EQUITY LIFESTYLE PROPERTIES INC (ELS)

Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations

The following discussion and analysis should be read in conjunction with the consolidated financial statements and accompanying footnotes thereto included in this Annual Report on Form 10-K.

2024 Accomplishments

We continued our strong performance in 2024, as marked by these key operational and financial accomplishments:

•Net income per share of common stock (“Common Share”) on a fully diluted basis was $1.96 for the year ended December 31, 2024, 16.0% higher than the year ended December 31, 2023.

•FFO per Common Share on a fully diluted basis was $3.03 for the year ended December 31, 2024, 9.5% higher than the year ended December 31, 2023.

•Normalized FFO per Common Share on a fully diluted basis was $2.91 for the year ended December 31, 2024, 5.9% higher than the year ended December 31, 2023.

•Core portfolio generated growth of 6.5% in income from property operations, excluding property management, for the year ended December 31, 2024, compared to the year ended December 31, 2023.

•Core MH base rental income increased by 6.1% during the year ended December 31, 2024, compared to the year ended December 31, 2023.

•Manufactured homeowners within our Core portfolio increased by 379 to 67,002 as of December 31, 2024, compared to 66,623 as of December 31, 2023.

•Core RV and marina base rental income for the year ended December 31, 2024 increased by 3.0%, compared to the year ended December 31, 2023.

•Core Annual RV and marina base rental income for the year ended December 31, 2024 increased by 6.5%, compared to the year ended December 31, 2023.

•New home sales of 756 for the year ended December 31, 2024.

•Added 736 expansion sites during the year ended December 31, 2024.

•Increased the annual dividend for 2024 to $1.91 per share of Common Stock, an increase of 6.7%, or $0.12, compared to the 2023 annual dividend of $1.79. Over the past 10 years, we have increased our dividend by an average of 11.4% per year.

•During the year ended December 31, 2024, we closed on a modification of our $500.0 million unsecured line of credit to extend the maturity date to July 18, 2028. All other material terms, including interest rate terms, remained the same. Additionally, we repaid our $300.0 million senior unsecured term loan and terminated the related interest rate swaps.

•During the year ended December 31, 2024, we sold approximately 4.5 million shares of our common stock at a price of $70.00 per Common Share from our prior at-the-market (“ATM”) offering program that was entered into in February 2024.

•In November 2024, we entered into our current ATM equity offering program with an aggregate offering price of up to $700.0 million.

Overview and Outlook

We are a self-administered and self-managed real estate investment trust (“REIT”) with headquarters in Chicago, Illinois. We are a fully integrated owner of lifestyle-oriented properties (“Properties”) consisting of property operations and home sales and rental operations primarily within manufactured home (“MH”) and recreational vehicle (“RV”) communities and marinas. As of December 31, 2024, we owned or had an ownership interest in a portfolio of 452 Properties located throughout the United States and Canada containing 173,201 individual developed areas (“Sites”). These Properties are located in 35 states and British Columbia.

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

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Management's Discussion and Analysis (continued)

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

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

Approximately one quarter of our rental agreements on MH Sites contain rent increase provisions that are directly or indirectly connected to the published CPI statistics issued from June through September of the year prior to the increase effective date. Approximately two-thirds of these rental agreements are subject to a CPI floor of approximately 3.0% to 5.0%.

State and local rent control regulations affect 28 wholly-owned Properties, including 14 of our 47 California Properties, all 7 of our Delaware Properties, 1 of our 2 Maryland Properties, 1 of our 5 Massachusetts Properties, 1 of our 11 New Jersey Properties, 1 of our 7 New York Properties and 3 of our 11 Oregon Properties. These rent control regulations govern rent increases and generally permit us to increase rates by a percentage of the increase in the national, regional or local CPI, depending on the rent control ordinance. These rate increases generally range from 60.0% to 100.0% of CPI with certain limits depending on the jurisdiction.

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

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(1)Primarily utilized to service the approximately 113,600 members. Includes approximately 5,900 Sites rented on an annual basis.

(2)Includes approximately 2,000 annual Sites and 1,800 transient Sites.

Membership Sites are primarily utilized to service approximately 113,600 annual subscription members, including 21,500 free trial members added through our RV dealer program. The majority of the remaining 92,100 have purchased a Thousand Trails Camping (“TTC”) membership, which is an annual subscription providing the member access to our Properties in one to five geographic regions of the United States. In 2024, a TTC membership for a single geographic region required an annual payment of $725. In addition, members are eligible to upgrade their subscriptions. A membership upgrade may offer (1) increased length of consecutive stay; (2) the ability to make earlier advance reservations; (3) discounts on rental

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Management's Discussion and Analysis (continued)

accommodations and (4) access to additional properties, including non-membership recreational vehicle ("RV") properties. Certain membership upgrades require a non-refundable upfront payment, for which we offer financing options to eligible customers. As a customer acquisition tool, we have relationships with a network of RV dealers to provide each new RV owner with a free one-year trial subscription to a TTC membership.

