Equity Lifestyle Properties ELS Form 10-Q filing Q2 FY2026

Item 1. Financial Statements (unaudited)

Part I – Financial Information

Item 1. Financial Statements

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

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

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

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

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

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

Equity LifeStyle Properties, Inc.

Notes to Consolidated Financial Statements

Note 1 – Organization and Basis of Presentation

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

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

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

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

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

Note 2 – Summary of Significant Accounting Policies

(a) Revenue Recognition

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

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

Equity LifeStyle Properties, Inc.

Notes to Consolidated Financial Statements

Note 2 – Summary of Significant Accounting Policies (continued)

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

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

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

(b) Restricted Cash

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

(c) Fair Value of Financial Instruments

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

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

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

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

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

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

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

(d) Allowance for Credit Losses

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

Equity LifeStyle Properties, Inc.

Notes to Consolidated Financial Statements

Note 2 – Summary of Significant Accounting Policies (continued)

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

(e) Insurance Recoveries

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

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

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

Equity LifeStyle Properties, Inc.

Notes to Consolidated Financial Statements

Note 3 – Earnings Per Common Share

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

Note 4 – Common Stock and Other Equity Related Transactions

Common Stockholder Distribution Activity

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

Exchanges

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

Equity Offering Program

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

Equity LifeStyle Properties, Inc.

Notes to Consolidated Financial Statements

Note 5 – Investment in Real Estate

Acquisitions

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

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

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

Note 6 - Investment in Unconsolidated Joint Ventures

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

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

(b)Includes various other joint ventures.

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

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

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

Equity LifeStyle Properties, Inc.

Notes to Consolidated Financial Statements

Note 6 – Investment in Unconsolidated Joint Ventures (continued)

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

Note 7 – Borrowing Arrangements

Mortgage Notes Payable

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

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

Unsecured Debt

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

(1) Carrying value approximates fair value.

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

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

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

Note 8 - Derivative Instruments and Hedging Activities

Cash Flow Hedges of Interest Rate Risk

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

Equity LifeStyle Properties, Inc.

Notes to Consolidated Financial Statements

Note 8 - Derivative Instruments and Hedging Activities (continued)

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

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

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

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

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

Equity LifeStyle Properties, Inc.

Notes to Consolidated Financial Statements

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

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

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

Note 10 – Equity Incentive Awards

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

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

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

Equity LifeStyle Properties, Inc.

Notes to Consolidated Financial Statements

Note 10 – Equity Incentive Awards (continued)

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

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

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

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

Note 11 – Commitments and Contingencies

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

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

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

Note 12 – Reportable Segments

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

Equity LifeStyle Properties, Inc.

Notes to Consolidated Financial Statements

Note 12 – Reportable Segments (continued)

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

The following tables summarize our segment financial information:

Quarter Ended June 30, 2026

Quarter Ended June 30, 2025

Equity LifeStyle Properties, Inc.

Notes to Consolidated Financial Statements

Note 12 – Reportable Segments (continued)

Six Months Ended June 30, 2026

Six Months Ended June 30, 2025

Equity LifeStyle Properties, Inc.

Notes to Consolidated Financial Statements

Note 12 – Reportable Segments (continued)

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

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

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

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

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

Overview and Outlook

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

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

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

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

Management’s Discussion and Analysis (continued)

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

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

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

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

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

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

Results Overview

1.Calculations prepared using actual results without rounding.

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

Management’s Discussion and Analysis (continued)

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

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

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

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

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

(1) Sites are approximate.

(2) Includes RVC site count.

Non-GAAP Financial Measures

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

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

Management’s Discussion and Analysis (continued)

Income from Property Operations and Core Portfolio

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

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

FFO and Normalized FFO

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

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

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

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

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

Management’s Discussion and Analysis (continued)

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

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

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

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

Management’s Discussion and Analysis (continued)

Results of Operations

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

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

Income from Property Operations

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

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

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

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

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

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

Management’s Discussion and Analysis (continued)

Property Operating Revenues

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

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

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

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

Property Operating Expenses

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

Management’s Discussion and Analysis (continued)

Home Sales and Other

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

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

Rental Operations

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

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

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

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

Management’s Discussion and Analysis (continued)

Other Income and Expenses

The following table summarizes Other income and expenses, net:

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

Casualty-related charges/(recoveries), net

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

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

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

Equity in income/(loss) of unconsolidated joint ventures

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

Management’s Discussion and Analysis (continued)

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

Income from Property Operations

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

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

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

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

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

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

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

Property Operating Revenues

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

Management’s Discussion and Analysis (continued)

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

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

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

Property Operating Expenses

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

Home Sales and Other

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

Management’s Discussion and Analysis (continued)

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

Rental Operations

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

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

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

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

Other Income and Expenses

The following table summarizes Other income and expenses, net:

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

Casualty-related charges/(recoveries), net

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

Management’s Discussion and Analysis (continued)

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

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

Equity in income/(loss) of unconsolidated joint ventures

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

Management’s Discussion and Analysis (continued)

Liquidity and Capital Resources

Liquidity

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

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

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

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

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

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

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

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

The following table summarizes our cash flows activity:

Management’s Discussion and Analysis (continued)

Operating Activities

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

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

Investing Activities

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

Capital Improvements

The following table summarizes capital improvements:

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

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

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

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

Financing Activities

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

Contractual Obligations

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

Management’s Discussion and Analysis (continued)

Off-Balance Sheet Arrangements

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

Critical Accounting Policies and Estimates

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

Item 3.Quantitative and Qualitative Disclosures About Market Risk

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

Item 4.Controls and Procedures

Evaluation of Disclosure Controls and Procedures

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

Changes in Internal Control Over Financial Reporting

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

Part II – Other Information

Item 1.Legal Proceedings

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

Item 1A.Risk Factors

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

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

None.

Item 3.Defaults Upon Senior Securities

None.

Item 4.Mine Safety Disclosures

None.

Item 5.Other Information

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

Change in Control Severance Plan

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

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

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

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

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

Item 6.Exhibits

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