STAG INDUSTRIAL ANNOUNCES FOURTH QUARTER AND FULL YEAR 2025 RESULTS

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Today at 9:06pm UTC

STAG INDUSTRIAL ANNOUNCES FOURTH QUARTER AND FULL YEAR 2025 RESULTS

PR Newswire

BOSTON, Feb. 11, 2026 /PRNewswire/ -- STAG Industrial, Inc. (the "Company") (NYSE:STAG), today announced its financial and operating results for the fourth quarter and full year ended December 31, 2025.

"The Company generated strong operating results driven by heightened leasing activity, prudent capital allocation, and healthy Same Store Cash NOI growth," said Bill Crooker, President and Chief Executive Officer of the Company. "Our continued focus on financial and operational discipline provides a solid foundation for STAG in 2026."

Fourth Quarter and Full Year 2025 Highlights

  • Reported $0.44 of net income per basic and diluted common share for the fourth quarter of 2025, compared to $0.28 of net income per basic and diluted common share for the fourth quarter of 2024. Reported $83.4 million of net income attributable to common stockholders for the fourth quarter of 2025, compared to net income attributable to common stockholders of $50.9 million for the fourth quarter of 2024.
  • Achieved $0.66 of Core FFO per diluted share for the fourth quarter of 2025, an increase of 8.2% compared to the fourth quarter of 2024 Core FFO per diluted share of $0.61. Achieved $2.55 of Core FFO per diluted share for the year ended December 31, 2025, an increase of 6.3% compared to $2.40 of Core FFO per diluted share for the year ended December 31, 2024.
  • Produced Same Store Cash NOI of $148.5 million for the fourth quarter of 2025, an increase of 5.4% compared to the fourth quarter of 2024 of $140.8 million. Produced Same Store Cash NOI of $579.4 million for the year ended December 31, 2025, an increase of 4.3% compared to the year ended December 31, 2024 of $555.6 million.
  • Acquired seven buildings in the fourth quarter of 2025, consisting of 2.2 million square feet, for $285.9 million, with a Cash Capitalization Rate of 6.4%.
  • Sold eight buildings in the fourth quarter of 2025, consisting of 1.6 milion square feet, for $88.8 million.
  • Achieved an Occupancy Rate of 96.4% on the total portfolio and 97.2% on the Operating Portfolio as of December 31, 2025.
  • Commenced Operating Portfolio leases of 3.0 million square feet for the fourth quarter of 2025, resulting in a Cash Rent Change and Straight-Line Rent Change of 16.3% and 27.4%, respectively.
  • Experienced 75.8% Retention for 2.8 million square feet of leases expiring in the quarter.
  • Subsequent to quarter end, signed a lease totaling 78,414 square feet of warehouse and distribution space at the Company's development project at 2745 Piedmont Commerce Street SW in Concord, North Carolina.

Please refer to the Non-GAAP Financial Measures and Other Definitions section at the end of this release for definitions of capitalized terms used in this release.

The Company will host a conference call tomorrow, Thursday, February 12, 2026 at 10:00 a.m. (Eastern Time), to discuss the quarter's results and provide information about acquisitions, operations, capital markets and corporate activities. Details of the call can be found at the end of this release.

Key Financial Measures 

FOURTH QUARTER AND FULL YEAR 2025 KEY FINANCIAL MEASURES



Three months ended December 31,


Year ended December 31,

Metrics


2025


2024


% Change


2025


2024


% Change


(in $000s, except per share data)














Net income attributable to common stockholders


$83,431


$50,910


63.9 %


$273,350


$189,038


44.6 %


Net income per common share — basic


$0.44


$0.28


57.1 %


$1.46


$1.04


40.4 %


Net income per common share — diluted


$0.44


$0.28


57.1 %


$1.46


$1.04


40.4 %


Cash NOI


$170,571


$155,470


9.7 %


$651,708


$597,789


9.0 %


Same Store Cash NOI (1)


$148,508


$140,837


5.4 %


$579,410


$555,620


4.3 %


Adjusted EBITDAre


$159,352


$145,216


9.7 %


$610,319


$557,350


9.5 %


Core FFO


$126,500


$113,515


11.4 %


$486,976


$446,466


9.1 %


Core FFO per share / unit — basic


$0.66


$0.61


8.2 %


$2.56


$2.40


6.7 %


Core FFO per share / unit — diluted


$0.66


$0.61


8.2 %


$2.55


$2.40


6.3 %


Cash Available for Distribution


$99,035


$88,597


11.8 %


$405,357


$369,814


9.6 %



(1) The Same Store pool accounted for 88.5% of the total portfolio square footage as of December 31, 2025.