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

In the manufactured housing industry, options for home financing, also known as chattel financing, are limited. Chattel financing options available today include community owner-funded programs or third-party lender programs that provide subsidized financing to customers and often require the community owner to guarantee customer defaults. Third-party lender programs have stringent underwriting criteria, sizable down payment requirements, short term loan amortization and high interest rates. We have a limited program under which we purchase loans made by an unaffiliated lender to homebuyers at our Properties.

The Federal Housing Finance Agency (the “FHFA”), overseer of Fannie Mae, Freddie Mac (the “GSEs”) and the Federal Home Loan Banks, focuses on equitable access to affordable and sustainable housing. Since 2017, the FHFA has developed programs for the GSEs that address leadership in developing loan products and flexible underwriting guidelines in underserved markets to facilitate a secondary market for mortgages on manufactured homes titled as real property or personal property, blanket loans for certain categories of manufactured housing communities, preserving the affordability of housing for renters and homebuyers, and housing in rural markets. While the FHFA and the current programs may have a positive impact on our customers, the impact on us as well as the industry cannot be determined at this time.

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

Results Overview

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(1)Calculations prepared using actual results without rounding.

Our Core Portfolio could change from time-to-time depending on acquisitions, dispositions and significant transactions or unique situations. Our Core Portfolio in 2024 and 2023 includes all Properties acquired prior to December 31, 2022 that we have owned and operated continuously since January 1, 2023. Our Non-Core Portfolio includes all Properties that were not owned and operated during all of 2023 and 2024, including six properties in Florida impacted by Hurricane Ian and two properties in California that were impacted by storm and flooding events.

For the year ended December 31, 2024, property operating revenues in our Core Portfolio, increased 4.8% and property operating expenses in our Core Portfolio, excluding property management, increased 2.6%, from the year ended December 31, 2023, resulting in increased income from property operations, excluding property management, of 6.5%.

While we continue to focus on increasing the number of manufactured homeowners in our Core Portfolio, we also believe renting our vacant homes represents an attractive source of occupancy and an opportunity to potentially convert the renter to a new homebuyer in the future. We continue to expect there to be fluctuations in the sources of occupancy gains depending on local market conditions, availability of vacant sites and success with converting renters to homeowners. Our Core

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Management's Discussion and Analysis (continued)

Portfolio was comprised of approximately 92% homeowners and 3% renters, and our average aggregate occupancy in our MH communities was approximately 95% for both the years ended December 31, 2024 and December 31, 2023. For the year ended December 31, 2024, our Core Portfolio occupancy increased by 38 sites with an increase in homeowner occupancy of 379 sites and a decrease in rental occupancy of 341. In addition to maintaining occupancy, we have experienced rental rate increases during the year ended December 31, 2024, which contributed to a growth of 6.1% in Core MH base rental income compared to the same period in 2023.

RV and marina base rental income in our Core Portfolio for the year ended December 31, 2024, was 3.0% higher than the same period in 2023 and was driven by an increase in annual revenues. Core RV and marina base rental income from annuals represents 70.3% of total Core RV and marina base rental income and increased 6.5% for the year ended December 31, 2024 compared to the same period in 2023. Core seasonal RV and marina base rental income decreased 4.7% for the year ended December 31, 2024 compared to the same period in 2023. Core transient RV and marina base rental income decreased 4.3% for the year ended December 31, 2024 compared to the same period in 2023.

We continue to experience a stable membership base within our Thousand Trails portfolio. For the year ended December 31, 2024, annual membership subscriptions revenue increased 0.8% over the same period in 2023. During the year ended December 31, 2024, we sold 19,539 TTC memberships and activated 23,552 TTC memberships through our RV dealer program.

The following table provides additional details regarding our TTC memberships for the past five years:

Demand for our homes and communities is strong, as evidenced by factors including our high occupancy levels. Additionally, we closed 756 new home sales during the year ended December 31, 2024 compared to 905 new home sales during the year ended December 31, 2023. Our strategy of converting existing residents to home buyers continues to be successful, with approximately 25% of our home sales during the year ended December 31, 2023 coming from individuals who already reside in our communities as an existing renters or homeowners.

Our gross investment in real estate increased $209.4 million to $7,915.7 million as of December 31, 2024, from $7,706.3 million as of December 31, 2023, primarily due to capital improvements during the year ended December 31, 2024.

Property Acquisitions/Dispositions and Joint Ventures

The following chart lists the Properties acquired or sold from January 1, 2023 through December 31, 2024 and Sites added through expansion opportunities at our existing Properties.

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(1)    Sites are approximate

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Management's Discussion and Analysis (continued)

Markets

The following table identifies our largest markets by number of Sites and provides information regarding our Properties (excluding sixteen Properties owned through our Joint Ventures).

