10-K 1 hpp-20231231.htm 10-K hpp-20231231
2023FYFALSE00014825120001496264http://www.hudsonpacificproperties.com/20231231#ServiceAndOtherRevenueMemberhttp://www.hudsonpacificproperties.com/20231231#ServiceAndOtherRevenueMemberhttp://www.hudsonpacificproperties.com/20231231#ServiceAndOtherRevenueMemberhttp://www.hudsonpacificproperties.com/20231231#ServiceAndOtherRevenueMemberhttp://www.hudsonpacificproperties.com/20231231#ServiceAndOtherRevenueMemberhttp://www.hudsonpacificproperties.com/20231231#ServiceAndOtherRevenueMemberhttp://www.hudsonpacificproperties.com/20231231#ServiceAndOtherRevenueMemberhttp://www.hudsonpacificproperties.com/20231231#ServiceAndOtherRevenueMemberhttp://www.hudsonpacificproperties.com/20231231#ServiceAndOtherRevenueMemberhttp://www.hudsonpacificproperties.com/20231231#ServiceAndOtherRevenueMemberhttp://www.hudsonpacificproperties.com/20231231#ServiceAndOtherRevenueMemberhttp://www.hudsonpacificproperties.com/20231231#ServiceAndOtherRevenueMemberhttp://www.hudsonpacificproperties.com/20231231#NonCashPortionOfInterestExpenseP5YP3Ytwotwohttp://fasb.org/us-gaap/2023#AccountsPayableAndAccruedLiabilitiesCurrentAndNoncurrenthttp://fasb.org/us-gaap/2023#AccountsPayableAndAccruedLiabilitiesCurrentAndNoncurrent00014825122023-01-012023-12-310001482512hpp:HudsonPacificPropertiesLPMember2023-01-012023-12-3100014825122023-06-30iso4217:USD00014825122024-02-09xbrli:shares00014825122023-10-012023-12-3100014825122023-12-3100014825122022-12-310001482512hpp:UnsecuredAndSecuredDebtMember2023-12-310001482512hpp:UnsecuredAndSecuredDebtMember2022-12-310001482512hpp:JointVenturePartnerDebtMember2023-12-310001482512hpp:JointVenturePartnerDebtMember2022-12-310001482512us-gaap:SeriesCPreferredStockMember2023-01-012023-12-31xbrli:pure0001482512us-gaap:SeriesCPreferredStockMember2022-01-012022-12-310001482512us-gaap:SeriesCPreferredStockMember2023-12-31iso4217:USDxbrli:shares0001482512us-gaap:SeriesCPreferredStockMember2022-12-310001482512us-gaap:ConsolidatedPropertiesMember2023-12-310001482512us-gaap:ConsolidatedPropertiesMember2022-12-310001482512us-gaap:UnconsolidatedPropertiesMember2023-12-310001482512us-gaap:UnconsolidatedPropertiesMember2022-12-310001482512hpp:OfficeSegmentMember2023-01-012023-12-310001482512hpp:OfficeSegmentMember2022-01-012022-12-310001482512hpp:OfficeSegmentMember2021-01-012021-12-3100014825122021-01-012021-12-3100014825122022-01-012022-12-310001482512hpp:StudioSegmentMember2023-01-012023-12-310001482512hpp:StudioSegmentMember2022-01-012022-12-310001482512hpp:StudioSegmentMember2021-01-012021-12-310001482512us-gaap:SeriesAPreferredStockMember2023-01-012023-12-310001482512us-gaap:SeriesAPreferredStockMember2022-01-012022-12-310001482512us-gaap:SeriesAPreferredStockMember2021-01-012021-12-310001482512us-gaap:SeriesCPreferredStockMember2021-01-012021-12-310001482512us-gaap:PreferredStockMember2020-12-310001482512us-gaap:CommonStockMember2020-12-310001482512us-gaap:AdditionalPaidInCapitalMember2020-12-310001482512us-gaap:RetainedEarningsMember2020-12-310001482512us-gaap:AccumulatedOtherComprehensiveIncomeMember2020-12-310001482512hpp:NonControllingInterestsCommonUnitsInTheOperatingPartnershipMember2020-12-310001482512hpp:NonControllingInterestsMembersInConsolidatedEntitiesMember2020-12-3100014825122020-12-310001482512hpp:NonControllingInterestsMembersInConsolidatedEntitiesMember2021-01-012021-12-310001482512us-gaap:CommonStockMember2021-01-012021-12-310001482512us-gaap:AdditionalPaidInCapitalMember2021-01-012021-12-310001482512us-gaap:SeriesCPreferredStockMemberus-gaap:PreferredStockMember2021-01-012021-12-310001482512us-gaap:SeriesCPreferredStockMemberus-gaap:AdditionalPaidInCapitalMember2021-01-012021-12-310001482512us-gaap:PreferredStockMember2021-01-012021-12-310001482512us-gaap:RetainedEarningsMember2021-01-012021-12-310001482512hpp:NonControllingInterestsCommonUnitsInTheOperatingPartnershipMember2021-01-012021-12-310001482512us-gaap:AccumulatedOtherComprehensiveIncomeMember2021-01-012021-12-310001482512us-gaap:PreferredStockMember2021-12-310001482512us-gaap:CommonStockMember2021-12-310001482512us-gaap:AdditionalPaidInCapitalMember2021-12-310001482512us-gaap:RetainedEarningsMember2021-12-310001482512us-gaap:AccumulatedOtherComprehensiveIncomeMember2021-12-310001482512hpp:NonControllingInterestsCommonUnitsInTheOperatingPartnershipMember2021-12-310001482512hpp:NonControllingInterestsMembersInConsolidatedEntitiesMember2021-12-3100014825122021-12-310001482512hpp:NonControllingInterestsMembersInConsolidatedEntitiesMember2022-01-012022-12-310001482512us-gaap:AdditionalPaidInCapitalMember2022-01-012022-12-310001482512us-gaap:CommonStockMember2022-01-012022-12-310001482512us-gaap:PreferredStockMember2022-01-012022-12-310001482512us-gaap:RetainedEarningsMember2022-01-012022-12-310001482512hpp:NonControllingInterestsCommonUnitsInTheOperatingPartnershipMember2022-01-012022-12-310001482512us-gaap:AccumulatedOtherComprehensiveIncomeMember2022-01-012022-12-310001482512us-gaap:PreferredStockMember2022-12-310001482512us-gaap:CommonStockMember2022-12-310001482512us-gaap:AdditionalPaidInCapitalMember2022-12-310001482512us-gaap:RetainedEarningsMember2022-12-310001482512us-gaap:AccumulatedOtherComprehensiveIncomeMember2022-12-310001482512hpp:NonControllingInterestsCommonUnitsInTheOperatingPartnershipMember2022-12-310001482512hpp:NonControllingInterestsMembersInConsolidatedEntitiesMember2022-12-310001482512hpp:NonControllingInterestsMembersInConsolidatedEntitiesMember2023-01-012023-12-310001482512us-gaap:CommonStockMember2023-01-012023-12-310001482512us-gaap:AdditionalPaidInCapitalMember2023-01-012023-12-310001482512us-gaap:PreferredStockMember2023-01-012023-12-310001482512us-gaap:RetainedEarningsMember2023-01-012023-12-310001482512hpp:NonControllingInterestsCommonUnitsInTheOperatingPartnershipMember2023-01-012023-12-310001482512us-gaap:AccumulatedOtherComprehensiveIncomeMember2023-01-012023-12-310001482512us-gaap:PreferredStockMember2023-12-310001482512us-gaap:CommonStockMember2023-12-310001482512us-gaap:AdditionalPaidInCapitalMember2023-12-310001482512us-gaap:RetainedEarningsMember2023-12-310001482512us-gaap:AccumulatedOtherComprehensiveIncomeMember2023-12-310001482512hpp:NonControllingInterestsCommonUnitsInTheOperatingPartnershipMember2023-12-310001482512hpp:NonControllingInterestsMembersInConsolidatedEntitiesMember2023-12-310001482512hpp:HudsonPacificPropertiesLPMember2023-12-310001482512hpp:HudsonPacificPropertiesLPMember2022-12-310001482512hpp:HudsonPacificPropertiesLPMemberhpp:UnsecuredAndSecuredDebtMember2023-12-310001482512hpp:HudsonPacificPropertiesLPMemberhpp:UnsecuredAndSecuredDebtMember2022-12-310001482512hpp:HudsonPacificPropertiesLPMemberhpp:JointVenturePartnerDebtMember2023-12-310001482512hpp:HudsonPacificPropertiesLPMemberhpp:JointVenturePartnerDebtMember2022-12-310001482512us-gaap:SeriesCPreferredStockMemberhpp:HudsonPacificPropertiesLPMember2022-01-012022-12-310001482512us-gaap:SeriesCPreferredStockMemberhpp:HudsonPacificPropertiesLPMember2023-01-012023-12-310001482512us-gaap:SeriesCPreferredStockMemberhpp:HudsonPacificPropertiesLPMember2022-12-310001482512us-gaap:SeriesCPreferredStockMemberhpp:HudsonPacificPropertiesLPMember2023-12-310001482512hpp:OfficeSegmentMemberhpp:HudsonPacificPropertiesLPMember2023-01-012023-12-310001482512hpp:OfficeSegmentMemberhpp:HudsonPacificPropertiesLPMember2022-01-012022-12-310001482512hpp:OfficeSegmentMemberhpp:HudsonPacificPropertiesLPMember2021-01-012021-12-310001482512hpp:HudsonPacificPropertiesLPMember2021-01-012021-12-310001482512hpp:HudsonPacificPropertiesLPMember2022-01-012022-12-310001482512hpp:HudsonPacificPropertiesLPMemberhpp:StudioSegmentMember2023-01-012023-12-310001482512hpp:HudsonPacificPropertiesLPMemberhpp:StudioSegmentMember2022-01-012022-12-310001482512hpp:HudsonPacificPropertiesLPMemberhpp:StudioSegmentMember2021-01-012021-12-310001482512hpp:HudsonPacificPropertiesLPMemberus-gaap:SeriesAPreferredStockMember2023-01-012023-12-310001482512hpp:HudsonPacificPropertiesLPMemberus-gaap:SeriesAPreferredStockMember2022-01-012022-12-310001482512hpp:HudsonPacificPropertiesLPMemberus-gaap:SeriesAPreferredStockMember2021-01-012021-12-310001482512us-gaap:SeriesCPreferredStockMemberhpp:HudsonPacificPropertiesLPMember2021-01-012021-12-310001482512hpp:HudsonPacificPropertiesLPMemberus-gaap:PreferredStockMember2020-12-310001482512us-gaap:CommonStockMemberhpp:HudsonPacificPropertiesLPMember2020-12-310001482512hpp:HudsonPacificPropertiesLPMemberus-gaap:AccumulatedOtherComprehensiveIncomeMember2020-12-310001482512us-gaap:LimitedPartnerMemberhpp:HudsonPacificPropertiesLPMember2020-12-310001482512hpp:NonControllingInterestsMembersInConsolidatedEntitiesMemberhpp:HudsonPacificPropertiesLPMember2020-12-310001482512hpp:NonControllingInterestsMembersInConsolidatedEntitiesMemberhpp:HudsonPacificPropertiesLPMember2021-01-012021-12-310001482512us-gaap:CommonStockMemberhpp:HudsonPacificPropertiesLPMember2021-01-012021-12-310001482512us-gaap:LimitedPartnerMemberhpp:HudsonPacificPropertiesLPMember2021-01-012021-12-310001482512us-gaap:SeriesCPreferredStockMemberhpp:HudsonPacificPropertiesLPMemberus-gaap:PreferredStockMember2021-01-012021-12-310001482512us-gaap:SeriesCPreferredStockMemberus-gaap:CommonStockMemberhpp:HudsonPacificPropertiesLPMember2021-01-012021-12-310001482512us-gaap:SeriesCPreferredStockMemberus-gaap:LimitedPartnerMemberhpp:HudsonPacificPropertiesLPMember2021-01-012021-12-310001482512hpp:HudsonPacificPropertiesLPMemberus-gaap:PreferredStockMember2021-01-012021-12-310001482512hpp:HudsonPacificPropertiesLPMemberus-gaap:AccumulatedOtherComprehensiveIncomeMember2021-01-012021-12-310001482512hpp:HudsonPacificPropertiesLPMemberus-gaap:PreferredStockMember2021-12-310001482512us-gaap:CommonStockMemberhpp:HudsonPacificPropertiesLPMember2021-12-310001482512hpp:HudsonPacificPropertiesLPMemberus-gaap:AccumulatedOtherComprehensiveIncomeMember2021-12-310001482512us-gaap:LimitedPartnerMemberhpp:HudsonPacificPropertiesLPMember2021-12-310001482512hpp:NonControllingInterestsMembersInConsolidatedEntitiesMemberhpp:HudsonPacificPropertiesLPMember2021-12-310001482512hpp:NonControllingInterestsMembersInConsolidatedEntitiesMemberhpp:HudsonPacificPropertiesLPMember2022-01-012022-12-310001482512us-gaap:CommonStockMemberhpp:HudsonPacificPropertiesLPMember2022-01-012022-12-310001482512us-gaap:LimitedPartnerMemberhpp:HudsonPacificPropertiesLPMember2022-01-012022-12-310001482512hpp:HudsonPacificPropertiesLPMemberus-gaap:PreferredStockMember2022-01-012022-12-310001482512hpp:HudsonPacificPropertiesLPMemberus-gaap:AccumulatedOtherComprehensiveIncomeMember2022-01-012022-12-310001482512hpp:HudsonPacificPropertiesLPMemberus-gaap:PreferredStockMember2022-12-310001482512us-gaap:CommonStockMemberhpp:HudsonPacificPropertiesLPMember2022-12-310001482512hpp:HudsonPacificPropertiesLPMemberus-gaap:AccumulatedOtherComprehensiveIncomeMember2022-12-310001482512us-gaap:LimitedPartnerMemberhpp:HudsonPacificPropertiesLPMember2022-12-310001482512hpp:NonControllingInterestsMembersInConsolidatedEntitiesMemberhpp:HudsonPacificPropertiesLPMember2022-12-310001482512hpp:NonControllingInterestsMembersInConsolidatedEntitiesMemberhpp:HudsonPacificPropertiesLPMember2023-01-012023-12-310001482512us-gaap:CommonStockMemberhpp:HudsonPacificPropertiesLPMember2023-01-012023-12-310001482512us-gaap:LimitedPartnerMemberhpp:HudsonPacificPropertiesLPMember2023-01-012023-12-310001482512hpp:HudsonPacificPropertiesLPMemberus-gaap:PreferredStockMember2023-01-012023-12-310001482512hpp:HudsonPacificPropertiesLPMemberus-gaap:AccumulatedOtherComprehensiveIncomeMember2023-01-012023-12-310001482512hpp:HudsonPacificPropertiesLPMemberus-gaap:PreferredStockMember2023-12-310001482512us-gaap:CommonStockMemberhpp:HudsonPacificPropertiesLPMember2023-12-310001482512hpp:HudsonPacificPropertiesLPMemberus-gaap:AccumulatedOtherComprehensiveIncomeMember2023-12-310001482512us-gaap:LimitedPartnerMemberhpp:HudsonPacificPropertiesLPMember2023-12-310001482512hpp:NonControllingInterestsMembersInConsolidatedEntitiesMemberhpp:HudsonPacificPropertiesLPMember2023-12-310001482512hpp:HudsonPacificPropertiesLPMember2021-12-310001482512hpp:HudsonPacificPropertiesLPMember2020-12-310001482512us-gaap:ConsolidatedEntityExcludingVieMembersrt:OfficeBuildingMember2023-12-31hpp:propertyutr:sqft0001482512us-gaap:ConsolidatedEntityExcludingVieMemberhpp:StudioPropertyMember2023-12-310001482512us-gaap:ConsolidatedEntityExcludingVieMemberus-gaap:LandMember2023-12-310001482512us-gaap:ConsolidatedEntityExcludingVieMember2023-12-310001482512srt:OfficeBuildingMemberus-gaap:VariableInterestEntityNotPrimaryBeneficiaryMember2023-12-310001482512hpp:StudioPropertyMemberus-gaap:VariableInterestEntityNotPrimaryBeneficiaryMember2023-12-310001482512us-gaap:VariableInterestEntityNotPrimaryBeneficiaryMemberus-gaap:LandMember2023-12-310001482512us-gaap:VariableInterestEntityNotPrimaryBeneficiaryMember2023-12-310001482512hpp:JointVentureBentallCentrePropertiesMemberus-gaap:VariableInterestEntityNotPrimaryBeneficiaryMember2023-12-310001482512hpp:JointVentureSunsetGlenoaksStudiosPropertyMemberus-gaap:VariableInterestEntityNotPrimaryBeneficiaryMember2023-12-310001482512hpp:JointVentureWalthamCrossStudiosMemberus-gaap:VariableInterestEntityNotPrimaryBeneficiaryMember2023-12-310001482512hpp:JointVentureSunsetPier94StudiosMemberus-gaap:VariableInterestEntityNotPrimaryBeneficiaryMember2023-12-310001482512us-gaap:GeographicConcentrationRiskMemberstpr:CAhpp:PropertyMember2023-01-012023