UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
☒
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 2026
or
☐
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: 001-12762 (Mid-America Apartment Communities, Inc.)
Commission File Number: 333-190028-01 (Mid-America Apartments, L.P.)
MID-AMERICA APARTMENT COMMUNITIES, INC.
MID-AMERICA APARTMENTS, L.P.
(Exact name of registrant as specified in its charter)
Tennessee (Mid-America Apartment Communities, Inc.)
62-1543819
Tennessee (Mid-America Apartments, L.P.)
62-1543816
(State or other jurisdiction of incorporation or organization)
(I.R.S. Employer Identification No.)
6815 Poplar Ave., Suite 500, Germantown, TN 38138
(Address of principal executive offices) (Zip Code)
(901) 682-6600
(Registrant’s telephone number, including area code)
N/A
(Former name, former address and former fiscal year, if changed since last report)
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, par value $.01 per share (Mid-America Apartment Communities, Inc.)
MAA
New York Stock Exchange
8.50% Series I Cumulative Redeemable Preferred Stock, $.01 par value per share (Mid-America Apartment Communities, Inc.)
MAA*I
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.
Mid-America Apartment Communities, Inc.
Yes ☒
No ☐
Mid-America Apartments, L.P.
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).
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.
Large accelerated filer ☒
Accelerated filer ☐
Non-accelerated filer ☐
Smaller reporting company ☐
Emerging growth company ☐
Large accelerated filer ☐
Non-accelerated filer ☒
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.
Mid-America Apartment Communities, Inc. ☐
Mid-America Apartments, L.P. ☐
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:
Number of Shares Outstanding at
Class
April 27, 2026
Common Stock, $0.01 par value
116,384,802
TABLE OF CONTENTS
Page
PART I – FINANCIAL INFORMATION
Item 1.
Financial Statements.
5
Condensed Consolidated Balance Sheets as of March 31, 2026 and December 31, 2025.
Condensed Consolidated Statements of Operations for the three months ended March 31, 2026 and 2025.
6
Condensed Consolidated Statements of Comprehensive Income for the three months ended March 31, 2026 and 2025.
7
Condensed Consolidated Statements of Cash Flows for the three months ended March 31, 2026 and 2025.
8
9
10
11
12
Notes to Condensed Consolidated Financial Statements.
13
Item 2.
Management’s Discussion and Analysis of Financial Condition and Results of Operations.
27
Item 3.
Quantitative and Qualitative Disclosures About Market Risk.
37
Item 4.
Controls and Procedures.
PART II – OTHER INFORMATION
Legal Proceedings.
38
Item 1A.
Risk Factors.
Unregistered Sales of Equity Securities and Use of Proceeds.
39
Defaults Upon Senior Securities.
Mine Safety Disclosures.
Item 5.
Other Information.
Item 6.
Exhibits.
40
Signatures.
41
2
Explanatory Note
This quarterly report combines the Quarterly Reports on Form 10-Q for the quarter ended March 31, 2026 of Mid-America Apartment Communities, Inc., a Tennessee corporation, and Mid-America Apartments, L.P., a Tennessee limited partnership, of which Mid-America Apartment Communities, Inc. is the sole general partner. Mid-America Apartment Communities, Inc. and its 97.5% owned subsidiary, Mid-America Apartments, L.P., are both required to file quarterly reports under the Securities Exchange Act of 1934, as amended.
Unless the context otherwise requires, all references in this Quarterly Report on Form 10-Q to “MAA” refer only to Mid-America Apartment Communities, Inc., and not any of its consolidated subsidiaries. Unless the context otherwise requires, all references in this quarterly report to “we,” “us,” “our,” or the “Company” refer collectively to Mid-America Apartment Communities, Inc., together with its consolidated subsidiaries, including Mid-America Apartments, L.P. Unless the context otherwise requires, all references in this quarterly report to the “Operating Partnership” or “MAALP” refer to Mid-America Apartments, L.P. together with its consolidated subsidiaries. “Common stock” refers to the common stock of MAA, “preferred stock” refers to the preferred stock of MAA, and “shareholders” refers to the holders of shares of MAA’s common stock or preferred stock, as applicable. The common units of limited partnership interest in the Operating Partnership are referred to as “OP Units” and the holders of the OP Units are referred to as “common unitholders.”
As of March 31, 2026, MAA owned 116,353,152 OP Units (97.5% of the total number of OP Units). MAA conducts substantially all of its business and holds substantially all of its assets, directly or indirectly, through the Operating Partnership, and by virtue of its ownership of the OP Units and being the Operating Partnership’s sole general partner, MAA has the ability to control all of the day-to-day operations of the Operating Partnership.
We believe combining the periodic quarterly reports of MAA and the Operating Partnership, including the notes to the condensed consolidated financial statements, into this report results in the following benefits:
MAA, an S&P 500 company, is a multifamily-focused, self-administered and self-managed real estate investment trust, or REIT. Management operates MAA and the Operating Partnership as one business. The management of the Company is comprised of individuals who are officers of MAA and employees of the Operating Partnership. We believe it is important to understand the few differences between MAA and the Operating Partnership in the context of how MAA and the Operating Partnership operate as a consolidated company. MAA and the Operating Partnership are structured as an umbrella partnership REIT, or UPREIT. MAA’s interest in the Operating Partnership entitles MAA to share in cash distributions from, and in the profits and losses of, the Operating Partnership in proportion to MAA’s percentage interest therein and entitles MAA to vote on substantially all matters requiring a vote of the partners. MAA’s only material asset is its ownership of limited partnership interests in the Operating Partnership (other than cash held by MAA from time to time); therefore, MAA’s primary function is acting as the sole general partner of the Operating Partnership, issuing public equity from time to time and guaranteeing certain debt of the Operating Partnership from time to time. The Operating Partnership holds, directly or indirectly, all of the Company’s real estate assets. Except for net proceeds from public equity issuances by MAA, which are contributed to the Operating Partnership in exchange for limited partnership interests, the Operating Partnership generates the capital required by the Company’s business through the Operating Partnership’s operations, direct or indirect incurrence of indebtedness and issuance of OP Units.
The presentation of MAA’s shareholders’ equity and the Operating Partnership’s capital are the principal areas of difference between the condensed consolidated financial statements of MAA and those of the Operating Partnership. MAA’s shareholders’ equity may include shares of preferred stock, shares of common stock, additional paid-in capital, cumulative earnings, cumulative distributions, noncontrolling interests, treasury shares, accumulated other comprehensive income or loss and redeemable common stock. The Operating Partnership’s capital may include common capital and preferred capital of the general partner (MAA), limited partners’ common capital and preferred capital, noncontrolling interests, accumulated other comprehensive income or loss and redeemable common units. Holders of OP Units (other than MAA) may require the Operating Partnership to redeem their OP Units from time to time, in which case the Operating Partnership may, at its option, pay the redemption price either in cash (in an amount per OP Unit equal, in general, to the average closing price of MAA’s common stock on the New York Stock Exchange, or NYSE, over a specified period prior to the redemption date) or by delivering one share of MAA’s common stock (subject to adjustment under specified circumstances) for each OP Unit so redeemed.
3
In order to highlight the material differences between MAA and the Operating Partnership, this Quarterly Report on Form 10-Q includes sections that separately present and discuss areas that are materially different between MAA and the Operating Partnership, including:
In the sections that combine disclosures for MAA and the Operating Partnership, this Quarterly Report on Form 10-Q refers to actions or holdings as being actions or holdings of the Company. Although the Operating Partnership (directly or indirectly through one of its subsidiaries) is generally the entity that enters into contracts, holds assets and issues debt, management believes this presentation is appropriate for the reasons set forth above and because we operate the business through the Operating Partnership. MAA, the Operating Partnership and its subsidiaries operate as one consolidated business, but MAA, the Operating Partnership and each of its subsidiaries are separate, distinct legal entities.
4
Item 1. Financial Statements.
Condensed Consolidated Balance Sheets
(Unaudited)
(Dollars in thousands, except per share data)
March 31, 2026
December 31, 2025
Assets
Real estate assets:
Land
$
2,157,019
2,129,401
Buildings and improvements and other
15,052,435
14,852,509
Development and capital improvements in progress
369,883
426,759
17,579,337
17,408,669
Less: Accumulated depreciation
(6,074,082
)
(5,914,017
11,505,255
11,494,652
Undeveloped land
73,359
Investment in real estate joint venture
41,578
41,313
Real estate assets, net
11,620,192
11,609,324
Cash and cash equivalents
71,529
60,258
Restricted cash
13,336
13,717
Other assets
262,382
245,683
Assets held for sale
27,063
46,401
Total assets
11,994,502
11,975,383
Liabilities and equity
Liabilities:
Unsecured notes payable, net
5,296,096
5,044,979
Secured notes payable, net
360,424
360,393
Accrued expenses and other liabilities
629,486
730,366
Total liabilities
6,286,006
6,135,738
Redeemable common stock (1)
18,186
20,402
Shareholders’ equity:
Preferred stock, $0.01 par value per share, 20,000,000 shares authorized; 8.50% Series I Cumulative Redeemable Shares, liquidation preference $50.00 per share, 867,846 shares issued and outstanding as of March 31, 2026 and December 31, 2025, respectively
Common stock, $0.01 par value per share, 145,000,000 shares authorized; 116,353,152 and 116,878,077 shares issued and outstanding as of March 31, 2026 and December 31, 2025, respectively (1)
1,161
1,166
Additional paid-in capital
7,331,507
7,401,962
Accumulated distributions in excess of net income
(1,787,111
(1,734,986
Accumulated other comprehensive loss
(4,928
(5,300
Total MAA shareholders’ equity
5,540,638
5,662,851
Noncontrolling interests - OP Units
138,537
141,503
Total Company’s shareholders’ equity
5,679,175
5,804,354
Noncontrolling interests - consolidated real estate entities
11,135
14,889
Total equity
5,690,310
5,819,243
Total liabilities and equity
See accompanying notes to condensed consolidated financial statements.