Qualification as a REIT

Commencing with our taxable year ended December 31, 1993, we have elected to be taxed as a REIT for U.S. federal income tax purposes. We believe we have met the requirements and have qualified for taxation as a REIT and we plan to continue to meet these requirements. The requirements for qualification as a REIT are highly technical and complex, as they pertain to the ownership of our outstanding stock, the nature of our assets, the sources of our income and the amount of our distributions to our stockholders. Examples include that at least 95% of our gross income must come from sources that are itemized in the REIT tax laws and at least 90% of our REIT taxable income, computed without regard to our deduction for dividends paid and our net capital gain, must be distributed to stockholders annually. If we fail to qualify as a REIT and are unable to correct such failure, we would be subject to U.S. federal income tax at regular corporate rates. Additionally, we could remain disqualified as a REIT for four years following the year we first failed to qualify. Even if we qualify for taxation as a REIT, we are subject to certain foreign, state and local taxes on our income and property and U.S. federal income and excise taxes on our undistributed income.

Non-GAAP Financial Measures

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

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

Income from Property Operations and Core Portfolio

We use income from property operations, income from property operations, excluding property management and Core Portfolio income from property operations, excluding property management, as alternative measures to evaluate the operating results of our Properties. Income from property operations represents rental income, membership subscriptions and upgrade sales, utility and other income less property and rental home operating and maintenance expenses, real estate taxes, membership sales and marketing expenses and property management expenses. Income from property operations, excluding property management, represents income from property operations excluding property management expenses. Property management represents the expenses associated with indirect costs such as off-site payroll and certain administrative and professional expenses. We believe exclusion of property management expenses is helpful to investors and analysts as a measure of the operating results of our properties, excluding items that are not directly related to the operation of the properties. For

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Management's Discussion and Analysis (continued)

comparative purposes, we present bad debt expense within Insurance and other in the current and prior periods. We believe that this Non-GAAP financial measure is helpful to investors and analysts as a measure of the operating results of our properties.

Our Core Portfolio consists of our Properties owned and operated during all of 2023 and 2024. Core Portfolio income from property operations, excluding property management, is useful to investors for annual comparison as it removes the fluctuations associated with acquisitions, dispositions and significant transactions or unique situations. Our Non-Core Portfolio includes all Properties that were not owned and operated during all of 2023 and 2024, including six properties in Florida impacted by Hurricane Ian and two properties in California that were impacted by storm and flooding events.

Funds from Operations (“FFO”) and Normalized Funds from Operations (“Normalized FFO”)

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

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

We define Normalized FFO as FFO excluding non-operating income and expense items, such as gains and losses from early debt extinguishment, including prepayment penalties, defeasance costs, transaction/pursuit costs and other, and other miscellaneous non-comparable items.

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

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

The following table reconciles net income available for Common Stockholders to income from property operations for the years ended December 31, 2024, 2023 and 2022:

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Management's Discussion and Analysis (continued)

The following table presents a calculation of FFO available for Common Stock and OP Unitholders and Normalized FFO available for Common Stock and OP Unitholders for the years ended December 31, 2024, 2023 and 2022:

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(1)Represents the release of the valuation allowance of U.S. federal and state deferred tax assets related to our taxable REIT subsidiaries.

(2)Represents accelerated vesting of stock-based compensation expense of $6.3 million recognized during the quarter ended June 30, 2023 as a result of the passing of a member of our Board of Directors.

(3)Represents transaction/pursuit costs related to unconsummated acquisitions included in Other expenses in the Consolidated Statements of Income.

(4)Represents an increase in Other income of $6.8 million related to aged prepaid balances that were determined to no longer be liabilities. See Item 8. Financial Statements and Supplementary Data—Note 2. Summary of Significant Accounting Policies

(5)Represents non-operating expenses associated with the Westwinds ground leases that terminated on August 31, 2022 and is included in General and Administrative expenses in the Consolidated Statement of Income.

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Management's Discussion and Analysis (continued)

Results of Operations

This section discusses the comparison of our results of operations for the years ended December 31, 2024 and December 31, 2023. Our Core Portfolio could change from time-to-time depending on acquisitions, dispositions and significant transactions or unique situations. Our Core Portfolio consists of our Properties owned and operated during all of 2023 and 2024. Our Non-Core Portfolio includes all Properties that were not owned and operated during all of 2023 and 2024, including six properties in Florida impacted by Hurricane Ian and two properties in California that were impacted by storm and flooding events. For the comparison of our results of operations for the years ended December 31, 2023 and December 31, 2022 and discussion of our operating activities, investing activities and financing activities for these years, refer to Part II, Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations of the Annual Report on Form 10-K for the fiscal year ended December 31, 2023, filed with the SEC on February 22, 2024.

Income from Property Operations

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

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

(2)    Membership upgrade sales revenue is net of deferrals of $15.1 million and $21.0 million for the years ended December 31, 2024 and 2023, respectively.

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

(4)    Membership sales and marketing expense is net of sales commission deferrals of $2.6 million and $3.2 million for the years ended December 31, 2024 and 2023, respectively.

