflects 5.9% growth from rate increases and a decline in occupancy of 0.2%. The average monthly MH base rental income per Site in our Core Portfolio increased to approximately $952 for the six months ended June 30, 2026 from approximately $899 for the six months ended June 30, 2025. Average occupancy for the Core Portfolio was 93.8% and 94.4% for the six months ended June 30, 2026 and 2025, respectively.

Management’s Discussion and Analysis (continued)

RV and marina base rental income is comprised of the following:


	Core Portfolio								Total Portfolio
	Six Months Ended June 30,								Six Months Ended June 30,
(amounts in thousands)	2026		2025		Variance		% Change		2026		2025		Variance		% Change
Annual	$	161,101	$	153,673	$	7,428	4.8	%	$	166,795	$	158,176	$	8,619	5.4	%
Seasonal	29,212		33,992		(4,780)		(14.1)	%	32,198		36,328		(4,130)		(11.4)	%
Transient	27,613		30,032		(2,419)		(8.1)	%	32,740		33,184		(444)		(1.3)	%
RV and marina base rental income	$	217,926	$	217,697	$	229	0.1	%	$	231,733	$	227,688	$	4,045	1.8	%

RV and marina base rental income in our Core Portfolio for the six months ended June 30, 2026 increased $0.2 million, or 0.1%, from the same period in 2025 due to an increase in Annual RV and marina base rental income of 4.8%, partially offset by decreases in Seasonal and Transient RV and marina base rental income of 14.1% and 8.1%, respectively. The increase in Core Annual RV and marina base rental income was driven by an increase in rate of 5.2%. The decreases in Seasonal and Transient RV and marina base rental income were primarily due to lower occupancy in the South and Central regions.

Utility and other income in our Core Portfolio for the six months ended June 30, 2026 increased $3.9 million, or 6.0%, from the same period in 2025. The increase was primarily due to an increase in utility income and pass-through income of $3.2 million and $0.7 million, respectively. The increase in utility income was driven by higher expenses driving additional recovery primarily in water, sewer and trash, and the increase in pass-through income was primarily driven by increases in real estate tax pass-throughs to customers in Florida. The utility recovery rate (utility income divided by utility expenses) for the six months ended June 30, 2026 and 2025 was approximately 50.4% and 48.2%, respectively.

Property Operating Expenses

Property operating expenses, excluding property management, in our Core Portfolio for the six months ended June 30, 2026 increased $6.8 million, or 2.3%, from the same period in 2025 driven by increases in Utility expense of $2.9 million, Repairs and maintenance of $2.8 million and Real estate taxes of $0.4 million, partially offset by a decrease in Insurance and other expenses of $0.7 million. The increase in Utility expense was due to increases in sewer, water and trash expenses, partially offset by decreases in gas and cable expenses. The increase in Repair and maintenance expense was driven by increases in extraordinary repairs and maintenance as a result of adverse weather events, lawn and common area maintenance, contract repairs, pool and maintenance and housekeeping supplies expenses, partially offset by a decrease in security guard expenses. The increase in Real estate taxes was primarily due to an increase in our Florida, Kentucky, Ohio and Wisconsin portfolios, partially offset by lower real estate tax assessments in our Texas portfolio. The decrease in Insurance and other expenses was due to a decrease in insurance expense as a result of our property and casualty renewal on April 1, 2026, partially offset by an increase in administrative and rental home expenses.

Home Sales and Other

The following table summarizes certain financial and statistical data for our Home Sales and Other Operations:


	Six Months Ended June 30,
(amounts in thousands, except home sales volumes)	2026		2025		Variance		% Change
Gross revenues from new home sales	$	16,736	$	18,873	$	(2,137)	(11.3)	%
Cost of new home sales	16,556		17,490		(934)		(5.3)	%

Gross revenues from used home sales	1,526		1,535		(9)		(0.6)	%
Cost of used home sales	2,681		1,762		919		52.2	%

Gross revenues from brokered resales and ancillary services	23,639		23,313		326		1.4	%
Cost of brokered resales and ancillary services	11,266		10,916		350		3.2	%

Home selling and ancillary operating expenses	14,441		13,156		1,285		9.8	%

Home sales volumes
New home sales	185		234		(49)		(20.9)	%
Used home sales	279		142		137		96.5	%
Brokered home resales	256		224		32		14.3	%

Management’s Discussion and Analysis (continued)

Gross revenues from new home sales decreased $2.1 million and Cost of new home sales decreased $0.9 million during the six months ended June 30, 2026 compared to the same period in 2025 as a result of a change in overall sales mix, resulting in a higher percentage of lower priced homes being sold during the six months ended June 30, 2026 as compared to the same period in 2025.

