UDR reports $216.09 million net income for Q3 2026

Cover page 4 changes

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For the quarterly period ended June September 30, 2026

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incorporation of organization)

incorporation or organization)

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The number of shares of UDR, Inc.'s common stock, $0.01 par value, outstanding as of July 24, October 30, 2026 was 321,264,222 316,888,770 .

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Financial statements 5 changes

Consolidated Balance Sheets as of June September 30, 2026 (unaudited) and December 31, 2025 (audited)

Consolidated Statements of Operations for the three and six nine months ended June September 30, 2026 and 2025 (unaudited)

Consolidated Statements of Comprehensive Income/(Loss) for the three and six nine months ended June September 30, 2026 and 2025 (unaudited)

Consolidated Statements of Changes in Equity for the three and six nine months ended June September 30, 2026 and 2025 (unaudited)

Consolidated Statements of Cash Flows for the six nine months ended June September 30, 2026 and 2025 (unaudited)

Exhibits 39 changes

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Real estate under development (net of accumulated depreciation of $ 0 170 and $ 0 , respectively)

Real estate held for disposition (net of accumulated depreciation of $ 79,664 34,253 and $ 0 , respectively)

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Preferred stock, no par value; 50,000,000 shares authorized at June September 30, 2026 and December 31, 2025:

8.00 % Series E Cumulative Convertible; 2,600,678 and 2,600,678 shares issued and outstanding at June September 30, 2026 and December 31, 2025, respectively

Series F; 9,778,769 9,776,269 and 10,105,845 shares issued and outstanding at June September 30, 2026 and December 31, 2025, respectively

Common stock, $ 0.01 par value; 450,000,000 shares authorized at June September 30, 2026 and December 31, 2025:

321,266,356 321,267,264 and 328,273,044 shares issued and outstanding at June September 30, 2026 and December 31, 2025, respectively

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Net (income)/loss attributable to redeemable noncontrolling interests in the Operating Partnership and DownREIT Partnership ( 4,609 14,768 )

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Other comprehensive income/(loss), including portion attributable to noncontrolling interests ( 1,406 1,839 )

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Comprehensive (income)/loss attributable to noncontrolling interests ( 4,656 14,812 )

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Balance at March 31, 2026

Balance at June 30, 2026

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Contribution from non-controlling interest

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Repurchase of common shares

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Adjustment to reflect redemption value of redeemable noncontrolling interests ( 108,102 )

Balance at June September 30, 2026

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Common stock distributions declared ($ 0.87 1.305 per share)

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Preferred stock distributions declared-Series E ($ 0.942 1.413 per share)

Adjustment to reflect redemption value of redeemable noncontrolling interests ( 61,778 )

Balance at June September 30, 2026

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Balance at March 31, 2025

Balance at June 30, 2025

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Issuance of common shares through public offering, net

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Repurchase of common shares

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Balance at June September 30, 2025

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Common stock distributions declared ($ 0.86 1.29 per share)

Repurchase of common shares

Preferred stock distributions declared-Series E ($ 0.93 1.395 per share)

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Balance at June September 30, 2025

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Six Months Ended June 30,

Nine Months Ended September 30,

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Capital expenditures and other major improvements — real estate assets ( 104,184 171,282 )

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Investment in unconsolidated joint ventures and partnerships ( 2,801 5,334 )

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Payments on unsecured debt

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Net increase/(decrease) in cash, cash equivalents, and restricted cash ( 803 )

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Net proceeds from sale of real estate investment held by qualified intermediary

Preferred equity investment investments settled in exchange for acquisition of real estate owned

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Conversion of Operating Partnership and DownREIT Partnership noncontrolling interests to common stock ( 956,845 959,345 shares and 155,453 264,965 shares, respectively)

Contribution of operating properties to unconsolidated joint venture

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Note 1: BASIS OF PRESENTATION 3 changes

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UDR, Inc. ("UDR," the "Company," "we," or "our") is a self-administered real estate investment trust, or REIT, that owns, operates, acquires, renovates, develops, redevelops, and manages apartment communities in targeted markets located in the United States. At June September 30, 2026, our consolidated apartment portfolio consisted of 162 communities with a total of 54,173 54,222 apartment homes located in 21 markets. In addition, the Company has an ownership interest in 8,720 8,410 completed or to-be-completed apartment homes through unconsolidated joint ventures or partnerships, including 3,319 2,649 apartment homes owned by entities in which we hold preferred equity investments.

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The accompanying consolidated financial statements include the accounts of UDR and its subsidiaries, including United Dominion Realty, L.P. (the "Operating Partnership" or the "OP") and UDR Lighthouse DownREIT L.P. (the "DownREIT Partnership"). As of June September 30, 2026, there were 190.5 229.6 million units in the Operating Partnership ("OP Units") outstanding, of which 177.2 207.6 million OP Units (including 0.1 million of general partnership units), or 93.0 90.4 %, were owned by UDR and 13.3 22.0 million OP Units, or 7.0 9.6 %, were owned by outside limited partners. As a result of June 30, 2026, the liquidation of the DownREIT Partnership described below, there were 32.4 million no units in the DownREIT Partnership ("DownREIT Units") outstanding as of which 23.7 million, or 73.1 %, were owned by UDR and its subsidiaries and 8.7 million, or 26.9 %, were owned by outside limited partners. September 30, 2026. The consolidated financial statements of UDR include the noncontrolling interests of the unitholders in the Operating Partnership and DownREIT Partnership. In July 2026, the DownREIT Partnership was liquidated. In connection with the liquidation, the assets of the DownREIT were acquired by the Operating Partnership and the outstanding DownREIT Units were exchanged for two new classes of units in the Operating Partnership. UDR and each of the outside limited partners of the DownREIT Partnership received a number of new Operating Partnership units equal to the number of DownREIT Units that UDR or such outside limited partner previously owned. The economic terms of the new Operating Partnership Units received by the former outside limited partners of the DownREIT Partnership are substantially the same as the economic terms of the DownREIT Units, including with respect to distributions and the right to redeem such units for either the Cash Amount or the REIT Share Amount (each as defined in the amended and restated partnership agreement of the Operating Partnership), subject to certain exceptions, as described in Note 9, Noncontrolling Interests . Because the Company already consolidated both entities, the transaction did not result in any changes to the Company's assets or liabilities.

The accompanying interim unaudited consolidated financial statements have been prepared according to the rules and regulations of the Securities and Exchange Commission (the "SEC"). Certain information and note disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States have been condensed or omitted according to such rules and regulations, although management believes that the disclosures are adequate to make the information presented not misleading. In the opinion of management, all adjustments and eliminations necessary for the fair presentation of our financial position as of June September 30, 2026, and results of operations for the three and six nine months ended June September 30, 2026 and 2025, have been included. Such adjustments are normal and recurring in nature. The interim results presented are not necessarily indicative of results that can be expected for a full year. The accompanying interim unaudited consolidated financial statements should be read in conjunction with the audited consolidated financial statements and related notes for the year ended December 31, 2025 appearing in UDR's Annual Report on Form 10-K, filed with the SEC on February 17, 2026.

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Note 2: SIGNIFICANT ACCOUNTING POLICIES 4 changes

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To the extent that the Company acquires a controlling financial interest in a property that it previously accounted for as an equity method investment, the Company will not remeasure its previously held interest if the acquisition is treated as an asset acquisition. The Company will include the carrying amount of its previously held equity method interest along with the consideration paid and transaction costs incurred in determining the amounts to allocate to the related assets and liabilities acquired on its Consolidated Balance Sheets. When treated as an asset acquisition, the Company will not recognize a gain or loss on consolidation of a property.

Allowance for Credit Losses

The Company accounts for allowance for credit losses under the current expected credit loss ("CECL") impairment model for its financial assets, including trade and other receivables, held-to-maturity debt securities, loans and other financial instruments, and presents the net amount of the financial instrument expected to be collected. The CECL impairment model excludes operating lease receivables. The CECL impairment model requires an estimate of expected credit losses, measured over the contractual life of an instrument, that considers forecasts of future economic conditions in addition to information about past events and current conditions. Based on this model, we analyze the following criteria, as applicable in developing allowances for credit losses: historical loss information, the borrower's ability to make scheduled payments, the remaining time to maturity, the value of underlying collateral, projected future performance of the borrower and macroeconomic trends.

The Company measures credit losses of financial assets on a collective (pool) basis when similar risk characteristics exist. If the Company determines that a financial asset does not share risk characteristics with the Company's other financial assets, the Company evaluates the financial asset for expected credit losses on an individual

Note 3: REAL ESTATE OWNED 4 changes

Real estate assets owned by the Company consist of income producing operating properties, properties under development, land held for future development, and held for disposition properties. As of June September 30, 2026, the Company owned and consolidated 162 communities in 12 states plus the District of Columbia totaling 54,173 54,222 apartment homes. The following table summarizes the carrying amounts for our real estate owned (at cost) as of June September 30, 2026 and December 31, 2025 (dollars in thousands):

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In April 2026, the Company acquired a 232 -home operating apartment community located in Portland, Oregon in connection with the liquidation of the Company's interest in a joint venture. As a result, the community became wholly owned, and the Company began consolidating the community. In connection with the liquidation, the Company repaid the joint venture's $ 53.4 million first mortgage loan and settled its $ 18.9 million preferred equity investment. No cash consideration was paid to the joint venture partner in connection with the acquisition. The Company increased its real estate assets owned by approximately $ 72.1 million, and recorded $ 1.2 million of in-place lease intangibles. Following the recognition of the acquired assets and assumed liabilities, the Company recognized a gain on consolidation of $ 0.3 million in Income/(loss) from unconsolidated entities on the Consolidated Statements of Operations. (See Note 5, Joint Ventures and Partnerships for more information.)