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

Total portfolio income from property operations for 2024 increased $40.1 million, or 5.9%, from 2023, driven by an increase of $46.2 million, or 7.0%, from our Core Portfolio, partially offset by a decrease of $6.1 million from our Non-Core Portfolio. The increase in income from property operations from our Core Portfolio was primarily due to higher property operating revenues, primarily in MH base rental income and RV and marina base rental income, as well as utility and other income, partially offset by an increase in property operating expenses, excluding property management. The decrease in income from property operations from our Non-Core Portfolio was primarily attributed to higher business interruption insurance proceeds received in 2023 related to Hurricane Ian and lower property operating income in 2024.

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Management's Discussion and Analysis (continued)

Property Operating Revenues

MH base rental income in our Core Portfolio for 2024 increased $40.9 million, or 6.1%, from 2023, which was primarily due to growth from rate increases of 5.9%. The average monthly base rental income per Site in our Core portfolio increased to approximately $858 in 2024 from approximately $810 in 2023. The average occupancy in our Core Portfolio was approximately 94.9% in both 2024 and 2023.

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

Core Annual RV and marina base rental income increased during the year ended December 31, 2024, from the year ended December 31, 2023, primarily in the South and West regions, and was due to growth from rate increases of 8.2% and a decline of 1.7% in occupancy. The decrease in Core Seasonal RV and marina base rental income was due to reduced demand from individuals seeking to work remotely and non-returning Hurricane Ian workers at our Florida properties. The decrease in Core Transient RV and marina base rental income was primarily due to returning competitor supply, weather disruptions and normalized demand following the COVID pandemic.

Utility and other income in our Core Portfolio for 2024 increased $8.7 million, or 7.2%, from 2023. The increase was primarily due to higher utility income of $5.1 million, pass-through income of $2.8 million and insurance proceeds of $1.2 million, partially offset by a decrease in other property income of $0.4 million. Utility income increased mainly due to higher trash and sewer income in all regions. The increase in pass-through income was due to increases in real estate tax pass-throughs to customers in Florida. The increase in insurance proceeds was primarily due to California flood insurance proceeds received in 2024.

Property Operating Expenses

Property operating expenses, excluding property management, in our Core Portfolio for 2024 increased $14.8 million, or 2.6%, from 2023, primarily due to increases in insurance of $4.7 million, utility expenses of $3.9 million, real estate taxes of $3.9 million and bad debt expense of $1.2 million.

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Management's Discussion and Analysis (continued)

Home Sales and Other

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

Gross revenue from new home sales decreased $22.1 million and Cost of new home sales decreased $20.7 million during the year ended December 31, 2024, compared to the year ended December 31, 2023, primarily due to a decrease in the number of new homes sold.

Rental Operations

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

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(1)Consists of Site rental income and home rental income. Approximately $21.0 million and $24.1 million for the years ended December 31, 2024 and December 31, 2023, respectively, of Site rental income is included in MH base rental income in the Core Portfolio Income from Property Operations table. The remainder of home rental income is included in rental home income in our Core Portfolio Income from Property Operations table.

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

Other Income and Expenses

The following table summarizes other income and expenses:

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Management's Discussion and Analysis (continued)

Total other income and expenses, net decreased $4.3 million in 2024 compared to 2023, primarily due to lower General and administrative expenses and higher other items, partially offset by higher early debt retirement costs and interest and related amortization expenses. The decrease in General and administrative expenses was primarily due to accelerated vesting of stock-based compensation expense in 2023. The increase in Other items was due to aged prepaid balances that were determined to no longer be liabilities. The increase in Early debt retirement costs is due to the payment of approximately $5.8 million in swap termination fees and the write off of unamortized loan costs in connection with repayment of our $300 million unsecured term loan in 2024. The increase in Interest and related amortization is due to higher interest rates in 2024 compared to 2023.

Casualty related charges/(recoveries), net

During the year ended December 31, 2024, we recognized debris removal and cleanup costs related to Hurricane Milton, Hurricane Ian and Hurricane Helene of $3.6 million, $2.6 million, and $1.2 million, respectively, and insurance recovery revenue related to Hurricane Ian and Hurricane Milton of $24.9 million and $3.4 million, respectively, including $22.3 million for reimbursement of capital expenditures, which is included in Casualty related charges/recoveries, net in the Consolidated Statements of Income and Comprehensive Income. During the year ended December 31, 2023, we recognized expenses of $13.4 million related to debris removal and cleanup costs related to Hurricane Ian and an offsetting insurance recovery revenue accrual of $13.4 million related to the expected insurance recovery as a result of Hurricane Ian, which is included in Casualty related charges/recoveries, net in the Consolidated Statements of Income and Comprehensive Income.

During the year ended December 31, 2024 and December 31, 2023, we received insurance proceeds of approximately $32.4 million and $68.3 million, respectively, of which $7.6 million and $10.6 million was identified as business interruption recovery revenue, respectively.

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

Gain/(Loss) on sale of real estate and impairment, net was $1.1 million lower during the year ended December 31, 2024, compared to the year ended December 31, 2023, due to a higher reduction of the carrying value of certain assets, as a result of property damage caused by weather events in 2023.