Rental Operations

The following table summarizes certain financial and statistical data for our MH Rental Operations:


	Six Months Ended June 30,
(amounts in thousands, except rental unit volumes)	2026		2025		Variance		% Change
Rental operations revenue (1)	$	19,641	$	17,143	$	2,498	14.6	%
Rental home operating and maintenance	2,767		2,446		321		13.1	%
Depreciation on rental homes (2)	5,441		5,123		318		6.2	%

Gross investment in new manufactured home rental units	$	281,885	$	227,739	$	54,146	23.8	%
Gross investment in used manufactured home rental units	$	16,464	$	10,010	$	6,454	64.5	%

Net investment in new manufactured home rental units	$	237,937	$	188,686	$	49,251	26.1	%
Net investment in used manufactured home rental units	$	13,408	$	6,513	$	6,895	105.9	%

Number of occupied rentals – new, end of period	1,962		1,816		146		8.0	%
Number of occupied rentals – used, end of period	184		189		(5)		(2.6)	%

______________________

(1)Consists of Site rental income and home rental income in our Core Portfolio. Approximately $12.0 million and $10.2 million of Site rental income for the six months ended June 30, 2026 and 2025, respectively, are included in MH base rental income within the Core Portfolio Income from Property Operations table. The remainder of home rental income is included in rental home income in our Core Portfolio Income from Property Operations table.

(2)Presented in Depreciation and amortization in the Consolidated Statements of Income and Comprehensive Income.

Rental operations revenues were $2.5 million, or 14.6%, higher during the six months ended June 30, 2026 compared to the same period in 2025 primarily due to a 10.5% growth in occupancy and a 4.1% growth in rate.

Other Income and Expenses

The following table summarizes Other income and expenses, net:


	Six Months Ended June 30,
(amounts in thousands, expenses shown as negative)	2026		2025		Variance		% Change
Depreciation and amortization	$	(106,773)	$	(103,591)	$	(3,182)	(3.1)	%
Interest income	3,771		4,440		(669)		(15.1)	%
Income from other investments, net	7,583		4,102		3,481		84.9	%
General and administrative	(22,973)		(19,694)		(3,279)		(16.6)	%
Other expenses	(2,442)		(1,819)		(623)		(34.2)	%

Interest and related amortization	(67,469)		(63,336)		(4,133)		(6.5)	%
Total other income and expenses, net	$	(188,303)	$	(179,898)	$	(8,405)	(4.7)	%

Total other income and expenses, net decreased $8.4 million during the six months ended June 30, 2026 compared to the same period in 2025 primarily due to higher Interest and related amortization, Depreciation and amortization, General and administrative expenses and Other expenses and lower Interest Income, partially offset by higher Income from other investments, net.

Casualty-related charges/(recoveries), net

During the six months ended June 30, 2025, we recognized expenses of approximately $1.1 million related to debris removal and cleanup costs from hurricane events, with an insurance recovery revenue accrual of $0.8 million related to the expenses incurred during the same periods. During the six months ended June 30, 2026 and 2025, we also recognized insurance recovery revenue in excess of expenses for Hurricane Ian of $7.1 million and $0.6 million, respectively, within Casualty-related charges/(recoveries), net. The debris and cleanup costs and offsetting recovery accrual and reimbursement of capital expenditures are presented in Casualty-related charges/(recoveries), net in the Consolidated Statements of Income and Comprehensive Income.

Management’s Discussion and Analysis (continued)

Gain/(Loss) on sale of real estate and impairment, net

During the six months ended June 30, 2026, we recognized an impairment of $0.5 million related to home fixed assets. During the six months ended June 30, 2025, we recognized an impairment of $0.7 million related to the discontinuation of certain capital projects.