Definitions of the above-mentioned non-GAAP financial measures, together with reconciliations to net income (loss) in accordance with GAAP, appear at the end of this release. Please also see the Company's supplemental information package for additional disclosure.

Acquisition, Development and Disposition Activity

For the three months ended December 31, 2025, the Company acquired seven buildings for $285.9 million with an Occupancy Rate of 96.7% upon acquisition. The chart below details the acquisition activity for the quarter:

FOURTH QUARTER 2025 ACQUISITION ACTIVITY

Market

Date
Acquired

Square Feet

Buildings

Purchase Price
($000s)

W.A. Lease
Term (Years)

Cash
Capitalization
Rate

Straight-Line
Capitalization
Rate

Fresno, CA

10/27/2025

408,198

1

$49,154

8.0



Kansas City, MO

11/19/2025

552,415

2

42,964

5.3



Nashville, TN

12/4/2025

99,561

1

17,516

6.5



Cincinnati, OH

12/9/2025

215,670

1

22,577

9.5



Chicago, IL

12/17/2025

621,246

1

70,673

6.1



Raleigh, NC

12/22/2025

340,200

1

83,043

9.7



Total / weighted average


2,237,290

7

$285,927

7.2

6.4 %

7.0 %

The chart below details the 2025 acquisition activity and pipeline through February 10, 2026:

2025 ACQUISITION ACTIVITY AND PIPELINE DETAIL


Square Feet

Buildings

Purchase Price
($000s)

W.A. Lease
Term (Years)

Cash
Capitalization
Rate

Straight-Line
Capitalization
Rate








Q1

393,564

3

$43,285

3.2

6.8 %

7.0 %

Q2

183,200

1

18,399

5.0

7.1 %

7.1 %

Q3

986,410

2

101,528

6.7

6.6 %

7.2 %

Q4

2,237,290

7

285,927

7.2

6.4 %

7.0 %

Total / weighted average

3,800,464

13

$449,139

6.6

6.5 %

7.1 %








As of February 10, 2026







Subsequent to quarter-end acquisitions

748,833

1

$80.6 million











Pipeline

30.5 million

169

$3.6 billion




During the year ended December 31, 2025, the Company acquired two vacant land parcels for $8.4 million.

The chart below details the disposition activity for the year ended December 31, 2025:

2025 DISPOSITION ACTIVITY


Square Feet

Buildings

Sale Price ($000s)

Q1

337,391

1

$67,000

Q2

151,200

1

9,100

Q3

100,000

1

6,100

Q4

1,646,464

8

88,800

Total

2,235,055

11

$171,000

Leasing Activity

The chart below details the leasing activity for leases commenced during the three months ended December 31, 2025:

FOURTH QUARTER 2025 OPERATING PORTFOLIO LEASING ACTIVITY

Lease Type

Square
Feet

Lease
Count

W.A.
Lease
Term
(Years)

Cash

Base
Rent

$/SF

SL Base
Rent

$/SF

Lease

Commissions

$/SF

Tenant
Improvements
$/SF

Cash Rent
Change 

SL Rent
Change

Retention


New Leases

924,184

12

6.0

$6.98

$7.39

$2.87

$2.82

20.0 %

31.4 %



Renewal Leases

2,119,374

19

4.1

$6.13

$6.39

$0.54

$0.13

14.4 %

25.3 %

75.8 %


Total / weighted average

3,043,558

31

4.6

$6.39

$6.69

$1.25

$0.95

16.3 %

27.4 %



  Subsequent to quarter end, the Company signed a lease totaling 78,414 square feet of warehouse and distribution space at the Company's development project at 2745 Piedmont Commerce Street SW in Concord, North Carolina.