Equity in income of unconsolidated joint ventures

Equity in income of unconsolidated joint ventures was $3.5 million higher during the year ended December 31, 2024, compared to the year ended December 31, 2023, primarily due to a distribution from an unconsolidated joint venture that refinanced a secured loan and distributed proceeds, of which $5.2 million exceeded our basis in the joint venture.

Income tax benefit

Income tax benefit during the year ended December 31, 2024 decreased compared to year ended December 31, 2023, primarily due to the release of the full valuation allowance of $10.5 million related to our taxable REIT subsidiaries deferred tax assets in 2023.

Liquidity and Capital Resources

Liquidity

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

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

Total secured debt encumbered a total of 120 of our Properties as of both December 31, 2024 and December 31, 2023, and the gross carrying value of such Properties was approximately $3,268.5 million and $3,194.1 million, as of December 31, 2024 and December 31, 2023, respectively.

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Management's Discussion and Analysis (continued)

On November 1, 2024, we entered into our current at-the-market (“ATM”) equity offering program with certain sales agents, pursuant to which we may sell, from time-to-time, shares of our common stock, par value $0.01 per share, having an aggregate offering price of up to $700.0 million. Our prior ATM equity offering program, entered into in February 2024 (the “February ATM”), had an aggregate offering price of up to $500.0 million. During the year ended December 31, 2024, we sold approximately 4.5 million shares of our common stock under our prior ATM equity program for net proceeds of approximately $314.2 million at a share price of $70.00 per Common Share. As of December 31, 2024, the full capacity of our current ATM equity offering program remained available for issuance.

We also utilize interest rate swaps to add stability to our interest expense and to manage our exposure to interest rate movements. Interest rate swaps designated as cash flow hedges involve the receipt of variable amounts from a counterparty in exchange for making fixed-rate payments over the life of the agreements without exchange of the underlying notional amount. The changes in the fair value of the designated derivative are recorded in accumulated other comprehensive income (loss) on the Consolidated Balance Sheets and subsequently reclassified into earnings on the Consolidated Statements of Income and Comprehensive Income in the period that the hedged forecasted transaction affects earnings.

We expect to meet our short-term liquidity requirements, including principal payments, capital improvements and dividend distributions for the next twelve months, generally through available cash, net cash provided by operating activities and our LOC. As of December 31, 2024, our LOC had a remaining borrowing capacity of $423.0 million with the option to increase the borrowing capacity by $200.0 million, subject to certain conditions. The LOC bears interest at a rate of Secured Overnight Financing Rate plus 0.10% plus 1.25% to 1.65%, requires an annual facility fee of 0.20% to 0.35%. During the year ended December 31, 2024 we entered into an amendment of our credit agreement. Pursuant to the amendment, the maturity of our date was extended to July 18, 2028 and can be extended for two additional six-month terms, subject to certain conditions.

We expect to meet certain long-term liquidity requirements, such as scheduled debt maturities, property acquisitions and capital improvements, using long-term collateralized and uncollateralized borrowings including the existing LOC and the issuance of debt securities. During the year ended December 31, 2024, we repaid the $300 million Term Loan in conjunction with the sale of shares under the February ATM equity offering program.

For information regarding our debt activities and related borrowing arrangements, see Item 8. Financial Statements and Supplementary Data—Note 9. Borrowing Arrangements.

The following table summarizes our cash flows activity:

Operating Activities

Net cash provided by operating activities increased $48.7 million to $596.7 million for the year ended December 31, 2024, from $548.0 million for the year ended December 31, 2023. The overall increase in net cash provided by operating activities was primarily due to a net increase in manufactured homes, net and accounts payable and other liabilities.

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

Investing Activities

Net cash used in investing activities decreased $106.9 million to $217.8 million for the year ended December 31, 2024, from $324.8 million for the year ended December 31, 2023. The decrease in net cash used in investing activities was primarily

55

Management's Discussion and Analysis (continued)

due to decreases in capital improvements of $75.8 million, proceeds from insurance claims, net of $14.4 million, and distributions of capital from unconsolidated joint ventures of $9.8 million.

Capital improvements

The following table summarizes capital improvements:

_____________________

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

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

(3)Includes $1.2 million, $3.6 million, $13.7 million of restoration and improvement capital expenditures related to Hurricane Helene, Hurricane Milton, and Hurricane Ian, respectively, for the year ended December 31, 2024.

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

Financing Activities

Net cash used in financing activities increased $168.6 million to $384.2 million for the year ended December 31, 2024, from $215.7 million for the year ended December 31, 2023. The increase in net cash used in financing activities was primarily due to an increase of net debt repayments of $450.6 million and dividend distributions of $25.2 million, partially offset by an increase in proceeds from the issuance of common stock of $317.4 million.

Contractual Obligations

As of December 31, 2024, we were subject to certain contractual payment obligations(1) as described in the following table:

_____________________

(1)We do not include insurance, property taxes and cancellable contracts in the contractual obligations table.