Condensed Consolidated Statements of Operations
Three months ended March 31,
2026
2025
Revenues:
Rental and other property revenues
553,725
549,295
Expenses:
Operating expenses, excluding real estate taxes and insurance
127,613
124,955
Real estate taxes and insurance
77,959
76,398
Depreciation and amortization
161,870
152,350
Total property operating expenses
367,442
353,703
Property management expenses
22,461
20,578
General and administrative expenses
16,716
15,619
Interest expense
51,409
45,161
Gain on sale of depreciable real estate assets
(20,164
(71,911
Other non-operating income
(16,005
(834
Income before income tax expense
131,866
186,979
Income tax expense
(5,521
(1,038
Income from continuing operations before real estate joint venture activity
126,345
185,941
Income from real estate joint venture
266
465
Net income
126,611
186,406
Net income attributable to noncontrolling interests
2,252
4,733
Net income available for shareholders
124,359
181,673
Dividends to MAA Series I preferred shareholders
922
Net income available for MAA common shareholders
123,437
180,751
Earnings per common share - basic:
1.06
1.55
Earnings per common share - diluted:
1.54
Condensed Consolidated Statements of Comprehensive Income
(Dollars in thousands)
Other comprehensive income:
Adjustment for net losses reclassified to net income from derivative instruments
381
429
Total comprehensive income
126,992
186,835
Less: Comprehensive income attributable to noncontrolling interests
(2,261
(4,744
Comprehensive income attributable to MAA
124,731
182,091
Condensed Consolidated Statements of Cash Flows
Cash flows from operating activities:
Adjustments to reconcile net income to net cash provided by operating activities:
162,040
152,520
Loss on embedded derivative in preferred shares
1,574
410
Stock compensation expense
5,822
5,261
Amortization of debt issuance costs, discounts and premiums
1,758
1,616
Gain on investments
(21,894
(810
Change in accrued expenses and other liabilities
(100,880
(71,852
Net change in other operating accounts and operating activities
(5,223
(5,022
Net cash provided by operating activities
149,644
196,618
Cash flows from investing activities:
Purchases of real estate and other assets
(28,984
—
Capital improvements and other
(58,369
(72,636
Development costs
(75,256
(66,222
Contributions to affiliates
(750
(3,675
Proceeds from real estate asset dispositions
40,801
81,128
Net cash used in investing activities
(122,558
(61,405
Cash flows from financing activities:
Net proceeds from commercial paper
51,300
60,000
Proceeds from notes payable
200,474
Payment of deferred financing costs
(1,882
Repurchase of common shares
(72,780
Distributions to noncontrolling interests
(4,506
(4,660
Dividends paid on common shares
(178,854
(177,107
Dividends paid on preferred shares
(922
Proceeds from issuances of common shares
378
375
Acquisition of noncontrolling interest
(11,034
Net change in other financing activities
1,630
(206
Net cash used in financing activities
(16,196
(122,520
Net increase in cash, cash equivalents and restricted cash
10,890
12,693
Cash, cash equivalents and restricted cash, beginning of period
73,975
56,761
Cash, cash equivalents and restricted cash, end of period
84,865
69,454
The following table provides a reconciliation of cash, cash equivalents and restricted cash to amounts reported within the Condensed Consolidated Balance Sheets:
Reconciliation of cash, cash equivalents and restricted cash at period end:
55,776
13,678
Total cash, cash equivalents and restricted cash
Supplemental information:
Interest paid
61,641
52,393
Non-cash transactions:
Distributions on common shares/units declared and accrued
182,507
181,765
Accrued construction in progress
38,911
34,599
Interest capitalized
3,872
5,105
Conversion of OP Units to shares of common stock
457
759
Liabilities and capital
Due to general partner
19
6,286,025
6,135,757
Redeemable common units (1)
Operating Partnership capital:
Preferred units, 8.50% Series I Cumulative Redeemable Units, 867,846 preferred units outstanding as of March 31, 2026 and December 31, 2025, respectively
66,840
General partner, 116,353,152 and 116,878,077 OP Units outstanding as of March 31, 2026 and December 31, 2025, respectively (1)
5,478,773
5,601,367
Limited partners, 2,932,336 and 2,941,839 OP Units outstanding as of March 31, 2026 and December 31, 2025, respectively (1)
(4,994
(5,375
Total operating partners’ capital
5,679,156
5,804,335
5,690,291
5,819,224
(Dollars in thousands, except per unit data)
Net loss attributable to noncontrolling interests
(869
Net income available for MAALP unitholders
127,480
Distributions to MAALP Series I preferred unitholders
Net income available for MAALP common unitholders
126,558
185,484
Earnings per common unit - basic:
Earnings per common unit - diluted:
Comprehensive loss attributable to noncontrolling interests
869
Comprehensive income attributable to MAALP
127,861
Repurchase of common units
Distributions paid on common units
(183,360
(181,767
Distributions paid on preferred units
Proceeds from issuances of common units
Distributions on common units declared and accrued
Mid-America Apartment Communities, Inc. and Mid-America Apartments, L.P.
Notes to Condensed Consolidated Financial Statements
1. Organization and Summary of Significant Accounting Policies
Unless the context otherwise requires, all references to the “Company” refer collectively to Mid-America Apartment Communities, Inc., together with its consolidated subsidiaries, including Mid-America Apartments, L.P. Unless the context otherwise requires, all references to “MAA” refer only to Mid-America Apartment Communities, Inc., and not any of its consolidated subsidiaries. Unless the context otherwise requires, the references to the “Operating Partnership” or “MAALP” refer to Mid-America Apartments, L.P., together with its consolidated subsidiaries. “Common stock” refers to the common stock of MAA, “preferred stock” refers to the preferred stock of MAA, and “shareholders” refers to the holders of shares of MAA’s common stock or preferred stock, as applicable. The common units of limited partnership interests in the Operating Partnership are referred to as “OP Units,” and the holders of the OP Units are referred to as “common unitholders.”
As of March 31, 2026, MAA owned 116,353,152 OP Units (or 97.5% of the total number of OP Units). MAA conducts substantially all of its business and holds substantially all of its assets, directly or indirectly, through the Operating Partnership, and by virtue of its ownership of the OP Units and being the Operating Partnership’s sole general partner, MAA has the ability to control all of the day-to-day operations of the Operating Partnership.
Management believes combining the notes to the condensed consolidated financial statements of MAA and the Operating Partnership results in the following benefits:
MAA, an S&P 500 company, is a multifamily-focused, self-administered and self-managed real estate investment trust, or REIT. Management operates MAA and the Operating Partnership as one business. The management of the Company is comprised of individuals who are officers of MAA and employees of the Operating Partnership. Management believes it is important to understand the few differences between MAA and the Operating Partnership in the context of how MAA and the Operating Partnership operate as a consolidated company. MAA and the Operating Partnership are structured as an umbrella partnership REIT, or UPREIT. MAA’s interest in the Operating Partnership entitles MAA to share in cash distributions from, and in the profits and losses of, the Operating Partnership in proportion to MAA’s percentage interest therein and entitles MAA to vote on substantially all matters requiring a vote of the partners. MAA’s only material asset is its ownership of limited partnership interests in the Operating Partnership (other than cash held by MAA from time to time); therefore, MAA’s primary function is acting as the sole general partner of the Operating Partnership, issuing public equity from time to time and guaranteeing certain debt of the Operating Partnership from time to time. The Operating Partnership holds, directly or indirectly, all of the Company’s real estate assets. Except for net proceeds from public equity issuances by MAA, which are contributed to the Operating Partnership in exchange for limited partnership interests, the Operating Partnership generates the capital required by the Company’s business through the Operating Partnership’s operations, direct or indirect incurrence of indebtedness and issuance of OP Units.
The presentations of MAA’s shareholders’ equity and the Operating Partnership’s capital are the principal areas of difference between the condensed consolidated financial statements of MAA and those of the Operating Partnership. MAA’s shareholders’ equity may include shares of preferred stock, shares of common stock, additional paid-in capital, cumulative earnings, cumulative distributions, noncontrolling interests, treasury shares, accumulated other comprehensive income or loss and redeemable common stock. The Operating Partnership’s capital may include common capital and preferred capital of the general partner (MAA), limited partners’ common capital and preferred capital, noncontrolling interests, accumulated other comprehensive income or loss and redeemable common units. Holders of OP Units (other than MAA) may require the Operating Partnership to redeem their OP Units from time to time, in which case the Operating Partnership may, at its option, pay the redemption price either in cash (in an amount per OP Unit equal, in general, to the average closing price of MAA’s common stock on the New York Stock Exchange, or NYSE, over a specified period prior to the redemption date) or by delivering one share of MAA’s common stock (subject to adjustment under specified circumstances) for each OP Unit so redeemed.
Organization of Mid-America Apartment Communities, Inc.
The Company owns, operates, acquires and selectively develops apartment communities primarily located in the Southeast, Southwest and Mid-Atlantic regions of the U.S. As of March 31, 2026, the Company owned and operated 294 apartment communities (which does not include development communities under construction) through the Operating Partnership and its subsidiaries and had an ownership interest in one apartment community through an unconsolidated real estate joint venture. As of March 31, 2026, the Company also had six development communities under construction, totaling 1,788 apartment units once complete, and development costs of $388.3 million had been incurred through March 31, 2026 with respect to those development communities. The Company expects to complete three of these developments in 2026, one in 2027 and two in 2028. As of March 31, 2026, 37 of the Company’s apartment communities included retail components. The Company’s apartment communities, including development communities under construction, were located across 16 states and the District of Columbia as of March 31, 2026.
Basis of Presentation and Principles of Consolidation
The accompanying condensed consolidated financial statements have been prepared by the Company’s management in accordance with U.S. generally accepted accounting principles, or GAAP, and applicable rules and regulations of the Securities and Exchange Commission, or the SEC. The condensed consolidated financial statements of MAA presented herein include the accounts of MAA, the Operating Partnership and all other subsidiaries in which MAA has a controlling financial interest. MAA owns, directly or indirectly, approximately 80% to 100% of all consolidated subsidiaries, including the Operating Partnership. Management believes all adjustments necessary for a fair presentation of the condensed consolidated financial statements have been included, and all such adjustments were of a normal recurring nature. All significant intercompany accounts and transactions have been eliminated in consolidation.
The Company invests in entities that may qualify as variable interest entities, or VIEs, and MAALP is considered a VIE. A VIE is a legal entity in which the equity investors lack sufficient equity at risk for the entity to finance its activities without additional subordinated financial support or, as a group, the holders of the equity investment at risk lack the power to direct the activities of a legal entity as well as the obligation to absorb its expected losses or the right to receive its expected residual returns. The Company consolidates all VIEs for which it is the primary beneficiary and uses the equity method to account for investments that qualify as VIEs but for which it is not the primary beneficiary. In determining whether the Company is the primary beneficiary of a VIE, management considers both qualitative and quantitative factors, including, but not limited to, those activities that most significantly impact the VIE’s economic performance and which party controls such activities. MAALP is classified as a VIE because the limited partners lack substantive kick-out rights and substantive participating rights, and the Company has concluded it is the primary beneficiary of MAALP. The Company uses the equity method of accounting for its investments in entities for which the Company exercises significant influence but does not have the ability to exercise control. The factors considered in determining whether the Company has the ability to exercise significant influence or control include ownership of voting interests and participatory rights of investors (see “Investments in Unconsolidated Affiliates” below).
Prior period amounts for changes in accrued expenses and other liabilities have been reclassified on the Condensed Consolidated Statements of Cash Flows as separate line items to conform to the current year presentation.
Certain prior period repair and maintenance expense amounts have been reclassified from “Office operations” to “Building repair and maintenance” in Note 11 to conform to the current year presentation.
Noncontrolling Interests
As of March 31, 2026, the Company had two types of noncontrolling interests with respect to its consolidated subsidiaries: (1) noncontrolling interests related to the common unitholders of its Operating Partnership; and (2) noncontrolling interests related to its consolidated real estate entities. The noncontrolling interests relating to the limited partnership interests in the Operating Partnership are owned by the holders of the Class A OP Units. MAA is the sole general partner of the Operating Partnership and holds all of the outstanding Class B OP Units of theOperating Partnership. Net income (after allocations to preferred ownership interests) is allocated to MAA and the noncontrolling interests based on their respective ownership percentages of the Operating Partnership. Issuance of additional Class A OP Units or Class B OP Units changes the ownership percentage of both the noncontrolling interests and MAA. The issuance of Class B OP Units generally occurs when MAA issues common stock and the issuance proceeds are contributed to the Operating Partnership in exchange for Class B OP Units equal to the number of shares of MAA’s common stock issued. At each reporting period, the allocation between total MAA shareholders’ equity and noncontrolling interests is adjusted to account for the change in the respective percentage ownership of the underlying equity of the Operating Partnership. MAA’s Board of Directors established economic rights in respect to each Class A OP Unit that were equivalent to the economic rights in respect to each share of MAA common stock. See Note 9 for additional details.
14
The noncontrolling interests relating to the Company’s consolidated real estate entities are owned by private real estate companies that are generally responsible for the development, construction and lease-up of the apartment communities that are owned through the consolidated real estate entities with a noncontrolling interest. The entities were determined to be VIEs with the Company designated as the primary beneficiary. As a result, the accounts of the entities are consolidated by the Company. As of March 31, 2026, the consolidated assets of the Company’s consolidated real estate entities with a noncontrolling interest were $379.2 million, and consolidated liabilities were $15.1 million, after intercompany eliminations. As of December 31, 2025, the consolidated assets of the Company’s consolidated real estate entities with a noncontrolling interest were $386.4 million, and consolidated liabilities were $16.7 million, after intercompany eliminations. During the three months ended March 31, 2026, the Company paid $11.0 million to acquire the noncontrolling interest of a consolidated real estate entity.
Investments in Unconsolidated Affiliates
The Company uses the equity method to account for its investments in a real estate joint venture, as well as six technology-focused limited partnerships that each qualify as a VIE. Management determined the Company is not the primary beneficiary in any of these investments but does have the ability to exert significant influence over the operations and financial policies of the real estate joint venture and considers its investments in the limited partnerships to be more than minor. The Company’s investment in the real estate joint venture was $41.6 million and $41.3 million as of March 31, 2026 and December 31, 2025, respectively, and is included in “Investment in real estate joint venture” in the accompanying Condensed Consolidated Balance Sheets.