In June 2026, the Company acquired the developer's equity interest in a 66 apartment home operating community located in Santa Monica, California. The Company previously held a secured first mortgage loan and preferred equity investment with the joint venture. In connection with the acquisition, the Company issued $ 2.8 million of OP Units to the developer. As a result, the joint venture became wholly owned, and the Company began consolidating the community. Concurrent with the acquisition, the Company's first mortgage loan, including accrued interest, was settled in full, and its preferred equity investment was adjusted to its liquidation value, resulting in a $ 3.8 million gain recognized in Income/(loss) from unconsolidated entities on the Consolidated Statements of Operations . The Company increased its real estate assets owned by approximately $ 45.1 million, and recorded $ 1.2 million of in-place lease intangibles.

In July April 2026, the Company acquired a 286 232 apartment home operating apartment community located in Portland, Oregon in connection with the liquidation of the Company's interest in a joint venture. As a result, the community became wholly owned, and the Company began consolidating the community. The consolidated fair value of the community, which was based on a third-party appraisal, exceeded the combination of the joint venture's $ 74.1 million first mortgage loan that was repaid at maturity by the Company and the Company's $ 27.5 million preferred equity investment, including accrued interest through the acquisition. No cash consideration was paid to the joint venture partner In connection with the acquisition. (See Note 5, Joint Ventures and Partnerships for more information.)

Notes to the financial statements 12 changes

liquidation, the Company repaid the joint venture's $ 53.4 million first mortgage loan and settled its $ 18.9 million preferred equity investment. No cash consideration was paid to the joint venture partner in connection with the acquisition. The Company increased its real estate assets owned by approximately $ 72.1 million, and recorded $ 1.2 million of in-place lease intangibles. Following the recognition of the acquired assets and assumed liabilities, the Company recognized a gain on consolidation of $ 0.3 million in Income/(loss) from unconsolidated entities on the Consolidated Statements of Operations. (See Note 5, Joint Ventures and Partnerships for more information.)

In June 2026, the Company acquired the developer's equity interest in a 66 apartment home operating community located in Santa Monica, California. The Company previously held a secured first mortgage loan and preferred equity investment with the joint venture. In connection with the acquisition, the Company issued $ 2.8 million of OP Units to the developer. As a result, the joint venture became wholly owned, and the Company began consolidating the community. Concurrent with the acquisition, the Company's first mortgage loan, including accrued interest, was settled in full, and its preferred equity investment was adjusted to its liquidation value, resulting in a $ 3.8 million gain recognized in Income/(loss) from unconsolidated entities on the Consolidated Statements of Operations . The Company increased its real estate assets owned by approximately $ 45.1 million, and recorded $ 1.2 million of in-place lease intangibles.

In July 2026, the Company acquired a 286 apartment home operating apartment community located in Portland, Oregon in connection with the liquidation of the Company's interest in a joint venture. As a result, the community became wholly owned, and the Company began consolidating the community. In connection with the liquidation, the Company repaid the joint venture's $ 74.1 million first mortgage loan and settled its $ 27.5 million preferred equity investment, including accrued interest through the acquisition. No cash consideration was paid to the joint venture partner in connection with the acquisition. The Company increased its real estate assets owned by approximately $ 102.3 million, and recorded $ 2.0 million of in-place lease intangibles. Following the recognition of the acquired assets and assumed liabilities, the Company recognized a gain on consolidation of $ 2.1 million in Income/(loss) from unconsolidated entities on the Consolidated Statements of Operations. (See Note 5, Joint Ventures and Partnerships for more information.)

In September 2026, the Company acquired the developer's equity interest in a 483 apartment home community located in Riverside, California, by repaying the joint venture's first mortgage loan and obtaining the developer's interest through a deed in lieu of foreclosure. The Company previously held a secured mezzanine loan with the developer. As a result, the community became wholly owned, and the Company began consolidating the community. Concurrent with the acquisition, the Company's secured mezzanine loan, including accrued interest, was settled in full. The Company increased its real estate assets owned by approximately $ 246.8 million, and recorded $ 3.3 million of in-place lease intangibles . Following the recognition of the acquired assets and assumed liabilities, the Company recognized a gain on consolidation of $ 1.1 million in Interest income and other income/(expense), net on the Consolidated Statements of Operations. (See Note 2, Significant Accounting Policies for more information.)

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In June 2026, the Company entered into an agreement to sell an operating community in Seattle, Washington with a total of 235 apartment homes for a sales price of approximately $ 157.0 million. The operating community was classified as held for disposition as of June 30, 2026 and the sale is expected to close in the third quarter of 2026.

In July 2026, the Company entered into agreements to sell two operating communities comprising a total of 573 apartment homes for a sales price of approximately $ 95.5 million. The dispositions are expected to close in the third or fourth quarter of 2026, subject to the satisfaction of closing conditions and other terms of the purchase agreements .

Predevelopment, development, and redevelopment projects and related costs are capitalized and reported on the Consolidated Balance Sheets as Total real estate owned, net of accumulated depreciation . The Company capitalizes costs directly related to the predevelopment, development, and redevelopment of a capital project, which include, but are not limited to, interest, real estate taxes, insurance, and allocated development and redevelopment overhead related to support costs for personnel working on the capital projects. We use our professional judgment in determining whether such costs meet the criteria for capitalization or must be expensed as incurred. These costs are capitalized only during the period in which activities necessary to ready an asset for its intended use are in progress and such costs are incremental and identifiable to a specific activity to get the asset ready for its intended use. These costs, excluding the direct costs of development and redevelopment and capitalized interest, for the three months ended June 30, 2026 and 2025, were $ 2.0 million and $ 1.4 million, respectively, and for the six months ended June 30, 2026 and 2025, were $ 6.5 million and $ 4.0 million, respectively. Total capitalized interest was $ 2.3 million and $ 2.1 million for the three months ended June 30, 2026 and 2025, respectively, and $ 4.5 million and $ 4.1 million for the six months ended June 30, 2026 and 2025, respectively. As each apartment home in a capital project is completed and becomes available for lease-up, the Company ceases capitalization on the related portion of the costs and depreciation commences over the estimated useful life.

We record impairment losses on long-lived assets used in operations when events and circumstances indicate that the assets might be impaired and the undiscounted cash flows estimated to be generated by the future operation and disposition of those assets are less than the net book value of those assets. Our cash flow estimates are based upon historical results adjusted to reflect our best estimate of future market and operating conditions and our estimated holding periods. The net book value of impaired assets is reduced to fair value. Our estimates of fair value represent our best estimate based upon Level 3 inputs such as industry trends and reference to market rates and transactions. The Company did not recognize any impairments in the value of its long-lived assets during the three and six months ended June 30, 2026 and 2025.

In connection with the acquisition of certain properties, the Company agreed to pay certain of the tax liabilities of certain contributors if the Company sells one or more of the properties contributed in a taxable transaction prior to the expiration of specified periods of time following the acquisition. The Company may, however, sell, without being required to pay any tax liabilities, any of such properties in a non-taxable transaction, including, but not limited to, a tax-deferred Section 1031 exchange.

Further, the Company has agreed to maintain certain debt some of which may be guaranteed by certain contributors for specified periods of time following the acquisition. The Company, however, has the ability to refinance or repay guaranteed debt or to substitute new debt if the debt and the guaranty continue to satisfy certain conditions.

In June 2026, the Company sold an operating community located in Nashville, Tennessee with 206 apartment homes for gross proceeds of $ 41.5 million, resulting in a gain of approximately $ 35.7 million. As of June 30, 2026, the net proceeds of $ 40.8 million were held by a qualified intermediary, which was recorded in Other Assets on the Consolidated Balance Sheets.

In July 2026, the Company contributed one wholly-owned operating community, with 360 apartment homes located in Nashville, Tennessee, to our existing joint venture with LaSalle, while maintaining our 51 % ownership interest in the venture. The contribution resulted in the Company no longer retaining a controlling interest in the community, and the Company deconsolidated the operating community. In connection with the contribution, our joint venture partner contributed cash and new debt was placed on the newly contributed operating community and an existing operating community, resulting in the Company receiving approximately $103.2 million of cash proceeds. The transaction was accounted for as a partial sale and resulted in a gain of approximately $ 75.2 million, which was recorded in Gain/(loss) on sale of real estate owned on the Consolidated Statement of Operations, which consisted of the gain on

Note 4: VARIABLE INTEREST ENTITIES 2 changes

The Company has determined that the Operating Partnership and DownREIT Partnership are VIEs as the limited partners lack substantive kick-out rights and substantive participating rights. The Company has concluded that it is the primary beneficiary of, and therefore consolidates, the Operating Partnership and DownREIT Partnership based on its role as the sole general partner of the Operating Partnership and DownREIT Partnership. The Company's role as community manager and its equity interests give us the power to direct the activities that most significantly impact the economic performance and the obligation to absorb potentially significant losses or the right to receive potentially significant benefits of the Operating Partnership and DownREIT Partnership.