The chart below details the leasing activity for leases commenced during the year ended December 31, 2025:

2025 FULL YEAR OPERATING PORTFOLIO LEASING ACTIVITY

Lease Type

Square
Feet

Lease
Count

W.A.
Lease
Term
(Years)

Cash

Base
Rent

$/SF

SL Base
Rent

$/SF

Lease

Commissions

$/SF

Tenant
Improvements
$/SF

Cash Rent
Change 

SL Rent
Change

Retention


New Leases

3,404,696

33

5.5

$6.45

$6.75

$2.30

$1.24

30.2 %

43.2 %



Renewal Leases

10,971,964

88

4.8

$6.09

$6.46

$1.17

$0.24

22.1 %

36.6 %

77.2 %


Total / weighted average

14,376,660

121

4.9

$6.17

$6.53

$1.44

$0.48

24.0 %

38.2 %



Additionally, for the three months and year ended December 31, 2025, leases commenced totaling 90,896 and 2.1 million square feet, respectively, related to Value Add assets and first generation leasing. These are excluded from the Operating Portfolio statistics above.

As of February 10, 2026, addressed 69.2% of expected 2026 new and renewal leasing, consisting of 12.4 million square feet, achieving Cash Rent Change of 20.0%.

During the year ended December 31, 2025, the Company signed seven leases totaling 1.6 million square feet of warehouse and distribution space across the Company's development projects.

Conference Call

The Company will host a conference call tomorrow, Thursday, February 12, 2026, at 10:00 a.m. (Eastern Time) to discuss the quarter's results.  The call can be accessed live over the phone toll-free by dialing (877) 407-4018, or for international callers, (201) 689-8471.  A replay will be available shortly after the call and can be accessed by dialing (844) 512-2921, or for international callers, (412) 317-6671.  The passcode for the replay is 13757743.

Interested parties may also listen to a simultaneous webcast of the conference call by visiting the Investor Relations section of the Company's website at www.stagindustrial.com, or by clicking on the following link:

http://ir.stagindustrial.com/QuarterlyResults

Supplemental Schedule

The Company has provided a supplemental information package with additional disclosure and financial information on its website (www.stagindustrial.com) under the "Quarterly Results" tab in the Investor Relations section.

 

CONSOLIDATED BALANCE SHEETS
STAG Industrial, Inc.
(unaudited, in thousands, except share data) 


December 31, 2025


December 31, 2024

Assets




Rental Property:




Land

$                    811,569


$                     771,794

Buildings and improvements, net of accumulated depreciation of $1,119,931 and
$1,085,866, respectively

5,593,471


5,295,120

Deferred leasing intangibles, net of accumulated amortization of $425,502 and $386,627,
respectively

394,967


428,865

Total rental property, net

6,800,007


6,495,779

Cash and cash equivalents

14,910


36,284

Restricted cash

85,973


1,109

Tenant accounts receivable

156,458


136,357

Prepaid expenses and other assets

104,484


96,189

Interest rate swaps

13,529


36,466

Operating lease right-of-use assets

32,708


31,151

Total assets

$                 7,208,069


$                  6,833,335

Liabilities and Equity




Liabilities:




Unsecured credit facility

$                    262,000


$                     409,000

Unsecured term loans, net

1,021,341


1,021,848

Unsecured notes, net

1,966,994


1,594,092

Mortgage note, net

3,980


4,195

Accounts payable, accrued expenses and other liabilities

135,397


126,811

Interest rate swaps

1,310


Tenant prepaid rent and security deposits

59,225


56,173

Dividends and distributions payable

24,187


23,469

Deferred leasing intangibles, net of accumulated amortization of $34,098 and $31,368,
respectively

25,566


33,335

Operating lease liabilities

37,040


35,304

Total liabilities

$                 3,537,040


$                  3,304,227

Equity:




Preferred stock, par value $0.01 per share, 20,000,000 shares authorized at December 31,
2025 and December 31, 2024; none issued or outstanding


Common stock, par value $0.01 per share, 300,000,000 shares authorized at December 31,
2025 and December 31, 2024, 191,005,261 and 186,517,523 shares issued and outstanding
at December 31, 2025 and December 31, 2024, respectively

1,910


1,865

Additional paid-in capital

4,616,888


4,449,964

Cumulative dividends in excess of earnings

(1,034,954)


(1,029,757)

Accumulated other comprehensive income

11,853


35,579

Total stockholders' equity

3,595,697


3,457,651

Noncontrolling interest in operating partnership

71,342


69,932

Noncontrolling interest in joint ventures

3,990


1,525

Total equity

$                 3,671,029


$                  3,529,108

Total liabilities and equity

$                 7,208,069


$                  6,833,335





 