The Company accounts for its investments in the technology-focused limited partnerships on a three month lag due to the timing the limited partnerships’ financial information is made available to the Company. As of March 31, 2026 and December 31, 2025, the Company’s investments in the limited partnerships were $101.8 million and $78.2 million, respectively, and are included in “Other assets” in the accompanying Condensed Consolidated Balance Sheets with any related earnings, including unrealized gains and losses on the underlying investments of the limited partnerships which are recorded at the estimated fair value, recognized in “Other non-operating income” in the accompanying Condensed Consolidated Statements of Operations. During the three months ended March 31, 2026 and 2025, the Company recognized $22.9 million and $1.7 million of income, respectively, from its investments in the limited partnerships. As of March 31, 2026, the Company was committed to make additional capital contributions totaling $20.0 million if and when called by the general partners of the limited partnerships.
Marketable Equity Securities
The Company’s investment in marketable equity securities is measured at fair value based on the quoted share price of the securities and is included in “Other assets” in the accompanying Condensed Consolidated Balance Sheets, with any related gains and losses, including realized and unrealized gains and losses, recognized in “Other non-operating income” in the accompanying Condensed Consolidated Statements of Operations. As of March 31, 2026 and December 31, 2025, the Company’s investment in the marketable equity securities was $2.9 million and $3.9 million, respectively. During the three months ended March 31, 2026 and 2025, the Company recognized $1.0 million of unrealized losses for each time period from its investment in marketable equity securities.
Revenue Recognition
The Company primarily leases multifamily residential apartments to residents under operating leases generally due on a monthly basis with terms of approximately one year or less. Rental revenues are recognized in accordance with Accounting Standards Codification (“ASC”) Topic 842, Leases, using a method that represents a straight-line basis over the term of the lease. In addition, in circumstances where a lease incentive is provided to residents, the incentive is recognized as a reduction of rental revenues on a straight-line basis over the reasonably assured lease term. Rental revenues represent approximately 94% of the Company’s total revenues and include gross rents charged less adjustments for concessions and bad debt. Approximately 5% of the Company’s total revenues represent reimbursable property revenues from its residents for utility reimbursements, which are generally recognized and due on a monthly basis as residents obtain control of the service over the term of the lease. The remaining 1% of the Company’s total revenues represents other non-lease property revenues primarily driven by nonrefundable fees and commissions, which are recognized when earned.
In accordance with ASC Topic 842, rental revenues and reimbursable property revenues meet the criteria to be aggregated into a single lease component and are reported on a combined basis in the line item “Rental revenues,” as presented in the disaggregation of the Company’s revenues in Note 11. Other non-lease property revenues are accounted for in accordance with ASC Topic 606, Revenue from Contracts with Customers, which requires revenue recognized outside of the scope of ASC Topic 842 to be recognized when a customer obtains control of promised goods or services in an amount that reflects the consideration the entity expects to receive in exchange for those goods or services. Other non-lease property revenues are reported in the line item “Other property revenues,” as presented in the disaggregation of the Company’s revenues in Note 11.
15
Leases
The Company is the lessee under certain ground, office, equipment and other operational leases, all of which are accounted for as operating leases in accordance with ASC Topic 842. The Company recognizes a right-of-use asset for the right to use the underlying asset for all leases where the Company is the lessee with terms of more than 12 months, and a related lease liability for the obligation to make lease payments. Expenses related to leases determined to be operating leases are recognized on a straight-line basis. As of March 31, 2026 and December 31, 2025, right-of-use assets recorded within “Other assets” totaled $37.3 million and $38.0 million, respectively, and related lease liabilities recorded within “Accrued expenses and other liabilities” totaled $23.8 million and $24.3 million, respectively, in the Condensed Consolidated Balance Sheets. Lease expense recognized for the periods ended March 31, 2026 and 2025 was immaterial to the Company. Cash paid for amounts included in the measurement of operating lease liabilities during the three months ended March 31, 2026 and 2025 was also immaterial. See Note 10 for additional disclosures regarding leases.
Fair Value Measurements
The Company applies the guidance in ASC Topic 820, Fair Value Measurements and Disclosures, to the valuation of acquired real estate assets recorded at fair value, to its impairment valuation analysis of real estate assets, if applicable, and to its valuation and disclosure of the fair value of financial instruments, which primarily consists of marketable equity securities, indebtedness and derivative instruments. Fair value disclosures required under ASC Topic 820 for the Company’s financial instruments as well as the Company’s derivative accounting policies are summarized in Note 7 utilizing the following hierarchy:
Level 1 - Quoted prices in active markets for identical assets or liabilities that are accessible at the measurement date.
Level 2 - Inputs other than quoted prices that are observable for the asset or liability, either directly or indirectly.
Level 3 - Unobservable inputs for the assets or liability.
Certain long-lived assets are recorded at fair value when they are acquired or initially consolidated. The inputs associated with the valuation of long-lived assets are generally included in Level 2 and Level 3 of the fair value hierarchy.
16
2. Earnings per Common Share of MAA
Basic earnings per share is computed using the two-class method by dividing net income available to MAA common shareholders by the weighted average number of common shares outstanding during the period. All outstanding unvested restricted share awards contain rights to non-forfeitable dividends and participate in undistributed earnings with common shareholders and, accordingly, are considered participating securities that are included in the two-class method of computing basic earnings per share. Both the unvested restricted shares and other potentially dilutive common shares, and the related impact to earnings, are considered when calculating earnings per share on a diluted basis with diluted earnings per share being the more dilutive of the treasury stock or two-class methods. OP Units are included in dilutive earnings per share calculations when the units are dilutive to earnings per share.
During the three months ended March 31, 2026, MAA repurchased 0.6 million shares of its common stock at a weighted average share price of $130.46 per share for total consideration of $72.8 million under its share repurchase program.
For the three months ended March 31, 2026 and 2025, MAA’s diluted earnings per share was computed using the treasury stock method as presented below (dollars and shares in thousands, except per share amounts):
Calculation of Earnings per common share - basic
(2,252
(4,733
Unvested restricted shares (allocation of earnings)
(71
(96
Net income available for MAA common shareholders, adjusted
123,366
180,655
Weighted average common shares - basic
116,622
116,840
Earnings per common share - basic
Calculation of Earnings per common share - diluted
Net income attributable to noncontrolling interests (1)
Effect of dilutive securities
118
252
Weighted average common shares - diluted
116,740
117,092
Earnings per common share - diluted
17
3. Earnings per OP Unit of MAALP
Basic earnings per common unit is computed using the two-class method by dividing net income available for common unitholders by the weighted average number of OP Units outstanding during the period. All outstanding unvested restricted unit awards contain rights to non-forfeitable distributions and participate in undistributed earnings with common unitholders and, accordingly, are considered participating securities that are included in the two-class method of computing basic earnings per common unit. Diluted earnings per common unit reflects the potential dilution that could occur if securities or other contracts to issue OP Units were exercised or converted into OP Units. Both the unvested restricted unit awards and other potentially dilutive common units, and the related impact to earnings, are considered when calculating earnings per common unit on a diluted basis with diluted earnings per common unit being the more dilutive of the treasury stock or two-class methods.
During the three months ended March 31, 2026, MAALP repurchased 0.6 million of its OP Units from MAA at a weighted average unit price of $130.46 per unit for total consideration of $72.8 million under its share repurchase program.
For the three months ended March 31, 2026 and 2025, MAALP’s diluted earnings per common unit was computed using the treasury stock method as presented below (dollars and units in thousands, except per unit amounts):
Calculation of Earnings per common unit - basic
Unvested restricted units (allocation of earnings)
Net income available for MAALP common unitholders, adjusted
126,487
185,388
Weighted average common units - basic
119,562
119,913
Earnings per common unit - basic
Calculation of Earnings per common unit - diluted
Weighted average common units - diluted
119,680
120,165
Earnings per common unit - diluted
18
4. MAA Equity
Changes in MAA’s total equity and its components for the three months ended March 31, 2026 and 2025 were as follows (dollars in thousands):
Mid-America Apartment Communities, Inc. Shareholders’ Equity
PreferredStock
CommonStock
AdditionalPaid-InCapital
AccumulatedDistributionsin Excess ofNet Income
AccumulatedOtherComprehensiveLoss
NoncontrollingInterests -OperatingPartnership
NoncontrollingInterests -ConsolidatedReal EstateEntities
TotalEquity
EQUITY BALANCE DECEMBER 31, 2025
Net income (loss)
3,121
Other comprehensive income - derivative instruments
372
Issuance and registration of common shares
1
153
154
Shares repurchased and retired
(6
(73,633
(73,639
Shares issued in exchange for common units
(457
Redeemable stock fair market value adjustment
2,488
Adjustment for noncontrolling interests in Operating Partnership
1,148
(1,148
Amortization of unearned compensation
6,259
Dividends on preferred stock
Dividends on common stock ($1.530 per share)
(178,050
Distributions on noncontrolling interests units ($1.530 per unit)
(4,491
(4,839
(5,374
(10,213
Contribution from noncontrolling interest
2,489
EQUITY BALANCE MARCH 31, 2026
EQUITY BALANCE DECEMBER 31, 2024
7,417,453
(1,469,557
(6,940
155,409
27,894
6,125,434
418
157
(1,302
Exercise of stock options
(759
(1,895
(53
53
5,861
Dividends on common stock ($1.515 per share)
(177,157
Distributions on noncontrolling interests units ($1.515 per unit)
(4,637
1,058
EQUITY BALANCE MARCH 31, 2025
7,422,913
(1,467,858
(6,522
154,810
28,952
6,133,470
5. MAALP Capital
Changes in MAALP’s total capital and its components for the three months ended March 31, 2026 and 2025 were as follows (dollars in thousands):
Mid-America Apartments, L.P. Unitholders’ Capital
GeneralPartner
LimitedPartners
PreferredUnits
AccumulatedOther Comprehensive Loss
TotalPartnershipCapital
CAPITAL BALANCE DECEMBER 31, 2025
Issuance of units
Units repurchased and retired
General partner units issued in exchange for limited partner units
Redeemable units fair market value adjustment
Adjustment for limited partners’ capital at redemption value
1,139
(1,139
Distributions to preferred unitholders
Distributions to common unitholders ($1.530 per unit)
(182,541
CAPITAL BALANCE MARCH 31, 2026
CAPITAL BALANCE DECEMBER 31, 2024
5,882,336
(7,064
6,125,415
Exercise of unit options
(64
64
Distributions to common unitholders ($1.515 per unit)
(181,794
CAPITAL BALANCE MARCH 31, 2025
5,889,484
(6,635
6,133,451
6. Borrowings
The following table summarizes the Company’s outstanding debt as of March 31, 2026 (dollars in thousands):
Balance
Weighted Average Effective Rate
Weighted Average Contract Maturity
Unsecured debt
Fixed rate senior notes
4,600,000
3.8
%
1/19/2032
Variable rate commercial paper program
727,300
4.1
4/7/2026
Debt issuance costs, discounts and premiums
(31,204
Total unsecured debt
Secured debt
Fixed rate property mortgages
363,293
4.4
1/26/2049
Debt issuance costs
(2,869
Total secured debt
Total outstanding debt
5,656,520
3.9
20
Unsecured Revolving Credit Facility
MAALP has entered into an unsecured revolving credit facility, with a borrowing capacity of $1.5 billion and an option to expand to $2.0 billion. The revolving credit facility bears interest at a variable rate, at MAALP’s election, of either (1) based upon the Secured Overnight Financing Rate plus an applicable margin ranging from 0.65% to 1.40% based upon MAALP’s credit rating, with the current spread at 0.725%, or (2) the base rate set forth in the credit agreement plus an applicable margin ranging from 0.00% to 0.40% based upon MAALP’s credit rating. The revolving credit facility has a maturity date in January 2030 with an option to extend for two additional six-month periods. As of March 31, 2026, there was no outstanding balance under the revolving credit facility, while $5.0 million of capacity was used to support outstanding letters of credit.
