(2)Percentages are calculated based on 105,538,374 of our shares of common stock outstanding as of March 12, 2026.
(3)Includes 126,000 shares owned by The Elizabeth G. Lukes Revocable Trust U/A dtd 08/07/2025 for which Mr. Luke’s spouse is trustee.
(4)According to a Form 4 filed with the SEC on October 21, 2024 and Schedule 13D/A filed with the SEC on October 8, 2024, Alexander Otto was the beneficial owner of, and had sole voting and sole dispositive power over, 7,946,060 shares of common stock. The address for this reporting person is c/o Julie A. Mediamolle, Alston & Bird LLP, 950 F Street, N.W., Washington, DC 20004.
(5)Includes 88,150 shares owned by the Sholem Trust for which Mr. Sholem is a co-trustee and a beneficiary.
(6)According to a report on Schedule 13G filed with the SEC on November 7, 2024 by BlackRock, Inc., BlackRock, Inc. is the beneficial owner of 17,033,619 shares of common stock and has sole voting power over 16,607,964 shares of common stock and sole dispositive power over 17,033,619 shares of common stock. The address for this reporting person is 50 Hudson Yards, New York, New York 10001.
(7)According to a report on Schedule 13G/A filed with the SEC on January 30, 2025 by The Vanguard Group, Inc., The Vanguard Group, Inc. is the beneficial owner of 14,793,151 shares of common stock and has shared voting power over 127,717 shares of common stock, sole dispositive power over 14,556,565 shares of common stock and shared dispositive power over 236,586 shares of common stock. The address for this reporting person is 100 Vanguard Boulevard, Malvern, Pennsylvania 19355.
(8)According to a report on Schedule 13G/A filed with the SEC on February 17, 2026 by T. Rowe Price Investment Management, Inc., T. Rowe Price Investment Management, Inc. is the beneficial owner of 13,342,821 shares of common stock and has sole voting power over 13,286,396 shares of common stock and sole dispositive power over 13,342,821 shares of common stock. The address for this reporting person is 1307 Point Street, Baltimore, MD 21231.
(9)According to a report on Schedule 13G filed with the SEC on February 5, 2025 by State Street Corporation, State Street Corporation is the beneficial owner of 5,581,652 shares of common stock and has shared voting power over 4,672,926 shares of common stock and shared dispositive power over 5,581,652 shares of common stock. The address for this reporting person is State Street Financial Center, One Congress Street, Suite 1, Boston MA 02114.
(10)According to a report on Schedule 13G/A filed with the SEC on February 5, 2026 by FMR LLC and Abigail P. Johnson, FMR LLC is the beneficial owner of 5,526,642 shares of common stock and has sole voting power over 5,400,669 shares of common stock and sole dispositive power over 5,526,642 shares of common stock. According to the report, members of Ms. Johnson’s family may be deemed to form a controlling group with respect to FMR LLC under the Investment Company Act of 1940. The address for FMR LLC and Ms. Johnson is 245 Summer Street, Boston, Massachusetts 02210.
WAIVER AGREEMENT WITH MR. OTTO
In connection with the Spin-Off, the Company entered into the Waiver Agreement by and between the Company and Mr. Alexander Otto (the “Waiver Agreement”). The Waiver Agreement waived the related party limit contained in the Company’s Charter that would otherwise have prohibited Mr. Otto, Katharina Otto-Bernstein, Dr. Michael Otto and Janina Otto (collectively, the “Otto Family”), and other persons who may be deemed to have constructive ownership of common stock owned by the Otto Family, from constructively owning more than 9.8% of the outstanding common stock. The Waiver Agreement contains provisions for monitoring and restricting ownership by the Otto Family of the Company’s tenants. These provisions, however, may not ensure that rents from the Company’s tenants will qualify as “rents from real property.”
DELINQUENT SECTION 16(A) REPORTS
Section 16(a) of the Exchange Act requires our directors, executive officers, and owners of more than 10% of a registered class of our equity securities, to file with the SEC and the NYSE initial reports of ownership and reports of changes in ownership of shares of our common stock and other equity securities. Executive officers, directors and owners of more than 10% of our common stock are required by SEC regulations to furnish us with copies of all forms they file pursuant to Section 16(a).
To our knowledge, based solely on our review of the copies of such reports furnished to us and written representations that no other reports were required, during the fiscal year ended December 31, 2025, all officers, directors, and greater than 10% beneficial owners filed the required reports on a timely basis.