The Company has determined that the Operating Partnership is a VIE, as its limited partners lack substantive kick-out rights and substantive participating rights. Prior to its liquidation in July 2026, the DownREIT Partnership was

Note 5: JOINT VENTURES AND PARTNERSHIPS 6 changes

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The Company recognizes earnings or losses from our investments in unconsolidated joint ventures and partnerships consisting of our proportionate share of the net earnings or losses of the joint ventures and partnerships. In addition, we may earn fees for providing management services for the communities held by the unconsolidated joint ventures and partnerships.

Unconsolidated Consolidated joint ventures and partnerships

In October 2026, the Company formed a joint venture (the "Apollo JV") with Apollo-managed funds and affiliates ("Apollo"). The Apollo JV owns 19 operating communities with a total of 7,059 apartment homes, valued at approximately $ 2.0 billion. The communities were previously wholly owned by the Company. Under the terms of the agreement, the Company contributed the communities to the Apollo JV, and Apollo invested approximately $ 1.34 billion of equity capital in the Apollo JV in exchange for Class B Units representing an approximate 67 % interest. The Company received Class A Units representing an approximate 33 % interest in the Apollo JV and continues to operate and manage the communities, for which it earns an asset management fee.

The Company consolidates the Apollo JV under the voting interest model because the Company's equity interest entitles it to appoint four of the five members of the Apollo JV's board of managers and to serve as the Apollo JV's asset manager, responsible for its day-to-day management.

The Apollo JV transaction was accounted for as an issuance of noncontrolling interest in a consolidated subsidiary without a loss of control, and no gain or loss was recognized. The Company received approximately $ 1.34 billion for Apollo's capital contribution. The noncontrolling interest was recognized at Apollo's approximate 67 % share of the historical carrying amount of the Apollo JV's net assets, rather than at the amount of Apollo's contribution, with the difference recorded as an increase to Additional paid-in capital on the Consolidated Balance Sheets. Direct and incremental transaction costs were recorded as a reduction of Additional paid-in capital .

The Apollo JV operating agreement provides for, among other things, quarterly distributions of available cash flow to its members, initially allocated 33 % to the Class A Units and 67 % to the Class B Units. Upon a sale or liquidation of the Apollo JV, proceeds are distributed 33 % to the Class A Units and 67 % to the Class B Units until Apollo has received a return of its invested capital and achieved its target internal rate of return (the "Target IRR") of 7.00 %, which increases to 7.30 % on the seventh anniversary of December 31, 2026 (the "Measurement Date") and 7.60 % on the ninth anniversary of the Measurement Date. Thereafter, proceeds are distributed to the Class A Units. The Target IRR is not a fixed or guaranteed payment obligation of the Company or the Apollo JV; rather, it establishes the threshold at which liquidating distributions shift from the 33 %/ 67 % sharing ratio to all residual economics retained by the Class A Units. The Company holds an option, exercisable from the fifth through the tenth anniversaries of the Measurement Date and subject to certain

Note 6: LEASES 4 changes

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As the discount rate implicit in the leases was not readily determinable, we determined the discount rate for these leases utilizing the Company's incremental borrowing rate at a portfolio level, adjusted for the remaining lease term, and the form of underlying collateral.

The weighted average remaining lease term for these leases was 40.5 years and 40.8 years at June 30, 2026 and December 31, 2025, respectively, and the weighted average discount rate was 5.0 % at both June 30, 2026 and December 31, 2025.

UDR has six communities that are subject to ground leases, under which UDR is the lessee, that expire between 2043 and 2103, inclusive of extension options we are reasonably certain will be exercised. All of these leases are classified as operating leases through the lease term expiration based on our election of the practical expedient provided by the leasing standard. Rental expense for lease payments related to operating leases is recognized on a straight-line basis over the remaining lease term. We currently do not hold any finance leases. The Company also elected the short-term lease exception provided by the leasing standard and therefore only recognizes right-of-use assets and lease liabilities for leases with a term greater than one year. No leases qualified for the short-term lease exception during the three and six nine months ended June September 30, 2026 and 2025.

As of June September 30, 2026 and December 31, 2025, the Operating lease right-of-use assets were $ 185.6 184.6 million and $ 187.6 million, respectively, and the Operating lease liabilities were $ 181.0 180.0 million and $ 183.0 million, respectively, on our Consolidated Balance Sheets related to our ground leases. The value of the Operating lease right-of-use assets exceeds the value of the Operating lease liabilities due to prepaid lease payments. The calculation of these amounts includes minimum lease payments over the remaining lease term (described further in the table below). Variable lease payments are excluded from the right-of-use assets and lease liabilities and are recognized in earnings in the period in which the obligation for those payments is incurred.

Note 7: SECURED AND UNSECURED DEBT, NET 17 changes

The following is a summary of our secured and unsecured debt at June September 30, 2026 and December 31, 2025 ( dollars in thousands ):

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As of September 30, 2026

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Borrowings outstanding under unsecured credit facility due August 2028 (d) (l) (m)

Borrowings outstanding under unsecured commercial paper program due July October 2026 (e) (l) (m)

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Term Loan due January 2029 (d) (l) (m)

Term Loan due January 2029 (d) (l) (m)

2.95 % Medium-Term Notes due September 2026 (l) (g) (m)

3.50 % Medium-Term Notes due July 2027 (net of discounts of $ 71 53 and $ 106 , respectively) (l) (m)

3.50 % Medium-Term Notes due January 2028 (net of discounts of $ 183 153 and $ 242 , respectively) (l) (m)

4.40 % Medium-Term Notes due January 2029 (net of discounts of $ 2 1 and $ 2 , respectively) (g) (l) (h) (m)

3.20 % Medium-Term Notes due January 2030 (net of premiums of $ 4,862 4,519 and $ 5,548 , respectively) (h) (l) (i) (m)

3.00 % Medium-Term Notes due August 2031 (net of premiums of $ 6,122 5,824 and $ 6,720 , respectively) (i) (l) (j) (m)

2.10 % Medium-Term Notes due August 2032 (net of discounts of $ 214 206 and $ 232 , respectively) (l) (m)

1.90 % Medium-Term Notes due March 2033 (net of discounts of $ 808 778 and $ 869 , respectively) (l) (m)

2.10 % Medium-Term Notes due June 2033 (net of discounts of $ 692 668 and $ 742 , respectively) (l) (m)

5.125 % Medium-Term Notes due September 2034 (net of discounts of $ 2,496 2,419 and $ 2,649 , respectively) (j) (l) (k) (m)

3.10 % Medium-Term Notes due November 2034 (net of discounts of $ 735 714 and $ 780 , respectively) (k) (l) (m)

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Note 8: INCOME/(LOSS) PER SHARE 6 changes

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Net (income)/loss attributable to redeemable noncontrolling interests in the Operating Partnership and DownREIT Partnership ( 4,609 14,768 )

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Dilutive distributions to preferred stockholders - Series E (Convertible)

Income/(loss) attributable to common stockholders - diluted

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Basic income/(loss) per common share is computed based upon the weighted average number of common shares outstanding. Diluted income/(loss) per common share is computed based upon the weighted average number of common shares outstanding plus the following items if dilutive in the current period: the common shares issuable from the assumed conversion of the OP Units and DownREIT Units, convertible preferred stock, stock options, unvested long-term incentive plan units ("LTIP Units"), performance units, unvested restricted stock and continuous equity program forward sales agreements. Only those instruments having a dilutive impact on our basic income/(loss) per share are included in diluted income/(loss) per share during the periods. For the three and six nine months ended June September 30, 2026, the effect of the conversion of the OP Units and DownREIT Units (through the liquidation of the DownREIT Partnership in July 2026) was not dilutive and therefore not included in the above calculation. For the three and nine months ended September 30, 2025, the effect of the conversion of the OP Units, DownREIT Units and the Company's Series E preferred stock was not dilutive and therefore not included in the above calculation.

In July 2021, the Company entered into an ATM sales agreement under which the Company may offer and sell up to 20.0 million shares of its common stock, from time to time, to or through its sales agents and may enter into separate forward sales agreements to or through its forward purchasers. During the three and six nine months ended June September 30, 2026, the Company did not sell any shares of common stock through its ATM program. As of June September 30, 2026, we had 14.0 million shares of common stock available for future issuance under the ATM program.