Unsecured Commercial Paper
MAALP has established an unsecured commercial paper program whereby MAALP may issue unsecured commercial paper notes with varying maturities not to exceed 397 days up to a maximum aggregate principal amount outstanding of $750.0 million. As of March 31, 2026, MAALP had $727.3 million of borrowings outstanding under the commercial paper program. For the three months ended March 31, 2026, the average daily borrowings outstanding under the commercial paper program were $682.1 million.
Unsecured Senior Notes
As of March 31, 2026, MAALP had $4.6 billion of publicly issued unsecured senior notes outstanding. The unsecured senior notes had maturities at issuance ranging from 5 to 30 years, with a weighted average maturity in 2032.
In February 2026, MAALP publicly issued $200.0 million in aggregate principal amount of unsecured senior notes, maturing January 2033 with a coupon rate of 4.650% per annum, or the Additional 2033 Notes. The Additional 2033 Notes have an effective interest rate of 4.606% over the life of the notes. The Additional 2033 Notes were issued as additional notes under the indenture and the supplemental indenture pursuant to which MAALP previously issued $400.0 million in aggregate principal amount of unsecured senior notes in November 2025, or the Initial 2033 Notes. The Additional 2033 Notes will be treated as a single series of securities with the Initial 2033 Notes and will have the same CUSIP number as, and be fungible with, the Initial 2033 Notes. The purchase price paid by the purchasers of the Additional 2033 Notes was 100.237% of the principal amount. The net proceeds of the offering, after considering the original issue premium, cash received for interest due but not accrued, and underwriting commissions and expenses totaling a net amount of approximately $2.0 million, were $202.0 million. The Additional 2033 Notes have been reflected net of premium and debt issuance costs in the Condensed Consolidated Balance Sheets as of March 31, 2026.
Secured Property Mortgages
As of March 31, 2026, MAALP had $363.3 million of fixed rate conventional property mortgages with a weighted average maturity in 2049.
Upcoming Debt Obligations
As of March 31, 2026, MAALP’s debt obligations over the next 12 months consist of approximately $1.0 billion of principal obligations, including $727.3 million of commercial paper borrowings due April 2026 and $300.0 million of unsecured senior notes due September 2026.
7. Financial Instruments and Derivatives
Financial Instruments Not Carried at Fair Value
Cash and cash equivalents, restricted cash and accrued expenses and other liabilities are carried at amounts that reasonably approximate their fair value due to their short term nature.
Fixed rate notes payable as of March 31, 2026 and December 31, 2025 totaled $4.9 billion and $4.7 billion, respectively, and had estimated fair values of $4.7 billion and $4.5 billion (excluding prepayment penalties) as of March 31, 2026 and December 31, 2025, respectively. The fair values of fixed rate debt are determined by using the present value of future cash outflows discounted with the applicable current market rate plus a credit spread. The carrying values of variable rate debt as of March 31, 2026 and December 31, 2025 totaled $727.3 million and $676.0 million, respectively, and the variable rate debt had estimated fair values of $727.3 million and $676.0 million as of March 31, 2026 and December 31, 2025, respectively. The fair values of variable rate debt is determined using the stated variable rate plus the current market credit spread. The variable rates reset at various maturities typically less than 30 days, and management concluded these rates reasonably estimate current market rates.
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Financial Instruments Measured at Fair Value on a Recurring Basis
As of March 31, 2026, the Company had one outstanding series of cumulative redeemable preferred stock, which is referred to as the MAA Series I preferred stock (see Note 8). The Company has recognized a derivative asset related to the redemption feature embedded in the MAA Series I preferred stock. The derivative asset is valued using widely accepted valuation techniques, including a discounted cash flow analysis in which the perpetual value of the preferred shares is compared to the value of the preferred shares assuming the call option is exercised, with the value of the bifurcated call option as the difference between the two values. The analysis reflects the contractual terms of the redeemable preferred shares, which are redeemable at the Company’s option beginning on October 1, 2026 at the redemption price of $50.00 per share. The Company may use various inputs in the analysis, including risk adjusted yields of relevant MAALP bond issuances and yields and spreads of relevant indices, estimated yields on preferred stock instruments from REITs with similar credit ratings as MAA, treasury rates and trading data available of prices of the preferred shares, to determine the fair value of the bifurcated call option.
The redemption feature embedded in the MAA Series I preferred stock is reported as a derivative asset in “Other assets” in the accompanying Condensed Consolidated Balance Sheets and is adjusted to its fair value at each reporting date, with a corresponding non-cash adjustment to “Other non-operating income” in the accompanying Condensed Consolidated Statements of Operations. As of March 31, 2026 and December 31, 2025, the fair value of the embedded derivative was $12.7 million and $14.3 million, respectively.
The Company has determined the majority of the inputs used to value its outstanding debt and its embedded derivative fall within Level 2 of the fair value hierarchy, and as a result, the fair value valuations of its debt and embedded derivative held as of March 31, 2026 and December 31, 2025 were classified as Level 2 in the fair value hierarchy.
The fair value of the Company’s marketable equity securities discussed in Note 1 is based on quoted market prices and are classified as Level 1 in the fair value hierarchy.
Terminated Cash Flow Hedges of Interest
As of March 31, 2026, the Company had $5.0 million recorded in “Accumulated other comprehensive loss,” or AOCL, related to realized losses associated with terminated interest rate swaps that were designated as cash flow hedging instruments prior to their termination. The realized losses associated with the terminated interest rate swaps are reclassified to interest expense as interest payments are made on the Company’s debt and will continue to be reclassified to interest expense until the debt’s maturity. During the next 12 months, the Company estimates an additional $1.5 million will be reclassified to earnings as an increase to “Interest expense.”
Tabular Disclosure of the Effect of Derivative Instruments on the Condensed Consolidated Statements of Operations
The tables below present the effect of the Company’s derivative financial instruments on the Condensed Consolidated Statements of Operations for the three months ended March 31, 2026 and 2025 (dollars in thousands):
Net Loss Reclassified from AOCL into Interest Expense
Location of Loss Reclassified
Derivatives in Cash Flow Hedging Relationships
from AOCL into Income
Terminated interest rate swaps
(381
(429
Loss Recognized in Earnings on Derivative
Location of Loss Recognized
Derivative Not Designated as Hedging Instrument
in Earnings on Derivative
Preferred stock embedded derivative
(1,574
(410
22
8. Shareholders’ Equity of MAA
As of March 31, 2026, 116,353,152 shares of common stock of MAA and 2,932,336 OP Units (excluding the OP Units held by MAA) were issued and outstanding, representing a total of 119,285,488 common shares and units. As of March 31, 2025, 116,916,381 shares of common stock of MAA and 3,060,552 OP Units (excluding the OP Units held by MAA) were issued and outstanding, representing a total of 119,976,933 common shares and units.
Preferred Stock
As of March 31, 2026, MAA had one outstanding series of cumulative redeemable preferred stock, which has the following characteristics:
Description
Outstanding Shares
Liquidation Preference(1)
Optional Redemption Date
Redemption Price(2)
Stated Dividend Yield
Approximate Dividend Rate
MAA Series I
867,846
50.00
10/1/2026
8.50
4.25
See Note 7 for details of the valuation of the derivative asset related to the redemption feature embedded in the MAA Series I preferred stock.
At-the-Market Share Offering Program
MAA has entered into an at-the-market equity offering program, or ATM program, enabling MAA to sell shares of its common stock into the existing market at current market prices from time to time to or through the sales agents under the program. Pursuant to the ATM program, MAA from time to time may also enter into forward sale agreements and sell shares of its common stock pursuant to these agreements. Through the ATM program, MAA may issue up to an aggregate of 4.0 million shares of its common stock, at such times as determined by MAA. MAA has no obligation to issue shares through the ATM program. During the three months ended March 31, 2026 and 2025, MAA did not sell any shares of common stock under its ATM program. As of March 31, 2026, 4.0 million shares of MAA’s common stock remained issuable under the ATM program.
9. Partners’ Capital of MAALP
Common units of limited partnership interests in MAALP are represented by OP Units. As of March 31, 2026, there were 119,285,488 OP Units outstanding, 116,353,152, or 97.5%, of which represent Class B OP Units (common units issued to or held by MAALP’s general partner or any of its subsidiaries), which were owned by MAA, MAALP’s general partner. The remaining 2,932,336 OP Units were Class A OP Units owned by Class A limited partners. As of March 31, 2025, there were 119,976,933 OP Units outstanding, 116,916,381, or 97.4%, of which were owned by MAA and 3,060,552 of which were owned by the Class A limited partners.
MAA, as the sole general partner of MAALP, has full, complete and exclusive discretion to manage and control the business of MAALP subject to the restrictions specifically contained within MAALP’s agreement of limited partnership, or the Partnership Agreement. Unless otherwise stated in the Partnership Agreement, this power includes, but is not limited to, acquiring, leasing or disposing of any real property; constructing buildings and making other improvements to properties owned; borrowing money, modifying or extinguishing current borrowings, issuing evidence of indebtedness and securing such indebtedness by mortgage, deed of trust, pledge or other lien on MAALP’s assets; and distribution of MAALP’s cash or other assets in accordance with the Partnership Agreement. MAA can generally, at its sole discretion, issue and redeem OP Units and determine the consideration to be received or the redemption price to be paid, as applicable. The general partner may delegate these and other powers granted to it if the general partner remains in supervision of the designee.
Under the Partnership Agreement, MAALP may issue Class A OP Units and Class B OP Units. Class A OP Units are any OP Units other than Class B OP Units, while Class B OP Units are those issued to or held by MAALP’s general partner or any of its subsidiaries. In general, the limited partners do not have the power to participate in the management or control of MAALP’s business except in limited circumstances, including changes in the general partner and protective rights if the general partner acts outside of the provisions provided in the Partnership Agreement. The transferability of Class A OP Units is also limited by the Partnership Agreement.
Net income of MAALP (after allocations to preferred ownership interests) is allocated to the general partner and limited partners based on their respective ownership percentages of MAALP. Issuance or redemption of additional Class A OP Units or Class B OP Units changes the relative ownership percentage of the partners. The issuance of Class B OP Units generally occurs when MAA issues common stock and the proceeds from that issuance are contributed to MAALP in exchange for the issuance to MAA of a number of OP Units equal to the number of shares of common stock issued. Likewise, if MAA repurchases or redeems outstanding shares of common stock, MAALP generally redeems an equal number of Class B OP Units with similar terms held by MAA for a redemption price equal to the purchase price of those shares of common stock. At each reporting period, the allocation between general partner capital and limited partner capital is adjusted to account for the change in the respective percentage ownership of the underlying capital of MAALP. Holders of the Class A OP Units may require MAA to redeem their Class A OP Units, in which case MAA may, at its option, pay the redemption price either in cash (in an amount per Class A OP Unit equal, in general, to the average closing price of MAA’s common stock on the NYSE over a specified period prior to the redemption date) or by delivering one share of MAA common stock (subject to adjustment under specified circumstances) for each Class A OP Unit so redeemed.
23
As of March 31, 2026, a total of 2,932,336 Class A OP Units were outstanding and redeemable for 2,932,336 shares of MAA common stock, with an approximate value of $358.1 million, based on the closing price of MAA’s common stock on March 31, 2026 of $122.12 per share. As of March 31, 2025, a total of 3,060,552 Class A OP Units were outstanding and redeemable for 3,060,552 shares of MAA common stock, with an approximate value of $512.9 million, based on the closing price of MAA’s common stock on March 31, 2025 of $167.58 per share. MAALP pays the same per unit distributions in respect to the OP Units as the per share dividends MAA pays in respect to its common stock.
As of March 31, 2026, MAALP had one outstanding series of cumulative redeemable preferred units, or the MAALP Series I preferred units. The MAALP Series I preferred units have the same characteristics as the MAA Series I preferred stock described in Note 8. As of March 31, 2026, 867,846 units of the MAALP Series I preferred units were outstanding and owned by MAA. See Note 7 for details of the valuation of the derivative asset related to the redemption feature embedded in the MAALP Series I preferred units.
10. Commitments and Contingencies
The Company’s operating leases include a ground lease expiring in 2074 related to one of its apartment communities and an office lease expiring in 2028 related to its corporate headquarters. Both leases contain stated rent increases that are generally intended to compensate for the impact of inflation. The Company also has other commitments related to negligible office and equipment operating leases. As of March 31, 2026, the Company’s operating leases had a weighted average remaining lease term of approximately 37 years and a weighted average discount rate of approximately 4.6%.