-12-310001482512hpp:RentableSquareFeetMemberus-gaap:CustomerConcentrationRiskMemberus-gaap:TechnologySectorMember2023-01-012023-12-310001482512hpp:RentableSquareFeetMemberus-gaap:CustomerConcentrationRiskMemberhpp:MediaAndEntertainmentSectorMember2023-01-012023-12-310001482512hpp:RentableSquareFeetMemberhpp:FifteenLargestTenantsMemberus-gaap:CustomerConcentrationRiskMember2023-01-012023-12-310001482512srt:OfficeBuildingMemberus-gaap:SalesRevenueNetMemberhpp:GoogleIncMemberus-gaap:CustomerConcentrationRiskMember2023-01-012023-12-310001482512us-gaap:SalesRevenueNetMemberhpp:StudioPropertyMemberus-gaap:CustomerConcentrationRiskMemberhpp:NetflixIncMember2023-01-012023-12-310001482512us-gaap:VariableInterestEntityPrimaryBeneficiaryMember2023-01-012023-12-31hpp:jointVenture0001482512us-gaap:VariableInterestEntityNotPrimaryBeneficiaryMember2023-01-012023-12-310001482512hpp:A1455MarketStreetMemberus-gaap:VariableInterestEntityPrimaryBeneficiaryMember2023-01-012023-12-310001482512hpp:Hill7Memberus-gaap:VariableInterestEntityPrimaryBeneficiaryMember2023-01-012023-12-310001482512us-gaap:VariableInterestEntityPrimaryBeneficiaryMemberhpp:HPPMACWSPMember2023-01-012023-12-310001482512hpp:FerryBuildingMemberus-gaap:VariableInterestEntityPrimaryBeneficiaryMember2023-01-012023-12-310001482512hpp:SunsetBronsonStudiosICONCUEMemberus-gaap:VariableInterestEntityPrimaryBeneficiaryMember2023-01-012023-12-310001482512hpp:SunsetGowerEntertainmentPropertiesLLCSunsetGowerStudiosMemberus-gaap:VariableInterestEntityPrimaryBeneficiaryMember2023-01-012023-12-310001482512us-gaap:VariableInterestEntityPrimaryBeneficiaryMemberhpp:Sunset1440NorthGowerStreetLLCSunsetGowerStudiosMember2023-01-012023-12-310001482512us-gaap:VariableInterestEntityPrimaryBeneficiaryMemberhpp:SunsetLasPalmasStudiosHarlowMember2023-01-012023-12-310001482512us-gaap:VariableInterestEntityPrimaryBeneficiaryMemberhpp:SunsetServicesHoldingsMember2023-01-012023-12-310001482512hpp:EPICMemberus-gaap:VariableInterestEntityPrimaryBeneficiaryMember2023-01-012023-12-310001482512us-gaap:VariableInterestEntityPrimaryBeneficiaryMemberhpp:HudsonMediaAndEntertainmentManagementMember2023-01-012023-12-310001482512us-gaap:VariableInterestEntityPrimaryBeneficiaryMemberhpp:Sunset6040Member2023-01-012023-12-310001482512us-gaap:VariableInterestEntityPrimaryBeneficiaryMemberhpp:A1918EighthMember2023-01-012023-12-310001482512us-gaap:VariableInterestEntityPrimaryBeneficiaryMemberhpp:OneWestsideAndWestsideTwoMemberhpp:HPPMACWSPLLCMember2023-01-012023-11-300001482512hpp:SunsetBronsonServicesLLCSunsetGowerServicesLLCAndSunsetLasPalmasServicesLLCMemberus-gaap:VariableInterestEntityPrimaryBeneficiaryMemberhpp:SunsetServicesHoldingsMember2023-01-012023-12-310001482512hpp:JointVentureSunsetPier94StudiosMemberus-gaap:VariableInterestEntityNotPrimaryBeneficiaryMember2023-08-280001482512us-gaap:BuildingAndBuildingImprovementsMember2023-12-310001482512us-gaap:LandImprovementsMember2023-12-310001482512us-gaap:FurnitureAndFixturesMembersrt:MinimumMember2023-12-310001482512us-gaap:FurnitureAndFixturesMembersrt:MaximumMember2023-12-31hpp:segment0001482512hpp:QuixoteMember2022-01-012022-12-310001482512srt:MinimumMember2023-12-310001482512srt:MaximumMember2023-12-310001482512hpp:RealEstateTechnologyVentureCapitalFundMember2023-01-012023-12-310001482512hpp:RealEstateTechnologyVentureCapitalFundMember2022-01-012022-12-310001482512hpp:RealEstateTechnologyVentureCapitalFundMember2021-01-012021-12-310001482512hpp:RealEstateTechnologyVentureCapitalFundMember2023-12-310001482512hpp:AncillaryRevenueMember2023-01-012023-12-310001482512hpp:AncillaryRevenueMember2022-01-012022-12-310001482512hpp:AncillaryRevenueMember2021-01-012021-12-310001482512hpp:OtherRevenuesMember2023-01-012023-12-310001482512hpp:OtherRevenuesMember2022-01-012022-12-310001482512hpp:OtherRevenuesMember2021-01-012021-12-310001482512hpp:StudioRelatedTenantRecoveriesMember2023-01-012023-12-310001482512hpp:StudioRelatedTenantRecoveriesMember2022-01-012022-12-310001482512hpp:StudioRelatedTenantRecoveriesMember2021-01-012021-12-310001482512hpp:AncillaryRevenueMember2023-12-310001482512hpp:AncillaryRevenueMember2022-12-310001482512hpp:OtherRevenuesMember2023-12-310001482512hpp:OtherRevenuesMember2022-12-310001482512hpp:QuixoteMember2022-08-310001482512hpp:QuixoteMember2022-08-312022-08-310001482512hpp:QuixoteMemberus-gaap:TradeNamesMember2022-08-310001482512hpp:QuixoteMemberhpp:CustomerRelationshipsAndNonCompeteAgreementsMember2022-08-310001482512hpp:QuixoteMemberus-gaap:CustomerRelationshipsMember2022-08-310001482512hpp:QuixoteMemberus-gaap:CustomerRelationshipsMember2022-08-312022-08-310001482512hpp:QuixoteMemberus-gaap:NoncompeteAgreementsMember2022-08-310001482512hpp:QuixoteMemberus-gaap:NoncompeteAgreementsMember2022-08-312022-08-310001482512hpp:QuixoteMember2022-09-012022-12-310001482512hpp:QuixoteMember2021-01-012021-12-310001482512hpp:Washington1000GreaterSeattleWAMember2022-04-272022-04-270001482512hpp:SunsetGowerStudiosLosAngelesCAMember2022-05-192022-05-190001482512hpp:A5801BobbyFosterRoadAlbuquerqueNMMember2022-07-15utr:acre0001482512hpp:A5801BobbyFosterRoadAlbuquerqueNMMember2022-07-152022-07-150001482512hpp:Washington1000GreaterSeattleWAMember2022-04-270001482512hpp:SunsetGowerStudiosLosAngelesCAMember2022-05-190001482512us-gaap:LandMemberhpp:Washington1000GreaterSeattleWAMember2022-04-270001482512us-gaap:LandMemberhpp:SunsetGowerStudiosLosAngelesCAMember2022-05-190001482512us-gaap:LandMemberhpp:A5801BobbyFosterRoadAlbuquerqueNMMember2022-07-150001482512us-gaap:BuildingAndBuildingImprovementsMemberhpp:Washington1000GreaterSeattleWAMember2022-04-270001482512us-gaap:BuildingAndBuildingImprovementsMemberhpp:SunsetGowerStudiosLosAngelesCAMember2022-05-190001482512us-gaap:BuildingAndBuildingImprovementsMemberhpp:A5801BobbyFosterRoadAlbuquerqueNMMember2022-07-150001482512hpp:ParkingEasementMemberhpp:Washington1000GreaterSeattleWAMember2022-04-270001482512hpp:ParkingEasementMemberhpp:SunsetGowerStudiosLosAngelesCAMember2022-05-190001482512hpp:ParkingEasementMemberhpp:A5801BobbyFosterRoadAlbuquerqueNMMember2022-07-150001482512hpp:FoothillResearchCenterMember2023-01-012023-12-310001482512hpp:FoothillResearchCenterMember2023-12-310001482512hpp:DelAmoOfficeMember2022-01-012022-12-310001482512hpp:NorthviewCenterMember2022-01-012022-12-310001482512hpp:A6922HollywoodMember2022-01-012022-12-310001482512hpp:DelAmoOfficeMember2022-12-310001482512hpp:NorthviewCenterMember2022-12-310001482512hpp:A6922HollywoodMember2022-12-310001482512hpp:DelAmoOfficeMember2021-12-310001482512us-gaap:DisposalGroupDisposedOfBySaleNotDiscontinuedOperationsMemberhpp:SkywayLandingMember2023-02-060001482512us-gaap:DisposalGroupDisposedOfBySaleNotDiscontinuedOperationsMemberhpp:SkywayLandingMember2023-02-062023-02-060001482512us-gaap:DisposalGroupDisposedOfBySaleNotDiscontinuedOperationsMemberhpp:A604ArizonaMember2023-08-240001482512us-gaap:DisposalGroupDisposedOfBySaleNotDiscontinuedOperationsMemberhpp:A604ArizonaMember2023-08-242023-08-240001482512us-gaap:DisposalGroupDisposedOfBySaleNotDiscontinuedOperationsMemberhpp:A3401ExpositionMember2023-08-250001482512us-gaap:DisposalGroupDisposedOfBySaleNotDiscontinuedOperationsMemberhpp:A3401ExpositionMember2023-08-252023-08-250001482512us-gaap:DisposalGroupDisposedOfBySaleNotDiscontinuedOperationsMemberhpp:Cloud10Member2023-11-210001482512us-gaap:DisposalGroupDisposedOfBySaleNotDiscontinuedOperationsMemberhpp:Cloud10Member2023-11-212023-11-210001482512hpp:OneWestsideAndWestsideTwoMemberus-gaap:DisposalGroupDisposedOfBySaleNotDiscontinuedOperationsMember2023-12-270001482512hpp:OneWestsideAndWestsideTwoMemberus-gaap:DisposalGroupDisposedOfBySaleNotDiscontinuedOperationsMember2023-12-272023-12-270001482512us-gaap:DisposalGroupDisposedOfBySaleNotDiscontinuedOperationsMember2023-01-012023-12-310001482512us-gaap:DisposalGroupDisposedOfBySaleNotDiscontinuedOperationsMemberhpp:DelAmoOfficeMember2022-08-050001482512us-gaap:DisposalGroupDisposedOfBySaleNotDiscontinuedOperationsMemberhpp:DelAmoOfficeMember2022-08-052022-08-050001482512hpp:NorthviewCenterMemberus-gaap:DisposalGroupDisposedOfBySaleNotDiscontinuedOperationsMember2022-08-300001482512hpp:NorthviewCenterMemberus-gaap:DisposalGroupDisposedOfBySaleNotDiscontinuedOperationsMember2022-08-302022-08-300001482512us-gaap:DisposalGroupDisposedOfBySaleNotDiscontinuedOperationsMemberhpp:A6922HollywoodMember2022-10-200001482512us-gaap:DisposalGroupDisposedOfBySaleNotDiscontinuedOperationsMemberhpp:A6922HollywoodMember2022-10-202022-10-200001482512us-gaap:DisposalGroupDisposedOfBySaleNotDiscontinuedOperationsMember2022-01-012022-12-310001482512us-gaap:DisposalGroupHeldforsaleNotDiscontinuedOperationsMemberhpp:SkywayLandingMember2022-12-310001482512hpp:TrailersMember2023-12-310001482512hpp:TrailersMember2022-12-310001482512hpp:ProductionEquipmentMember2023-12-310001482512hpp:ProductionEquipmentMember2022-12-310001482512us-gaap:VehiclesMember2023-12-310001482512us-gaap:VehiclesMember2022-12-310001482512us-gaap:LeaseholdImprovementsMember2023-12-310001482512us-gaap:LeaseholdImprovementsMember2022-12-310001482512us-gaap:FurnitureAndFixturesMember2023-12-310001482512us-gaap:FurnitureAndFixturesMember2022-12-310001482512us-gaap:PropertyPlantAndEquipmentOtherTypesMember2023-12-310001482512us-gaap:PropertyPlantAndEquipmentOtherTypesMember2022-12-310001482512us-gaap:FinancialGuaranteeMemberhpp:JointVentureBentallCentrePropertiesMemberus-gaap:VariableInterestEntityNotPrimaryBeneficiaryMember2023-12-310001482512us-gaap:FinancialGuaranteeMemberhpp:JointVentureSunsetPier94StudiosMemberus-gaap:VariableInterestEntityNotPrimaryBeneficiaryMember2023-12-310001482512hpp:JointVentureSunsetPier94StudiosLowerTierMemberus-gaap:VariableInterestEntityNotPrimaryBeneficiaryMember2023-08-280001482512hpp:ImmaterialUnconsolidatedJointVenturesMember2023-12-310001482512hpp:ImmaterialUnconsolidatedJointVenturesMember2022-12-310001482512us-gaap:EquityMethodInvestmentNonconsolidatedInvesteeOrGroupOfInvesteesMember2023-12-310001482512us-gaap:EquityMethodInvestmentNonconsolidatedInvesteeOrGroupOfInvesteesMember2022-12-310001482512us-gaap:EquityMethodInvestmentNonconsolidatedInvesteeOrGroupOfInvesteesMember2023-01-012023-12-310001482512us-gaap:EquityMethodInvestmentNonconsolidatedInvesteeOrGroupOfInvesteesMember2022-01-012022-12-310001482512us-gaap:EquityMethodInvestmentNonconsolidatedInvesteeOrGroupOfInvesteesMember2021-01-012021-12-310001482512hpp:LeaseAgreementsAndAcquiredinPlaceMember2023-12-310001482512hpp:LeaseAgreementsAndAcquiredinPlaceMember2022-12-310001482512hpp:BelowMarketGroundLeasesMember2023-12-310001482512hpp:BelowMarketGroundLeasesMember2022-12-310001482512us-gaap:AboveMarketLeasesMember2023-12-310001482512us-gaap:AboveMarketLeasesMember2022-12-310001482512us-gaap:CustomerRelationshipsMember2023-12-310001482512us-gaap:CustomerRelationshipsMember2022-12-310001482512us-gaap:NoncompeteAgreementsMember2023-12-310001482512us-gaap:NoncompeteAgreementsMember2022-12-310001482512us-gaap:TradeNamesMember2023-12-310001482512us-gaap:TradeNamesMember2022-12-310001482512hpp:ParkingEasementMember2023-12-310001482512hpp:ParkingEasementMember2022-12-310001482512hpp:BelowMarketLeasesMember2023-12-310001482512hpp:BelowMarketLeasesMember2022-12-310001482512hpp:AboveMarketGroundLeasesMember2023-12-310001482512hpp:AboveMarketGroundLeasesMember2022-12-310001482512hpp:LeaseAgreementsAndAcquiredinPlaceMember2023-01-012023-12-310001482512hpp:LeaseAgreementsAndAcquiredinPlaceMember2022-01-012022-12-310001482512hpp:LeaseAgreementsAndAcquiredinPlaceMember2021-01-012021-12-310001482512hpp:BelowMarketGroundLeasesMember2023-01-012023-12-310001482512hpp:BelowMarketGroundLeasesMember2022-01-012022-12-310001482512hpp:BelowMarketGroundLeasesMember2021-01-012021-12-310001482512us-gaap:AboveMarketLeasesMember2023-01-012023-12-310001482512us-gaap:AboveMarketLeasesMember2022-01-012022-12-310001482512us-gaap:AboveMarketLeasesMember2021-01-012021-12-310001482512us-gaap:CustomerRelationshipsMember2023-01-012023-12-310001482512us-gaap:CustomerRelationshipsMember2022-01-012022-12-310001482512us-gaap:CustomerRelationshipsMember2021-01-012021-12-310001482512us-gaap:NoncompeteAgreementsMember2023-01-012023-12-310001482512us-gaap:NoncompeteAgreementsMember2022-01-012022-12-310001482512us-gaap:NoncompeteAgreementsMember2021-01-012021-12-310001482512hpp:BelowMarketLeasesMember2023-01-012023-12-310001482512hpp:BelowMarketLeasesMember2022-01-012022-12-310001482512hpp:BelowMarketLeasesMember2021-01-012021-12-310001482512hpp:AboveMarketGroundLeasesMember2023-01-012023-12-310001482512hpp:AboveMarketGroundLeasesMember2022-01-012022-12-310001482512hpp:AboveMarketGroundLeasesMember2021-01-012021-12-310001482512hpp:FoothillResearchCenterPropertyMemberhpp:LeaseAgreementsAndAcquiredinPlaceMember2023-01-012023-12-310001482512us-gaap:TradeNamesMember2022-01-012022-12-310001482512hpp:BelowMarketGroundLeasesMemberhpp:DelAmoOfficeMember2022-01-012022-12-310001482512hpp:BelowMarketGroundLeasesMemberhpp:DelAmoOfficeMember2021-01-012021-12-310001482512us-gaap:RevolvingCreditFacilityMemberus-gaap:UnsecuredDebtMember2023-12-310001482512us-gaap:RevolvingCreditFacilityMemberus-gaap:UnsecuredDebtMember2022-12-310001482512us-gaap:RevolvingCreditFacilityMemberus-gaap:UnsecuredDebtMemberhpp:SecuredOvernightFinancingRateSOFRMembersrt:MinimumMember2023-01-012023-12-310001482512us-gaap:RevolvingCreditFacilityMemberus-gaap:UnsecuredDebtMemberhpp:SecuredOvernightFinancingRateSOFRMembersrt:MaximumMember2023-01-012023-12-310001482512hpp:SeriesANotesMemberus-gaap:UnsecuredDebtMember2023-12-310001482512hpp:SeriesANotesMemberus-gaap:UnsecuredDebtMember2022-12-310001482512us-gaap:UnsecuredDebtMemberhpp:SeriesBNotesMember2023-12-310001482512us-gaap:UnsecuredDebtMemberhpp:SeriesBNotesMember2022-12-310001482512us-gaap:UnsecuredDebtMemberhpp:SeriesCNotesMember2023-12-310001482512us-gaap:UnsecuredDebtMemberhpp:SeriesCNotesMember2022-12-310001482512hpp:SeriesDNotesMemberus-gaap:UnsecuredDebtMember2023-12-310001482512hpp:SeriesDNotesMemberus-gaap:UnsecuredDebtMember2022-12-310001482512us-gaap:UnsecuredDebtMemberhpp:SeriesENotesMember2023-12-310001482512us-gaap:UnsecuredDebtMemberhpp:SeriesENotesMember2022-12-310001482512us-gaap:UnsecuredDebtMemberhpp:RegisteredSeniorNotes395Member2023-12-310001482512us-gaap:UnsecuredDebtMemberhpp:RegisteredSeniorNotes395Member2022-12-310001482512us-gaap:UnsecuredDebtMemberhpp:RegisteredSeniorNotes465Member2023-12-310001482512us-gaap:UnsecuredDebtMemberhpp:RegisteredSeniorNotes465Member2022-12-310001482512hpp:RegisteredSeniorNotes325Memberus-gaap:UnsecuredDebtMember2023-12-310001482512hpp:RegisteredSeniorNotes325Memberus-gaap:UnsecuredDebtMember2022-12-310001482512us-gaap:UnsecuredDebtMemberhpp:RegisteredSeniorNotes595Member2023-12-310001482512us-gaap:UnsecuredDebtMemberhpp:RegisteredSeniorNotes595Member2022-12-310001482512us-gaap:UnsecuredDebtMember2023-12-310001482512us-gaap:UnsecuredDebtMember2022-12-310001482512hpp:HollywoodMediaPortfolioDebtMemberus-gaap:SecuredDebtMember2023-12-310001482512hpp:HollywoodMediaPortfolioDebtMemberus-gaap:SecuredDebtMember2022-12-310001482512hpp:HollywoodMediaPortfolioDebtMemberhpp:SecuredOvernightFinancingRateSOFRMemberus-gaap:SecuredDebtMember2023-01-012023-12-310001482512hpp:HollywoodMediaPortfolioDebtAcquiredMemberus-gaap:SecuredDebtMember2023-12-310001482512hpp:HollywoodMediaPortfolioDebtAcquiredMemberus-gaap:SecuredDebtMember2022-12-310001482512hpp:HollywoodMediaPortfolioDebtAcquiredMemberhpp:SecuredOvernightFinancingRateSOFRMemberus-gaap:SecuredDebtMember2023-01-012023-12-310001482512hpp:OneWestsideAndWestsideTwoLoanMemberus-gaap:SecuredDebtMember2023-12-310001482512hpp:OneWestsideAndWestsideTwoLoanMemberus-gaap:SecuredDebtMember2022-12-310001482512hpp:OneWestsideAndWestsideTwoLoanMemberhpp:SecuredOvernightFinancingRateSOFRMemberus-gaap:SecuredDebtMember2023-01-012023-12-310001482512hpp:ElementLAPropertyMemberus-gaap:SecuredDebtMember2023-12-310001482512hpp:ElementLAPropertyMemberus-gaap:SecuredDebtMember2022-12-310001482512hpp:A1918EighthPropertyMemberus-gaap:SecuredDebtMember2023-12-310001482512hpp:A1918EighthPropertyMemberus-gaap:SecuredDebtMember2022-12-310001482512hpp:A1918EighthPropertyMemberhpp:SecuredOvernightFinancingRateSOFRMemberus-gaap:SecuredDebtMember2023-01-012023-12-310001482512hpp:Hill7OfficePropertyMemberus-gaap:SecuredDebtMember2023-12-310001482512hpp:Hill7OfficePropertyMemberus-gaap:SecuredDebtMember2022-12-310001482512us-gaap:SecuredDebtMemberhpp:QuixoteMember2023-12-310001482512us-gaap:SecuredDebtMemberhpp:QuixoteMember2022-12-310001482512us-gaap:SecuredDebtMember2023-12-310001482512us-gaap:SecuredDebtMember2022-12-310001482512us-gaap:UnsecuredDebtMembersrt:MinimumMemberus-gaap:RevolvingCreditFacilityMember2023-01-012023-12-310001482512us-gaap:UnsecuredDebtMemberus-gaap:RevolvingCreditFacilityMembersrt:MaximumMember2023-01-012023-12-310001482512us-gaap:RevolvingCreditFacilityMemberus-gaap:UnsecuredDebtMemberhpp:SecuredOvernightFinancingRateSOFRMember2023-01-012023-12-310001482512us-gaap:RevolvingCreditFacilityMemberus-gaap:UnsecuredDebtMembercurrency:GBP2023-12-310001482512us-gaap:RevolvingCreditFacilityMemberus-gaap:UnsecuredDebtMembercurrency:CAD2023-12-310001482512us-gaap:UnsecuredDebtMemberhpp:RevolvingCreditFacilityIfIncreasedMember2023-12-310001482512us-gaap:RevolvingCreditFacilityMemberus-gaap:UnsecuredDebtMember2023-01-012023-12-310001482512hpp:HollywoodMediaPortfolioDebtMemberus-gaap:SecuredDebtMember2023-01-012023-12-31hpp:option0001482512us-gaap:InterestRateCapMemberhpp:HollywoodMediaPortfolioDebtMemberus-gaap:DesignatedAsHedgingInstrumentMember2023-12-310001482512us-gaap:InterestRateCapMemberhpp:HollywoodMediaPortfolioDebtMemberhpp:CashFlowHedgingPartialMemberus-gaap:DesignatedAsHedgingInstrumentMember2023-12-310001482512us-gaap:InterestRateSwapMemberhpp:HollywoodMediaPortfolioDebtMemberus-gaap:DesignatedAsHedgingInstrumentMember2023-12-310001482512us-gaap:InterestRateSwapMemberhpp:HollywoodMediaPortfolioDebtMemberus-gaap:DesignatedAsHedgingInstrumentMemberus-gaap:CashFlowHedgingMember2023-12-310001482512us-gaap:InterestRateCapMemberus-gaap:DesignatedAsHedgingInstrumentMemberhpp:A1918EighthMember2023-12-310001482512us-gaap:InterestRateCapMemberhpp:CashFlowHedgingPartialMemberus-gaap:DesignatedAsHedgingInstrumentMemberhpp:A1918EighthMember2023-12-310001482512us-gaap:InterestRateSwapMemberus-gaap:DesignatedAsHedgingInstrumentMemberhpp:A1918EighthMember2023-12-310001482512us-gaap:InterestRateSwapMemberus-gaap:DesignatedAsHedgingInstrumentMemberus-gaap:CashFlowHedgingMemberhpp:A1918EighthMember2023-12-310001482512us-gaap:UnsecuredDebtMemberhpp:QuixoteMember2023-04-012023-04-300001482512us-gaap:UnsecuredDebtMemberhpp:QuixoteMember2023-04-300001482512hpp:JointVenturePartnerDebtMember2023-01-012023-12-310001482512hpp:SeriesANotesMemberus-gaap:UnsecuredDebtMember2023-01-012023-01-310001482512us-gaap:UnsecuredDebtMemberhpp:QuixoteMember2023-01-012023-12-310001482512us-gaap:UnsecuredDebtMemberhpp:SeriesENotesMember2023-09-012023-09-300001482512us-gaap:UnsecuredDebtMemberhpp:HollywoodMediaPortfolioDebtAcquiredMember2023-11-012023-11-300001482512us-gaap:UnsecuredDebtMemberhpp:HollywoodMediaPortfolioDebtAcquiredMember2023-01-012023-12-310001482512hpp:OneWestsideAndWestsideTwoLoanMemberus-gaap:UnsecuredDebtMember2023-12-012023-12-310001482512us-gaap:UnsecuredDebtMemberhpp:HudsonPacificPropertiesLPMemberus-gaap:SeniorNotesMember2023-01-012023-12-31utr:Rate0001482512hpp:PrivatePlacementNotesMember2023-01-012023-12-310001482512hpp:PrivatePlacementNotesMember2023-12-310001482512us-gaap:SecuredDebtMember2023-01-012023-12-310001482512us-gaap:InterestRateCapMemberhpp:HollywoodMediaPortfolioDebtMemberus-gaap:DesignatedAsHedgingInstrumentMemberus-gaap:CashFlowHedgingMember2023-12-310001482512us-gaap:InterestRateCapMemberhpp:HollywoodMediaPortfolioDebtMemberus-gaap:DesignatedAsHedgingInstrumentMemberus-gaap:CashFlowHedgingMember2022-12-310001482512us-gaap:InterestRateSwapMemberus-gaap:DesignatedAsHedgingInstrumentMemberus-gaap:CashFlowHedgingMemberhpp:A1918EighthMember2022-12-310001482512us-gaap:InterestRateCapMemberhpp:CashFlowHedgingPartialMemberus-gaap:DesignatedAsHedgingInstrumentMemberhpp:A1918EighthMember2022-12-310001482512us-gaap:FairValueHedgingMemberus-gaap:DesignatedAsHedgingInstrumentMemberhpp:A1918EighthMemberhpp:InterestRateSoldCapMember2023-12-310001482512us-gaap:FairValueHedgingMemberus-gaap:DesignatedAsHedgingInstrumentMemberhpp:A1918EighthMemberhpp:InterestRateSoldCapMember2022-12-310001482512us-gaap:InterestRateCapMemberhpp:HollywoodMediaPortfolioDebtMemberhpp:CashFlowHedgingPartialMemberus-gaap:DesignatedAsHedgingInstrumentMember2022-12-310001482512hpp:HollywoodMediaPortfolioDebtMemberus-gaap:FairValueHedgingMemberus-gaap:DesignatedAsHedgingInstrumentMemberhpp:InterestRateSoldCapMember2023-12-310001482512hpp:HollywoodMediaPortfolioDebtMemberus-gaap:FairValueHedgingMemberus-gaap:DesignatedAsHedgingInstrumentMemberhpp:InterestRateSoldCapMember2022-12-310001482512us-gaap:InterestRateSwapMemberhpp:HollywoodMediaPortfolioDebtMemberus-gaap:DesignatedAsHedgingInstrumentMemberus-gaap:CashFlowHedgingMember2022-12-310001482512us-gaap:DesignatedAsHedgingInstrumentMember2023-12-310001482512us-gaap:DesignatedAsHedgingInstrumentMember2022-12-310001482512us-gaap:InterestRateCapMemberus-gaap:DesignatedAsHedgingInstrumentMemberus-gaap:CashFlowHedgingMemberhpp:A1918EighthMember2023-12-310001482512us-gaap:OtherNonoperatingIncomeExpenseMember2022-01-012022-12-310001482512us-gaap:OtherNonoperatingIncomeExpenseMember2021-01-012021-12-310001482512hpp:GroundLeaseMember2023-01-012023-12-31hpp:contract0001482512hpp:SoundStageMember2023-01-012023-12-310001482512hpp:OfficeMember2023-01-012023-12-310001482512hpp:FacilityMember2023-01-012023-12-310001482512hpp:GroundLeaseMemberhpp:FoothillResearchCenterMember2023-01-012023-12-310001482512us-gaap:FairValueInputsLevel1Member2023-12-310001482512us-gaap:FairValueInputsLevel2Member2023-12-310001482512us-gaap:FairValueInputsLevel3Member2023-12-310001482512us-gaap:FairValueInputsLevel1Member2022-12-310001482512us-gaap:FairValueInputsLevel2Member2022-12-310001482512us-gaap:FairValueInputsLevel3Member2022-12-310001482512us-gaap:FairValueInputsLevel1Memberhpp:NonRealEstateInvestmentMember2023-12-310001482512hpp:NonRealEstateInvestmentMemberus-gaap:FairValueInputsLevel2Member2023-12-310001482512us-gaap:FairValueInputsLevel3Memberhpp:NonRealEstateInvestmentMember2023-12-310001482512hpp:NonRealEstateInvestmentMember2023-12-310001482512us-gaap:FairValueInputsLevel1Memberhpp:NonRealEstateInvestmentMember2022-12-310001482512hpp:NonRealEstateInvestmentMemberus-gaap:FairValueInputsLevel2Member2022-12-310001482512us-gaap:FairValueInputsLevel3Memberhpp:NonRealEstateInvestmentMember2022-12-310001482512hpp:NonRealEstateInvestmentMember2022-12-310001482512us-gaap:UnsecuredDebtMemberus-gaap:CarryingReportedAmountFairValueDisclosureMember2023-12-310001482512us-gaap:UnsecuredDebtMemberus-gaap:EstimateOfFairValueFairValueDisclosureMember2023-12-310001482512us-gaap:UnsecuredDebtMemberus-gaap:CarryingReportedAmountFairValueDisclosureMember2022-12-310001482512us-gaap:UnsecuredDebtMemberus-gaap:EstimateOfFairValueFairValueDisclosureMember2022-12-310001482512us-gaap:SecuredDebtMemberus-gaap:CarryingReportedAmountFairValueDisclosureMember2023-12-310001482512us-gaap:SecuredDebtMemberus-gaap:EstimateOfFairValueFairValueDisclosureMember2023-12-310001482512us-gaap:SecuredDebtMemberus-gaap:CarryingReportedAmountFairValueDisclosureMember2022-12-310001482512us-gaap:SecuredDebtMemberus-gaap:EstimateOfFairValueFairValueDisclosureMember2022-12-310001482512hpp:JointVenturePartnerDebtMemberus-gaap:CarryingReportedAmountFairValueDisclosureMember2023-12-310001482512us-gaap:EstimateOfFairValueFairValueDisclosureMemberhpp:JointVenturePartnerDebtMember2023-12-310001482512hpp:JointVenturePartnerDebtMemberus-gaap:CarryingReportedAmountFairValueDisclosureMember2022-12-310001482512us-gaap:EstimateOfFairValueFairValueDisclosureMemberhpp:JointVenturePartnerDebtMember2022-12-310001482512hpp:A2010PlanMember2023-12-310001482512hpp:StockBasedCompensationExistingAndNewlyElectedBoardMemberMember2023-01-012023-12-310001482512hpp:StockBasedCompensationEmployeesMember2023-01-012023-12-310001482512hpp:PSUPlan2020Member2023-12-31hpp:portion0001482512hpp:PSUPlan2020Memberus-gaap:ShareBasedCompensationAwardTrancheOneMember2023-01-012023-12-310001482512hpp:PSUPlan2020Memberus-gaap:ShareBasedCompensationAwardTrancheTwoMember2023-01-012023-12-310001482512hpp:PSUPlan2023Memberus-gaap:ShareBasedCompensationAwardTrancheTwoMember2023-01-012023-12-310001482512hpp:PSUPlan2023Memberus-gaap:ShareBasedCompensationAwardTrancheOneMember2023-01-012023-12-310001482512hpp:PSUPlan2020Member2023-01-012023-12-310001482512hpp:PSUPlan2023Memberhpp:OperationalPerformanceUnitMember2023-12-310001482512hpp:PSUPlan2022Memberhpp:OperationalPerformanceUnitMember2022-12-310001482512hpp:RelativeTSRPerformanceUnitMemberhpp:PSUPlan2022Member2022-12-310001482512hpp:PSUPlan2021Memberhpp:OperationalPerformanceUnitMember2021-12-310001482512hpp:RelativeTSRPerformanceUnitMemberhpp:PSUPlan2021Member2021-12-310001482512hpp:TheCompanyMemberhpp:PSUPlan2023Member2023-01-012023-12-310001482512hpp:PSUPlan2022Memberhpp:TheCompanyMember2022-01-012022-12-310001482512hpp:PSUPlan2021Memberhpp:TheCompanyMember2021-01-012021-12-310001482512hpp:ParticularREITIndexMemberhpp:PSUPlan2023Member2023-01-012023-12-310001482512hpp:ParticularREITIndexMemberhpp:PSUPlan2022Member2022-01-012022-12-310001482512hpp:ParticularREITIndexMemberhpp:PSUPlan2021Member2021-01-012021-12-310001482512hpp:PSUPlan2023Member2023-01-012023-12-310001482512hpp:PSUPlan2022Member2022-01-012022-12-310001482512hpp:PSUPlan2021Member2021-01-012021-12-310001482512us-gaap:RestrictedStockMember2022-12-310001482512us-gaap:RestrictedStockMember2021-12-310001482512us-gaap:RestrictedStockMember2020-12-310001482512us-gaap:RestrictedStockMember2023-01-012023-12-310001482512us-gaap:RestrictedStockMember2022-01-012022-12-310001482512us-gaap:RestrictedStockMember2021-01-012021-12-310001482512us-gaap:RestrictedStockMember2023-12-310001482512us-gaap:PerformanceSharesMember2022-12-310001482512us-gaap:PerformanceSharesMember2021-12-310001482512us-gaap:PerformanceSharesMember2020-12-310001482512us-gaap:PerformanceSharesMember2023-01-012023-12-310001482512us-gaap:PerformanceSharesMember2022-01-012022-12-310001482512us-gaap:PerformanceSharesMember2021-01-012021-12-310001482512us-gaap:PerformanceSharesMember2023-12-310001482512us-gaap:SeriesAPreferredStockMember2023-12-310001482512us-gaap:SeriesAPreferredStockMember2022-12-310001482512us-gaap:VariableInterestEntityPrimaryBeneficiaryMemberhpp:HPPMACWSPLLCMember2018-08-312018-08-310001482512hpp:HudsonOneFerryREITLPMemberus-gaap:VariableInterestEntityPrimaryBeneficiaryMember2018-10-092018-10-090001482512us-gaap:VariableInterestEntityPrimaryBeneficiaryMember2022-12-310001482512us-gaap:VariableInterestEntityPrimaryBeneficiaryMember2023-12-310001482512us-gaap:AccumulatedGainLossNetCashFlowHedgeParentMember2020-12-310001482512us-gaap:AccumulatedTranslationAdjustmentMember2020-12-310001482512us-gaap:AccumulatedGainLossNetCashFlowHedgeParentMember2021-01-012021-12-310001482512us-gaap:AccumulatedTranslationAdjustmentMember2021-01-012021-12-310001482512us-gaap:AccumulatedGainLossNetCashFlowHedgeParentMember2021-12-310001482512us-gaap:AccumulatedTranslationAdjustmentMember2021-12-310001482512us-gaap:AccumulatedGainLossNetCashFlowHedgeParentMember2022-01-012022-12-310001482512us-gaap:AccumulatedTranslationAdjustmentMember2022-01-012022-12-310001482512us-gaap:AccumulatedGainLossNetCashFlowHedgeParentMember2022-12-310001482512us-gaap:AccumulatedTranslationAdjustmentMember2022-12-310001482512us-gaap:AccumulatedGainLossNetCashFlowHedgeParentMember2023-01-012023-12-310001482512us-gaap:AccumulatedTranslationAdjustmentMember2023-01-012023-12-310001482512us-gaap:AccumulatedGainLossNetCashFlowHedgeParentMember2023-12-310001482512us-gaap:AccumulatedTranslationAdjustmentMember2023-12-310001482512us-gaap:AccumulatedGainLossNetCashFlowHedgeParentMemberhpp:HudsonPacificPropertiesLPMember2020-12-310001482512us-gaap:AccumulatedTranslationAdjustmentMemberhpp:HudsonPacificPropertiesLPMember2020-12-310001482512hpp:HudsonPacificPropertiesLPMemberus-gaap:AccumulatedOtherComprehensiveIncomeMember2020-12-310001482512us-gaap:AccumulatedGainLossNetCashFlowHedgeParentMemberhpp:HudsonPacificPropertiesLPMember2021-01-012021-12-310001482512us-gaap:AccumulatedTranslationAdjustmentMemberhpp:HudsonPacificPropertiesLPMember2021-01-012021-12-310001482512hpp:HudsonPacificPropertiesLPMemberus-gaap:AccumulatedOtherComprehensiveIncomeMember2021-01-012021-12-310001482512us-gaap:AccumulatedGainLossNetCashFlowHedgeParentMemberhpp:HudsonPacificPropertiesLPMember2021-12-310001482512us-gaap:AccumulatedTranslationAdjustmentMemberhpp:HudsonPacificPropertiesLPMember2021-12-310001482512hpp:HudsonPacificPropertiesLPMemberus-gaap:AccumulatedOtherComprehensiveIncomeMember2021-12-310001482512us-gaap:AccumulatedGainLossNetCashFlowHedgeParentMemberhpp:HudsonPacificPropertiesLPMember2022-01-012022-12-310001482512us-gaap:AccumulatedTranslationAdjustmentMemberhpp:HudsonPacificPropertiesLPMember2022-01-012022-12-310001482512hpp:HudsonPacificPropertiesLPMemberus-gaap:AccumulatedOtherComprehensiveIncomeMember2022-01-012022-12-310001482512us-gaap:AccumulatedGainLossNetCashFlowHedgeParentMemberhpp:HudsonPacificPropertiesLPMember2022-12-310001482512us-gaap:AccumulatedTranslationAdjustmentMemberhpp:HudsonPacificPropertiesLPMember2022-12-310001482512hpp:HudsonPacificPropertiesLPMemberus-gaap:AccumulatedOtherComprehensiveIncomeMember2022-12-310001482512us-gaap:AccumulatedGainLossNetCashFlowHedgeParentMemberhpp:HudsonPacificPropertiesLPMember2023-01-012023-12-310001482512us-gaap:AccumulatedTranslationAdjustmentMemberhpp:HudsonPacificPropertiesLPMember2023-01-012023-12-310001482512hpp:HudsonPacificPropertiesLPMemberus-gaap:AccumulatedOtherComprehensiveIncomeMember2023-01-012023-12-310001482512us-gaap:AccumulatedGainLossNetCashFlowHedgeParentMemberhpp:HudsonPacificPropertiesLPMember2023-12-310001482512us-gaap:AccumulatedTranslationAdjustmentMemberhpp:HudsonPacificPropertiesLPMember2023-12-310001482512hpp:HudsonPacificPropertiesLPMemberus-gaap:AccumulatedOtherComprehensiveIncomeMember2023-12-310001482512us-gaap:CommonStockMember2023-01-012023-12-310001482512hpp:HudsonPacificPropertiesLPMembersrt:PartnershipInterestMember2023-12-310001482512hpp:HudsonPacificPropertiesLPMembersrt:PartnershipInterestMember2022-12-310001482512hpp:HudsonPacificPropertiesLPMembersrt:PartnershipInterestMember2021-12-310001482512hpp:HudsonPacificPropertiesLPMember2023-12-310001482512hpp:HudsonPacificPropertiesLPMember2022-12-310001482512hpp:HudsonPacificPropertiesLPMember2021-12-310001482512us-gaap:CommonStockMemberhpp:NoncontrollingInterestInOperatingPartnershipMember2023-12-310001482512us-gaap:CommonStockMemberhpp:NoncontrollingInterestInOperatingPartnershipMember2022-12-310001482512us-gaap:CommonStockMemberhpp:NoncontrollingInterestInOperatingPartnershipMember2021-12-310001482512hpp:NoncontrollingInterestInOperatingPartnershipMember2023-12-310001482512hpp:NoncontrollingInterestInOperatingPartnershipMember2022-12-310001482512hpp:NoncontrollingInterestInOperatingPartnershipMember2021-12-310001482512hpp:AttheMarketMember2023-01-012023-12-310001482512hpp:AttheMarketMember2023-12-310001482512hpp:AttheMarketMember2022-01-012022-12-310001482512hpp:AttheMarketMember2021-01-012021-12-310001482512srt:MinimumMemberhpp:AttheMarketMember2021-12-310001482512hpp:AttheMarketMembersrt:MaximumMember2021-12-310001482512hpp:UncollaredAcceleratedShareRepurchaseAgreementMemberus-gaap:CommonStockMember2022-02-250001482512hpp:UncollaredAcceleratedShareRepurchaseAgreementMemberus-gaap:CommonStockMember2022-01-012022-03-310001482512hpp:UncollaredAcceleratedShareRepurchaseAgreementMemberus-gaap:CommonStockMember2022-03-310001482512us-gaap:CommonStockMemberhpp:CollaredAcceleratedShareRepurchaseAgreementsMember2022-02-250001482512us-gaap:CommonStockMemberhpp:CollaredAcceleratedShareRepurchaseAgreementsMember2022-01-012022-03-3100014825122022-07-3100014825122022-07-312022-07-310001482512us-gaap:SeriesCPreferredStockMember2023-09-300001482512us-gaap:SeriesCPreferredStockMember2023-06-300001482512us-gaap:SeriesCPreferredStockMember2023-03-310001482512hpp:SeriesCumulativeRedeemablePreferredUnitsOfOperatingPartnershipMember2023-01-012023-12-310001482512hpp:SeriesCumulativeRedeemablePreferredUnitsOfOperatingPartnershipMember2022-01-012022-12-310001482512hpp:SeriesCumulativeRedeemablePreferredUnitsOfOperatingPartnershipMember2021-01-012021-12-310001482512us-gaap:SeriesCPreferredStockMember2022-10-012022-12-310001482512us-gaap:SeriesCPreferredStockMember2022-01-012022-03-310001482512us-gaap:SeriesCPreferredStockMember2022-04-012022-06-300001482512us-gaap:SeriesCPreferredStockMember2022-07-012022-09-300001482512us-gaap:SeriesCPreferredStockMember2021-10-012021-12-3100014825122023-03-202023-03-300001482512hpp:OrdinaryDividendsMember2023-03-202023-03-300001482512hpp:QualifiedDividendsMember2023-03-202023-03-300001482512hpp:CapitalGainMember2023-03-202023-03-300001482512hpp:CapitalGainUnrecapturedSection1250Member2023-03-202023-03-300001482512hpp:Section897OrdinaryDividendsMember2023-03-202023-03-300001482512hpp:Section897CapitalGainsMember2023-03-202023-03-300001482512hpp:ReturnOfCapitalMember2023-03-202023-03-3000014825122023-06-202023-06-300001482512hpp:OrdinaryDividendsMember2023-06-202023-06-300001482512hpp:QualifiedDividendsMember2023-06-202023-06-300001482512hpp:CapitalGainMember2023-06-202023-06-300001482512hpp:CapitalGainUnrecapturedSection1250Member2023-06-202023-06-300001482512hpp:Section897OrdinaryDividendsMember2023-06-202023-06-300001482512hpp:Section897CapitalGainsMember2023-06-202023-06-300001482512hpp:ReturnOfCapitalMember2023-06-202023-06-300001482512hpp:OrdinaryDividendsMember2023-01-012023-12-310001482512hpp:QualifiedDividendsMember2023-01-012023-12-310001482512hpp:CapitalGainMember2023-01-012023-12-310001482512hpp:CapitalGainUnrecapturedSection1250Member2023-01-012023-12-310001482512hpp:Section897OrdinaryDividendsMember2023-01-012023-12-310001482512hpp:Section897CapitalGainsMember2023-01-012023-12-310001482512hpp:ReturnOfCapitalMember2023-01-012023-12-3100014825122023-09-192023-09-290001482512hpp:OrdinaryDividendsMember2023-09-192023-09-290001482512hpp:QualifiedDividendsMember2023-09-192023-09-290001482512hpp:CapitalGainMember2023-09-192023-09-290001482512hpp:CapitalGainUnrecapturedSection1250Member2023-09-192023-09-290001482512hpp:Section897OrdinaryDividendsMember2023-09-192023-09-290001482512hpp:Section897CapitalGainsMember2023-09-192023-09-290001482512hpp:ReturnOfCapitalMember2023-09-192023-09-2900014825122023-12-182023-12-280001482512hpp:OrdinaryDividendsMember2023-12-182023-12-280001482512hpp:QualifiedDividendsMember2023-12-182023-12-280001482512hpp:CapitalGainMember2023-12-182023-12-280001482512hpp:CapitalGainUnrecapturedSection1250Member2023-12-182023-12-280001482512hpp:Section897OrdinaryDividendsMember2023-12-182023-12-280001482512hpp:Section897CapitalGainsMember2023-12-182023-12-280001482512hpp:ReturnOfCapitalMember2023-12-182023-12-280001482512us-gaap:RelatedPartyMemberhpp:RelatedPartyLeasesMember2023-12-310001482512us-gaap:RelatedPartyMemberhpp:RelatedPartyLeasesMember2022-12-310001482512us-gaap:RelatedPartyMemberhpp:RelatedPartyLeasesMember2021-01-012021-12-310001482512us-gaap:RelatedPartyMemberhpp:RelatedPartyLeasesMember2022-01-012022-12-310001482512us-gaap:RelatedPartyMemberhpp:RelatedPartyLeasesMember2023-01-012023-12-310001482512us-gaap:CapitalAdditionsMember2023-01-012023-12-310001482512us-gaap:SeriesCPreferredStockMemberhpp:HudsonPacificPropertiesLPMember2021-12-310001482512us-gaap:SeriesCPreferredStockMember2021-12-310001482512us-gaap:DesignatedAsHedgingInstrumentMemberhpp:HollywoodMediaPortfolioDebtMemberus-gaap:SubsequentEventMember2024-02-080001482512hpp:A875HowardSanFranciscoBayAreaCAMembersrt:OfficeBuildingMember2023-12-310001482512srt:OfficeBuildingMemberhpp:A6040SunsetLosAngelesCAMember2023-12-310001482512hpp:ICONLosAngelesCAMembersrt:OfficeBuildingMember2023-12-310001482512hpp:CUELosAngelesCAMembersrt:OfficeBuildingMember2023-12-310001482512srt:OfficeBuildingMemberhpp:EPICLosAngelesCAMember2023-12-310001482512srt:OfficeBuildingMemberhpp:A1455MarketSanFranciscoBayAreaCAMember2023-12-310001482512hpp:RinconCenterSanFranciscoBayAreaCAMembersrt:OfficeBuildingMember2023-12-310001482512hpp:A10950WashingtonLosAngelesCAMembersrt:OfficeBuildingMember2023-12-310001482512srt:OfficeBuildingMemberhpp:A275BrannanSanFranciscoBayAreaCAMember2023-12-310001482512srt:OfficeBuildingMemberhpp:A625SecondSanFranciscoBayAreaCAMember2023-12-310001482512hpp:A10900WashingtonLosAngelesCAMembersrt:OfficeBuildingMember2023-12-310001482512hpp:A901MarketSanFranciscoBayAreaCAMembersrt:OfficeBuildingMember2023-12-310001482512hpp:ElementLALosAngelesCAMembersrt:OfficeBuildingMember2023-12-310001482512hpp:A505FirstGreaterSeattleWAMembersrt:OfficeBuildingMember2023-12-310001482512srt:OfficeBuildingMemberhpp:A83KingGreaterSeattleWAMember2023-12-310001482512hpp:MetParkNorthGreaterSeattleWAMembersrt:OfficeBuildingMember2023-12-310001482512hpp:A411FirstGreaterSeattleWAMembersrt:OfficeBuildingMember2023-12-310001482512hpp:A450AlaskanGreaterSeattleWAMembersrt:OfficeBuildingMember2023-12-310001482512hpp:A95JacksonGreaterSeattleWAMembersrt:OfficeBuildingMember2023-12-310001482512hpp:PaloAltoSquareSanFranciscoBayAreaCAMembersrt:OfficeBuildingMember2023-12-310001482512srt:OfficeBuildingMemberhpp:A3400HillviewSanFranciscoBayAreaCAMember2023-12-310001482512hpp:FoothillResearchCenterSanFranciscoBayAreaCAMembersrt:OfficeBuildingMember2023-12-310001482512hpp:PageMillCenterSanFranciscoBayAreaCAMembersrt:OfficeBuildingMember2023-12-310001482512hpp:ClocktowerSquareSanFranciscoBayAreaCAMembersrt:OfficeBuildingMember2023-12-310001482512hpp:A3176PorterSanFranciscoBayAreaCAMembersrt:OfficeBuildingMember2023-12-310001482512hpp:TowersAtShoreCenterSanFranciscoBayAreaCAMembersrt:OfficeBuildingMember2023-12-310001482512srt:OfficeBuildingMemberhpp:ShorebreezeSanFranciscoBayAreaCAMember2023-12-310001482512hpp:A555TwinDolphinSanFranciscoBayAreaCAMembersrt:OfficeBuildingMember2023-12-310001482512srt:OfficeBuildingMemberhpp:A333TwinDolphinSanFranciscoBayAreaCAMember2023-12-310001482512srt:OfficeBuildingMemberhpp:MetroCenterSanFranciscoBayAreaCAMember2023-12-310001482512srt:OfficeBuildingMemberhpp:ConcourseSanFranciscoBayAreaCAMember2023-12-310001482512hpp:GatewaySanFranciscoBayAreaCAMembersrt:OfficeBuildingMember2023-12-310001482512hpp:MetroPlazaSanFranciscoBayAreaCAMembersrt:OfficeBuildingMember2023-12-310001482512hpp:A1740TechnologySanFranciscoBayAreaCAMembersrt:OfficeBuildingMember2023-12-310001482512srt:OfficeBuildingMemberhpp:SkyportPlazaSanFranciscoBayAreaCAMember2023-12-310001482512hpp:TechmartSanFranciscoBayAreaCAMembersrt:OfficeBuildingMember2023-12-310001482512hpp:FourthTractionLosAngelesCAMembersrt:OfficeBuildingMember2023-12-310001482512hpp:MaxwellLosAngelesCAMembersrt:OfficeBuildingMember2023-12-310001482512hpp:A11601WilshireLosAngelesCAMembersrt:OfficeBuildingMember2023-12-310001482512hpp:Hill7GreaterSeattleWAMembersrt:OfficeBuildingMember2023-12-310001482512srt:OfficeBuildingMemberhpp:PageMillHillSanFranciscoBayAreaCAMember2023-12-310001482512hpp:HarlowLosAngelesCAMembersrt:OfficeBuildingMember2023-12-310001482512srt:OfficeBuildingMemberhpp:FerryBuildingSanFranciscoBayAreaCAMember2023-12-310001482512hpp:A1918EighthGreaterSeattleWAMembersrt:OfficeBuildingMember2023-12-310001482512srt:OfficeBuildingMemberhpp:A5thBellGreaterSeattleWAMember2023-12-310001482512srt:OfficeBuildingMemberhpp:Washington1000GreaterSeattleWAMember2023-12-310001482512srt:OfficeBuildingMemberhpp:A5801BobbyFosterRoadAlbuquerqueNMMember2023-12-310001482512srt:OfficeBuildingMemberhpp:SunsetGowerStudiosLosAngelesCAMember2023-12-310001482512hpp:SunsetBronsonStudiosLosAngelesCAMembersrt:OfficeBuildingMember2023-12-310001482512hpp:SunsetLasPalmasStudiosLosAngelesCAMembersrt:OfficeBuildingMember2023-12-310001482512hpp:VariousMembersrt:OfficeBuildingMember2023-12-310001482512hpp:SkyportPlazaSanFranciscoBayAreaCAMember2023-01-012023-12-310001482512hpp:SkyportPlazaSanFranciscoBayAreaCAMember2023-12-310001482512hpp:SoundStageMemberhpp:VariousMember2023-01-012023-12-31