(2)Balances exclude unamortized deferred financing costs of $25.1 million. Balances represent debt maturing and scheduled periodic payments as well as our LOC balance of $77.0 million outstanding as of December 31, 2024, on the Consolidated Balance Sheets.

(3)Amounts include interest expected to be incurred on our secured and unsecured debt based on obligations outstanding as of December 31, 2024.

(4)Amounts represent minimum future rental payments for land under non-cancelable operating leases at certain of our Properties expiring at various years through 2054.

We believe that we will be able to refinance our maturing debt obligations on a secured or unsecured basis; however, to the extent we are unable to refinance our debt as it matures, we believe that we will be able to repay such maturing debt through available cash as well as operating cash flows, asset sales and/or the proceeds from equity issuances. With respect to any refinancing of maturing debt, our future cash flow requirements could be impacted by significant changes in interest rates or other debt terms, including required amortization payments. As of December 31, 2024, approximately 19.1% of our outstanding debt is fully amortizing.

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Management's Discussion and Analysis (continued)

Critical Accounting Policies and Estimates

Our consolidated financial statements have been prepared in accordance with GAAP, which requires us to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses and the related disclosures. Actual results could differ from these estimates.

For additional information regarding our significant accounting policies, see Item 8. Financial Statements and Supplementary Data—Note 2. Summary of Significant Accounting Policies.

Impairment of Long-Lived Assets

We review our Properties for impairment whenever events or changes in circumstances indicate that the carrying value of the Property may not be recoverable. The economic performance and value of our real estate investments could be adversely impacted by many factors including factors outside of our control. We consider impairment indicators including, but not limited to, the following:

•national, regional and/or local economic conditions;

•competition from MH and RV communities and other housing options;

•changes in laws and governmental regulations and the related costs of compliance;

•changes in market rental rates or occupancy; and

•physical damage or environmental indicators.

Any adverse changes in these factors could cause an impairment in our assets, including our investment in real estate and development projects in progress.

If an impairment indicator exists related to a long-lived asset, the expected future undiscounted cash flows are compared against the carrying amount of that asset. Forecasting cash flows requires us to make estimates and assumptions on various inputs including, but not limited to, rental revenue and expense growth rates, occupancy, levels of capital expenditure and capitalization rates. If the sum of the estimated undiscounted cash flows is less than the carrying amount of the asset, an impairment loss is recorded for the carrying amount in excess of the estimated fair value.

Off Balance Sheet Arrangements

We do not have any off balance sheet arrangements that are reasonably likely to have a material effect on our financial condition, results of operations, liquidity or capital resources.

Inflation

Substantially all of the leases at our MH communities allow for monthly or annual rent increases which provide us with the ability to increase rent, where justified by the market. Such types of leases generally minimize our risks of inflation. In addition, rental rates for our annual RV and marina Sites are established on an annual basis. Our membership subscriptions generally provide for an annual dues increase, but dues may be frozen under the terms of certain contracts if the customer is over 61 years old. Currently, approximately 21.0% of our dues are frozen.

Some of our costs, including operating and administrative expenses, interest expense and construction costs are subject to inflation. These expenses include but are not limited to property-related contracted services, utilities, repairs and maintenance and insurance and general and administrative costs, including compensation costs.

Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations

The following discussion and analysis should be read in conjunction with the consolidated financial statements and accompanying footnotes thereto included in this Annual Report on Form 10-K.

2023 Accomplishments

We continued our strong performance in 2023, as marked by these key operational and financial accomplishments:

•Net income per Common Share on a fully diluted basis was $1.69 for the year ended December 31, 2023, 10.5% higher than the year ended December 31, 2022.

•FFO per Common Share on a fully diluted basis was $2.77 for the year ended December 31, 2023, 7.1% higher than the year ended December 31, 2022.

•Normalized FFO per Common Share on a fully diluted basis was $2.75 for the year ended December 31, 2023, 4.7% higher than the year ended December 31, 2022.

•Core portfolio generated growth of 5.0% in income from property operations, excluding property management, for the year ended December 31, 2023, compared to the year ended December 31, 2022.

•Core MH base rental income increased by 6.8% during the year ended December 31, 2023, compared to the year ended December 31, 2022. During the year ended December 31, 2023, we filled 109 expansion sites in our Core MH portfolio.

•Manufactured homeowners within our Core portfolio increased by 554 to 66,623 as of December 31, 2023, compared to 66,069 as of December 31, 2022.

•Core RV and marina base rental income for the year ended December 31, 2023 increased by 3.5%, compared to the year ended December 31, 2022.

•Core Annual RV and marina base rental income for the year ended December 31, 2023 increased by 8.1%, compared to the year ended December 31, 2022 and includes 7.6% growth from rate increases.

•New home sales of 905 for the year ended December 31, 2023.

•Acquired one RV community for a purchase price of $9.5 million during the year ended December 31, 2023.

•Added 994 expansion sites during the year ended December 31, 2023.