CONSOLIDATED STATEMENTS OF OPERATIONS
STAG Industrial, Inc.
(unaudited, in thousands, except per share data)


Three months ended December 31,


Year ended December 31,


2025


2024


2025


2024

Revenue








Rental income

$            220,214


$            198,737


$            843,009


$            762,892

Other income

682


588


2,175


4,492

Total revenue

220,896


199,325


845,184


767,384

Expenses








Property

45,576


40,264


171,825


154,828

General and administrative

13,553


12,444


51,933


49,202

Depreciation and amortization

77,461


73,864


301,797


293,077

Loss on impairment



888


4,967

Other expenses

721


629


1,798


2,332

Total expenses

137,311


127,201


528,241


504,406

Other income (expense)








Interest and other income

5


5


385


44

Interest expense

(34,343)


(31,671)


(132,160)


(113,169)

Debt extinguishment and modification expenses



(1,503)


(703)

Gain on involuntary conversion


2,558


1,855


11,843

Gain on the sales of rental property, net

35,949


8,992


93,750


32,273

Total other income (expense)

1,611


(20,116)


(37,673)


(69,712)

Net income

$             85,196


$             52,008


$            279,270


$            193,266

Less: income attributable to noncontrolling interest in operating partnership

1,716


1,054


5,751


4,046

Net income attributable to STAG Industrial, Inc.

$             83,480


$             50,954


$            273,519


$            189,220

Less: amount allocated to participating securities

49


44


169


182

Net income attributable to common stockholders

$             83,431


$             50,910


$            273,350


$            189,038









Weighted average common shares outstanding — basic

187,767


182,936


186,844


182,160

Weighted average common shares outstanding — diluted

188,175


183,199


187,174


182,404









Net income per share — basic and diluted








Net income per share attributable to common stockholders — basic

$                 0.44


$                 0.28


$                 1.46


$                 1.04

Net income per share attributable to common stockholders — diluted

$                 0.44


$                 0.28


$                 1.46


$                 1.04









 

RECONCILIATIONS OF GAAP TO NON-GAAP MEASURES
STAG Industrial, Inc.
(unaudited, in thousands) 


Three months ended December 31,


Year ended December 31,


2025


2024


2025


2024

NET OPERATING INCOME RECONCILIATION








Net income

$             85,196


$             52,008


$            279,270


$            193,266

General and administrative

13,553


12,444


51,933


49,202

Depreciation and amortization

77,461


73,864


301,797


293,077

Interest and other income

(5)


(5)


(385)


(44)

Interest expense

34,343


31,671


132,160


113,169

Loss on impairment



888


4,967

Gain on involuntary conversion


(2,558)


(1,855)


(11,843)

Debt extinguishment and modification expenses



1,503


703

Other expenses

721


629


1,798


2,332

Gain on the sales of rental property, net

(35,949)


(8,992)


(93,750)


(32,273)

Net operating income

$            175,320


$            159,061


$            673,359


$            612,556









Net operating income

$            175,320


$            159,061


$            673,359


$            612,556

Rental property straight-line rent adjustments, net

(4,105)


(2,987)


(19,113)


(14,165)

Amortization of above and below market leases, net

(644)


(604)


(2,538)


(602)

Cash net operating income

$            170,571


$            155,470


$            651,708


$            597,789









Cash net operating income

$            170,571







Cash NOI from acquisition and disposition timing

2,659







Cash termination, solar and other income

(4,203)







Run Rate Cash NOI

$            169,027















Same Store Portfolio NOI








Total NOI

$            175,320


$            159,061


$            673,359


$            612,556

Less: NOI non-same-store properties

(21,383)


(14,182)


(74,337)


(39,345)

Termination, solar and other adjustments, net

(1,757)


(864)


(4,477)


(5,359)

Same Store NOI

$            152,180


$            144,015


$            594,545


$            567,852

Less: straight-line rent adjustments, net

(3,596)


(2,985)


(14,761)


(11,447)

Plus: amortization of above and below market leases, net

(76)


(193)


(374)


(785)

Same Store Cash NOI

$            148,508


$            140,837


$            579,410


$            555,620









EBITDA FOR REAL ESTATE (EBITDAre) RECONCILIATION








Net income

$             85,196


$             52,008


$            279,270


$            193,266

Depreciation and amortization

77,461


73,864


301,797


293,077

Interest and other income

(5)