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 10-K

(Mark One)
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended December 31, 2023
or
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from_____to_____
Commission file number 001-34789 (Hudson Pacific Properties, Inc.)
Commission file number 333-202799-01 (Hudson Pacific Properties, L.P.)
Hudson Pacific Properties, Inc.
Hudson Pacific Properties, L.P.
(Exact name of registrant as specified in its charter)
Hudson Pacific Properties, Inc.

Maryland
(State or other jurisdiction of
incorporation or organization)
27-1430478
(I.R.S. Employer
Identification Number)
Hudson Pacific Properties, L.P.

Maryland
(State or other jurisdiction of
incorporation or organization)
80-0579682
(I.R.S. Employer
Identification Number)
11601 Wilshire Blvd., Ninth Floor, Los Angeles, California 90025
(Address of principal executive offices) (Zip Code)
Registrant’s telephone number, including area code (310) 445-5700

Securities registered pursuant to Section 12(b) of the Act:
RegistrantTitle of each classTrading Symbol(s) Name of each exchange on which registered
Hudson Pacific Properties, Inc.
Common Stock, $0.01 par value
HPP
 
New York Stock Exchange
Hudson Pacific Properties, Inc.
4.750% Series C Cumulative Redeemable Preferred Stock
HPP Pr C
New York Stock Exchange

Securities registered pursuant to Section 12(g) of the Act: None

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.
Hudson Pacific Properties, Inc.  Yes  x   No  o     Hudson Pacific Properties, L.P.   Yes  x   No  o

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.
Hudson Pacific Properties, Inc.  Yes  o    No  x    Hudson Pacific Properties, L.P. Yes  o   No  x

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities     Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.    
Hudson Pacific Properties, Inc.  Yes  x   No  o     Hudson Pacific Properties, L.P.  Yes  x    No  o

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).    
Hudson Pacific Properties, Inc.  Yes  x   No  o     Hudson Pacific Properties, L.P.   Yes  x   No  o




Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Hudson Pacific Properties, Inc.
Large accelerated filer x

Accelerated filer o
Non-accelerated filer o

Smaller reporting company
Emerging growth company

Hudson Pacific Properties, L.P.
Large accelerated filer o

Accelerated filer o


Non-accelerated filer x
Smaller reporting company
Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o

Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report.                             x

If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements.
Hudson Pacific Properties, Inc.  Yes      No x      Hudson Pacific Properties, L.P. Yes      No  x

Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to § 240.10D-1(b).
Hudson Pacific Properties, Inc.  Yes      No  x    Hudson Pacific Properties, L.P. Yes      No  x

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act.)
Hudson Pacific Properties, Inc.  Yes      No  x    Hudson Pacific Properties, L.P. Yes      No  x

As of June 30, 2023, the aggregate market value of common stock held by non-affiliates of the registrant (assuming for these purposes, but without conceding, that all executive officers and directors are “affiliates” of the registrant) was $583.1 million based upon the last sales price on June 30, 2023 for the registrant’s Common Stock.

There is no public trading market for the common units of limited partnership interest of Hudson Pacific Properties, L.P. As a result, the aggregate market value of the common units of limited partnership interest held by non-affiliates of Hudson Pacific Properties, L.P. cannot be determined.

The number of shares of common stock of Hudson Pacific Properties, Inc. outstanding at February 9, 2024 was 141,110,002.

DOCUMENTS INCORPORATED BY REFERENCE
Portions of the proxy statement for the registrant’s 2024 Annual Meeting of Stockholders to be held May 16, 2024 are incorporated by reference in Part III of this Annual Report on Form 10-K. The proxy statement will be filed by the registrant with the United States Securities and Exchange Commission, or the SEC, not later than 120 days after the end of the registrant’s fiscal year.




EXPLANATORY NOTE

This report combines the annual reports on Form 10-K for the period ended December 31, 2023 of Hudson Pacific Properties, Inc., a Maryland corporation, and Hudson Pacific Properties, L.P., a Maryland limited partnership. Unless otherwise indicated or unless the context requires otherwise, all references in this report to “we,” “us,” “our,” or “our Company” refer to Hudson Pacific Properties, Inc. together with its consolidated subsidiaries, including Hudson Pacific Properties, L.P. In statements regarding qualification as a real estate investment trust, or REIT, such terms refer solely to Hudson Pacific Properties, Inc. Unless otherwise indicated or unless the context requires otherwise, all references to “our operating partnership” or “the operating partnership” refer to Hudson Pacific Properties, L.P. together with its consolidated subsidiaries.