Equity in income/(loss) of unconsolidated joint ventures

Equity in income/(loss) of unconsolidated joint ventures was $5.1 million lower during the six months ended June 30, 2026 compared to the same period in 2025 primarily due to a distribution from an unconsolidated joint venture that refinanced a secured loan and distributed proceeds in 2025.

Management’s Discussion and Analysis (continued)

Liquidity and Capital Resources

Liquidity

Our primary demands for liquidity include payment of operating expenses, dividend distributions, debt service, including principal and interest, capital improvements on Properties, home purchases and property acquisitions. We expect similar demand for liquidity will continue for the short-term and long-term. Our primary sources of cash include operating cash flows, proceeds from financings, borrowings under our unsecured Line of Credit (“LOC”) and proceeds from issuance of equity and debt securities, including issuances under our at-the-market (“ATM”) equity offering program.

One of our stated objectives is to maintain financial flexibility. Achieving this objective allows us to take advantage of strategic opportunities that may arise. When investing capital, we consider all potential uses, including returning capital to our stockholders or the conditions under which we may repurchase our stock. These conditions include, but are not limited to, market price, balance sheet flexibility, alternative opportunistic capital uses and capital requirements. We believe effective management of our balance sheet, including maintaining various access points to raise capital, managing future debt maturities and borrowing at competitive rates, enables us to meet this objective. Accessing long-term, low-cost secured debt continues to be our focus.

As of June 30, 2026 and December 31, 2025, secured debt encumbered a total of 112 of our Properties, and the gross carrying value of such Properties was approximately $3,304.6 million and $3,266.6 million, respectively.

On November 1, 2024, we entered into our current ATM equity offering program with certain sales agents, pursuant to which we may sell, from time-to-time, shares of our common stock, par value $0.01 per share, having an aggregate offering price of up to $700.0 million. As of June 30, 2026, the full capacity of our current ATM equity offering program remained available for issuance.

As of June 30, 2026, we had available liquidity in the form of approximately 406.0 million shares of authorized and unissued common stock, par value $0.01 per share, and 10.0 million shares of authorized and unissued preferred stock registered for sale under the Securities Act of 1933, as amended.

We also utilize interest rate swaps to add stability to our interest expense and to manage our exposure to interest rate movements. Interest rate swaps designated as cash flow hedges involve the receipt of variable amounts from a counterparty in exchange for making fixed-rate payments over the life of the agreements without exchange of the underlying notional amount. The changes in the fair value of the designated derivative are recorded in Accumulated other comprehensive income/(loss) on the Consolidated Balance Sheets and subsequently reclassified into earnings in the Consolidated Statements of Income and Comprehensive Income in the period that the hedged forecasted transaction affects earnings. For additional information regarding our interest rate swaps, see Part I. Item 1. Financial Statements—Note 8. Derivative Instruments and Hedging Activities.

We expect to meet our short-term liquidity requirements, including principal payments, capital improvements and dividend distributions for the next twelve months, generally through available cash, net cash provided by operating activities, issuances of equity under our ATM equity offering program and our LOC. As of June 30, 2026, our LOC had a remaining borrowing capacity of $372.4 million with the option to increase the borrowing capacity by $200.0 million, subject to certain conditions. The LOC bears interest at a rate of SOFR plus 0.10% plus 1.25% to 1.65% and requires an annual facility fee of 0.20% to 0.35%.

We expect to meet certain long-term liquidity requirements, such as scheduled debt maturities, property acquisitions and capital improvements, using long-term collateralized and uncollateralized borrowings, including the existing LOC and the issuance of debt securities or the issuance of equity including under our ATM equity offering program.

The following table summarizes our cash flows activity:


	For the six months ended June 30,
(amounts in thousands)	2026		2025
Net cash provided by operating activities	$	342,170	$	324,677
Net cash used in investing activities	(108,968)		(156,873)
Net cash used in financing activities	(223,705)		(159,372)
Net increase (decrease) in cash and restricted cash	$	9,497	$	8,432

Management’s Discussion and Analysis (continued)

Operating Activities

Net cash provided by operating activities increased $17.5 million to $342.2 million for the six months ended June 30, 2026 from $324.7 million for the six months ended June 30, 2025. The increase in net cash provided by operating activities was primarily due to an increase in accounts payable and other liabilities and an increase in net income, partially offset by an increase in cash outflows related to manufactured homes, net and other assets, net.