•During the year ended December 31, 2023, we closed on four secured financing transactions totaling $463.8 million. The loans have a weighted average fixed interest rate of 5.05% per annum and a weighted average maturity of approximately eight years.

Overview and Outlook

We are a self-administered and self-managed real estate investment trust (“REIT”) with headquarters in Chicago, Illinois. We are a fully integrated owner of lifestyle-oriented properties (“Properties”) consisting of property operations and home sales and rental operations primarily within manufactured home (“MH”) and recreational vehicle (“RV”) communities and marinas. As of December 31, 2023, we owned or had an ownership interest in a portfolio of 451 Properties located throughout the United States and Canada containing 172,465 individual developed areas (“Sites”). These Properties are located in 35 states and British Columbia, with more than 110 Properties with lake, river or ocean frontage and more than 120 Properties within 10 miles of the coastal United States.

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

We believe the demand from baby boomers for MH and RV communities will continue to be strong over the long term. It is estimated that approximately 10,000 baby boomers are turning 65 daily through 2029. These individuals, seeking an active lifestyle, will continue to drive the market for second-home sales as vacation properties, investment opportunities or retirement retreats. We expect it is likely that over the next decade, we will continue to see high levels of second-home sales and that manufactured homes and cottages in our Properties will continue to provide a viable second-home alternative to site-built homes. We also believe the Millennial and Generation Z demographic will contribute to our future long-term customer pipeline.

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Management's Discussion and Analysis (continued)

After conducting a comprehensive study of RV ownership, according to the Recreational Vehicle Industry Association (“RVIA”), data suggested that RV sales are expected to benefit from an increase in demand from those born in the United States from 1980 to 2003, or Millennials and Gen Z, over the coming years. We believe the demand from baby boomers and these younger generations will continue to outpace supply for MH and RV communities. The entitlement process to develop new MH and RV communities is extremely restrictive. As a result, there have been limited new communities developed in our target geographic markets.

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

Approximately one quarter of our rental agreements on MH Sites contain rent increase provisions that are directly or indirectly connected to the published CPI statistics issued from June through September of the year prior to the increase effective date. Approximately two-thirds of these rental agreements are subject to a CPI floor of approximately 3.0% to 5.0%.

State and local rent control regulations affect 28 wholly-owned Properties, including 14 of our 47 California Properties, all 7 of our Delaware Properties, 1 of our 2 Maryland Properties, 1 of our 5 Massachusetts Properties, 1 of our 11 New Jersey Properties, 1 of our 7 New York Properties and 3 of our 11 Oregon Properties. These rent control regulations govern rent increases and generally permit us to increase rates by a percentage of the increase in the national, regional or local CPI, depending on the rent control ordinance. These rate increases generally range from 60.0% to 100.0% of CPI with certain limits depending on the jurisdiction.

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

_____________________

(1)Primarily utilized to service the approximately 121,000 members. Includes approximately 6,200 Sites rented on an annual basis.

(2)Includes approximately 2,000 annual Sites and 1,600 transient Sites.

(3)Total does not foot due to rounding.

Membership Sites are primarily utilized to service approximately 121,000 annual subscription members, including 23,600 free trial members added through our RV dealer program. The remaining 97,400 have purchased a Thousand Trails Camping (“TTC”) membership, which is an annual subscription providing the member access to our Properties in one to five geographic regions of the United States. In 2023, a TTC membership for a single geographic region required an annual payment of $670. In addition, members are eligible to upgrade their subscriptions. A membership upgrade may offer (1) increased length of consecutive stay; (2) the ability to make earlier advance reservations; (3) discounts on rental accommodations and (4) access to additional properties, including non-membership recreational vehicle ("RV") properties. Each membership upgrade requires a non-refundable upfront payment, for which we offer financing options to eligible customers. As a customer acquisition tool, we have relationships with a network of RV dealers to provide each new RV owner with a free one-year trial subscription to a TTC membership.

44

Management's Discussion and Analysis (continued)

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

In the manufactured housing industry, options for home financing, also known as chattel financing, are limited. Chattel financing options available today include community owner-funded programs or third-party lender programs that provide subsidized financing to customers and often require the community owner to guarantee customer defaults. Third-party lender programs have stringent underwriting criteria, sizable down payment requirements, short term loan amortization and high interest rates. We have a limited program under which we purchase loans made by an unaffiliated lender to homebuyers at our Properties.

Under the existing administration, the Federal Housing Finance Agency (the “FHFA”), overseer of Fannie Mae, Freddie Mac (the “GSEs”) and the Federal Home Loan Banks, has focused on equitable access to affordable and sustainable housing. In 2017, the FHFA published the Underserved Markets Plans for 2018-2020 (the “GSE Plans”) under the Duty-To-Serve (“DTS”) provisions mandated by the Federal Housing Enterprises Financial Safety and Soundness Act of 1992, as amended by the Housing and Economic Recovery Act of 2008. The GSEs subsequently added a 2021 Plan as a one-year extension and have since published their current 2022-2024 Plans.