Hudson Pacific Properties, Inc. is a REIT and the sole general partner of our operating partnership. As of December 31, 2023, Hudson Pacific Properties, Inc. owned approximately 97.2% of the ownership interest in our operating partnership (including unvested restricted units). The remaining approximately 2.8% interest was owned by certain of our executive officers and directors, certain of their affiliates and other outside investors and includes unvested operating partnership performance units. As the sole general partner of our operating partnership, Hudson Pacific Properties, Inc. has the full, exclusive and complete responsibility for our operating partnership’s day-to-day management and control.

We believe combining the annual reports on Form 10-K of Hudson Pacific Properties, Inc. and the operating partnership into this single report results in the following benefits:

enhancing investors’ understanding of our Company and our operating partnership by enabling investors to view the business as a whole in the same manner as management views and operates the business;
eliminating duplicative disclosure and providing a more streamlined and readable presentation because a substantial portion of the disclosures apply to both our Company and our operating partnership; and
creating time and cost efficiencies through the preparation of one combined report instead of two separate reports.

There are a few differences between our Company and our operating partnership, which are reflected in the disclosures in this report. We believe it is important to understand the differences between our Company and our operating partnership in the context of how we operate as an interrelated, consolidated company. Hudson Pacific Properties, Inc. is a REIT, the only material assets of which are the units of partnership interest in our operating partnership. As a result, Hudson Pacific Properties, Inc. does not conduct business itself, other than acting as the sole general partner of our operating partnership, issuing equity from time to time and guaranteeing certain debt of our operating partnership. Hudson Pacific Properties, Inc. itself does not issue any indebtedness but guarantees some of the debt of our operating partnership. Our operating partnership, which is structured as a partnership with no publicly traded equity, holds substantially all of the assets of our Company and conducts substantially all of our business. Except for net proceeds from equity issuances by Hudson Pacific Properties, Inc., which are generally contributed to our operating partnership in exchange for units of partnership interest in our operating partnership, our operating partnership generates the capital required by our Company’s business through its operations, its incurrence of indebtedness or through the issuance of units of partnership interest in our operating partnership.

Non-controlling interest, stockholders’ equity and partners’ capital are the main areas of difference between the consolidated financial statements of our Company and those of our operating partnership. The common units in our operating partnership are accounted for as partners’ capital in our operating partnership’s consolidated financial statements and, to the extent not held by our Company, as a non-controlling interest in our Company’s consolidated financial statements. The differences between stockholders’ equity, partners’ capital and non-controlling interest result from the differences in the equity issued by our Company and our operating partnership.

To help investors understand the significant differences between our Company and our operating partnership, this report presents the consolidated financial statements separately for our Company and our operating partnership. All other sections of this report, including “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and “Quantitative and Qualitative Disclosures About Market Risk,” are presented together for our Company and our operating partnership.

In order to establish that the Chief Executive Officer and the Chief Financial Officer of each entity have made the requisite certifications and that our Company and our operating partnership are compliant with Rule 13a-15 or Rule 15d-15 of the Securities Exchange Act of 1934, or the Exchange Act and 18 U.S.C. §1350, this report also includes separate Part II, Item 9A “Controls and Procedures” sections and separate Exhibit 31 and 32 certifications for each of Hudson Pacific Properties, Inc. and our operating partnership.



HUDSON PACIFIC PROPERTIES, INC. AND HUDSON PACIFIC PROPERTIES, L.P.
ANNUAL REPORT ON FORM 10-K
TABLE OF CONTENTS
  Page


4


PART I
Forward-looking Statements

Certain written and oral statements made or incorporated by reference from time to time by us or our representatives in this Annual Report on Form 10-K, other filings or reports filed with the SEC, press releases, conferences, or otherwise, are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995 (set forth in Section 27A of the Securities Act of 1933, as amended, or the Securities Act, as amended, and Section 21E of the Exchange Act). In particular, statements relating to our liquidity and capital resources, portfolio performance and results of operations contain forward-looking statements. Furthermore, all of the statements regarding future financial performance (including anticipated funds from operations, or FFO, market conditions and demographics) are forward-looking statements. We are including this cautionary statement to make applicable and take advantage of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995 for any such forward-looking statements. We caution investors that any forward-looking statements presented in this Annual Report on Form 10-K, or that management may make orally or in writing from time to time, are based on management’s beliefs and assumptions made by, and information currently available to, management. When used, the words “anticipate,” “believe,” “expect,” “intend,” “may,” “might,” “plan,” “estimate,” “project,” “should,” “will,” “result” and similar expressions that do not relate solely to historical matters are intended to identify forward-looking statements. Such statements are subject to risks, uncertainties and assumptions and may be affected by known and unknown risks, trends, uncertainties and factors that are beyond our control. Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those anticipated, estimated or projected. We expressly disclaim any responsibility to update forward-looking statements, whether as a result of new information, future events or otherwise. Accordingly, investors should use caution in relying on past forward-looking statements, which were based on results and trends at the time they were made, to anticipate future results or trends.

Some of the risks and uncertainties that may cause our actual results, performance, liquidity or achievements to differ materially from those expressed or implied by forward-looking statements include, among others, the following:

adverse economic or real estate developments in our target markets;
general economic conditions;
defaults on, early terminations of or non-renewal of leases by tenants;
fluctuations in interest rates and increased operating costs;
our failure to obtain necessary outside financing, maintain an investment grade rating or maintain compliance with covenants under our financing arrangements;
our failure to generate sufficient cash flows to service our outstanding indebtedness and maintain dividend payments;
lack or insufficient amounts of insurance;
decreased rental rates or increased vacancy rates;
difficulties in identifying properties to acquire or dispose and completing acquisitions or dispositions;
our failure to successfully operate acquired properties and operations;
our failure to maintain our status as a REIT;
the loss of key personnel;
environmental uncertainties and risks related to adverse weather conditions and natural disasters;
financial market and foreign currency fluctuations;
risks related to acquisitions generally, including the diversion of management’s attention from ongoing business operations and the impact on customers, tenants, lenders, operating results and business;
the inability to successfully integrate acquired properties, realize the anticipated benefits of acquisitions or capitalize on value creation opportunities;
changes in the tax laws and uncertainty as to how those changes may be applied;
changes in real estate and zoning laws and increases in real property tax rates; and
other factors affecting the real estate industry generally.

Set forth below are some (but not all) of the factors that could adversely affect our business and financial performance. Moreover, we operate in a highly competitive and rapidly changing environment. New risk factors emerge from time to time, and it is not possible for management to predict all such risk factors, nor can it assess the impact of all such risk factors on our business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements. Given these risks and uncertainties, investors should not place undue reliance on forward-looking statements as a prediction of actual results.

5


Risk Factors Summary

Our business is subject to a number of risks, including risks that may prevent us from achieving our business objectives or may adversely affect our business and financial performance. These risks are discussed more fully below and include, but are not limited to, the following:

Risks Related to Our Properties and Our Business

Our properties are located in Northern and Southern California, the Pacific Northwest, New York, Western Canada and Greater London, United Kingdom, and we are susceptible to adverse economic conditions, local regulations and natural disasters affecting those markets.
We derive a significant portion of our rental revenue from tenants in the technology and media and entertainment industries, which makes us particularly susceptible to demand for rental space in those industries.
We may be unable to identify and complete acquisitions of properties that meet our criteria, dispose of such assets, yield the returns we expect or to successfully and profitably operate our properties.
Our growth depends on external sources of capital that are outside of our control and may not be available to us on commercially reasonable terms or at all, and our existing debt may restrict our ability to engage in some business activities.
Mortgage debt obligations expose us to the possibility of foreclosure, which could result in the loss of our investment in a property or group of properties subject to mortgage debt.
We face considerable competition, depend on significant tenants, may be unable to renew leases, lease vacant space or may be unable to obtain our asking rents, which could each have an adverse effect on our financial condition, results of operations, cash flow and the per share trading price of our securities.
Some of our properties are subject to ground leases, the termination or expiration of which could cause us to lose our interest in, and the right to receive rental income from, such properties.
Joint venture investments could be adversely affected by our lack of sole decision-making authority, our reliance on co-venturers’ financial condition and disputes between us and our co-venturers.
If we fail to maintain an effective system of integrated internal controls, we may not be able to accurately report our financial results.

Risks Related to the Real Estate Industry

Our performance and value are subject to risks associated with real estate assets and the real estate industry, as well as property development and redevelopment.
The illiquidity of real estate investments could significantly impede our ability to respond to adverse changes and harm our financial condition.
We may incur significant costs related to compliance with government laws, regulations and covenants that are applicable to our properties, including environmental regulations.
Our properties may contain or develop harmful mold or suffer from other air quality issues, which could lead to liability for adverse health effects and costs of remediation.

Risks Related to Our Organizational Structure

The series A preferred units that were issued to some contributors in connection with our IPO in exchange for the contribution of their properties have certain preferences, which could limit our ability to pay dividends or other distributions to the holders of our securities or engage in certain business combinations, recapitalizations or other fundamental changes.
Our common stock is ranked junior to our series C preferred stock.
Conflicts of interest exist or could arise in the future between the interests of our stockholders and the interests of holders of units in our operating partnership.
Our charter and bylaws, the partnership agreement of our operating partnership and Maryland law contain provisions that may delay, defer or prevent a change of control transaction, even if such a change in control may be in our stockholders’ interest, and as a result may depress the market price of our securities.
Our board of directors may change our investment and financing policies without stockholder approval and we may become more highly leveraged, which may increase our risk of default under our debt obligations.
Our rights and the rights of our stockholders to take action against our directors and officers are limited.
We are a holding company with no direct operations and, as such, we rely on funds received from our operating partnership to pay liabilities, and the interests of our stockholders are structurally subordinated to all liabilities and obligations of our operating partnership and its subsidiaries.
6



Risks Related to Our Status as a REIT

Failure to qualify as a REIT would have significant adverse consequences to us and the value of our stock.
If our operating partnership were to fail to qualify as a partnership for federal income tax purposes, we would cease to qualify as a REIT and suffer other adverse consequences.
The tax imposed on REITs engaging in “prohibited transactions” may limit our ability to engage in transactions that would be treated as sales for federal income tax purposes.
Our ownership of taxable REIT subsidiaries is subject to certain restrictions, and we will be required to pay a 100% penalty tax on certain income or deductions if our transactions with our taxable REIT subsidiaries are not conducted on arm’s length terms.
To maintain our REIT status, we may be forced to borrow funds during unfavorable market conditions.
Complying with REIT requirements may affect our profitability and may force us to liquidate or forgo otherwise attractive investments.
Dividends payable by REITs do not qualify for the reduced tax rates available for some dividends.
The power of our board of directors to revoke our REIT election without stockholder approval may cause adverse consequences to our stockholders and unitholders.
Legislative or other actions affecting REITs could have a negative effect on our investors and us.

Risks Related to General and Global Factors

Our business and results of operations and financial condition may be materially or adversely impacted by the outbreak of a pandemic.
Adverse economic and geopolitical conditions and dislocations in the credit markets, as well as social, political, and economic instability, unrest, and other circumstances beyond our control could have a material adverse effect on our financial condition, results of operations, cash flow and per share trading price of our securities.
Potential losses, including from adverse weather conditions, natural disasters and title claims, may not be covered by insurance.
We may become subject to litigation, which could have an adverse effect on our financial condition, results of operations, cash flow and the per share trading price of our securities.
We face risks associated with security breaches through cyber attacks, cyber intrusions or otherwise, as well as other significant disruptions of our information technology (“IT”) networks and related systems.
Future terrorist activity or engagement in war by the United States may have an adverse effect on our financial condition and operating results.

ITEM 1. Business

Company Overview

We are a vertically integrated real estate investment trust (“REIT”) offering end-to-end real estate solutions for dynamic tenants in the synergistic, converging and secular growth industries of tech and media. We acquire, reposition, develop and operate sustainable high-quality office and state-of-the-art studio properties in high-barrier-to-entry tech and media epicenters. Our primary investment markets include Los Angeles, the San Francisco Bay Area, Seattle, New York, Vancouver, British Columbia and Greater London, United Kingdom. We invest across the risk-return spectrum, favoring opportunities that allow us to leverage leasing, capital investment and operating expertise along with deep strategic relationships to create incremental stakeholder value.

As of December 31, 2023, our portfolio included:

Office properties comprising approximately 14.7 million square feet;
Studio properties comprising approximately 48 stages and 1.7 million square feet of sound stages and production-supporting office and other facilities;
Land properties comprising approximately 3.2 million square feet of undeveloped density rights for future office, studio and residential space; and
Production services assets, comprising vehicles, lighting and grip, production supplies and other equipment and the lease rights to an additional 27 sound stages.

This Annual Report on Form 10-K includes financial measures that are not in accordance with generally accepted accounting principles in the United States (“GAAP”), which are accompanied by what the Company considers the most directly comparable financial measures calculated and presented in accordance with GAAP. The Company presents “HPP’s share” of
7


certain of these measures, which are non-GAAP financial measures that are calculated as the measure on a consolidated basis, in accordance with GAAP, plus our Operating Partnership’s share of the measure from our unconsolidated joint ventures (calculated based upon the Operating Partnership’s percentage ownership interest), minus our partners’ share of the measure from our consolidated joint ventures (calculated based upon the partners’ percentage ownership interests). We believe that presenting HPP’s share of these measures provides useful information to investors regarding the Company’s financial condition and/or results of operations because we have several significant joint ventures, and in some cases, we exercise significant influence over, but do not control, the joint venture. In such instances, GAAP requires us to account for the joint venture entity using the equity method of accounting, which we do not consolidate for financial reporting purposes. In other cases, GAAP requires us to consolidate the venture even though our partner(s) own(s) a significant percentage interest. As a result, management believes that presenting HPP’s share of various financial measures in this manner can help investors better understand the Company’s financial condition and/or results of operations after taking into account its true economic interest in these joint ventures.

Business Strategy

We invest in Class-A office and studio properties located in high barrier-to-entry, innovation-centric submarkets with significant growth potential. Our world-class sustainable office and studio properties within these submarkets allow us to attract and retain quality companies as tenants, many in the increasingly synergistic technology and media and entertainment sectors. The purchase of properties with a value-add component, typically sourced through off-market transactions, also facilitates our long-term growth. These types of assets afford us the opportunity to capture embedded rent growth and occupancy upside, as we strategically invest capital to reposition and redevelop assets to generate additional cash flow. We take a measured approach to ground-up development, with most under-construction, planned or potential projects located on ancillary sites that are part of existing operating assets. We also acquire and operate leading production services companies to further expand the service offerings for our studio portfolio and our geographic reach to other studios and on-location filming. From time to time, we also look to sell assets opportunistically to recycle capital to enhance our portfolio or to otherwise further our long-term capital allocation goals. Management expertise and valuable strategic relationships across disciplines support execution at all levels of our operations. Specifically, aggressive leasing and proactive asset management, combined with a focus on maintaining a conservative balance sheet, are central to our strategy.