The following table summarizes our purchase and sale activity of manufactured homes:


	For the six months ended June 30,
(amounts in thousands)	2026		2025
Purchase of manufactured homes	$	(46,945)	$	(33,655)
Sale of manufactured homes	16,402		16,600
Manufactured homes, net	$	(30,543)	$	(17,055)

Investing Activities

Net cash used in investing activities decreased $47.9 million to $109.0 million for the six months ended June 30, 2026 from $156.9 million for the six months ended June 30, 2025. The decrease was primarily driven by a decrease in issuance of notes receivable and a decrease in distributions of capital from unconsolidated joint ventures.

Capital Improvements

The following table summarizes capital improvements:


	For the six months ended June 30,
(amounts in thousands)	2026		2025
Asset preservation (1)	$	25,146	$	22,262
Improvements and renovations(2)	19,734		16,336
Property upgrades and development (3)	46,066		57,005
Site development (4)	12,904		5,146
Total property improvements	103,850		100,749
Corporate	5,609		3,910
Total capital improvements	$	109,459	$	104,659

______________________

(1)Includes upkeep of property infrastructure including utilities and streets and replacement of community equipment and vehicles.

(2)Includes enhancements to amenities such as buildings, common areas, swimming pools and replacement of furniture and site amenities.

(3)Includes $8.6 million and $13.9 million of restoration and improvement capital expenditures related to hurricane events for the six months ended June 30, 2026 and 2025, respectively.

(4)Includes capital expenditures to improve the infrastructure required to set manufactured homes.

Financing Activities

Net cash used in financing activities increased $64.3 million to $223.7 million for the six months ended June 30, 2026 from $159.4 million for the six months ended June 30, 2025. The increase was primarily due to an increase in distributions to common stockholders and OP unit holders of $13.1 million and decrease in term loan proceeds of $150.0 million, partially offset by a decrease in cash outflows related to principal payments and mortgage debt repayment of $86.3 million, an increase in net line of credit borrowings of $9.5 million and a decrease in cash outflows related to debt issuance and defeasance costs of $2.5 million.

Contractual Obligations

Significant ongoing contractual obligations consist primarily of long-term borrowings, interest expense, operating leases, LOC maintenance fees and ground leases. For a summary and complete presentation and description of our ongoing commitments and contractual obligations, see Part II. Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations—Contractual Obligations in our 2025 Form 10-K.

Management’s Discussion and Analysis (continued)

Off-Balance Sheet Arrangements

As of June 30, 2026, we have no off-balance sheet arrangements.

Critical Accounting Policies and Estimates

Refer to Part II. Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations in our 2025 Form 10-K for a discussion of our critical accounting policies. There have been no significant changes to our critical accounting policies and estimates during the quarter ended June 30, 2026.

Forward-Looking Statements

This Quarterly Report on Form 10-Q includes certain “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. When used, words such as “anticipate,” “expect,” “believe,” “project,” “estimate,” “intend,” “may be” and “will be” and similar words or phrases, or the negative thereof, unless the context requires otherwise, are intended to identify forward-looking statements and may include, without limitation, information regarding our expectations, goals or intentions regarding the future, and the expected effect of our acquisitions. These forward-looking statements are subject to numerous assumptions, risks and uncertainties that could cause actual results or outcomes to differ materially from those expressed in a forward-looking statement due to a number of factors, including, but not limited to:

•our ability to control costs, and real estate market conditions, our ability to retain customers, the actual use of Sites by customers and our success in acquiring new customers at our Properties (including those that we may acquire);

•our ability to maintain historical or increase future rental rates and occupancy with respect to properties currently owned or that we may acquire;

•our ability to attract and retain customers entering, renewing and upgrading membership subscriptions;

•our assumptions about rental and home sales markets;

•our ability to manage counterparty risk;

•our ability to renew our insurance policies at existing rates and on consistent terms;