(5)


(385)


(44)

Interest expense

34,343


31,671


132,160


113,169

Loss on impairment



888


4,967

Gain on the sales of rental property, net

(35,949)


(8,992)


(93,750)


(32,273)

EBITDAre

$            161,046


$            148,546


$            619,980


$            572,162









ADJUSTED EBITDAre RECONCILIATION








EBITDAre

$            161,046


$            148,546


$            619,980


$            572,162

Straight-line rent adjustments, net

(4,188)


(3,063)


(19,432)


(14,447)

Amortization of above and below market leases, net

(644)


(604)


(2,538)


(602)

Non-cash compensation expense

3,138


2,914


12,704


11,727

Non-recurring other items


(19)


(43)


(350)

Gain on involuntary conversion


(2,558)


(1,855)


(11,843)

Debt extinguishment and modification expenses



1,503


703

Adjusted EBITDAre

$            159,352


$            145,216


$            610,319


$            557,350









 

RECONCILIATIONS OF GAAP TO NON-GAAP MEASURES
STAG Industrial, Inc.
(unaudited, in thousands, except per share data)


Three months ended December 31,


Year ended December 31,


2025


2024


2025


2024

CORE FUNDS FROM OPERATIONS RECONCILIATION








Net income

$             85,196


$             52,008


$            279,270


$            193,266

Rental property depreciation and amortization

77,373


73,779


301,449


292,781

Loss on impairment



888


4,967

Gain on the sales of rental property, net

(35,949)


(8,992)


(93,750)


(32,273)

Funds from operations

$            126,620


$            116,795


$            487,857


$            458,741

Amount allocated to restricted shares of common stock and unvested units

(120)


(118)


(529)


(533)

Funds from operations attributable to common stockholders and unit
holders

$            126,500


$            116,677


$            487,328


$            458,208









Funds from operations attributable to common stockholders and unit
holders

$            126,500


$            116,677


$            487,328


$            458,208

Debt extinguishment and modification expenses and other


(604)


1,503


101

Gain on involuntary conversion


(2,558)


(1,855)


(11,843)

Core funds from operations

$            126,500


$            113,515


$            486,976


$            446,466









Weighted average common shares and units








Weighted average common shares outstanding

187,767


182,936


186,844


182,160

Weighted average units outstanding

3,633


3,567


3,681


3,655

Weighted average common shares and units - basic

191,400


186,503


190,525


185,815

Dilutive shares

408


263


330


244

Weighted average common shares, units, and other dilutive shares -
diluted

191,808


186,766


190,855


186,059

Core funds from operations per share / unit - basic

$                 0.66


$                 0.61


$                 2.56


$                 2.40

Core funds from operations per share / unit - diluted

$                 0.66


$                 0.61


$                 2.55


$                 2.40









CASH AVAILABLE FOR DISTRIBUTION RECONCILIATION








Core funds from operations

$            126,500


$            113,515


$            486,976


$            446,466

Amount allocated to restricted shares of common stock and unvested units

120


118


529


533

Non-rental property depreciation and amortization

88


85


348


296

Straight-line rent adjustments, net

(4,188)


(3,063)


(19,432)


(14,447)

Capital expenditures

(17,111)


(17,704)


(44,492)


(46,080)

Capital expenditures reimbursed by tenants

(2,928)


(1,230)


(5,300)


(6,029)

Lease commissions and tenant improvements

(7,961)


(7,343)


(31,397)


(27,158)

Non-cash portion of interest expense

1,377


1,305


5,421


4,506

Non-cash compensation expense

3,138


2,914


12,704


11,727

Cash available for distribution

$             99,035


$             88,597


$            405,357


$            369,814









Non-GAAP Financial Measures and Other Definitions

Acquisition Capital Expenditures: We define Acquisition Capital Expenditures as capital expenditures identified at the time of acquisition. Acquisition Capital Expenditures also include new lease commissions and tenant improvements for space that was not occupied under the Company's ownership.  

Cash Available for Distribution: Cash Available for Distribution represents Core FFO, excluding non-rental property depreciation and amortization, straight-line rent adjustments, non-cash portion of interest expense, non-cash compensation expense, and deducts capital expenditures reimbursed by tenants, capital expenditures, leasing commissions and tenant improvements, and severance costs.