The table below reconciles undiscounted cash flows for each of the first five years and total of the remaining years to the right-of-use lease liabilities recorded on the Condensed Consolidated Balance Sheets as of March 31, 2026 (in thousands):
Operating Leases
2,335
2027
3,136
2028
1,714
2029
820
2030
771
Thereafter
54,187
Total minimum lease payments
62,963
Net present value adjustments
(39,132
Right-of-use lease liabilities
23,831
Legal Proceedings
In late 2022 and early 2023, multiple putative class action lawsuits were filed against RealPage, Inc. and approximately 50 of the largest owners and operators of apartment communities in the country, including the Company, alleging that RealPage and such owners and operators conspired to artificially inflate multifamily residential rental prices through the use of RealPage’s revenue management software. In April 2023, those cases were centralized in the U.S. District Court for the Middle District of Tennessee in a case captioned In Re: RealPage, Inc., Rental Software Antitrust Litigation (No. II) (the “Class Action Litigation”). On January 26, 2026, the Company entered into a settlement agreement with the named plaintiffs in the Class Action Litigation, individually and on behalf of the class members, which was subsequently amended on April 28, 2026. The settlement agreement remains subject to preliminary and final approval by the court. Under the terms of the settlement agreement, the Company will pay an aggregate of $53.0 million into a settlement fund to settle all claims asserted, or that could have been asserted, against the Company relating to the alleged conduct at issue in the Class Action Litigation. The settlement payment will be made in two equal installments of $26.5 million. The first payment was made in March 2026 and the second payment is required on the later to occur of May 16, 2026 or four business days after the plaintiffs file a motion for preliminary approval of the settlement agreement. The settlement amount is inclusive of the recovery amount for class members, fees for the plaintiffs’ counsel, and the costs of administering the settlement. In addition, the settlement agreement includes certain prospective commitments regarding the Company’s business practices, including provisions relating to the disclosure and use of nonpublic data and the Company’s use of revenue management software, all of which the Company believes are consistent with its existing practices and will not require material changes to current operations. Under the settlement agreement, if the number of eligible class members opting out of the settlement exceeds a specified level, the Company may request that the settlement terms be revised, and if the parties then cannot agree on revised settlement terms within 60 days (as may be extended by the parties), the settlement agreement will terminate. There can be no assurance as to the ultimate outcome of the Class Action Litigation with respect to the Company, including no assurance that the settlement agreement will be approved by the court or that any revised settlement terms, if applicable, will be finalized by the parties and approved by the court. If the settlement agreement is not approved by the court or the parties otherwise cannot finalize a settlement, the Company plans to vigorously defend itself in the Class Action Litigation and the Company believes there are defenses, both factual and legal, to the allegations against it.
24
Other lawsuits making allegations similar to those asserted in the Class Action Litigation and seeking monetary damages and penalties, injunctive relief, and attorneys’ fees and costs have also been filed. In November 2023, a lawsuit alleging violations of the District of Columbia’s antitrust laws was filed in the Superior Court of the District of Columbia by the District of Columbia against RealPage, Inc. and a number of large apartment community owners and operators, including the Company. Similarly, in July 2025, the Commonwealth of Kentucky, through its Attorney General, filed a lawsuit in the U.S. District Court for the Eastern District of Kentucky against RealPage, Inc. and several of the state’s largest landlords, including the Company, alleging violations of federal antitrust laws and state consumer protection laws, among other things. The Company believes there are defenses, both factual and legal, to the allegations in these proceedings and the Company plans to vigorously defend itself. As these proceedings are ongoing, it is not possible for the Company to predict any outcome or estimate the amount of loss, if any, which could be associated with any adverse decision. The Company does not believe these proceedings will have a material adverse effect on its financial condition or its results of operations; however, there can be no assurance as to the ultimate outcome of these proceedings.
The Company is subject to various other legal proceedings and claims that arise in the ordinary course of its business operations. While the resolution of these matters cannot be predicted with certainty, management does not currently believe that these matters, either individually or in the aggregate, will have a material adverse effect on the Company’s financial condition, results of operations or cash flows in the event of a negative outcome. Matters that arise out of allegations of bodily injury, property damage and employment practices are generally covered by insurance.
As of March 31, 2026 and December 31, 2025, the Company’s accrual for loss contingencies relating to unresolved legal matters, including the cost to defend, was $33.6 million and $62.5 million in the aggregate, respectively. The accrual for loss contingencies is presented in “Accrued expenses and other liabilities” in the accompanying Condensed Consolidated Balance Sheets and in “Other non-operating income” in the accompanying Condensed Consolidated Statements of Operations.
11. Segment Information
As of March 31, 2026, the Company owned and operated 294 multifamily apartment communities (which does not include development communities under construction or the Company’s investment in an unconsolidated real estate joint venture) in 16 different states from which it derived all significant sources of earnings and operating cash flows. The Company views each consolidated apartment community as an operating segment. The Company’s chief operating decision maker, which is the Company’s Chief Executive Officer, evaluates performance and determines resource allocations of each of the apartment communities on a Same Store and Non-Same Store and Other basis, as well as an individual apartment community basis. The Company has aggregated its operating segments into two reportable segments as management believes the apartment communities in each reportable segment generally have similar economic characteristics, facilities, services and residents.
The following reflects the two reportable segments for the Company:
On the first day of each calendar year, the Company determines the composition of its Same Store and Non-Same Store and Other reportable segments for that year as well as adjusts the previous year, which allows the Company to evaluate full period-over-period operating comparisons. Communities previously in development or lease-up are added to the Same Store segment on the first day of the calendar year after the community has been owned and stabilized for at least a full 12 months. Communities are considered stabilized when achieving 90% average physical occupancy for 90 days.
The chief operating decision maker utilizes net operating income, or NOI, in evaluating the performance of the operating segments. Total NOI represents total property revenues less total property operating expenses, excluding depreciation and amortization, for all properties held during the period regardless of their status as held for sale. Management believes that NOI is a helpful tool in evaluating the operating performance of the segments because it measures the core operations of property performance by excluding corporate level expenses and other items not directly related to property operating performance.
25
Property revenues and NOI for each reportable segment for the three months ended March 31, 2026 and 2025 were as follows (in thousands):
Same Store
Rental revenues
513,759
515,417
Other property revenues
3,221
3,410
Total Same Store revenues
516,980
518,827
Non-Same Store and Other
36,367
30,215
253
Total Non-Same Store and Other revenues
36,745
30,468
Total rental and other property revenues
Real estate taxes
64,935
63,188
Personnel
41,858
41,561
Utilities
34,985
33,853
Building repair and maintenance
24,196
23,871
Office operations
7,675
8,185
Insurance
7,754
8,442
Marketing
6,881
6,811
Total Same Store expenses
188,284
185,911
Total Non-Same Store and Other expenses
17,288
15,442
Total property operating expenses, excluding depreciation and amortization
205,572
201,353
Net Operating Income:
Same Store NOI
328,696
332,916
Non-Same Store and Other NOI
19,457
15,026
Total NOI
348,153
347,942
(161,870
(152,350
(22,461
(20,578
(16,716
(15,619
(51,409
(45,161
20,164
71,911
16,005
834
Assets for each reportable segment as of March 31, 2026 and December 31, 2025 were as follows (in thousands):
Assets:
9,602,238
9,683,810
2,194,303
2,103,045
Corporate
197,961
188,528
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12. Real Estate Acquisitions and Dispositions
Acquisitions
During the three months ended March 31, 2026 and 2025, the Company did not acquire any multifamily apartment communities.
In January 2026, the Company acquired two acres of land in Arlington, Virginia for approximately $20 million. In February 2026, the Company acquired four acres of land in Kansas City, Kansas for approximately $5 million.
During the three months ended March 31, 2025, the Company did not acquire any land parcels.
Dispositions
In February 2026, the Company closed on the disposition of a 316-unit multifamily apartment community located in Houston, Texas for net proceeds of approximately $41 million, resulting in gain on the sale of depreciable real estate assets of approximately $20 million.
In March 2025, the Company closed on the dispositions of a 336-unit and a 240-unit multifamily apartment community located in Columbia, South Carolina for net proceeds of approximately $81 million, resulting in gain on the sale of depreciable real estate assets of approximately $72 million.
During the three months ended March 31, 2026 and 2025, the Company did not dispose of any land parcels.
As of March 31, 2026, a 362-unit multifamily apartment community located in Dallas, Texas was classified as held for sale. The criteria for classifying the apartment community as held for sale was met during March 2026, and the property remained in the Company’s portfolio as of March 31,2026. As a result, the assets associated with the community was presented as “Assets held for sale” in the accompanying Condensed Consolidated Balance Sheet as of March 31, 2026.
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.
The following discussion analyzes the financial condition and results of operations of both MAA and the Operating Partnership, of which MAA is the sole general partner and in which MAA owned a 97.5% interest as of March 31, 2026. MAA conducts all of its business through the Operating Partnership and its various subsidiaries. This discussion should be read in conjunction with the condensed consolidated financial statements and notes thereto included in this Quarterly Report on Form 10-Q.
MAA, an S&P 500 company, is a multifamily-focused, self-administered and self-managed real estate investment trust, or REIT. We own, operate, acquire and selectively develop apartment communities primarily located in the Southeast, Southwest and Mid-Atlantic regions of the U.S. As of March 31, 2026, we owned and operated 294 apartment communities (which does not include development communities under construction) through the Operating Partnership and its subsidiaries, and had an ownership interest in one apartment community through an unconsolidated real estate joint venture. In addition, as of March 31, 2026, we had six development communities under construction, and 37 of our apartment communities included retail components. Our apartment communities, including development communities under construction, were located across 16 states and the District of Columbia as of March 31, 2026.
We report in two segments, Same Store and Non-Same Store and Other. Our Same Store segment represents those apartment communities that have been owned and stabilized for at least 12 months as of the first day of the calendar year. Communities are considered stabilized when achieving 90% average physical occupancy for 90 days. Our Non-Same Store and Other segment includes recently acquired communities, communities being developed or in lease-up, communities that have been disposed of or identified for disposition, communities that have incurred a significant casualty loss and stabilized communities that do not meet the requirements to be Same Store communities. Also included in our Non-Same Store and Other segment are non-multifamily activities and expenses related to severe weather events, including hurricanes and winter storms. Additional information regarding the composition of our segments is included in Note 11 to the condensed consolidated financial statements included in this Quarterly Report on Form 10-Q.
Forward-Looking Statements
This Quarterly Report on Form 10-Q may contain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, or the Securities Act, and Section 21E of the Securities Exchange Act of 1934, as amended, or the Exchange Act. Weintend such forward-looking statements to be covered by the safe harbor provisions for forward-looking statements contained in the PrivateSecurities Litigation Reform Act of 1995. Forward-looking statements do not discuss historical fact, but instead are statements related to expectations, projections, intentions, assumptions and beliefs regarding the future. Words such as “expects,” “anticipates,” “intends,” “plans,” “believes,” “seeks,” “estimates,” “forecasts,” “projects,” “assumes,” “will,” “may,” “could,” “should,” “budget,” “target,” “outlook,” “proforma,” “opportunity,” “guidance” and variations of such words and similar expressions are intended to identify such forward-looking statements. Such forward-looking statements include, but are not limited to, statements regarding expected operating performance and results, property stabilizations, property acquisition and disposition activity, joint venture activity, development and renovation activity and other capital expenditures, and capital raising and financing activity, as well as lease pricing, revenue and expense growth, occupancy, interest rate and other economic expectations. Such forward-looking statements involve known and unknown risks, uncertainties and other factors, as described below, which may cause our actual results, performance, achievements or outcomes to be materially different from the future results, performance, achievements or outcomes expressed or implied by such forward-looking statements. In light of the significant uncertainties inherent in these forward-looking statements, the inclusion of such statements should not be regarded as a representation by us or any other person that the results, performance, achievements or outcomes described in such statements will be achieved.