Competitive Positioning

We believe the following competitive strengths distinguish us and support our efforts to capitalize on opportunities to drive growth and profitability.
 
Technology and Media Driven Markets and Assets. We are the only publicly-traded owner and operator of both premier office and studio properties. Our focus on office properties in West Coast technology hubs and studios and related services assets in global media markets provides differentiated exposure to these synergistic and secular growth-oriented industries. Our portfolio attracts a tenancy comprised of many of the world’s most innovative and creative companies seeking to build their businesses within established ecosystems, like Silicon Valley or Hollywood, and we are uniquely able to extend these relationships across markets and asset classes.

Deep Sector-Specific Management Expertise. Our executive team has both significant tenure with the Company and decades of experience in commercial real estate and studio-related operating businesses. We believe the breadth and depth of their expertise enables us to execute fully on our differentiated strategy, whether acquiring, repositioning, developing, operating, or selling sustainable premier office and studio properties and related services businesses. Beyond industry expertise, we leverage our executives’ in-depth local and regional knowledge, which we believe furthers our ability to execute and unlock value within our high-barrier-to-entry markets.

Long-Standing Relationships and Strategic Partnerships. We have an extensive network of long-standing relationships with leading institutional and individual real estate owners/developers, international and regional lenders, bankers, brokers, tenants and other participants across our industries and markets. These relationships provide us with optionality and access to unique and attractive value creation opportunities, whether through investment transactions, leasing activities, or asset-level or corporate (re)financings.

Proactive Balance Sheet Management. We seek to prioritize having a strong, flexible balance sheet with multiple avenues to access capital through market cycles from both secured and unsecured financings. We seek to prudently allocate capital to achieve growth while maintaining conservative leverage. We are willing to consider accessing equity markets to fund attractive investment opportunities. We believe we have the discipline to work consistently to achieve long-term leverage targets while ensuring optionality for future growth.

8


Sustainability and ESG Leadership. Through our Better Blueprint program, the Company is an established industry leader in sustainability and ESG and has received accolades from the Global Real Estate Sustainability Benchmark (GRESB), the National Associate of Real Estate Investment Trusts (NAREIT), and the National Association of Office Properties (NAIOP) among many others. Sustainability and ESG both in terms of our portfolio and operations are important for our stakeholders and provide a key point of differentiation for those who invest, partner, lease, or work with or for us.

Competition

We compete with a number of developers, owners and operators of office and commercial real estate, many of which own properties similar to ours in the same markets in which our properties are located and some of which have greater financial resources than we do. In operating and managing our portfolio, we compete for tenants based on a number of factors, including location, rental rates, security, flexibility and expertise to design space to meet prospective tenants’ needs and the manner in which our properties are operated, maintained and marketed. As leases at our properties expire, we may encounter significant competition to renew or re-let space in light of competing properties within the markets in which we operate. As a result, we may be required to provide rent concessions or abatements, incur charges for tenant improvements and other inducements, including early termination rights or below-market renewal options, or we may not be able to timely lease vacant space. In that case, our financial condition, results of operations and cash flows may be adversely affected.

We also face competition when pursuing acquisition and disposition opportunities. Our competitors may be able to pay higher property acquisition prices, may have private access to acquisition opportunities not available to us and may otherwise be in a better position to acquire a property. Competition may also increase the price required to consummate an acquisition opportunity and generally reduce the demand for commercial office space in our markets. Likewise, competition with sellers of similar properties to locate suitable purchasers may result in us receiving lower proceeds from a sale or in us not being able to dispose of a property at a time of our choosing due to the lack of an acceptable return.

For further discussion of the potential impact of competitive conditions on our business, see Item 1A “Risk Factors.”

Segment and Geographic Financial Information

We report our results of operations through two reportable segments: (i) office properties and related operations and (ii) studio properties and related operations. For information about our segments, refer to Part IV, Item 15(a) “Financial Statement Schedules—Note 17 to the Consolidated Financial Statements—Segment Reporting.”

Our portfolio of owned real estate is concentrated in California, the Pacific Northwest, New York, Western Canada and Greater London, United Kingdom. For further detail regarding our geographic financial information, refer to Item 2 “Properties.”
 
Principal Executive Offices

Our principal executive offices are located at 11601 Wilshire Blvd., Ninth Floor, Los Angeles, California 90025 and our telephone number is (310) 445-5700. We believe that our current facilities are adequate for our present operations.

Regulation

General

Our properties are subject to various covenants, laws, ordinances and regulations, including regulations relating to common areas and fire and safety requirements. We believe that each of the properties in our portfolio have the necessary permits and approvals to operate its business.

Americans with Disabilities Act

Our properties located in the United States must comply with Title III of the Americans with Disabilities Act (“ADA”) to the extent that such properties are “public accommodations” as defined by the ADA. The ADA may require removal of structural barriers to access by persons with disabilities in certain public areas of our properties where such removal is readily achievable. We have developed and undertaken continuous capital improvement programs at various properties, some of which have included ADA-related modifications. As capital improvement programs progress, certain ADA upgrades will continue to be integrated into the planned improvements, specifically at the studio properties where we are able to utilize in-house construction crews to minimize costs for required ADA-related improvements. However, some of our properties may currently be in noncompliance with
9


the ADA. Such noncompliance could result in the incurrence of additional costs to attain compliance, the imposition of fines or an award of damages to private litigants. The obligation to make readily achievable accommodations is an ongoing one, and we will continue to assess our properties and to make alterations as appropriate in this respect.

Environmental Matters

Under various federal, state and local laws and regulations relating to the environment, as a current or former owner or operator of real property, we may be liable for costs and damages resulting from the presence or discharge of hazardous or toxic substances, waste or petroleum products at, on, in, under, or migrating from such property, including costs to investigate and clean up such contamination and liability for natural resources. Such laws often impose liability without regard to whether the owner or operator knew of, or was responsible for, the presence of such contamination, and the liability may be joint and several. These liabilities could be substantial and the cost of any required remediation, removal, fines, or other costs could exceed the value of the property and/or our aggregate assets. In addition, the presence of contamination or the failure to remediate contamination at our properties may expose us to third-party liability for costs of remediation and/or personal or property damage or materially adversely affect our ability to sell, lease or develop our properties or to borrow using the properties as collateral. In addition, environmental laws may create liens on contaminated sites in favor of the government for damages and costs it incurs to address such contamination. Moreover, if contamination is discovered on our properties, environmental laws may impose restrictions on the manner in which the property may be used or businesses may be operated, and these restrictions may require substantial expenditures.

Some of our properties contain, have contained, or are adjacent to or near other properties that have contained or currently contain storage tanks for the storage of petroleum products or other hazardous or toxic substances. Similarly, some of our properties were used in the past for commercial or industrial purposes, or are currently used for commercial purposes, that involve or involved the use of petroleum products or other hazardous or toxic substances, or are adjacent to or near properties that have been or are used for similar commercial or industrial purposes. As a result, some of our properties have been or may be impacted by contamination arising from the release of such hazardous substances or petroleum products. Where we have deemed appropriate, we have taken steps to address identified contamination or mitigate risks associated with such contamination; however, we are unable to ensure that further actions will not be necessary. As a result of the foregoing, we could potentially incur material liabilities.

Independent environmental consultants have conducted Phase I Environmental Site Assessments at all of our properties located in the United States using the American Society for Testing and Materials (“ASTM”) Practice E 1527-05. A Phase I Environmental Site Assessment is a report prepared for real estate holdings that identifies potential or existing environmental contamination liabilities. Site assessments are intended to discover and evaluate information regarding the environmental condition of the surveyed property and surrounding properties. These assessments do not generally include soil samplings, subsurface investigations or asbestos or lead surveys. None of the recent site assessments identified any known past or present contamination that we believe would have a material adverse effect on our business, assets or operations. However, the assessments are limited in scope and may have failed to identify all environmental conditions or concerns. A prior owner or operator of a property or historic operations at our properties may have created a material environmental condition that is not known to us or the independent consultants preparing the site assessments. Material environmental conditions may have arisen after the review was completed or may arise in the future, and future laws, ordinances or regulations may impose material additional environmental liability.

Environmental laws also govern the presence, maintenance and removal of asbestos-containing building materials (“ACBM”) or lead-based paint (“LBP”) and may impose fines and penalties for failure to comply with these requirements or expose us to third party liability (e.g., liability for personal injury associated with exposure to asbestos). Such laws require that owners or operators of buildings containing ACBM and LBP (and employers in such buildings) properly manage and maintain the asbestos and lead, adequately notify or train those who may come into contact with asbestos or lead, and undertake special precautions, including removal or other abatement, if asbestos or lead would be disturbed during renovation or demolition of a building. Some of our properties contain ACBM and/or LBP and we could be liable for such damages, fines or penalties.

In addition, the properties in our portfolio also are subject to various federal, state and local environmental and health and safety requirements, such as state and local fire requirements. Moreover, some of our tenants routinely handle and use hazardous or regulated substances and waste as part of their operations at our properties, which are subject to regulation. Such environmental and health and safety laws and regulations could subject us or our tenants to liability resulting from these activities. Environmental liabilities could affect a tenant’s ability to make rental payments to us. In addition, changes in laws could increase the potential liability for noncompliance. We sometimes require our tenants to comply with environmental and health and safety laws and regulations and to indemnify us for any related liabilities. But in the event of the bankruptcy or inability of any of our tenants to satisfy such obligations, we may be required to satisfy such obligations. In addition, we may be held directly liable for any such damages or claims regardless of whether we knew of, or were responsible for, the presence or disposal of hazardous or toxic
10


substances or waste and irrespective of tenant lease provisions. The costs associated with such liability could be substantial and could have a material adverse effect on us.

When excessive moisture accumulates in buildings or on building materials, mold growth may occur, particularly if the moisture problem remains undiscovered or is not addressed over a period of time. Some molds may produce airborne toxins or irritants. Indoor air quality issues can also stem from inadequate ventilation, chemical contamination from indoor or outdoor sources, and other biological contaminants such as pollen, viruses and bacteria. Indoor exposure to airborne toxins or irritants above certain levels can be alleged to cause a variety of adverse health effects and symptoms, including allergic or other reactions. As a result, the presence of significant mold or other airborne contaminants at any of our properties could require us to undertake a costly remediation program to contain or remove the mold or other airborne contaminants from the affected property or increase indoor ventilation. In addition, the presence of significant mold or other airborne contaminants could expose us to liability from our tenants, employees of our tenants or others if property damage or personal injury occurs. We are not presently aware of any material adverse indoor air quality issues at our properties.

Environmental, Social and Governance (“ESG”)

ESG Commitment

Our ESG platform, Better BlueprintTM, is informed by decades of experience and what we believe to be best practices across every aspect of real estate. Better BlueprintTM brings to life our vision of vibrant, thriving urban spaces and places built for the long term. Its principles and objectives provide a common thread that authentically guides our work and relations with tenants, employees, investors and partners. Through this program, we aim to foster the growth of sustainable, healthy and equitable cities—vibrant cities, today and in the future.

Sustainable: Minimizing our Footprint

We are committed to leadership in sustainability—whether designing a new property, reimagining a dated building, or managing our existing real estate portfolio and production services businesses. Addressing climate change is the number one focus of our sustainability program, and we have had 100% carbon neutral real estate operations since 2020. Our science-based target commits us to go further by reducing absolute Scope 1 and 2 greenhouse gas (“GHG”) emissions by 50% by 2030, from a 2018 baseline, excluding financial instruments like unbundled renewable energy credits and carbon offsets. We are on track to meet this target and also are committed to reducing our Scope 3 GHG emissions by minimizing embodied carbon in our development and construction projects and transitioning our production services fleet to zero-emission vehicles. More about our bold sustainability goals can be found in Hudson Pacific’s Corporate Responsibility Report.

Our 2023 achievements include:

100% carbon neutral operations across our entire real estate operating portfolio;
100% of our in-service office portfolio has recycling services and over 70% has composting services;
Over 90% of our in-service office portfolio is LEED certified and over 70% is ENERGY STAR certified;
Better BlueprintTM Action Plans at all operating properties; and
Sustainable Design Vision for all redevelopments and major repositionings.

Healthy: Healthy Buildings, Healthy Lives

We aim to set our properties apart by providing safe environments that promote wellness and resilience for our employees, customers and neighbors. Our health and safety program includes emergency response plans, fire life safety systems, MERV-13+ air filters, and regular safety training at all buildings. We are also deeply committed to advancing wellness and well-being, as we know that the quality of our indoor environment can have a huge impact on both our physical and mental health. We consistently deliver state-of-the-art buildings with functional outdoor space, fitness amenities, natural light, healthy food and other wellness-oriented features. We offer in-person and virtual wellness programming at most properties, and we have a goal to achieve Fitwel certification for at least 50% of our in-service office portfolio by 2030.

Our 2023 achievements include:

All operating office and studio properties use MERV-13+ filters, among other COVID-safe procedures;
Over 90% of our in-service office portfolio is served by bike storage, showers and/or lockers
Over 60% of our in-service office portfolio has on-site fitness amenities and/or a mobile app that promotes health and wellness through virtual fitness classes, mindfulness training, cooking sessions, and more; and
11


Over 40% of our in-service office portfolio is Fitwel certified.

Equitable: Vibrant, Thriving Cities for All

We seek to create and cultivate communities that champion diversity, equity and inclusion (“DEI”) and afford opportunity for everyone to succeed. We strive to promote an inclusive corporate culture and advance equity across recruiting, hiring and human capital development processes. We support key groups aiming to diversify the real estate and production services talent pipelines, and our supplier diversity program includes a commitment to increase the use of diverse and/or local contractors on-site at all redevelopments to 15% by 2025. We donate at least 1% of net earnings to charitable causes annually and have an active employee volunteering program to ensure we give back to our communities.

Our 2023 achievements include:

100% of employees received training on key business topics such as health and safety and/or DEI
Deepened collaboration with Ghetto Film School to help traditionally under-represented youth enter the production business;
Continuation of our commitment to invest $20 million in innovative homelessness and housing solutions;
Over $800,000 in charitable giving; and
Over 1,400 hours of employee volunteering.

Human Capital

Hiring

In alignment with our Company values, we believe our people are our greatest asset and we embrace a recruitment process that strives to attract top-tier, diverse talent. Through a series of behavioral-based interviews, Company recruiters assess candidates for skills, competencies and cultural fit. The hiring team comprises a recruiter, hiring manager and other peers or stakeholders to ensure a collaborative process.