Cash Available for Distribution should not be considered as an alternative to net income (determined in accordance with GAAP) as an indication of our performance, and we believe that to understand our performance further, these measurements should be compared with our reported net income or net loss in accordance with GAAP, as presented in our consolidated financial statements. 

Cash Available for Distribution excludes, among other items, depreciation and amortization and capture neither the changes in the value of our buildings that result from use or market conditions of our buildings, all of which have real economic effects and could materially impact our results from operations, the utility of these measures as measures of our performance is limited. In addition, our calculation of Cash Available for Distribution may not be comparable to similarly titled measures disclosed by other REITs. 

Cash Capitalization Rate: We define Cash Capitalization Rate as calculated by dividing (i) the Company's estimate of year one cash net operating income from the applicable property's operations stabilized for occupancy (post-lease-up for vacant properties), which does not include termination income, solar income, miscellaneous other income, capital expenditures, general and administrative costs, reserves, tenant improvements and leasing commissions, credit loss, or vacancy loss, by (ii) the GAAP purchase price plus estimated Acquisition Capital Expenditures. These Capitalization Rate estimates are subject to risks, uncertainties, and assumptions and are not guarantees of future performance, which may be affected by known and unknown risks, trends, uncertainties, and factors that are beyond our control, including those risk factors contained in our Annual Report on Form 10-K for the year ended December 31, 2025.  

Cash Rent Change: We define Cash Rent Change as the percentage change in the base rent of the lease commenced during the period compared to the base rent of the Comparable Lease for assets included in the Operating Portfolio. The calculation compares the first base rent payment due after the lease commencement date compared to the base rent of the last monthly payment due prior to the termination of the lease, excluding holdover rent. Rent under gross or similar type leases are converted to a net rent based on an estimate of the applicable recoverable expenses.

Comparable Lease: We define a Comparable Lease as a lease in the same space with a similar lease structure as compared to the previous in-place lease, excluding new leases for space that was not occupied under our ownership.

Earnings before Interest, Taxes, Depreciation, and Amortization for Real Estate (EBITDAre), Adjusted EBITDAre, Annualized Adjusted EBITDAre, Run Rate Adjusted EBITDAre, and Annualized Run Rate Adjusted EBITDAre: We define EBITDAre in accordance with the standards established by the National Association of Real Estate Investment Trusts ("NAREIT"). EBITDAre represents net income (loss) (computed in accordance with GAAP) before interest expense, interest and other income, tax, depreciation and amortization, gains or losses on the sale of rental property, and loss on impairments. Adjusted EBITDAre further excludes straight-line rent adjustments, non-cash compensation expense, amortization of above and below market leases, net, gain (loss) on involuntary conversion, debt extinguishment and modification expenses, and other non-recurring items.  

We define Annualized Adjusted EBITDAre as Adjusted EBITDAre multiplied by four.

We define Run Rate Adjusted EBITDAre as Adjusted EBITDAre plus incremental Adjusted EBITDAre adjusted for a full period of acquisitions and dispositions. Run Rate Adjusted EBITDAre does not reflect the Company's historical results and does not predict future results, which may be substantially different.

We define Annualized Run Rate Adjusted EBITDAre as Run Rate Adjusted EBITDAre excluding allowable one-time items multiplied by four plus allowable one-time items.

EBITDAre, Adjusted EBITDAre, and Run Rate Adjusted EBITDAre should not be considered as an alternative to net income (determined in accordance with GAAP) as an indication of our performance, and we believe that to understand our performance further, EBITDAre, Adjusted EBITDAre, and Run Rate Adjusted EBITDAre should be compared with our reported net income or net loss in accordance with GAAP, as presented in our consolidated financial statements. We believe that EBITDAre, Adjusted EBITDAre, and Run Rate Adjusted EBITDAre are helpful to investors as supplemental measures of the operating performance of a real estate company because they are direct measures of the actual operating results of our properties. We also use these measures in ratios to compare our performance to that of our industry peers. 