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The Company generally has the ability to determine the dates and method of settlement (i.e., gross physical settlement, net share settlement or cash settlement), subject to certain conditions and the right of the counterparty to accelerate settlement under certain circumstances. The Company currently expects to fully physically settle each forward sales agreement with the relevant forward purchaser on one or more dates specified by the Company on or prior to the maturity date of that particular forward sales agreement, in which case the Company expects to receive aggregate net cash proceeds at settlement equal to the number of shares underlying the particular forward sales agreement multiplied

Note 9: NONCONTROLLING INTERESTS 2 changes

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Interests in the Operating Partnership and held by limited partners are represented by OP Units. Prior to the liquidation of the DownREIT Partnership in July 2026, interests in the DownREIT Partnership held by limited partners are were represented by OP DownREIT Units. In connection with the liquidation, the assets of the DownREIT Partnership were acquired by the Operating Partnership, and the outstanding DownREIT Units respectively. were exchanged on a one -for-one basis for units of two new classes of units in the Operating Partnership. The new Operating Partnership units received by the former outside limited partners of the DownREIT Partnership have economic terms that are substantially the same as those of the DownREIT Units, including with respect to distributions and redemption rights. Because the Company already consolidated both entities, the transaction did not result in any changes to the Company's assets or liabilities. Income is allocated to holders of OP Units/DownREIT Units and, through the date of liquidation, DownREIT Units, based upon net income attributable to common stockholders and the weighted average number of OP Units/DownREIT Units outstanding to total common shares plus OP Units/DownREIT Units outstanding during the period. Capital contributions, distributions, and profits and losses are allocated to noncontrolling interests in accordance with the terms of the partnership agreements of the Operating Partnership and, prior to its liquidation, the DownREIT Partnership.

Limited partners of the Operating Partnership and the DownREIT Partnership have the right to require such the Operating Partnership to redeem all or a portion of the OP Units/DownREIT Units held by the limited partner at a redemption price equal to and in the form of the Cash Amount (as defined in the amended and restated partnership agreement of the Operating Partnership), or the DownREIT Partnership, as applicable), provided that such OP Units/DownREIT Units have been outstanding for at least one year , subject to certain exceptions. UDR, as the general partner of the Operating Partnership, and the DownREIT Partnership may, in its sole discretion, purchase the OP Units/DownREIT Units by paying to the limited partner either the Cash Amount or the REIT Share Amount (generally one share of common stock of the Company for each OP Unit/DownREIT Unit), as defined in the amended and restated partnership agreement of the Operating Partnership. or the DownREIT Partnership, as applicable. Accordingly, the Company records the OP Units/DownREIT Units outside of permanent equity and reports the OP Units/DownREIT Units at their redemption value using the Company's stock price at each balance sheet date. Prior to its liquidation,

Note 12: STOCK BASED COMPENSATION 1 change

The Company recognized stock based compensation expense, inclusive of awards granted to our non-employee directors, net of capitalization, of $ 6.9 8.0 million and $ 8.8 3.1 million during the three months ended June September 30, 2026 and 2025, respectively, and $ 16.4 24.4 million and $ 16.3 19.3 million during the six nine months ended June September 30, 2026 and 2025, respectively, which are included in General and Administrative on the Consolidated Statements of Operations.

Note 13: COMMITMENTS AND CONTINGENCIES 1 change

The following summarizes the Company's commitments at June September 30, 2026 ( dollars in thousands ):

Properties 4 changes

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(a) Represents UDR's investment as of June September 30, 2026.

(b) As of June September 30, 2026, the investments were recorded in either Investment in and advances to unconsolidated joint ventures, net or Other Assets on the Consolidated Balance Sheets .

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We have been named as a defendant in a number of cases alleging antitrust violations by RealPage, Inc., a vendor providing revenue management software products, and various owners or managers of multifamily housing, which cases have been consolidated in the United States Court for the Middle District of Tennessee with the Second Amended Complaint filed September 7, 2023 and cases with similar allegations that have been filed by the District of Columbia on November 1, 2023 in the Superior Court of the District of Columbia, the State of Maryland on January 15, 2025 in the Circuit Court for Prince George's County, Maryland, subsequently transferred to the Circuit Court for Baltimore City, Maryland, and on April 8, 2025 in the Superior Court for King County, Washington . These cases seek injunctive relief as well as monetary damages. We believe that there are defenses, both factual and legal, to the allegations in such cases and we intend to vigorously defend such suits. We are also aware that governmental investigations regarding antitrust matters in the multifamily industry are occurring and the federal government and various state attorneys general have filed a civil lawsuit against RealPage, Inc. and certain owners or managers of multifamily housing to which we are not a party. As all of the above proceedings are in the early stages, it is not possible for us to predict the outcome or to estimate the amount of loss, if any, that may be associated with an adverse decision in any of these cases or any case that may be brought based on the investigations. As a result, as of June September 30, 2026, there is no liability recorded.

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UDR owns and operates multifamily apartment communities that generate rental and other property related income through the leasing of apartment homes to a diverse base of tenants. The primary financial measures for UDR's apartment communities are rental income and net operating income ("NOI"). NOI is a useful metric for investors as it is

MD&A 1 change

The following discussion should be read in conjunction with the consolidated financial statements appearing elsewhere herein and is based primarily on the consolidated financial statements for the three and six nine months ended June September 30, 2026 and 2025, of UDR, Inc. Unless the context otherwise requires, all references in this Quarterly Report on Form 10-Q (this "Report") to "UDR," the "Company," "we," "our" and "us" refer to UDR, Inc., together with its consolidated subsidiaries, including United Dominion Realty, L.P. (the "Operating Partnership" or the "OP") and, prior to its liquidation in July 2026, UDR Lighthouse DownREIT L.P. (the "DownREIT Partnership").

Forward-looking statements 115 changes

31 unchanged paragraphs

Six Months Ended June 30, 2026

At June September 30, 2026, our consolidated real estate portfolio included 162 communities in 12 states plus the District of Columbia totaling 54,173 54,222 apartment homes. In addition, we have an ownership interest in 8,720 8,410 completed or to-be-completed apartment homes through unconsolidated joint ventures or partnerships, including 3,319 2,649 apartment homes owned by entities in which we hold preferred equity investments. The Same-Store Community apartment home population for the three and six nine months ended June September 30, 2026, was 52,426 51,824 and 52,341, 51,409, respectively.

The following table summarizes our same-store market information by major geographic markets as of and for the three and six nine months ended June September 30, 2026, as applicable:

Three Months Ended June September 30, 2026

Nine Months Ended September 30, 2026

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(b) As of June September 30, 2026, the Company was developing two wholly-owned communities with a total of 685 apartment homes, none of which 51 have been completed.

(c) The Company had one community located in Seattle, Washington Alexandria, Virginia that met the criteria to be classified as held for disposition at June September 30, 2026.

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Our Same-Store Communities segment represents those communities acquired, developed, and stabilized prior to April July 1, 2025 (for quarter-to-date comparison) and January 1, 2025 (for year-to-date comparison) and held as of June September 30, 2026. These communities were owned and had stabilized occupancy and operating expenses as of the beginning of the prior period, there is no plan to conduct substantial redevelopment activities, and the communities are not classified as held for disposition within the current year. A community is considered to have stabilized occupancy once it achieves 90% occupancy for at least three consecutive months.

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We expect to meet our short-term liquidity requirements generally through net cash provided by property operations and borrowings under our credit agreements and our unsecured commercial paper program. We expect to meet certain long-term liquidity requirements such as scheduled debt maturities, the repayment of financing on development activities, and potential property acquisitions, through net cash provided by property operations, secured and unsecured borrowings, the issuance of debt or equity securities, and/or the disposition of properties, and/or the sale of interests in properties through joint ventures, such as the Apollo JV formed in October 2026, which provided approximately $1.34 billion of cash proceeds (see Note 5, Joint Ventures and Partnerships). We believe that our net cash provided by property operations and borrowings under our credit agreements and our unsecured commercial paper program will continue to be adequate to meet both operating requirements and the payment of dividends by the Company in accordance with REIT requirements. Likewise, the budgeted expenditures for improvements and renovations of certain properties are expected to be funded from property operations, borrowings under credit agreements, the issuance of debt or equity securities, and/or dispositions of properties.

1 unchanged paragraph

In July 2021, the Company entered into an ATM sales agreement under which the Company may offer and sell up to 20.0 million shares of its common stock, from time to time, to or through its sales agents and may enter into separate forward sales agreements to or through its forward purchasers. During the three and six nine months ended June September 30, 2026, the Company did not sell any shares of common stock through its ATM program. As of June September 30, 2026, we had 14.0 million shares of common stock available for future issuance under the ATM program.

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During the three months ended June September 30, 2026, the Company did not repurchase any shares of its common stock. During the nine months ended September 30, 2026, the Company repurchased 5.5 8.2 million shares of its common stock at an average price of $36.49 $36.43 per share for total consideration of approximately $200.3 $300.3 million under its share repurchase program. During Through the six months ended June 30, end of October 2026, the Company repurchased 8.2 an additional 5.2 million shares of its common stock at an average price of $36.43 $35.48 per share for total consideration of approximately $300.3 $185.1 million under its share repurchase program.

1 unchanged paragraph

The Company has an unsecured commercial paper program. Under the terms of the program, the Company may issue unsecured commercial paper up to a maximum aggregate amount outstanding of $700.0 million. The notes are sold under customary terms in the United States commercial paper market and rank pari passu with all of the Company's other unsecured indebtedness. The notes are fully and unconditionally guaranteed by the Operating Partnership. As of June September 30, 2026, we had issued $480.0 $700.0 million of commercial paper, for one month terms, at a weighted average annualized rate of 4.01%, 4.15%, leaving $220.0 million of no unused capacity.