•home sales results could be impacted by the ability of potential homebuyers to sell their existing residences as well as by financial, credit and capital markets volatility;

•results from home sales and occupancy will continue to be impacted by local economic conditions, including an adequate supply of homes at reasonable costs, lack of affordable manufactured home financing and competition from alternative housing options including site-built single-family housing;

•impact of government intervention to stabilize site-built single-family housing and not manufactured housing;

•impact of public health crises, such as highly infectious or contagious diseases on our business operations, our residents, our customers, our employees and the economy generally;

•effective integration of recent acquisitions and our estimates regarding the future performance of recent acquisitions;

•our ability to execute expansion/development opportunities in the face of changes impacting the supply chain or labor markets;

•the completion of future transactions in their entirety, if any, and timing and effective integration with respect thereto;

•unanticipated costs or unforeseen liabilities associated with recent acquisitions;

•the effect of potential damage from natural disasters, including hurricanes and other weather-related events, which could result in substantial costs to our business;

•our ability to obtain financing or refinance existing debt on favorable terms or at all;

•the effect of inflation and interest rates, including the impact of changes in tariffs, as well as costs associated with supply chain disruptions;

•the effect from any breach of our, or any of our vendors’, data management systems;

•the dilutive effects of issuing additional securities;

•the potential impact of material weaknesses, if any, in our internal control over financial reporting;

•the outcome of pending or future lawsuits or actions brought by or against us, including those disclosed in our filings with the Securities and Exchange Commission; and

•other risks indicated from time to time in our filings with the Securities and Exchange Commission.

For further information on these and other factors that could impact us and the statements contained herein, refer to Part I. Item 1A. Risk Factors in the 2025 Form 10-K and Part II. Item 1A. Risk Factors herein.

These forward-looking statements are based on management’s present expectations and beliefs about future events. As with any projection or forecast, these statements are inherently susceptible to uncertainty and changes in circumstances. We are under no obligation to, and expressly disclaim any obligation to, update or alter our forward-looking statements whether as a result of such changes, new information, subsequent events or otherwise.

Item 3.Quantitative and Qualitative Disclosures About Market Risk

We disclosed a quantitative and qualitative analysis regarding market risk in Part II, Item 7A. Quantitative and Qualitative Disclosures About Market Risk in our 2025 Form 10-K. There have been no material changes in the assumptions used or results obtained regarding market risk since December 31, 2025.

Item 4.Controls and Procedures

Evaluation of Disclosure Controls and Procedures

Our management, with the participation of our Chief Executive Officer (principal executive officer) and Chief Financial Officer (principal financial officer), has evaluated the effectiveness of our disclosure controls and procedures as of June 30, 2026. Based on that evaluation, our Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures were effective to give reasonable assurances to the timely collection, evaluation and disclosure of information relating to us that would potentially be subject to disclosure under the Securities and Exchange Act of 1934, as amended (the “Exchange Act”), and the rules and regulations promulgated thereunder as of June 30, 2026. Any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives.

Changes in Internal Control Over Financial Reporting

During the quarter ended June 30, 2026, there were no changes in our internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

Part II – Other Information

Item 1.Legal Proceedings

See Part I. Item 1. Financial Statements—Note 11. Commitments and Contingencies accompanying the Consolidated Financial Statements in this Quarterly Report on Form 10-Q.

Item 1A.Risk Factors

There have been no material changes to the Item 1A. Risk Factors discussed in our 2025 Form 10-K other than those disclosed in our Quarterly Report on Form 10-Q for the quarter ended March 31, 2026.

Item 2.Unregistered Sales of Equity Securities and Use of Proceeds

None.

Item 3.Defaults Upon Senior Securities

None.

Item 4.Mine Safety Disclosures

None.

Item 5.Other Information

During the quarter ended June 30, 2026, none of the Company’s directors or officers adopted, terminated or modified any Rule 10b5-1 trading arrangement or non-Rule 10b5-1 trading arrangement (as such terms are defined in Item 408 of Regulation S-K of the Securities Act of 1933).