The FHFA mandate requires the GSE Plans to address leadership in developing loan products and flexible underwriting guidelines in underserved markets to facilitate a secondary market for mortgages on manufactured homes titled as real property or personal property, blanket loans for certain categories of manufactured housing communities, preserving the affordability of housing for renters and homebuyers, and housing in rural markets. While the FHFA and the current GSE 2022-24 DTS Plans may have a positive impact on the ability of our customers to obtain chattel financing, the actual impact on us, as well as the industry, cannot be determined at this time.

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

Results Overview

For the year ended December 31, 2023, net income available for Common Stockholders increased $29.6 million, or $0.16 per fully diluted Common Share, to $314.2 million, or $1.69 per fully diluted Common Share, compared to $284.6 million, or $1.53 per fully diluted Common Share, for the same period in 2022. For the year ended December 31, 2023, FFO available for Common Stock and OP Unit holders increased $36.1 million, or $0.18 per fully diluted Common Share, to $541.2 million, or $2.77 per fully diluted Common Share, compared to $505.1 million, or $2.59 per fully diluted Common Share, for the same period in 2022. For the year ended December 31, 2023, Normalized FFO available for Common Stock and OP Unit holders increased $24.4 million, or $0.12 per fully diluted Common Share, to $537.5 million, or $2.75 per fully diluted Common Share, compared to $513.1 million, or $2.63 per fully diluted Common Share, for the same period in 2022.

Our Core Portfolio could change from time-to-time depending on acquisitions, dispositions and significant transactions or unique situations. Our Core Portfolio in 2023 and 2022 includes all Properties acquired prior to December 31, 2021 that we have owned and operated continuously since January 1, 2022. Our Non-Core Portfolio includes all Properties that were not owned and operated during all of 2022 and 2023, including six properties in Florida impacted by Hurricane Ian and two properties in California that were impacted by storm and flooding events.

For the year ended December 31, 2023, property operating revenues in our Core Portfolio, increased 5.8% and property operating expenses in our Core Portfolio, excluding property management, increased 7.0%, from the year ended December 31, 2022, resulting in an increase in income from property operations, excluding property management, of 5.0%.

While we continue to focus on increasing the number of manufactured homeowners in our Core Portfolio, we also believe renting our vacant homes represents an attractive source of occupancy and an opportunity to potentially convert the renter to a new homebuyer in the future. We continue to expect there to be fluctuations in the sources of occupancy gains

45

Management's Discussion and Analysis (continued)

depending on local market conditions, availability of vacant sites and success with converting renters to homeowners. Our Core Portfolio average occupancy, including both homeowners and renters, in our MH communities was 94.9% and 95.1% for the years ended December 31, 2023 and December 31, 2022, respectively. For the year ended December 31, 2023, our Core Portfolio occupancy increased by 5 sites with an increase in homeowner occupancy of 554 sites and a decrease in rental occupancy of 549. In addition to maintaining occupancy, we have experienced rental rate increases during the year ended December 31, 2023, which contributed to a growth of 6.8% in Core MH base rental income compared to the same period in 2022.

RV and marina base rental income in our Core Portfolio for the year ended December 31, 2023, was 3.5% higher than the same period in 2022 and was driven by an increase in annual and seasonal revenues. Core RV and marina base rental income from annuals represents more than 68.6% of total Core RV and marina base rental income and increased 8.1% for the year ended December 31, 2023 compared to the same period in 2022. Core seasonal RV and marina base rental income increased 2.6% for the year ended December 31, 2023 compared to the same period in 2022. Core transient RV and marina base rental income decreased 11.0% for the year ended December 31, 2023 compared to the same period in 2022.

We continue to experience strong performance in our membership base within our Thousand Trails portfolio. For the year ended December 31, 2023, annual membership subscriptions revenue increased 3.4% over the same period in 2022. During the year ended December 31, 2023, we sold 20,758 TTC memberships and activated 25,232 TTC memberships through our RV dealer program.

The following table provides additional details regarding our TTC memberships for the past five years:

Demand for our homes and communities remains strong as evidenced by factors including our high occupancy levels. We closed 905 new home sales during the year ended December 31, 2023 compared to 1,176 new home sales during the year ended December 31, 2022. Our strategy of converting existing residents to home buyers continues to be successful with approximately 25% of our home sales during the year ended December 31, 2023 coming from individuals who already reside in our communities as an existing renter or homeowner.

Our gross investment in real estate increased $336.7 million to $7,706.3 million as of December 31, 2023, from $7,369.6 million as of December 31, 2022, primarily due to capital improvements during the year ended December 31, 2023.

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Management's Discussion and Analysis (continued)

Property Acquisitions/Dispositions and Joint Ventures

The following chart lists the Properties acquired or sold from January 1, 2022 through December 31, 2023 and Sites added through expansion opportunities at our existing Properties.

_____________________

(1)    Includes the marina slips.

(2)    Sites are approximate.

Markets

The following table identifies our largest markets by number of Sites and provides information regarding our Properties (excluding fourteen Properties owned through our Joint Ventures).