In September 2026, the Company repaid its $300.0 million 2.95% senior unsecured medium-term notes due September 1, 2026, primarily with borrowings from the Company's unsecured commercial paper program.

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During the remainder of 2026, we have approximately $28.4 $26.7 million of secured debt maturing, inclusive of principal amortization, and $780.0 $700.0 million of unsecured debt maturing, comprised solely of unsecured commercial paper. We anticipate repaying the remaining debt with cash flow from our operations, proceeds from debt or equity offerings, proceeds from dispositions of properties, or from borrowings under our credit agreements and our unsecured commercial paper program.

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UDR has certain outstanding debt securities that are guaranteed by the Operating Partnership. With respect to this debt, as further outlined below, the Operating Partnership fully and unconditionally guarantees payment of any principal, premium and interest in full to the holders thereof. The Operating Partnership is a subsidiary of UDR, through which UDR conducts a significant portion of its business and holds a substantial amount of its assets. UDR also conducts business through other subsidiaries, including its taxable REIT subsidiaries. In addition to its ownership interest in the Operating Partnership, UDR holds interests in subsidiaries and joint ventures, owns and operates properties, issues securities from time to time and guarantees debt of certain of its subsidiaries. UDR , as the sole general partner of the Operating Partnership, owns 100 percent of the Operating Partnership's general partnership interests and approximately 95 90 percent of its limited partnership interests and, by virtue thereof, has the ability to control all of the day-to-day operations of the Operating Partnership. UDR has concluded that it is the primary beneficiary of, and therefore consolidates, the Operating Partnership.

The Operating Partnership is the subsidiary guarantor of certain of our registered debt securities, including the $300 million of medium-term notes due September 2026, $300 million of medium-term notes due July 2027, $300 million of medium-term notes due January 2028, $300 million of medium-term notes due January 2029, $600 million of medium-term notes due January 2030, $600 million of medium-term notes due August 2031, $400 million of medium-term notes due August 2032, $350 million of medium-term notes due March 2033, $300 million of medium-term notes due in June 2033, $300 million of medium-term notes due September 2034 and $300 million of medium-term notes due November 2034.

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The following tables present the summarized financial information for the Operating Partnership as of June September 30, 2026 and December 31, 2025, and for the three and six nine months ended June September 30, 2026 and 2025. The information presented below excludes eliminations necessary to arrive at the information on a consolidated basis (dollars in thousands):

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Cash and cash equivalents

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(a) All $1.5 billion and $1.7 billion notes payable to UDR as of June September 30, 2026 and December 31, 2025, respectively, and $15.9 $15.6 million and $14.1 $14.7 million of interest expense on notes payable to UDR for the three months ended June September 30, 2026 and 2025, respectively, and $32.0 $47.6 million and $27.7 $42.4 million of interest expense on notes payable to UDR for the six nine months ended June September 30, 2026 and 2025, respectively, eliminate upon consolidation of UDR's consolidated financial statements.

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The following discussion explains the changes in Net cash provided by/(used in) operating activities , Net cash provided by/(used in) investing activities , and Net cash provided by/(used in) financing activities that are presented in our Consolidated Statements of Cash Flows for the six nine months ended June September 30, 2026 and 2025.

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For the six nine months ended June September 30, 2026, our Net cash provided by/(used in) operating activities was $390.9 $592.7 million, compared to $406.5 $641.5 million for the comparable period in 2025. The decrease in cash flow from operating activities was primarily due to a decrease in NOI, primarily due to operating communities sold during 2026 and 2025, partially offset by higher revenue per occupied home, a decrease in operating distributions from our unconsolidated joint ventures and partnerships, partially offset by and changes in operating assets and liabilities .

1 unchanged paragraph

For the six nine months ended June September 30, 2026, Net cash provided by/(used in) investing activities was $225.8 $233.9 million, compared to $(40.9) $(154.1) million for the comparable period in 2025. The increase in cash provided by investing activities was primarily due to an increase in distributions received from unconsolidated joint ventures and partnerships, a decrease in the issuance of notes receivables receivable during the current period compared to the prior year period, a decrease in capital expenditures, a decrease in investments in unconsolidated joint ventures and partnerships, and an increase in proceeds from the sales of real estate investments, partially offset by an increase in spend on acquisitions and an increase in spend for development of real estate.

In April 2026, the Company acquired a 232-home 232 apartment home operating apartment community located in Portland, Oregon in connection with the liquidation of the Company's interest in a joint venture. As a result, the community became wholly owned, and the Company began consolidating the community. In connection with the liquidation, the Company repaid the joint venture's $53.4 million first mortgage loan and settled its $18.9 million preferred equity investment. No cash consideration was paid to the joint venture partner in connection with the acquisition. The Company increased its real estate assets owned by approximately $72.1 million, and recorded $1.2 million of in-place lease intangibles. Following the recognition of the acquired assets and assumed liabilities, the Company recognized a gain on consolidation of $0.3 million in Income/(loss) from unconsolidated entities on the Consolidated Statements of Operations. (See Note 5, Joint Ventures and Partnerships for more information.)

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In July 2026, the Company acquired a 286 apartment home operating apartment community located in Portland, Oregon in connection with the liquidation of the Company's interest in a joint venture. As a result, the community became wholly owned, and the Company began consolidating the community. In connection with the liquidation, the Company repaid the joint venture's $74.1 million first mortgage loan and settled its $27.5 million preferred equity investment, including accrued interest through the acquisition. No cash consideration was paid to the joint venture partner in connection with the acquisition. The Company increased its real estate assets owned by approximately $102.3 million, and recorded $2.0 million of in-place lease intangibles. Following the recognition of the acquired assets and assumed liabilities, the Company recognized a gain on consolidation of $2.1 million in Income/(loss) from unconsolidated entities on the Consolidated Statements of Operations. (See Note 5, Joint Ventures and Partnerships for more information.)

In September 2026, the Company acquired the developer's equity interest in a 483 apartment home community located in Riverside, California, by repaying the joint venture's first mortgage loan and obtaining the developer's interest through a deed in lieu of foreclosure. The Company previously held a secured mezzanine loan with the developer. As a result, the community became wholly owned, and the Company began consolidating the community. Concurrent with the acquisition, the Company's secured mezzanine loan, including accrued interest, was settled in full. The Company increased its real estate assets owned by approximately $246.8 million, and recorded $3.3 million of in-place lease intangibles . Following the recognition of the acquired assets and assumed liabilities, the Company recognized a gain on consolidation of $1.1 million in Interest income and other income/(expense), net on the Consolidated Statements of Operations. (See Note 2, Significant Accounting Policies for more information.)

1 unchanged paragraph

In June 2026, the Company sold an operating community located in Nashville, Tennessee with 206 apartment homes for gross proceeds of $41.5 million, resulting in a gain of approximately $35.7 million. As of June 30, 2026, the net proceeds of $40.8 million were held by a qualified intermediary, which was recorded in Other Assets on the Consolidated Balance Sheets.

In July 2026, the Company contributed one wholly-owned operating community, with 360 apartment homes located in Nashville, Tennessee, to our existing joint venture with LaSalle, while maintaining our 51% ownership interest in the venture. The contribution resulted in the Company no longer retaining a controlling interest in the community, and the Company deconsolidated the operating community. In connection with the contribution, our joint venture partner contributed cash and new debt was placed on the newly contributed operating community and an existing operating community, resulting in the Company receiving approximately $103.2 million of cash proceeds. The transaction was accounted for as a partial sale and resulted in a gain of approximately $75.2 million, which was recorded in Gain/(loss) on sale of real estate owned on the Consolidated Statement of Operations, which consisted of the gain on the partial sale and the initial measurement of our retained interest at fair value. (See Note 5, Joint Ventures and Partnerships for further discussion).

In July 2026, the Company sold an operating community located in Seattle, Washington with 235 apartment homes for gross proceeds of $157.0 million, resulting in a gain of approximately $93.7 million.

In September 2026, the Company sold an operating community located in Nashville, Tennessee with 177 apartment homes for gross proceeds of $26.0 million, resulting in a gain of approximately $21.2 million.

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For the six nine months ended June September 30, 2026, total capital expenditures of $108.4 $176.3 million, or $1,991 $3,259 per stabilized home, which in aggregate include recurring capital expenditures and major renovations, were spent across our portfolio, excluding development, as compared to $119.9 $196.2 million, or $2,168 $3,545 per stabilized home, for the comparable period in 2025.

1 unchanged paragraph

● a decrease of 37.1%, 36.4%, or $14.4 $20.9 million, in major renovations, which includes major structural changes and/or architectural revisions to existing buildings; and

● a decrease of 4.2%, 6.8%, or $1.5 $4.1 million, in NOI enhancing improvements, such as kitchen and bath remodels and upgrades to common areas.

2 unchanged paragraphs

Six Months Ended June 30,

Six Months Ended June 30,

● an increase of 3.5%, 3.3%, or $1.6 $2.4 million, in recurring capital expenditures, which includes asset preservation expenditures and turnover-related expenditures.