Change in Control Severance Plan

On July 28, 2026, the Board of Directors adopted the Equity LifeStyle Properties, Inc. Change in Control Severance Plan (the “Change in Control Severance Plan”). The Change in Control Severance Plan provides for the payment of severance payments and benefits to participants in the event of a qualifying termination of employment with the Company upon or following a change in control transaction. The Company’s Chief Executive Officer, President, and executive vice presidents are eligible to participate in the Change in Control Severance Plan.

Under the Change in Control Severance Plan, if a participant’s employment is terminated by the Company without “cause” or by the participant for “good reason” during the period beginning on the date of a “change in control” transaction and ending on the second anniversary thereof, the participant will be eligible to receive: (i) a lump-sum cash payment equal to (a) with respect to the Chief Executive Officer, 3 times base salary and target annual bonus, and (b) with respect to the other participants, 2 times base salary and target annual bonus; (ii) a lump-sum cash payment equal to a prorated portion of the participant’s target annual bonus for the year of termination; (iii) accelerated vesting of outstanding equity awards; and (iv) continued participation in the health, dental and vision benefit plans at the same cost to the participant as before the termination (or payment of plan premiums in lieu of such continued subsidized coverage) for 24 months (or until the participant becomes eligible for no-less favorable coverage from another employer).

A participant’s right to receive the severance payments and benefits described above is subject to their delivery and non-revocation of a general release of claims and restrictive covenant agreement in favor of the Company. The payments and benefits provided under the Change in Control Severance Plan in connection with a change in control may not be eligible for a federal income tax deduction by the Company pursuant to Section 280G of the Internal Revenue Code of 1986 (the “Code”). These payments and benefits may also subject an eligible participant to an excise tax under Section 4999 of the Code. If the payments or benefits payable to an eligible participant in connection with a change in control, under the Change in Control Severance Plan or otherwise, would be subject to the excise tax imposed under Section 4999 of the Code, then those payments or benefits will either be provided in full, or reduced if such reduction would result in a greater net after-tax benefit to the participant.

The Change in Control Severance Plan may be amended or terminated by the Board of Directors at any time before a change in control. Without the express written consent of an affected participant, the Change in Control Severance Plan may not be amended or terminated during the two-year period following a change in control, or following a participant’s termination that entitles the participant to severance benefits. Additionally, the Board of Directors may add or remove participants at any time before a change in control. An individual may not be removed as a participant or have severance entitlements reduced on or after the date of a change in control without the individual’s express written consent.

The foregoing description of the Change in Control Severance Plan is qualified in its entirety by reference to the full text of the Change in Control Severance Plan, which is filed as Exhibit 10.1 to this Quarterly Report on Form 10-Q and is incorporated herein by reference.

Item 6.Exhibits


10.1			Change in Control Severance Plan
31.1			Certification of Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2			Certification of Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1			Certification of Chief Financial Officer Pursuant to 18 U.S.C. Section 1350.
32.2			Certification of Chief Executive Officer Pursuant to 18 U.S.C. Section 1350.
101.INS			XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
101.SCH			Inline XBRL Taxonomy Extension Schema Document
101.CAL			Inline XBRL Taxonomy Extension Calculation Linkbase Document
101.LAB			Inline XBRL Taxonomy Extension Label Linkbase Document
101.PRE			Inline XBRL Taxonomy Extension Presentation Linkbase Document
101.DEF			Inline XBRL Taxonomy Extension Definition Linkbase Document
104			Cover Page Interactive Data File included as Exhibit 101 (embedded within the Inline XBRL document)

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this Report to be signed on its behalf by the undersigned thereunto duly authorized.


	EQUITY LIFESTYLE PROPERTIES, INC.

Date: July 28, 2026	By:	/s/ Marguerite Nader
		Marguerite Nader
		Vice Chairman and Chief Executive Officer
		(Principal Executive Officer)

Date: July 28, 2026	By:	/s/ Paul Seavey
		Paul Seavey
		Executive Vice President and Chief Financial Officer
		(Principal Financial Officer)

Date: July 28, 2026	By:	/s/ Caroline Karp
		Caroline Karp
		Senior Vice President and Chief Accounting Officer
		(Principal Accounting Officer)

Equity LifeStyle Properties - 10-Q quarterly report FY2026 Q2

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