EARNINGS PER SHARE AND UNIT
We have calculated earnings per share (“EPS”) and earnings per unit ("EPU") under the two-class method. The two-class method is an earnings allocation methodology whereby EPS and EPU for each class of common stock and partnership units, respectively, and participating securities is calculated according to dividends or distributions declared and participation rights in undistributed earnings. For 2025, 2024, and 2023, we had 0.3 million weighted average unvested shares and units outstanding, which are considered participating securities. Therefore, we have allocated our earnings for basic and diluted EPS and EPU between common shares and units and unvested shares and units; the portion of earnings allocated to the unvested shares and units is reflected as “earnings allocated to unvested shares” or "earnings allocated to unvested units" in the reconciliation below.
The following potentially issuable shares were excluded from the diluted EPS and EPU calculations because their impact is anti-dilutive:
•exercise of 1,190 stock options in both 2025 and 2024 and 1,829 stock options in 2023,
•shares issuable upon the assumed redemption of outstanding downREIT operating partnership units for 2024, and 2023
•5.417% Series 1 Cumulative Convertible Preferred Shares and units for 2025, 2024, and 2023, and
•the issuance of 1.2 million shares and units issuable under common share forward sales agreements in 2024.
Potentially issuable shares and units in exchange for the 3.25% Exchangeable Senior Notes due 2029 for both 2025 and 2024, did not have a dilutive effect on the diluted EPS and EPU calculations.
Additionally, 7,204 unvested restricted stock shares and units are included in the diluted EPS and EPU calculations for 2024, as certain market based performance criteria in the award was achieved as of December 31, 2024.
Federal Realty Investment Trust Earnings per Share
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| Year Ended December 31, |
| | 2025 | | 2024 | | 2023 |
| | (In thousands, except per share data) |
| NUMERATOR | | | | | |
| Net income | $ | 423,648 | | | $ | 304,334 | | | $ | 247,217 | |
| Less: Preferred share dividends | (8,032) | | | (8,032) | | | (8,032) | |
| Less: Income from operations attributable to noncontrolling interests | (12,571) | | | (9,126) | | | (10,232) | |
| Less: Earnings allocated to unvested shares | (1,342) | | | (1,283) | | | (1,286) | |
| Net income available for common shareholders, basic | 401,703 | | | 285,893 | | | 227,667 | |
| Add: Income attributable to downREIT operating partnership units | 2,455 | | | — | | | — | |
| Net income available for common shareholders, diluted | $ | 404,158 | | | $ | 285,893 | | | $ | 227,667 | |
| DENOMINATOR | | | | | |
| Weighted average common shares outstanding—basic | 85,852 | | | 83,559 | | | 81,313 | |
| Effect of dilutive securities: | | | | | |
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| Unvested performance shares | — | | | 7 | | | — | |
| DownREIT operating partnership units | 553 | | | — | | | — | |
| Weighted average common shares outstanding—diluted | 86,405 | | | 83,566 | | | 81,313 | |
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| EARNINGS PER COMMON SHARE, BASIC AND DILUTED | | | | | |
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| Net income available for common shareholders | $ | 4.68 | | | $ | 3.42 | | | $ | 2.80 | |
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Federal Realty OP LP Earnings per Unit
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| Year Ended December 31, |
| | 2025 | | 2024 | | 2023 |
| | (In thousands, except per unit data) |
| NUMERATOR | | | | | |
| Net income | $ | 423,648 | | | $ | 304,334 | | | $ | 247,217 | |
| Less: Preferred unit distributions | (8,032) | | | (8,032) | | | (8,032) | |
| Less: Income from operations attributable to noncontrolling interests | (12,571) | | | (9,126) | | | (10,232) | |
| Less: Earnings allocated to unvested units | (1,342) | | | (1,283) | | | (1,286) | |
| Net income available for common unit holders, basic | 401,703 | | | 285,893 | | | 227,667 | |
| Add: Income attributable to downREIT operating partnership units | 2,455 | | | — | | | — | |
| Net income available for common unit holders, diluted | $ | 404,158 | | | $ | 285,893 | | | $ | 227,667 | |
| DENOMINATOR | | | | | |
| Weighted average common units outstanding—basic | 85,852 | | | 83,559 | | | 81,313 | |
| Effect of dilutive securities: | | | | | |
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| Unvested performance units | — | | | 7 | | | — | |
| DownREIT operating partnership units | 553 | | | — | | | — | |
| Weighted average common units outstanding—diluted | 86,405 | | | 83,566 | | | 81,313 | |
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| EARNINGS PER COMMON UNIT, BASIC AND DILUTED | | | | | |
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| Net income available for common unit holders | $ | 4.68 | | | $ | 3.42 | | | $ | 2.80 | |
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