The following table outlines capital expenditures and repair and maintenance costs for all of our communities, excluding real estate under development, for the six nine months ended June September 30, 2026 and 2025 ( dollars in thousands except Per Home amounts ):

Nine Months Ended September 30,

Nine Months Ended September 30,

14 unchanged paragraphs

At June September 30, 2026, our development pipeline consisted of two wholly-owned communities totaling 685 apartment homes, none of which 51 have been completed, with a budget of $314.9 million, in which we have a gross carrying value of $147.6 $170.4 million. The homes are estimated to be completed between the first quarter of 2027 and the second quarter of 2029 . In addition, the Company is incurring and capitalizing costs directly related to predevelopment activities at other development sites in preparation of future commencements.

At June September 30, 2026, the Company had no communities at which it was conducting substantial redevelopment activities.

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The Company's Investment in and advances to unconsolidated joint ventures and partnerships, net , are accounted for under the equity method of accounting. For the six nine months ended June September 30, 2026:

● we made investments totaling $2.8 $5.3 million in our unconsolidated joint ventures and partnerships;

● our proportionate share of the net income/(loss) of the joint ventures and partnerships was $23.0 $24.6 million; and

● we received distributions of $157.0 $227.9 million, of which $14.3 $30.6 million were operating cash flows and $142.7 $197.3 million were investing cash flows.

We evaluate our investments in unconsolidated joint ventures and partnerships when events or changes in circumstances indicate that there may be an other-than-temporary decline in value. We consider various factors to determine if a decrease in the value of the investment is other-than-temporary. The Company did not incur any other-than-temporary impairments in the value of its investments in unconsolidated joint ventures during the six nine months ended June September 30, 2026 and 2025.

1 unchanged paragraph

For the six nine months ended June September 30, 2026, our Net cash provided by/(used in) financing activities was $(617.5) $(826.5) million, compared to $(365.9) $(486.6) million for the comparable period of 2025.

The following significant financing activities occurred during the six nine months ended June September 30, 2026:

● repaid $28.3 $30.0 million of secured debt;

● repaid $300.0 million of senior unsecured medium-term notes due September 2026;

● received net proceeds of $35.0 $255.0 million, net on our unsecured commercial paper program;

● repaid $15.4 received net proceeds of $8.2 million on our revolving bank debt;

1 unchanged paragraph

● paid $19.8 $29.5 million of distributions to redeemable noncontrolling interests; and

● paid $282.9 $422.6 million of distributions to our common stockholders.

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As of June September 30, 2026, we had no outstanding borrowings under the Revolving Credit Facility, leaving $1.3 billion of unused capacity (excluding $4.3 million of letters of credit at June September 30, 2026), and $350.0 million of outstanding borrowings under the Term Loan.

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As of June September 30, 2026, we had $11.0 $34.6 million of outstanding borrowings under the Working Capital Credit Facility, leaving $64.0 $40.4 million of unused capacity.

The bank revolving credit facilities and the term loan are subject to customary financial covenants and limitations, all of which we were in compliance with at June September 30, 2026.

The Company has an unsecured commercial paper program. Under the terms of the program, the Company may issue unsecured commercial paper up to a maximum aggregate amount outstanding of $700.0 million. The notes are sold under customary terms in the United States commercial paper market and rank pari passu with all of the Company's other unsecured indebtedness. The notes are fully and unconditionally guaranteed by the Operating Partnership. As of June September 30, 2026, we had issued $480.0 $700.0 million of commercial paper, for one month terms, at a weighted average annualized rate of 4.01%, 4.15%, leaving $220.0 million of no unused capacity.

We are exposed to interest rate risk associated with variable rate notes payable and maturing debt that has to be refinanced. We do not hold financial instruments for trading or other speculative purposes, but rather issue these financial instruments to finance our portfolio of real estate assets and operations. Interest rate sensitivity is the relationship between changes in market interest rates and the fair value of market rate sensitive assets and liabilities. Our earnings are affected as changes in short-term interest rates impact our cost of variable rate debt and maturing fixed rate debt. We had $693.0 $936.6 million in variable rate debt that is not subject to interest rate swap contracts as of June September 30, 2026. If market interest rates for variable rate debt increased by 100 basis points, our interest expense for the six nine months ended June September 30, 2026 would increase by $3.3 $5.5 million based on the average balance outstanding during the period.

3 unchanged paragraphs

Six Months Ended June 30,

Nine Months Ended September 30,

4 unchanged paragraphs

The following discussion explains the changes in results of operations that are presented in our Consolidated Statements of Operations for the three and six nine months ended June September 30, 2026 and 2025.

1 unchanged paragraph

Net income/(loss) attributable to common stockholders was $67.8 $214.9 million ($0.21 ($0.67 per diluted share) for the three months ended June September 30, 2026, as compared to $36.5 $39.2 million ($0.11 ($0.12 per diluted share) for the comparable period in the prior year. The increase resulted primarily from the following items, all of which are discussed in further detail elsewhere within this Report:

● a gain on the sale of real estate of $35.7 $190.1 million from the sale of an two operating communities and the partial sale of one operating community located in Nashville, Tennessee various markets during the three months ended June September 30, 2026, as compared to no gain on the sale of real estate during the three months ended June September 30, 2025; and

● a decrease in real estate depreciation expense of $4.3 million primarily due to communities sold in 2026 and 2025 and assets that became fully depreciated, partially offset by communities acquired in 2026 and 2025;

● an increase in interest income and other income/(expense), net of $4.4 million, primarily due to a $2.2 million increase in interest income on our notes receivable, a $1.1 million increase from a recognized gain on consolidation and a decrease in unrealized losses from real estate technology funds during the three months ended September 30, 2026 as compared to the same period in 2025; and

● a decrease in other depreciation and amortization of $3.9 $3.5 million primarily due to $3.0 $3.3 million of software transition related costs incurred during the three months ended June September 30, 2025, as compared to none during the three months ended June September 30, 2026 .

1 unchanged paragraph

● a decrease in interest income and other income/(expense), net of $5.5 million primarily due to a $5.2 million decrease in interest income from our notes receivables primarily due to lower average notes receivable balances during the three months ended June 30, 2026, as compared to the same period in 2025; and

● an increase in income/(loss) from unconsolidated entities of $13.5 million primarily due to an increase of $14.7 million from realized and unrealized gains on real estate technology investments; and

● a decrease in income/(loss) from unconsolidated entities of $12.4 million primarily due to a $4.8 million decrease in income from our preferred equity investments due to the redemption of six of our preferred equity investments during 2026, a decrease of $4.5 million primarily from a decrease in unrealized gains recognized from our real estate technology funds, and a decrease of $3.1 million primarily attributable to an increase in depreciation and amortization expense during the three months ended September 30, 2026 as compared to the same period in 2025;

● an increase in net income attributable to redeemable noncontrolling interests in the Operating Partnership and DownREIT Partnership of $12.1 million primarily attributed to the noncontrolling interests' share of the gain from the sale of two operating communities and the partial sale of one operating community located in various markets during the three months ended September 30, 2026, as compared to no sales of operating communities in the same period of 2025; and

● an increase in other operating expenses of $5.2 $3.1 million primarily due to an increase in legal fees incurred during the three months ended June September 30, 2026 primarily related to the cases in which we have been named that allege antitrust violations by RealPage, Inc., as compared to the same period in 2025.

Net income/(loss) attributable to common stockholders was $256.4 $471.3 million ($0.79 ($1.45 per diluted share) for the six nine months ended June September 30, 2026, as compared to $112.0 $151.2 million ($0.34 ($0.46 per diluted share) for the comparable period in the prior year. The increase resulted primarily from the following items, all of which are discussed in further detail elsewhere within this Report:

● gains on the sale of real estate of $193.1 $383.2 million from the sale of five seven operating communities and the partial sale of one operating community located in various markets during the six nine months ended June September 30, 2026, as compared to gains on the sale of real estate of $47.9 million from the sale of two operating communities located in various markets during the six nine months ended June September 30, 2025;

● a decrease in other depreciation and amortization of $7.7 $11.2 million primarily due to $5.9 $9.3 million of software transition related costs incurred during the six nine months ended June September 30, 2025, as compared to none during the six nine months ended June September 30, 2026; . and

● a decrease in real estate depreciation expense of $7.6 million primarily due to communities sold in 2026 and 2025 and assets that became fully depreciated, partially offset by communities acquired in 2026 and 2025.

1 unchanged paragraph

● a decrease in interest income and other income/(expense), net of $5.0 million primarily due to a $4.9 million decrease in interest income from our notes receivables primarily due to lower average notes receivable balances during the six months ended June 30, 2026, as compared to the same period in 2025.

● an increase in net income attributable to redeemable noncontrolling interests in the Operating Partnership and DownREIT Partnership of $9.8 $21.8 million primarily attributed to the noncontrolling interests' share of the gain from the sale of five seven operating communities and the partial sale of one operating community located in various markets during the six nine months ended June September 30, 2026, as compared to the noncontrolling interests' share of the gain from the sale of two operating communities located in various markets in the same period of 2025; and

● an increase in other operating expenses of $6.6 $9.6 million primarily due to an increase in legal fees incurred during the six nine months ended June September 30, 2026 primarily related to the cases in which we have been named that allege antitrust violations by RealPage, Inc., as compared to the same period in 2025. and

15 unchanged paragraphs

(a) Same-Store consists of 52,426 51,824 apartment homes.