Funds from Operations (FFO) and Core FFO: We define FFO in accordance with the standards established by the National Association of Real Estate Investment Trusts ("NAREIT"). FFO represents net income (loss) (computed in accordance with GAAP), excluding gains (or losses) from sales of depreciable operating property, gains (losses) from sales of land, impairment write-downs of depreciable real estate, rental property depreciation and amortization (excluding amortization of deferred financing costs and fair market value of debt adjustment) and after adjustments for unconsolidated partnerships and joint ventures. Core FFO excludes debt extinguishment and modification expenses and other expenses, gain (loss) on involuntary conversion, gain (loss) on swap ineffectiveness, and non-recurring other expenses.

None of FFO or Core FFO should be considered as an alternative to net income (determined in accordance with GAAP) as an indication of our performance, and we believe that to understand our performance further, these measurements should be compared with our reported net income or net loss in accordance with GAAP, as presented in our consolidated financial statements.  We use FFO as a supplemental performance measure because it is a widely recognized measure of the performance of REITs.  FFO may be used by investors as a basis to compare our operating performance with that of other REITs.  We and investors may use Core FFO similarly as FFO. 

However, because FFO and Core FFO exclude, among other items, depreciation and amortization and capture neither the changes in the value of our buildings that result from use or market conditions of our buildings, all of which have real economic effects and could materially impact our results from operations, the utility of these measures as measures of our performance is limited. In addition, other REITs may not calculate FFO in accordance with the NAREIT definition as we do, and, accordingly, our FFO may not be comparable to such other REITs' FFO. Similarly, our calculation of Core FFO may not be comparable to similarly titled measures disclosed by other REITs. 

GAAP: We define GAAP as generally accepted accounting principles in the United States.

Liquidity: We define Liquidity as the amount of aggregate undrawn nominal commitments the Company could immediately borrow under the Company's unsecured debt instruments, consistent with the financial covenants, plus unrestricted cash balances.

Market: We define Market as the market defined by CBRE-EA based on the building address. If the building is located outside of a CBRE-EA defined market, the city and state is reflected.

Net Debt: We define Net Debt as the outstanding principal balance of the Company's total debt, less cash and cash equivalents and proceeds from pending reverse Section 1031 like-kind exchanges that are included in restricted cash.

Net operating income (NOI), Cash NOI, and Run Rate Cash NOI: We define NOI as rental income, including reimbursements, less property expenses, which excludes depreciation, amortization, loss on impairments, general and administrative expenses, interest expense, interest income, gain (loss) on involuntary conversion, debt extinguishment and modification expenses, gain on sales of rental property, and other expenses.

We define Cash NOI as NOI less rental property straight-line rent adjustments and less amortization of above and below market leases, net.

We define Run Rate Cash NOI as Cash NOI plus Cash NOI adjusted for a full period of acquisitions and dispositions, less cash termination income, solar income and revenue associated with one-time tenant reimbursements of capital expenditures. Run Rate Cash NOI does not reflect the Company's historical results and does not predict future results, which may be substantially different.

We consider NOI, Cash NOI and Run Rate Cash NOI to be appropriate supplemental performance measures to net income because we believe they help us, and investors understand the core operations of our buildings. None of these measures should be considered as an alternative to net income (determined in accordance with GAAP) as an indication of our performance, and we believe that to understand our performance further, these measurements should be compared with our reported net income or net loss in accordance with GAAP, as presented in our consolidated financial statements. Further, our calculations of NOI, Cash NOI and Run Rate NOI may not be comparable to similarly titled measures disclosed by other REITs. 

Occupancy Rate: We define Occupancy Rate as the percentage of total leasable square footage for which either revenue recognition has commenced in accordance with GAAP or the lease term has commenced as of the close of the reporting period, whichever occurs earlier.

Operating Portfolio: We define the Operating Portfolio as all buildings that were acquired stabilized or have achieved Stabilization. The Operating Portfolio excludes non-core flex/office buildings, buildings contained in the Value Add Portfolio, and buildings classified as held for sale.

Pipeline: We define Pipeline as a point in time measure that includes all of the transactions under consideration by the Company's acquisitions group that have passed the initial screening process. The pipeline also includes transactions under contract and transactions with non-binding LOIs.

Renewal Lease: We define a Renewal Lease as a lease signed by an existing tenant to extend the term for 12 months or more, including (i) a renewal of the same space as the current lease at lease expiration, (ii) a renewal of only a portion of the current space at lease expiration, or (iii) an early renewal or workout, which ultimately does extend the original term for 12 months or more.