The following factors, among others, could cause our actual results, performance, achievements or outcomes to differ materially from those expressed or implied in the forward-looking statements:
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Except as required by law, we undertake no obligation to publicly update or revise forward-looking statements contained in this Quarterly Report on Form 10-Q to reflect events, circumstances or changes in expectations after the date on which this Quarterly Report on Form 10-Q is filed.
Overview of the Three Months Ended March 31, 2026
For the three months ended March 31, 2026, net income available for MAA common shareholders was $123.4 million as compared to $180.8 million for the three months ended March 31, 2025. Results for the three months ended March 31, 2026 included $21.9 million of non-cash gain from investments and $20.2 million of gain related to the sale of depreciable real estate assets, partially offset by $4.5 million of casualty related charges, net and $1.6 million of non-cash loss related to the fair value adjustment of the embedded derivative in the MAA Series I preferred shares. Results for the three months ended March 31, 2025 included $71.9 million of gain related to the sale of depreciable real estate assets and $0.4 million of non-cash loss related to the fair value adjustment of the embedded derivative in the MAA Series I preferred shares. Revenues for the three months ended March 31, 2026 increased 0.8% as compared to the three months ended March 31, 2025. Property operating expenses, excluding depreciation and amortization, for the three months ended March 31, 2026 increased by 2.1% as compared to the three months ended March 31, 2025. The primary drivers of these changes are discussed in the “Results of Operations” section.
Trends
During the three months ended March 31, 2026, the change in revenue for our Same Store segment was primarily driven by average effective rent per unit. The average effective rent per unit for our Same Store segment decreased to $1,685 for the three months ended March 31, 2026 as compared to $1,690 for the three months ended March 31, 2025, a 0.3% decrease for the three months ended March 31, 2026 as compared to the three months ended March 31, 2025. Average effective rent per unit represents the average of gross rent amounts, after the effect of leasing concessions, for occupied apartment units plus prevalent market rates asked for unoccupied apartment units, divided by the total number of units. Leasing concessions represent discounts to the current market rate. We believe average effective rent per unit is a helpful measurement in evaluating average pricing; however, it does not represent actual rental revenue collected per unit.
For the three months ended March 31, 2026, average physical occupancy for our Same Store segment was 95.5% as compared to 95.6% for the three months ended March 31, 2025. Average physical occupancy is a measurement of the total number of our apartment units that are occupied by residents, and it represents the average of the daily physical occupancy for the period.
As of March 31, 2026, resident turnover for our Same Store segment was 39.9% as compared to 41.5% as of March 31, 2025. Resident turnover represents resident move outs, excluding transfers within the Same Store segment, as a percentage of expiring leases on a trailing twelve-month basis as of the end of the reported period.
An important part of our portfolio strategy is to maintain diversity of markets, submarkets, product types and price points in the Southeast, Southwest and Mid-Atlantic regions of the U.S. We have multifamily assets in 38 defined markets, with a presence in approximately 150 submarkets and a mixture of garden-style, mid-rise and high-rise communities. This diversity helps to mitigate exposure to economic issues, including supply and demand factors, in any one geographic market or area. We believe that a well-balanced portfolio, including both urban and suburban locations, with a broad range of monthly rent price points, will provide higher performance and lower volatility throughout the full economic cycle.
Despite an uncertain macro backdrop, apartment demand in our markets remained solid during the first quarter of 2026, as absorption of new supply outpaced deliveries, market level occupancies increased, renewal pricing remained strong, and resident turnover continued to improve. We believe demand for apartments is primarily driven by general economic conditions in our markets and is particularly correlated to job growth, population growth, household formation, in-migration and housing affordability over the long term. We continue to monitor pressures surrounding housing supply, inflation trends and general economic conditions. A worsening of the current environment could contribute to uncertain rent collections going forward, suppress demand for apartments and could drive lower rent growth on new leases and renewals than what we achieved in the three months ended March 31, 2026. We believe that we will continue to see a decline in new apartment deliveries in calendar year 2026.
Access to the financial markets remains available for high-credit rated borrowers, such as ourselves. However, overall borrowing costs remain at elevated levels as compared to our in-place fixed rate debt, and we expect this trend to continue. As of March 31, 2026, we had $727.3 million of variable rate debt outstanding under our commercial paper program. Our continued exposure to elevated interest rates will be a result of additional variable rate borrowings and future financing activities.
29
Results of Operations
Comparison of the three months ended March 31, 2026 to the three months ended March 31, 2025
For the three months ended March 31, 2026, we achieved net income available for MAA common shareholders of $123.4 million, a 31.7% decrease as compared to the three months ended March 31, 2025, and total revenue growth of $4.4 million, representing a 0.8% increase in property revenues as compared to the three months ended March 31, 2025. The following discussion describes the primary drivers of the decrease in net income available for MAA common shareholders for the three months ended March 31, 2026 as compared to the three months ended March 31, 2025.
Property Revenues
The following table reflects our property revenues by segment for the three months ended March 31, 2026 and 2025 (dollars in thousands):
Increase (decrease)
% Change
(1,847
(0.4
)%
6,277
20.6
Total
4,430
0.8
The Same Store segment generated a 0.4% decrease in revenues for the three months ended March 31, 2026, primarily the result of average effective rent per unit decrease of 0.3% as compared to the three months ended March 31, 2025. The increase in property revenues from the Non-Same Store and Other segment for the three months ended March 31, 2026 as compared to the three months ended March 31, 2025 was primarily the result of increased revenues from completed units in development communities and recently acquired communities.
Property Operating Expenses
Property operating expenses include costs for property personnel, building repairs and maintenance, real estate taxes, insurance, utilities, landscaping and other operating expenses. The following table reflects our property operating expenses by segment for the three months ended March 31, 2026 and 2025 (dollars in thousands):
2,373
1.3
1,846
12.0
4,219
2.1
The increase in property operating expenses for our Same Store segment for the three months ended March 31, 2026 as compared to the three months ended March 31, 2025 was primarily driven by increases in real estate tax expense of $1.7 million and utilities expense of $1.1 million, partially offset by a decrease in insurance expense of $0.7 million. The increase in property operating expenses from the Non-Same Store and Other segment for the three months ended March 31, 2026 as compared to three months ended March 31, 2025 was primarily the result of increased operating expenses from completed units in development communities and recently acquired communities.
Depreciation and Amortization
Depreciation and amortization expense for the three months ended March 31, 2026 was $161.9 million, an increase of $9.5 million as compared to the three months ended March 31, 2025. The increase was primarily driven by the recognition of depreciation expense associated with our completed development communities, acquisitions and capital spend activities completed after March 31, 2025 in the normal course of business through March 31, 2026.
Other Income and Expenses
Property management expenses for the three months ended March 31, 2026 were $22.5 million, an increase of $1.9 million as compared to the three months ended March 31, 2025. General and administrative expenses for the three months ended March 31, 2026 were $16.7 million, an increase of $1.1 million as compared to the three months ended March 31, 2025.
Interest expense for the three months ended March 31, 2026 was $51.4 million, an increase of $6.2 million as compared to the three months ended March 31, 2025. The increase was due to an increase in our average outstanding debt balance and a decrease in capitalized interest during the three months ended March 31, 2026 as compared to the three months ended March 31, 2025.
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Other non-operating income for the three months ended March 31, 2026 was $16.0 million of income, an increase of $15.2 million as compared to the three months ended March 31, 2025. The income for the three months ended March 31, 2026 was driven by $21.9 million of non-cash gain from investments, partially offset by $4.5 million of casualty related charges and $1.6 million of non-cash loss related to the fair value adjustment of the embedded derivative in the MAA Series I preferred shares. The income for the three months ended March 31, 2025 was driven by $0.7 million of net non-cash gain from investments.
Non-GAAP Financial Measures
Funds from Operations and Core Funds from Operations
Funds from operations, or FFO, a non-GAAP financial measure, represents net income available for MAA common shareholders (computed in accordance with U.S. generally accepted accounting principles, or GAAP) excluding gains or losses on disposition of operating properties, asset impairment and gain on consolidation of third-party development, plus depreciation and amortization of real estate assets, net income attributable to noncontrolling interests and adjustments for joint ventures. Because net income attributable to noncontrolling interests is added back, FFO, when used in this Quarterly Report on Form 10-Q, represents FFO attributable to common shareholders and unitholders.
FFO should not be considered as an alternative to net income available for MAA common shareholders, or any other GAAP measurement, as an indicator of operating performance or as an alternative to cash flow from operating, investing and financing activities as a measure of liquidity. Management believes that FFO is helpful to investors in understanding our operating performance, primarily because its calculation excludes depreciation and amortization expense on real estate assets and gain on sale of depreciable real estate assets. We believe that GAAP historical cost depreciation of real estate assets is generally not correlated with changes in the value of those assets, whose value does not diminish predictably over time, as historical cost depreciation implies. While our calculation of FFO is in accordance with the definition used bythe National Association of Real Estate Investment Trusts, or NAREIT, it may differ from the methodology for calculating FFO utilized by other REITs and, accordingly, may not be comparable to such other REITs.
Core FFO represents FFO as adjusted for items that are not considered part of our core business operations such as adjustments related to the fair value of the embedded derivative in the MAA Series I preferred shares; gain or loss on sale of non-depreciable assets; gain or loss on investments, net of tax; casualty related charges and (recoveries), net; gain or loss on debt extinguishment; legal costs, settlements and (recoveries), net, and mark-to-market debt adjustments. Because net income attributable to noncontrolling interests is added back to FFO, Core FFO, when used in this Quarterly Report on Form 10-Q, represents Core FFO attributable to common shareholders and unitholders.
Core FFO should not be considered as an alternative to net income available for MAA common shareholders, or any other GAAP measurement, as an indicator of operating performance or as an alternative to cash flow from operating, investing and financing activities as a measure of liquidity. Management believes that Core FFO is helpful in understanding our core operating performance between periods in that it removes certain items that by their nature are not comparable over periods and therefore tend to obscure actual operating performance from rental activities. While our definition of Core FFO may be similar to others in the industry, our methodology for calculating Core FFO may differ from that utilized by other REITs and, accordingly, may not be comparable to such other REITs.
The following table presents a reconciliation of net income available for MAA common shareholders to FFO attributable to common shareholders and unitholders and Core FFO attributable to common shareholders and unitholders for the three months ended March 31, 2026 and 2025, as we believe net income available for MAA common shareholders is the most directly comparable GAAP measure (dollars in thousands):
Depreciation and amortization of real estate assets
160,493
150,991
MAA’s share of depreciation and amortization of real estate assets of real estate joint venture
170
164
FFO attributable to common shareholders and unitholders
266,188
264,728
Loss on embedded derivative in preferred shares (1)
Gain on investments, net of tax (1) (2)
(17,237
(654
Casualty related charges and (recoveries), net (1)
4,519
(222
Core FFO attributable to common shareholders and unitholders
255,044
264,262
31
Core FFO attributable to common shareholders and unitholders for the three months ended March 31, 2026 was $255.0 million, a decrease of $9.2 million as compared to the three months ended March 31, 2025, primarily as a result of increases in interest expenses of $6.2 million, property operating expenses, excluding depreciation and amortization, of $4.2 million, property management expenses of $1.9 million, and general and administrative expenses of $1.1 million, partially offset by an increase in property revenues of $4.4 million.
Net Debt, EBITDA, EBITDAre, and Adjusted EBITDAre
Net debt, a non-GAAP financial measure, represents unsecured notes payable, net and secured notes payable, net less cash and cash equivalents and 1031(b) exchange proceeds included in restricted cash. Management considers net debt a helpful tool in evaluating our debt position. Net debt should not be considered as an alternative to any GAAP measurement as an indicator of operating performance or as an alternative to cash flow from operating, investing and financing activities as a measure of liquidity.
Earnings before interest, taxes, depreciation and amortization, or EBITDA, a non-GAAP financial measure, represents net income (computed in accordance with GAAP) plus depreciation and amortization, interest expense, and income taxes. As an owner and operator of real estate, management considers EBITDA to be an important measure of performance from core operations because EBITDA excludes various expense items that are not indicative of operating performance. EBITDA should not be considered as an alternative to net income, or any other GAAP measurement, as an indicator of operating performance or as an alternative to cash flow from operating, investing and financing activities as a measure of liquidity.