(b) Same-Store consists of 52,341 51,409 apartment homes.

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and 35 more changes in the filing

Market risk 1 change

1 unchanged paragraph

See our Annual Report on Form 10-K for the year ended December 31, 2025 under the heading "Item 7A. Quantitative and Qualitative Disclosures About Market Risk" for a more complete discussion of our interest rate sensitive assets and liabilities. As of June September 30, 2026, our market risk has not changed materially from the amounts reported in our Annual Report on Form 10-K for the year ended December 31, 2025.

Controls and procedures 1 change

2 unchanged paragraphs

As of June September 30, 2026, we carried out an evaluation, under the supervision and with the participation of the Chief Executive Officer and Chief Financial Officer of the Company, of the effectiveness of the design and operation of the disclosure controls and procedures of the Company. Based on this evaluation, the Chief Executive Officer and Chief Financial Officer of the Company concluded that the disclosure controls and procedures of the Company are effective at the reasonable assurance level described above.

1 unchanged paragraph

Risk factors 14 changes

3 unchanged paragraphs

● downturns in global, national, regional and local economic conditions, particularly increases in connection with any increase in unemployment rates, including as a result of, among other things, tariffs currently in effect including Section 122 tariffs, and any future tariffs that may be imposed or are anticipated to be imposed, geopolitical tensions, government shutdowns or otherwise; and other risk factors discussed in this section;

9 unchanged paragraphs

The Geographic Concentration of Our Communities in Certain Markets Could Have an Adverse Effect on Our Operations if a Particular Market is Adversely Impacted by Economic or Other Conditions. For the six nine months ended June September 30, 2026, approximately 75.0% 74.8% of our total NOI was generated from communities located in Metropolitan D.C. (17.0%), (16.4%), Boston, MA (11.5%), (11.7%), Orange County, CA (11.2%), (11.5%), the San Francisco Bay Area, CA (9.3%), (9.6%), Dallas, TX (8.8%), (8.7%), New York, NY (6.1%), (6.3%), Tampa, FL (5.1%) (5.3%) and Seattle, WA (5.2%). (5.3%). As a result, if any one or more of these markets is adversely impacted by regional or local economic conditions or real estate market conditions, including new supply, such conditions may have a greater adverse impact on our results of operations than if our portfolio was more geographically diverse. In addition, if one or more of these markets is adversely affected by changes in regional or local regulations, including those related to rent control or stabilization, such regulations may have a greater adverse impact on our results of operations than if our portfolio was more geographically diverse.

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We Face Risks Related to Inflation/Deflation. Substantial inflationary or deflationary pressures could have a negative effect on rental rates and property operating expenses. The U.S. economy has during certain periods over the last few years experienced periods of high rates of inflation and could again, including due to pressures related to tariffs, currently in effect, which has have in the past increased, and could in the future increase, our operating expenses due to higher third party vendor costs and increased our interest expense due to higher interest rates on our variable rate debt. Although the short-term nature of our apartment leases may, absent other factors, enable us to compensate for inflationary effects by increasing rents on our apartment homes, an extreme or sustained escalation in costs could have a negative impact on our residents and their ability to absorb rent increases. The general risk of inflation is that interest on our debt, general and administrative expenses, materials costs, labor costs, and other expenses increase at a rate faster than increases in our rental rates, which could adversely affect our financial condition or results of operations.

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Competition Could Adversely Affect Our Ability to Acquire Properties. In the past, other real estate investors, including insurance companies, pension and investment funds, developer partnerships, investment companies and other public and private REITs, have competed with us to acquire existing properties and to develop new properties, and such competition in the future may limit attractive investment opportunities, which could adversely affect our ability to grow or acquire properties profitably or with attractive returns. Some of our competitors may have greater financial and other resources than we do, greater access to capital or a lower cost of capital, and may be able or willing to pay higher acquisition prices or accept lower returns. These competitive advantages may reduce the number of suitable investment opportunities available to us or increase the cost of acquiring or developing properties.

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Property Ownership Through Partnerships and Joint Ventures May Limit Our Ability to Act Exclusively in Our Interest. We have in the past and may in the future develop and/or acquire properties through partnerships and joint ventures, including those in which we own a preferred interest or debt, with other persons or entities when we believe circumstances warrant the use of such structures. As of June September 30, 2026, we had active unconsolidated joint ventures and partnerships, including our preferred equity investments, with a total equity investment of $728.8 $659.1 million. We have in the past, and could in the future, become engaged in a dispute with one or more of our partners which could adversely impact us. Moreover, our partners may have business, economic or other objectives that are inconsistent with our objectives, including objectives that relate to the appropriate timing and terms of any sale or refinancing of a property. In some instances, our partners may have competing interests in our markets that could create conflicts of interest. Also, our partners have in the past failed, and may in the future fail to make capital contributions when due and our partners or the project may otherwise not act or perform as expected, or the property may not be operated in the manner in which we would operate it, any of which may require us to contribute additional capital, acquire our partner's interest or other property, or take other actions that may negatively impact the project or our return. In addition, we may be responsible to our partners for indemnifiable losses. In general, we and our partners may each have the right to trigger a buy-sell or other similar arrangement, which arrangement or other factors could cause us to sell our interest, or acquire our partner's interest or other property, at a time when we otherwise would not have initiated such a transaction and may result in the valuation of our interest in the partnership or joint venture (if we are the seller) or of the other partner's interest in the partnership or joint venture (if we are the buyer) at levels which may not be representative of the valuation that would result from an arm's length marketing process and could cause us to recognize unanticipated capital gains or losses or the loss of fee income.

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Potential Liability for Environmental Contamination Could Result in Substantial Costs. Under various federal, state and local environmental laws, as a current or former owner or operator of real estate, we could be required to investigate and remediate the effects of contamination of currently or formerly owned real estate by hazardous or toxic substances, often regardless of our knowledge of or responsibility for the contamination and solely by virtue of our current or former ownership or operation of the real estate. In addition, we could be held liable to a governmental authority or to third parties for property damage and for investigation and clean-up costs incurred in connection with the contamination or we could be required to incur additional costs to change how the property is constructed or operated due to the presence of such substances. These costs could be substantial, and in many cases environmental laws create liens in favor of governmental authorities to secure their payment. The presence of such substances or a failure to properly remediate any resulting contamination could materially and adversely affect our ability to borrow against, sell or rent an affected property.

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Compliance with or Changes in Real Estate Tax and Other Laws and Regulations Could Adversely Affect Our Funds from Operations and Our Ability to Make Distributions to Stockholders. We are subject to federal, state and local laws, regulations, rules and ordinances at locations where we operate regarding a wide variety of matters that could affect, directly or indirectly, our operations. Generally, we do not directly pass through costs resulting from compliance with or changes in real estate tax laws to residential property tenants. We also do not generally pass through increases in income, service or other taxes to tenants under leases. These costs may adversely affect net operating income and the ability to make distributions to stockholders. Similarly, compliance with or changes in (i) laws increasing the potential liability for environmental conditions existing on properties or the restrictions on discharges or other conditions, (ii) laws and regulations regulating housing, such as the Americans with Disabilities Act and the Fair Housing Amendments Act of 1988, or (iii) employment related laws, among others, may result in significant unanticipated expenditures, which could adversely affect our financial condition and results of operations. In addition, changes in federal and state legislation and regulation on climate change building energy performance may result in increased capital expenditures to improve the energy efficiency of our existing communities and also may require us to spend more on our new development communities without a corresponding increase in revenue. In addition, existing laws could be interpreted in a manner that restricts our ability to use systems that we currently use in our operations and we may face litigation or regulatory risk in connection with such laws. Future compliance with new laws of general applicability, laws applicable to companies in our industry, or laws applicable to public companies generally could increase our costs, including compliance penalties, and could have an adverse effect on our financial performance.

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Third-Party Expectations Relating to Environmental, Social and Governance Factors May Impose Additional Costs and Expose Us to New Risks . There is a focus from certain investors, tenants, employees, and other stakeholders concerning corporate responsibility, specifically related to environmental, social and governance factors. In addition, there has been increased focus on such matters by various regulatory authorities, including the SEC and the state of California and other states or jurisdictions, and the activities and expense required to comply with new laws, regulations or standards may be significant. In addition, the standards or expectations of various stakeholders or regulators may differ from each other and it may not be possible to comply with all of such standards or expectations. Some investors may use these factors to guide their investment strategies and, in some cases, may choose not to invest in us if they believe our policies relating to corporate responsibility are inadequate. Third-party providers of corporate responsibility ratings and reports on companies have increased in number, resulting in varied and in some cases inconsistent standards. In addition, the criteria by which companies' corporate responsibility practices are assessed and the regulations applicable thereto are evolving, which could result in greater expectations of us and cause us to undertake costly initiatives or activities to satisfy such new criteria or regulations. Further, if we elect not to or are unable to satisfy such new criteria or do not meet the criteria of a specific third-party provider or investor, some investors may conclude that our policies with respect to corporate responsibility are inadequate. We may face reputational damage in the event that our corporate responsibility procedures or standards do not meet the standards set by various constituencies. Furthermore, if our competitors' corporate responsibility performance is perceived to be greater than ours, potential or current investors may elect to invest in our competitors instead. In addition, we have communicated certain initiatives and goals regarding environmental, social and governance matters, and we may in the future communicate revised or additional initiatives or goals. We could fail, or be perceived to fail, in our achievement of such initiatives or goals, or we could be criticized for the scope of such initiatives or goals. In addition, certain locations have enacted, and others may in the future enact, sustainability regulations pertaining to buildings, including existing buildings. If we fail to satisfy the expectations of investors, tenants and other stakeholders, our initiatives are not executed as planned, we are unable to comply with regulations or we do not satisfy our goals, our reputation and financial results could be adversely affected.