Repositioning: We define Repositioning as significant capital improvements made to improve the functionality of a building without causing material disruption to the tenant or Occupancy Rate.  Buildings undergoing Repositioning remain in the Operating Portfolio.

Retention: We define Retention as the percentage determined by taking Renewal Lease square footage commencing in the period divided by square footage of leases expiring in the period for assets included in the Operating Portfolio.

Same Store: We define Same Store properties as properties that were in the Operating Portfolio for the entirety of the comparative periods presented. The results for Same Store properties exclude termination fees, solar income, and revenue associated with one-time tenant reimbursements of capital expenditures. Same Store properties exclude Operating Portfolio properties with expansions placed into service or transferred from the Value Add Portfolio to the Operating Portfolio after January 1, 2024.

Stabilization: We define Stabilization for assets under development or redevelopment to occur as the earlier of achieving 90% occupancy or 12 months after completion. Stabilization for assets that were acquired and immediately added to the Value Add Portfolio occurs under the following:

  • if acquired with less than 75% occupancy as of the acquisition date, Stabilization will occur upon the earlier of achieving 90% occupancy or 12 months from the acquisition date,
  • if acquired and will be less than 75% occupied due to known move-outs within two years of the acquisition date, Stabilization will occur upon the earlier of achieving 90% occupancy after the known move-outs have occurred or 12 months after the known move-outs have occurred.

Straight-Line Capitalization Rate: We define Straight-Line Capitalization Rate as calculated by dividing (i) the Company's estimate of annual net operating income from the applicable property's operations stabilized for occupancy (post-lease-up for vacant properties), which is utilzing the average monthly base rent over the term of the lease and does not include termination income, solar income, miscellaneous other income, capital expenditures, general and administrative costs, reserves, tenant improvements and leasing commissions, credit loss, or vacancy loss, by (ii) the GAAP purchase price plus estimated Acquisition Capital Expenditures. These Capitalization Rate estimates are subject to risks, uncertainties, and assumptions and are not guarantees of future performance, which may be affected by known and unknown risks, trends, uncertainties, and factors that are beyond our control, including those risk factors contained in our Annual Report on Form 10-K for the year ended December 31, 2025.

Straight-Line Rent Change (SL Rent Change): We define SL Rent Change as the percentage change in the average monthly base rent over the term of the lease that commenced during the period compared to the Comparable Lease for assets included in the Operating Portfolio. Rent under gross or similar type leases are converted to a net rent based on an estimate of the applicable recoverable expenses, and this calculation excludes the impact of any holdover rent.

Value Add Portfolio: We define the Value Add Portfolio as properties that meet any of the following criteria:

  • less than 75% occupied as of the acquisition date;
  • will be less than 75% occupied due to known move-outs within two years of the acquisition date;
  • out of service with significant physical renovation of the asset;
  • development.

Weighted Average Lease Term: We define Weighted Average Lease Term as the contractual lease term in years, assuming that tenants exercise no renewal options, purchase options, or early termination rights, as of the lease start date weighted by square footage. Weighted Average Lease Term related to acquired assets reflects the remaining lease term in years as of the acquisition date weighted by square footage.

Forward-Looking Statements

This earnings release contains certain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. STAG Industrial, Inc. (STAG) intends such forward-looking statements to be covered by the safe harbor provisions for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995 and includes this statement for purposes of complying with these safe harbor provisions. Forward-looking statements, which are based on certain assumptions and describe STAG's future plans, strategies and expectations, are generally identifiable by use of the words "believe," "will," "expect," "intend," "anticipate," "estimate," "should", "project" or similar expressions. You should not rely on forward-looking statements since they involve known and unknown risks, uncertainties and other factors that are, in some cases, beyond STAG's control and which could materially affect actual results, performances or achievements. Factors that may cause actual results to differ materially from current expectations include, but are not limited to, the risk factors discussed in STAG's most recent Annual Report on Form 10-K for the year ended December 31, 2025, as updated by the Company's subsequent reports filed with the Securities and Exchange Commission.  Accordingly, there is no assurance that STAG's expectations will be realized. Except as otherwise required by the federal securities laws, STAG disclaims any obligation or undertaking to publicly release any updates or revisions to any forward-looking statement contained herein (or elsewhere) to reflect any change in STAG's expectations with regard thereto or any change in events, conditions or circumstances on which any such statement is based.

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SOURCE STAG Industrial, Inc.