EBITDAre is composed of EBITDA adjusted for the gain or loss on sale of depreciable assets, gain on consolidation of third-party development and adjustments to reflect our share of EBITDAre of an unconsolidated affiliate. As an owner and operator of real estate, management considers EBITDAre to be an important measure of performance from core operations because EBITDAre excludes various expense items that are not indicative of operating performance. While our definition of EBITDAre is in accordance with NAREIT’s definition, it may differ from the methodology utilized by other REITs to calculate EBITDAre and, accordingly, may not be comparable to such other REITs. EBITDAre should not be considered as an alternative to net income, or any other GAAP measurement, as an indicator of operating performance or as an alternative to cash flow from operating, investing and financing activities as a measure of liquidity.
Adjusted EBITDAre is comprised of EBITDAre further adjusted for items that are not considered part of our core operations such as adjustments related to the fair value of the embedded derivative in the MAA Series I preferred shares; gain or loss on sale of non-depreciable assets; gain or loss on investments; casualty related charges and (recoveries), net; gain or loss on debt extinguishment; and legal costs, settlements and (recoveries), net. As an owner and operator of real estate, management considers Adjusted EBITDAre to be an important measure of performance from core operations because Adjusted EBITDAre excludes various income and expense items that are not indicative of operating performance. Our computation of Adjusted EBITDAre may differ from the methodology utilized by other REITs to calculate Adjusted EBITDAre. Adjusted EBITDAre should not be considered as an alternative to net income, or any other GAAP measurement, as an indicator of operating performance or as an alternative to cash flow from operating, investing and financing activities as a measure of liquidity.
Management monitors its debt levels to a ratio of net debt to Adjusted EBITDAre in order to maintain our investment grade credit ratings. We believe this is an important factor in the management of our debt levels to maintain an optimal capital structure, and it is also considered in the assignment of our credit ratings. Adjusted EBITDAre is measured on a trailing twelve-month basis.
The following table presents a reconciliation of unsecured notes payable, net and secured notes payable, net to net debt as of March 31, 2026 and December 31, 2025, as we believe unsecured notes payable, net and secured notes payable, net, combined, is the most directly comparable GAAP measure (dollars in thousands):
Total debt
5,405,372
(71,529
(60,258
Net debt
5,584,991
5,345,114
32
The following table presents a reconciliation of net income to EBITDA, EBITDAre and Adjusted EBITDAre for the trailing twelve months ended March 31, 2026 and December 31, 2025, as we believe net income is the most directly comparable GAAP measure (dollars in thousands):
Twelve Months Ended
396,771
456,566
631,815
622,295
191,505
185,257
9,078
4,595
EBITDA
1,229,169
1,268,713
(20,319
(72,066
Adjustments to reflect the Company’s share of EBITDAre of an unconsolidated affiliate
1,500
1,424
EBITDAre
1,210,350
1,198,071
Loss (gain) on embedded derivative in preferred shares (1)
(1,111
Gain on investments (1)
(28,541
(7,457
143
(4,598
Legal costs, settlements and (recoveries), net (1) (2)
61,908
Adjusted EBITDAre
1,243,913
1,246,813
Our net debt to Adjusted EBITDAre ratio as of March 31, 2026 was 4.5x as compared to a ratio of 4.3x as of December 31, 2025. Adjusted EBITDAre decreased $2.9 million for the trailing twelve months ended March 31, 2026 as compared to the trailing twelve months ended December 31, 2025, while net debt increased $239.9 million as of March 31, 2026 as compared to December 31, 2025. The decrease in Adjusted EBITDAre was primarily due to increases in interest expenses, property operating expenses, excluding depreciation and amortization, general and administrative expenses, and property management expenses, partially offset by an increase in property revenues, while the increase in net debt was primarily due to an increase in unsecured notes payable, net, partially offset by an increase in cash and cash equivalents. The increase in unsecured notes payable, net, was primarily driven by an increase in cash requirements to fund development activities.
Liquidity and Capital Resources
Our cash flows from operating, investing and financing activities, as well as general economic and market conditions, are the principal factors affecting our liquidity and capital resources.
We expect that our primary uses of cash will be to fund our ongoing operating needs, to fund our ongoing capital spending requirements, which relate primarily to our development, redevelopment and property repositioning activities, to repay maturing borrowings, to fund the future acquisition of assets, to repurchase common shares and to pay shareholder dividends. We expect to meet our cash requirements through net cash flows from operating activities, existing unrestricted cash and cash equivalents, borrowings under our commercial paper program and our revolving credit facility, the future issuance of debt and equity and the future disposition of assets.
We historically have had positive net cash flows from operating activities. We believe that future net cash flows generated from operating activities, existing unrestricted cash and cash equivalents, borrowing capacity under our current commercial paper program and revolving credit facility, and our ability to issue debt and equity will provide sufficient liquidity to fund the cash requirements for our business over the next 12 months and the foreseeable future.
As of March 31, 2026, we had $839.2 million of combined unrestricted cash and cash equivalents and available capacity under our revolving credit facility.
Cash Flows from Operating Activities
Net cash provided by operating activities was $149.6 million for the three months ended March 31, 2026, a decrease of $47.0 million as compared to the three months ended March 31, 2025. The decrease in operating cash flows was primarily driven by the timing of cash payments.
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Cash Flows from Investing Activities
Net cash used in investing activities was $122.6 million for the three months ended March 31, 2026, an increase of $61.2 million as compared to the three months ended March 31, 2025. The primary drivers of the change were as follows (dollars in thousands):
Primary drivers of cash (outflow) inflow
during the three months ended March 31,
(Decrease) Increase
in Net Cash
14,267
(9,034
(40,327
The increase in cash outflows for purchases of real estate and other assets was driven by the number of the real estate assets acquired during the three months ended March 31, 2026 as compared to the three months ended March 31, 2025. We acquired land parcels for two developments during the three months ended March 31, 2026 while we acquired no real estate assets during the three months ended March 31, 2025. The decrease in cash outflows for capital improvements and other was primarily driven by decreased capital spend relating to our property redevelopment and repositioning activities during the three months ended March 31, 2026 as compared to the three months ended March 31, 2025. The increase in cash outflows for development costs was primarily driven by increased development activity during the three months ended March 31, 2026 as compared to the three months ended March 31, 2025. The decrease in proceeds from real estate asset dispositions resulted from the disposition of one multifamily community during the three months ended March 31, 2026 as compared to the dispositions of two multifamily communities during the three months ended March 31, 2025.
Cash Flows from Financing Activities
Net cash used in financing activities was $16.2 million for the three months ended March 31, 2026, a decrease of $106.3 million as compared to the three months ended March 31, 2025. The primary drivers of the change were as follows (dollars in thousands):
Primary drivers of cash inflow (outflow)
(8,700
The decrease in cash inflows related to net proceeds from commercial paper resulted from the increase in net borrowings of $51.3 million under our commercial paper program during the three months ended March 31, 2026 as compared to the increase in net borrowings of $60.0 million under our commercial paper program during the three months ended March 31, 2025. The increase in cash inflows from proceeds from notes payable resulted from the issuance of $200.0 million of unsecured senior notes during the three months ended March 31, 2026 as compared to no issuance of unsecured senior notes during the three months ended March 31, 2025. The increase in cash outflows related to the repurchase of common shares resulted from MAA’s repurchase of 0.6 million shares of its common stock at a weighted average share price of $130.46 per share for total consideration of $72.8 million under its share repurchase program during the three months ended March 31, 2026 as compared to no repurchase of common shares during the three months ended March 31, 2025. The increase in cash outflows from the acquisition of noncontrolling interest resulted from the acquisition of the noncontrolling interest in a consolidated real estate entity during the three months ended March 31, 2026 as compared to no acquisition of noncontrolling interest during the three months ended March 31, 2025.
Debt
The following schedule reflects our outstanding debt as of March 31, 2026 (dollars in thousands):
Principal Balance
Average Years to Rate Maturity
5.8
0.1
5.0
22.8
6.1
34
The following schedule presents the contractual maturity dates of our outstanding debt, net of debt issuance costs, discounts and premiums, as of March 31, 2026 (dollars in thousands):
Commercial Paper⁽¹⁾ & Revolving Credit Facility⁽²⁾
Senior Notes
Property Mortgages
299,708
1,027,008
599,104
398,671
554,451
298,658
2031
447,123
2032
395,615
2033
592,758
2034
344,648
2035
344,499
293,561
653,985
4,568,796
The following schedule reflects the maturities and average effective interest rates of our outstanding fixed rate debt, net of debt issuance costs, discounts and premiums, as of March 31, 2026 (dollars in thousands):
Fixed Rate Debt
Average Effective Rate
1.2
3.7
4.2
3.1
1.8
5.4
4.7
5.1
4,929,220
Unsecured Revolving Credit Facility & Commercial Paper
MAALP maintains an unsecured revolving credit facility with a borrowing capacity of $1.5 billion and an option to expand to $2.0 billion. The revolving credit facility bears interest at a variable rate, at MAALP’s election, of either (1) based upon the Secured Overnight Financing Rate plus an applicable margin ranging from 0.65% to 1.40% based upon MAALP’s credit rating, with the current spread at 0.725%, or (2) the base rate set forth in the credit agreement plus an applicable margin ranging from 0.00% to 0.40% based upon MAALP’s credit rating. The revolving credit facility has a maturity date in January 2030 with an option to extend for two additional six-month periods. As of March 31, 2026, there was no outstanding balance under the revolving credit facility, while $5.0 million of capacity was used to support outstanding letters of credit.
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As of March 31, 2026, MAALP had $4.6 billion of publicly issued unsecured senior notes outstanding.
In February 2026, MAALP publicly issued $200.0 million in aggregate principal amount of unsecured senior notes, maturing January 2033 with a coupon rate of 4.650% per annum, or the Additional 2033 Notes. The Additional 2033 Notes were issued as additional notes under the indenture and the supplemental indenture pursuant to which MAALP previously issued $400.0 million in aggregate principal amount of unsecured senior notes in November 2025, or the Initial 2033 Notes. The Additional 2033 Notes will be treated as a single series of securities with the Initial 2033 Notes and will have the same CUSIP number as, and be fungible with, the Initial 2033 Notes. The purchase price paid by the purchasers of the Additional 2033 Notes was 100.237% of the principal amount. The net proceeds of the offering, after considering the original issue premium, cash received for interest due but not accrued, and underwriting commissions and expenses totaling a net amount of approximately $2.0 million, were $202.0 million. The Additional 2033 Notes have been reflected net of premium and debt issuance costs in the Condensed Consolidated Balance Sheets as of March 31, 2026.
MAALP maintains secured property mortgages with various life insurance companies. As of March 31, 2026, MAALP had $363.3 million of secured property mortgages outstanding.
For more information regarding our debt capital resources, see Note 6 to the condensed consolidated financial statements included in this Quarterly Report on Form 10-Q.
Equity
As of March 31, 2026, MAA owned 116,353,152 OP Units, representing a 97.5% limited partnership interest in MAALP, while the remaining 2,932,336 outstanding OP Units were held by limited partners of MAALP other than MAA. Holders of OP Units (other than MAA) may require us to redeem their OP Units from time to time, in which case we may, at our option, pay the redemption price either in cash (in an amount per OP Unit equal, in general, to the average closing price of MAA’s common stock on the NYSE over a specified period prior to the redemption date) or by delivering one share of MAA’s common stock (subject to adjustment under specified circumstances) for each OP Unit so redeemed. MAA has registered under the Securities Act the 2,932,336 shares of its common stock that, as of March 31, 2026, were issuable upon redemption of OP Units, in order for those shares to be sold freely in the public markets.
MAA maintains an at-the-market equity offering program, or ATM program, enabling MAA to sell shares of its common stock into the existing market at current market prices from time to time to or through the sales agents under the ATM program. Pursuant to the ATM program, MAA from time to time may also enter into forward sale agreements and sell shares of its common stock pursuant to these agreements. Through the ATM program, MAA may issue up to an aggregate of 4.0 million shares of its common stock at such times as determined by MAA.
MAA has no obligation to issue shares through the ATM program. During the three months ended March 31, 2026 and 2025, MAA did not sell any shares of common stock under its ATM program. As of March 31, 2026, 4.0 million shares of MAA’s common stock remained issuable under the ATM program.