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Changing Interest Rates Could Increase Interest Costs and Adversely Affect Our Cash Flows and the Market Price of Our Common Stock. We currently have, and expect to incur in the future, interest-bearing debt, including unsecured commercial paper, at rates that vary with market interest rates. As of June September 30, 2026, we had approximately $693.0 $936.6 million of variable rate indebtedness outstanding, which constitutes approximately 11.9% 16.2% of total outstanding indebtedness as of such date, and we have from time to time experienced increases in the interest rates on such indebtedness, which has increased our interest expense and adversely impacted our results of operations and cash flows. In addition, as a result of higher interest rates, the costs of hedging transactions have increased significantly and may continue to increase. Continued increases in interest rates would further increase our interest expenses and increase the costs of refinancing existing indebtedness and of issuing new debt, including unsecured commercial paper. The effect of any prolonged interest rate increases could negatively impact our ability to service our indebtedness, make distributions to security holders, make acquisitions and develop properties.

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A Change in U.S. Government Policy or Support Regarding Fannie Mae or Freddie Mac Could Have a Material Adverse Impact on Our Business. While in recent years we have decreased our borrowings from Fannie Mae and Freddie Mac,

A Change in U.S. Government Policy or Support Regarding Fannie Mae or Freddie Mac Could Have a Material Adverse Impact on Our Business. While in recent years we have decreased our borrowings from Fannie Mae and Freddie Mac, Fannie Mae and Freddie Mac are a major source of financing to participants in the multifamily housing markets including potential purchasers of our properties. Potential options for the future of agency mortgage financing in the U.S. have been, and may in the future be, suggested that could involve a reduction in the amount of financing Fannie Mae and Freddie Mac are able to provide, limitations on the loans that the agencies may make, which may not include loans secured by properties like our properties, or the phase out of Fannie Mae and Freddie Mac. Should Fannie Mae and Freddie Mac discontinue providing liquidity to our sector, have their mandates changed or reduced or be disbanded or reorganized by the government, or if there is reduced government support for multifamily housing generally, it may adversely affect interest rates, capital availability, development of multifamily communities and the value of multifamily residential real estate and, as a result, may adversely affect our business and results of operations.

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We May Be Adversely Affected by Changes in State and Local Tax Laws and May Become Subject to Tax Audits from Time to Time. Because we are organized and qualify as a REIT, we are generally not subject to federal income tax, but we are subject to certain state and local tax. taxes. From time to time, changes in state and local tax laws or regulations may result in an increase in our tax liability. A shortfall in tax revenues for states and local jurisdictions in which we own apartment communities may lead to an increase in the frequency and size of such changes. If such changes occur, we may be required to pay additional state and local taxes. These increased tax costs could adversely affect our financial condition and the amount of cash available for the payment of distributions to our stockholders. In the normal course of business, we or our affiliates (including entities through which we own real estate) may also become subject to federal, state or local tax audits. If we (or such entities) become subject to federal, state or local tax audits, the ultimate result of such audits could have an adverse effect on our financial condition and results of operations.

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In July 2026, the DownREIT Partnership was liquidated. In connection with the liquidation, the assets of the DownREIT were acquired by the Operating Partnership and the outstanding DownREIT Units were exchanged for two new classes of units in the Operating Partnership. (See Note 1, Basis of Presentation , in the Notes to the UDR Consolidated Financial Statements included in this report for further discussion).

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● terrorist activity, geopolitical events or armed conflicts (including the ongoing war between Russia and Ukraine and the war armed conflicts in the Middle East and potential further escalation or expansion thereof), which may adversely affect the markets in which our securities trade, possibly increasing market volatility and causing the further erosion of business and consumer confidence and spending;

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Unregistered sales of stock 12 changes

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During the three months ended June September 30, 2026, we issued 64,976 2,500 shares of our common stock upon redemption of OP Units in reliance upon an exemption from registration provided by Section 4(a)(2) of the Securities Act of 1933.

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June 1, 2026 through June 30, 2026

In January 2008, UDR's Board of Directors authorized a 15 million share repurchase program. On May 4, 2026, the Company announced that its Board of Directors has authorized increasing its share repurchase program by 25 million shares, effective immediately. Under the share repurchase program, UDR may repurchase shares of our common stock in open market purchases, block purchases, privately negotiated transactions or otherwise. The following table summarizes all of UDR's repurchases of shares of common stock under this program during the three months ended June September 30, 2026 ( shares in thousands ):

May July 1, 2026 through May July 31, 2026

August 1, 2026 through August 31, 2026

April September 1, 2026 through April September 30, 2026

Balance as of June September 30, 2026

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June 1, 2026 through June 30, 2026

During the three months ended June September 30, 2026, certain of our employees surrendered shares of common stock owned by them to satisfy their statutory minimum federal and state tax obligations associated with the vesting of restricted shares of common stock issued under our 1999 Long-Term Incentive Plan (the "LTIP"). The following table summarizes all of these repurchases during the three months ended June September 30, 2026 ( shares in thousands ):

May July 1, 2026 through May July 31, 2026

August 1, 2026 through August 31, 2026

April September 1, 2026 through April September 30, 2026

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Other information 13 changes

During the three months ended June September 30, 2026, no director or officer of the Company adopted or terminated a "Rule 10b5-1 trading arrangement" or a "non-Rule 10b5-1 trading arrangement," as each term is defined in Item 408(a) of Regulation S-K.

On October 28, 2026, the Board of Directors (the "Board") of the Company adopted amended and restated bylaws (as amended and restated, the "Amended and Restated Bylaws"), which became effective the same day. Among other things, the amendments effected by the Amended and Restated Bylaws:

● address the universal proxy rules adopted by the U.S. Securities and Exchange Commission (the "SEC") by clarifying that no person may solicit proxies in support of a director nominee other than the Board's nominees unless such person has complied with Rule 14a-19 under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), including applicable notice and solicitation requirements, and provide that the nomination of a nominating person's proposed nominees will be disregarded if such stockholder fails to satisfy the requirements of Rule 14a-19;

● require a stockholder nominating directors to represent whether it (or a group of which it is a part) intends to solicit the holders of shares representing at least 67% of the voting power of shares entitled to vote on the election of directors in support of director nominees other than the Board's nominees;

● revise the advance notice period for stockholders to nominate directors or bring other business before an annual meeting of stockholders to specify that, if the date of the annual meeting is more than 30 days before or more than 60 days after the anniversary date of the previous year's annual meeting, notice must be delivered not more than 150 days prior to such annual meeting and not less than the later of the 120th day before the meeting or the tenth day following public announcement of the date of the meeting;

● update advance notice disclosure requirements in connection with stockholder nominations of directors and submissions of proposals regarding other business at stockholder meetings (other than proposals to be included in the Company's proxy materials pursuant to Rule 14a-8 under the Exchange Act) to:

o require the notice from stockholders to include certain information from all participants in the solicitation;

o require additional background information and disclosures regarding proposing stockholders, proposed director nominees and business;

o require proposing stockholders to update and supplement their notices so that the information provided remains true and correct as of specified dates prior to the meeting; and o remove the requirement for the notice from stockholders to disclose information about certain performance-related fees;

● enhance the procedures and disclosure requirements in connection with stockholders seeking to call a special meeting, including by requiring that a stockholder of record first request that the Board fix a record date for determining the stockholders entitled to demand a special meeting, requiring that holders of at least 10% of the votes entitled to be cast deliver demands within the prescribed period, and requiring that additional background information accompany any such record date request and demand; and

● require that a stockholder directly or indirectly soliciting proxies from other stockholders use a proxy card color other than white, which is reserved for the exclusive use of the Board.

The Amended and Restated Bylaws also incorporate certain modernizing, clarifying, conforming and additional changes, including provisions addressing the conduct of stockholder meetings, electronic notice and "householding" of stockholder notices, the issuance of uncertificated shares, the ratification of corporate acts, and various updates to conform the Amended and Restated Bylaws to the MGCL.

The foregoing description of the Amended and Restated Bylaws does not purport to be complete and is qualified in its entirety by reference to the full text of the Amended and Restated Bylaws, a copy of which is filed with this Report as Exhibit 3.7 and is incorporated herein by reference.