For more information regarding our equity capital resources, see Note 8 and Note 9 to the condensed consolidated financial statements included in this Quarterly Report on Form 10-Q.
Material Cash Requirements
As of March 31, 2026, we had $1.1 billion of outstanding debt and debt service obligations payable in the year ending December 31, 2026, including the $727.3 million of commercial paper borrowings due April 2026, the $300.0 million of publicly issued unsecured senior notes maturing in September 2026, and the $122.3 million of interest payments on fixed rate debt obligations in the year ending December 31, 2026. For a schedule of the maturity dates of our outstanding debt beyond 2026, see the “Liquidity and Capital Resources - Debt” section above. As of March 31, 2026, we also had obligations to make additional capital contributions to five technology-focused limited partnerships in which we hold equity interests. The capital contributions may be called by the general partners at any time after giving appropriate notice. As of March 31, 2026, we had committed to make additional capital contributions totaling up to $20.0 million if and when called by the general partners of the limited partnerships.
We have other material cash requirements that do not represent contractual obligations, but that we expect to incur in the ordinary course of our business.
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As of March 31, 2026, we had six development communities under construction totaling 1,788 apartment units once complete. Total expected costs for the six development projects are $622.5 million, of which $388.3 million had been incurred through March 31, 2026. In addition, our property redevelopment and repositioning activities are ongoing, and we incur expenditures relating to recurring capital replacements, which typically include scheduled carpet replacement, new roofs, HVAC units, plumbing, concrete, masonry and other paving, pools and various exterior building improvements. For the year ending December 31, 2026, we expect that our total capital expenditures relating to our development activities, our property redevelopment and repositioning activities and recurring capital replacements will be in line with our total capital expenditures for the year ended December 31, 2025. We expect to have additional development projects in the future.
We typically declare cash dividends on MAA’s common stock on a quarterly basis, subject to approval by MAA’s Board of Directors. We expect to pay quarterly dividends at an annual rate of $6.12 per share of MAA common stock during the year ending December 31, 2026. The timing and amount of future dividends will depend on actual cash flows from operations, our financial condition, capital requirements, the annual distribution requirements under the REIT provisions of the Internal Revenue Code of 1986 and other factors as MAA’s Board of Directors deems relevant. MAA’s Board of Directors may modify our dividend policy from time to time.
For information regarding our material cash requirements as of December 31, 2025, see Item 7 of Part II of our Annual Report on Form 10-K for the year ended December 31, 2025, filed with the SEC on February 6, 2026.
Inflation
Our resident leases at our apartment communities allow for adjustments in the rental rate at the time of renewal, which may enable us to seek rent increases. The majority of our leases are for one year or less. The short-term nature of these leases generally serves to reduce our risk to adverse effects of inflation on our revenue. During the three months ended March 31, 2026, we experienced inflationary pressures that drove higher operating expenses, primarily in real estate tax and utilities expenses.
Critical Accounting Estimates
Please refer to our Annual Report on Form 10-K for the year ended December 31, 2025, filed with the SEC on February 6, 2026, for discussions of our critical accounting estimates. During the three months ended March 31, 2026, there were no material changes to these estimates.
Item 3. Quantitative and Qualitative Disclosures About Market Risk.
Market risk includes risks that arise from changes in interest rates, foreign currency exchange rates, commodity prices, equity prices and other market changes that affect market sensitive instruments. Our primary market risk exposure is to changes in interest rates on our borrowings. As of March 31, 2026, 28.0% of our total market capitalization consisted of debt borrowings. Our interest rate risk objective is to limit the impact of interest rate fluctuations on earnings and cash flows and to lower our overall borrowing costs. To achieve this objective, we manage our exposure to fluctuations in market interest rates for borrowings through the use of fixed rate debt instruments and from time to time interest rate swaps to effectively fix the interest rate on anticipated future debt transactions. We use our best efforts to have our debt instruments mature across multiple years, which we believe limits our exposure to interest rate changes in any one year. We do not enter into derivative instruments for trading or other speculative purposes. As of March 31, 2026, 87.1% of our outstanding debt was subject to fixed rates. We regularly review interest rate exposure on outstanding borrowings in an effort to minimize the risk of interest rate fluctuations. There have been no material changes in our market risk as disclosed in our Annual Report on Form 10-K for the year ended December 31, 2025, filed with the SEC on February 6, 2026.
Item 4. Controls and Procedures.
(a) Evaluation of Disclosure Controls and Procedures
MAA is required to maintain disclosure controls and procedures, within the meaning of Exchange Act Rules 13a-15 and 15d-15. MAA’s management, with the participation of MAA’s Chief Executive Officer and Chief Financial Officer, carried out an evaluation of the effectiveness of MAA’s disclosure controls and procedures as of March 31, 2026. Based on that evaluation, MAA’s Chief Executive Officer and Chief Financial Officer concluded that the disclosure controls and procedures were effective as of March 31, 2026 to ensure that information required to be disclosed by MAA in its Exchange Act filings is accurately recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms and is accumulated and communicated to MAA’s management, including the Chief Executive Officer and Chief Financial Officer, as appropriate to allow timely decisions regarding required disclosure.
(b) Changes in Internal Control over Financial Reporting
There was no change to MAA’s internal control over financial reporting, within the meaning of Exchange Act Rules 13a-15 and 15d-15, that occurred during the quarter ended March 31, 2026 that has materially affected, or is reasonably likely to materially affect, MAA’s internal control over financial reporting.
The Operating Partnership is required to maintain disclosure controls and procedures, within the meaning of Exchange Act Rules 13a-15 and 15d-15. Management of the Operating Partnership, with the participation of the Chief Executive Officer and Chief Financial Officer of MAA, as the general partner of the Operating Partnership, carried out an evaluation of the effectiveness of the Operating Partnership’s disclosure controls and procedures as of March 31, 2026. Based on that evaluation, the Chief Executive Officer and Chief Financial Officer of MAA, as the general partner of the Operating Partnership, concluded that the disclosure controls and procedures were effective as of March 31, 2026 to ensure that information required to be disclosed by the Operating Partnership in its Exchange Act filings is accurately recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms and is accumulated and communicated to the Operating Partnership’s management, including the Chief Executive Officer and Chief Financial Officer of MAA, as the general partner of the Operating Partnership, as appropriate to allow timely decisions regarding required disclosure.
There was no change to the Operating Partnership’s internal control over financial reporting, within the meaning of Exchange Act Rules 13a-15 and 15d-15, that occurred during the quarter ended March 31, 2026 that has materially affected, or is reasonably likely to materially affect, the Operating Partnership’s internal control over financial reporting.
Item 1. Legal Proceedings.
As disclosed in Note 10 to the condensed consolidated financial statements included in the Quarterly Report on Form 10-Q, we are engaged in certain legal proceedings, and the disclosure set forth in Note 10 relating to legal proceedings is incorporated herein by reference.
Item 1A. Risk Factors.
There have been no material changes to the risk factors that were discussed in Part I, Item 1A of our Annual Report on Form 10-K for the year ended December 31, 2025, filed with the SEC on February 6, 2026.
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.
Purchases of Equity Securities
In December 2015, MAA’s Board of Directors authorized a 4 million share repurchase program. The following table summarizes all of MAA’s repurchases of shares of its common stock under this program during the three months ended March 31, 2026:
Period
Total Number of Shares Purchased
Average Price Paid per Share
Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs
Maximum Number of Shares That May Yet be Purchased Under the Plans or Programs (1)
Beginning Balance
206,916
131.61
3,793,084
January 1, 2026 - January 31, 2026
February 1, 2026 - February 28, 2026
258,276
130.98
3,534,808
March 1, 2026 - March 31, 2026
299,489
130.02
3,235,319
Balance as of March 31, 2026
764,681
During the three months ended March 31, 2026, certain of the Company’s employees surrendered shares of common stock owned by them to satisfy their statutory federal and state tax obligations associated with the vesting of restricted shares of common stock issued under our Long Term Incentive Plan (the “LTIP”). The following table summarizes all of these repurchases during the three months ended March 31, 2026:
Total Number of Shares Purchased (1)
Average Price Paid per Share (2)
Maximum Number of Shares That May Yet be Purchased Under the Plans or Programs
6,157
138.79
133.86
6,189
Item 3. Defaults Upon Senior Securities.
Not applicable.
Item 4. Mine Safety Disclosures.
Item 5.Other Information.
Rule 10b5-1 Trading Arrangements
During the quarter ended March 31, 2026, no director or officer of the Company adopted or terminated any “Rule 10b5-1 trading arrangement” as that term is defined in Item 408(a) of Regulation S-K.
Non-Rule 10b5-1 Trading Arrangements
During the quarter ended March 31, 2026, no director or officer of the Company adopted or terminated any “non-Rule 10b5-1 trading arrangement” as that term is defined in Item 408(a) of Regulation S-K.
Item 6. Exhibits.
Exhibit
Number
Exhibit Description
Composite Charter of Mid-America Apartment Communities, Inc. (Filed as Exhibit 3.1 to the Registrant’s Annual Report on Form 10-K filed on February 24, 2017 and incorporated herein by reference)
3.2
Fifth Amended and Restated Bylaws of Mid-America Apartment Communities, Inc., dated as of December 12, 2023 (Filed as Exhibit 3.1 to the Registrant’s Current Report on Form 8-K filed on December 13, 2023 and incorporated herein by reference)
3.3
Composite Certificate of Limited Partnership of Mid-America Apartments, L.P. (Filed as Exhibit 3.1 to the Registrant’s Quarterly Report on Form 10-Q filed on August 1, 2019 and incorporated herein by reference)
3.4
Third Amended and Restated Agreement of Limited Partnership of Mid-America Apartments, L.P. dated as of October 1, 2013 (Filed as Exhibit 10.1 to the Registrant’s Current Report on Form 8-K filed on October 2, 2013 and incorporated herein by reference)
3.5
First Amendment to the Third Amended and Restated Agreement of Limited Partnership of Mid-America Apartments, L.P. (Filed as Exhibit 10.1 to the Registrant’s Current Report on Form 8-K filed on November 10, 2016 and incorporated herein by reference)
Indenture, dated as of May 9, 2017, by and between Mid-America Apartments, L.P. and U.S. Bank Trust Company, National Association (as successor in interest to U.S. Bank National Association) (filed as Exhibit 4.1 to the Registrant’s Current Report on Form 8-K filed on May 9, 2017 and incorporated herein by reference)
Tenth Supplemental Indenture, dated as of November 10, 2025, by and between Mid-America Apartments, L.P. and U.S. Bank Trust Company, National Association (filed as Exhibit 4.2 to the Registrant’s Current Report on Form 8-K filed on November 10, 2025 and incorporated herein by reference)
10.1
Amended Settlement Agreement, dated as of January 26, 2026, by and among Mid-America Apartment Communities, Inc., Mid-America Apartments, L.P. and the Plaintiffs named therein
31.1
MAA Certification of Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
31.2
MAA Certification of Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
31.3
MAALP Certification of Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
31.4
MAALP Certification of Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32.1*
MAA Certification of Chief Executive Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
32.2*
MAA Certification of Chief Financial Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
32.3*
MAALP Certification of Chief Executive Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
32.4*
MAALP Certification of Chief Financial Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
101
Interactive Data Files submitted pursuant to Rule 405 of Regulation S-T formatted in Inline eXtensible Business Reporting Language (Inline XBRL)
104
Cover Page Interactive Data File (formatted in Inline XBRL and contained in Exhibit 101)
* This certification is being furnished solely to accompany this Quarterly Report on Form 10-Q pursuant to 18 U.S.C. Section 1350, and is not being filed for purposes of Section 18 of the Exchange Act and is not to be incorporated by reference into any filing of MAA or MAALP, whether made before or after the date hereof, regardless of any general incorporation language in such filings.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this Quarterly Report on Form 10-Q to be signed on its behalf by the undersigned thereunto duly authorized.
Date:
April 30, 2026
By:
/s/ David Herring
David Herring
Senior Vice President and Chief Accounting Officer
(Duly Authorized Officer)
Mid-America Apartment Communities, Inc., its general partner
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