Diversity, Equity and Inclusion

We value employees at all levels of the organization and provide ample opportunities for growth, while striving to foster and celebrate diversity in all its forms including gender, age, ethnicity and cultural background. We take pride in the fact that our employee population across our operating office and studio portfolio reflects a balanced gender representation as well as a broad cross-section of racial and ethnic backgrounds. We have a comprehensive and robust DEI program for employees at all levels, which includes initiatives such as:

An ongoing series of intensive, cohort-based DEI training modules for employees.
Six Employee Resource Groups each designed to connect employees with similar backgrounds and shared experiences while fostering partnership with the Company on diversity and inclusion efforts, sharing best practices and ensuring support for each other across our communities.
A thoughtfully curated DEI Library filled with educational resources to increase employee awareness and knowledge of important diversity and inclusion concepts and further develop their skills to help make meaningful change.

Training and Development

Upon joining the Company, our employees attend a comprehensive orientation program that is a fun, interactive opportunity for new hires to learn more about the Company, our business strategy, core values and leadership philosophy. Senior executives speak candidly about the Company and their roles.

In addition to traditional employee development programs (e.g., annual performance reviews and role-specific training programs), we offer individualized curriculums through an online platform at no cost to the employees, interactive leadership development programs for junior and mid-career/senior team members and off-site team retreats that foster team-building and skills training. The Company regularly honors top performers, and generous Company policies encourage work/life balance through paid time off, subsidized gym memberships, fitness programs, events and healthy dining options.

12


Compensation and Benefits

We are a pay-for-performance organization, which means that compensation decisions are made based on individual, team/department, and overall Company performance. This includes consideration of an individual’s contributions and accomplishments as well as how these were achieved (values, skills, and competencies). The objective is to emphasize corporate goals and individual contributions to the achievement of those goals for the year.

We award merit salary increases as recognition for the past year’s performance, sustained contributions, and/or the demonstration of newly acquired skills. Discretionary bonuses are designed to reward employees for fulfilling their responsibilities, delivering superior results, and making significant contributions. Discretionary performance bonus amounts are based on job level and dependent on the nature and significance of the employee’s contribution and accomplishment.

We offer competitive compensation and benefits, including, but not limited to, retirement savings plans and medical, dental, and vision coverage. We offer multiple flexible spending accounts and an employee referral bonus program. We have generous policies to encourage work/life balance, including paid holiday, vacation, and sick time as well as an employee assistance program that offers confidential assistance 24 hours a day, 365 days a year to assist with personal and work-related problems.

Collective Bargaining Arrangements

At December 31, 2023, we had 758 employees, of which 152 were subject to collective bargaining agreements in our production services/operating companies. We believe that relations with our employees are good.

Available Information
 
On the Investors section of our Company’s Website (investors.hudsonpacificproperties.com) we post the following filings as soon as reasonably practicable after they are electronically filed with or furnished to the Securities and Exchange Commission (“SEC”): our Annual Report on Form 10-K, our Quarterly Reports on Form 10-Q, our Current Reports on Form 8-K and any amendments to those reports filed or furnished pursuant to Section 13(a) or 15(d) of the Exchange Act. All such filings are available to be viewed on our Investors page on our Website free of charge. Also available on our Investors page, free of charge, are our corporate governance guidelines, the charters of the nominating and corporate governance, audit and compensation committees of our board of directors and our Code of Business Conduct and Ethics (which applies to all directors and employees, including our Principal Executive Officer and Principal Financial Officer). We intend to use our Website as a means of disclosing material non-public information and for complying with our disclosure obligations under Regulation FD. Such disclosures will be included on our Website in the “SEC Filings” page. Accordingly, investors should monitor such portions of our Website, in addition to following our press releases, SEC filings and public conference calls and webcasts. Information contained on or hyperlinked from our Website is not incorporated by reference into, and should not be considered part of, this Annual Report on Form 10-K or our other filings with the SEC. A copy of this Annual Report on Form 10-K is available without charge upon written request to: Investor Relations, Hudson Pacific Properties, Inc., 11601 Wilshire Blvd., Ninth Floor, Los Angeles, California 90025.

13


ITEM 1A. Risk Factors     

Overview

The following section sets forth material factors that may adversely affect our business and financial performance. The following factors, as well as the factors discussed in “Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations — Factors That May Influence Our Operating Results” and other information contained in this Annual Report on Form 10-K, should be considered in evaluating us and our business.

Risks Related to Our Properties and Our Business

Our properties are located in Northern and Southern California, the Pacific Northwest, New York, Western Canada and Greater London, United Kingdom, and we are susceptible to adverse economic conditions, local regulations and natural disasters affecting those markets.

Our properties are located in Northern and Southern California, the Pacific Northwest, New York, Western Canada and Greater London, United Kingdom, which exposes us to greater economic risks than if we owned a more geographically dispersed portfolio. Further, our properties are concentrated in certain areas, including Los Angeles, San Francisco, Silicon Valley, Seattle, Vancouver and Greater London, exposing us to risks associated with those specific areas. We are susceptible to adverse developments in the economic and regulatory environments of Northern and Southern California, the Pacific Northwest, New York, Western Canada and the United Kingdom (such as business layoffs or downsizing, industry slowdowns, relocations of businesses, increases in real estate and other taxes, costs of complying with governmental regulations or increased regulation), as well as to natural disasters that occur in our markets (such as earthquakes, windstorms, landslides, droughts, fires and other events). In addition, the State of California has had historical periods of budgetary constraints and is regarded as more litigious and more highly regulated and taxed than many other states, all of which may reduce demand for office space in California. Any adverse developments in the economy or real estate market in Northern and Southern California, the Pacific Northwest, New York, Western Canada or Greater London, United Kingdom, or any decrease in demand for office space resulting from the California regulatory or business environment, could adversely impact our financial condition, results of operations, cash flow and the per share trading price of our securities.

We are required to pay property taxes on our properties. These taxes could increase as property tax rates increase or as properties are reassessed by the taxing authorities. For example, under the existing California law commonly referred to as Proposition 13, property tax reassessments generally occur as a result of a “change of ownership” of a property. Because the property tax authorities may take extensive time to determine if there has a been a “change of ownership” or the actual reassessed value of the property, the potential reassessment may not be determined until a period after the transaction has occurred. From time to time, including recently, lawmakers and voters have initiated efforts to repeal or amend Proposition 13, which, if successful, would increase the assessed value or tax rates for our properties in California. Additionally, there is similar legislation being proposed in other state and local jurisdictions in which our properties are located. An increase in the assessed value of our properties, property tax rates, or potential other new taxes could adversely affect our financial condition, cash flows and our ability to pay dividends to our stockholders.

We derive a significant portion of our rental revenue from tenants in the technology and media and entertainment industries, which makes us particularly susceptible to demand for rental space in those industries.

A significant portion of our rental revenue is derived from tenants in the technology and media and entertainment industries. Consequently, we are susceptible to adverse developments affecting the demand by tenants in these industries for office, production and support space in Northern and Southern California, the Pacific Northwest, New York, Western Canada and Greater London, United Kingdom and, more particularly, in Hollywood and the South of Market area of the San Francisco submarket. As we continue our development and potential acquisition activities in markets populated by knowledge-and creative-based tenants in the technology and media and entertainment industries, our tenant mix could become more concentrated, further exposing us to risks in those industries, including layoffs, strikes or work stoppages, such as the strikes that significantly affected our media and entertainment properties during 2023. Any adverse development in the technology and media and entertainment industries could adversely affect our financial condition, results of operations, cash flow and the per share trading price of our securities.

We may be unable to identify and complete acquisitions of properties that meet our criteria, which may impede our growth.

Our business strategy includes the acquisition of underperforming office properties. These activities require us to identify suitable acquisition candidates or investment opportunities that meet our criteria and are compatible with our growth strategies. We
14


continue to evaluate the market of available properties and may attempt to acquire properties when strategic opportunities exist. However, we may be unable to acquire any of the properties that we may identify as potential acquisition opportunities in the future. Our ability to acquire properties on favorable terms, or at all, may be exposed to the following significant risks:

potential inability to acquire a desired property because of competition from other real estate investors with significant capital, including other publicly traded REITs, private equity investors and institutional investment funds, which may be able to accept more risk than we can prudently manage, including risks with respect to the geographic proximity of investments and the payment of higher acquisition prices;
we may incur significant costs and divert management attention in connection with evaluating and negotiating potential acquisitions, including ones that we are subsequently unable to complete;
even if we enter into agreements for the acquisition of properties, these agreements are typically subject to customary conditions to closing, including the satisfactory completion of our due diligence investigations; and
we may be unable to finance the acquisition on favorable terms or at all.

If we are unable to finance property acquisitions or acquire properties on favorable terms, or at all, our financial condition, results of operations, cash flow and the per share trading price of our securities could be adversely affected. In addition, failure to identify or complete acquisitions of suitable properties could slow our growth.

Our future acquisitions may not yield the returns we expect.

Our future acquisitions and our ability to successfully operate the properties we acquire in such acquisitions may be exposed to the following significant risks:

even if we are able to acquire a desired property, competition from other potential acquirers may significantly increase the purchase price;
we may acquire properties that are not accretive to our results upon acquisition, and we may not successfully manage and lease those properties to meet our expectations;
our cash flow may be insufficient to meet our required principal and interest payments;
we may spend more than budgeted amounts to make necessary improvements or renovations to acquired properties;
we may be unable to quickly and efficiently integrate new acquisitions, particularly acquisitions of portfolios of properties, into our existing operations;
market conditions may result in higher than expected vacancy rates and lower than expected rental rates; and
we may acquire properties subject to liabilities and without any recourse, or with only limited recourse, with respect to unknown liabilities such as liabilities for clean-up of undisclosed environmental contamination, claims by tenants, vendors or other persons dealing with the former owners of the properties, liabilities incurred in the ordinary course of business and claims for indemnification by general partners, directors, officers and others indemnified by the former owners of the properties.

In addition, we may acquire certain businesses that are complementary to our property portfolio. Integrating acquired businesses can be a complex, costly and time-consuming process and our business may be negatively impacted following any acquisition if we are unable to effectively manage our expanded operations. The integration process may require significant time and focus from our management team and may divert attention from the day-to-day operations of our existing business. If we cannot operate acquired properties or businesses to meet our financial expectations, our financial condition, results of operations, cash flow and the per share trading price of our securities could be adversely affected.

We may acquire properties or portfolios of properties through tax deferred contribution transactions, which could result in stockholder dilution and limit our ability to sell such assets.

In the future we may acquire properties or portfolios of properties through tax deferred contribution transactions in exchange for partnership interests in our operating partnership, which may result in stockholder dilution. This acquisition structure may have the effect of, among other things, reducing the amount of tax depreciation we could deduct over the tax life of the acquired properties, and may require that we agree to protect the contributors’ ability to defer recognition of taxable gain through restrictions on our ability to dispose of the acquired properties and/or the allocation of partnership debt to the contributors to maintain their tax bases. These restrictions could limit our ability to sell an asset at a time, or on terms, that would be favorable absent such restrictions.

15


Our growth depends on external sources of capital that are outside of our control and may not be available to us on commercially reasonable terms or at all.

In order to maintain our qualification as a REIT, we are required to meet various requirements under the Internal Revenue Code of 1986, as amended, or the Code, including that we distribute annually at least 90% of our REIT taxable income, excluding any net capital gain. In addition, we will be subject to federal corporate income tax to the extent that we distribute less than 100% of our REIT taxable income, including any net capital gains. Because of these distribution requirements, we may not be able to fund future capital needs, including any necessary acquisition financing, from operating cash flow. Consequently, we intend to rely on third-party sources to fund our capital needs. We may not be able to obtain the financing on favorable terms or at all. Any additional debt we incur will increase our leverage and likelihood of default. Our access to third-party sources of capital depends, in part, on:

general market conditions;
the market’s perception of our growth potential;
our current debt levels;
our current and expected future earnings;
our cash flow and cash distributions; and
the market price per share of our common stock.

The credit markets can experience significant disruptions. If we cannot obtain capital from third-party sources, we may not be able to acquire or develop properties when strategic opportunities exist, meet the capital and operating needs of our existing properties, satisfy our debt service obligations or make the cash distributions to our stockholders necessary to maintain our qualification as a REIT.

Failure to hedge effectively against interest rate changes may adversely affect our financial condition, results of operations, cash flow, cash available for distribution, including cash available for payment of dividends on and the per share trading price of our securities.

As of December 31, 2023, we had $1.1 billion in variable rate debt, excluding debt that is effectively fixed through the use of interest rate swaps. In addition, we may incur additional variable rate debt in the future. Interest rates are highly sensitive to many factors that are beyond our control, including general economic conditions and policies of various governmental and regulatory agencies and, in particular, the Federal Reserve Board. If the Federal Reserve Board increases the federal funds rate, overall interest rates will likely rise. Interest rate increases would increase the interest costs on our unhedged variable rate debt, which could adversely affect our cash flow and our ability to pay principal and interest on our debt and our ability to make distributions to our stockholders. Further, rising interest rates could limit our ability to refinance existing debt when it matures. We seek to manage our exposure to interest rate volatility by using interest rate hedging arrangements that involve risk, such as the risk that counterparties may fail to honor their obligations under these arrangements, and that these arrangements may not be effective in reducing our exposure to interest rate changes. Failure to hedge effectively against interest rate changes may materially adversely affect our financial condition, results of operations, cash flow, cash available for distribution, including cash available for payment of dividends on and the per share trading price of our securities. In addition, while such agreements are intended to lessen the impact of rising interest rates on us, they also expose us to the risk that the other parties to the agreements will not perform, we could incur significant costs associated with the settlement of the agreements, the agreements will be unenforceable and the underlying transactions will fail to qualify as highly-effective cash flow hedges under Accounting Standards Codification (“ASC”) 815, Derivatives and Hedging.

Mortgage debt obligations expose us to the possibility of foreclosure, which could result in the loss of our investment in a property or group of properties subject to mortgage debt.

Incurring mortgage and other secured debt obligations increases our risk of property losses because defaults on indebtedness secured by properties may result in foreclosure actions initiated by lenders and ultimately our loss of the property securing any loans for which we are in default. Any foreclosure on a mortgaged property or group of properties could adversely affect the overall value of our portfolio of properties. For tax purposes, a foreclosure of any of our properties that is subject to a nonrecourse mortgage loan would be treated as a sale of the property for a purchase price equal to the outstanding balance of the debt secured by the mortgage. If the outstanding balance of the debt secured by the mortgage exceeds our tax basis in the property, we would recognize taxable income on foreclosure, but would not receive any cash proceeds.

16


Our unsecured revolving credit facility, registered senior notes, term loan facility and note purchase agreements restrict our ability to engage in some business activities.

Our unsecured revolving credit facility, registered senior notes, term loan facility and note purchase agreements contain customary negative covenants and other financial and operating covenants that, among other things:

restrict our ability to incur additional indebtedness;
restrict our ability to make certain investments;
restrict our ability to merge with another company;
restrict our ability to make distributions to stockholders; and
require us to maintain financial coverage ratios.

These limitations restrict our ability to engage in some business activities, which could adversely affect our financial condition, results of operations, cash flow, cash available for distributions to our stockholders, and per share trading price of our securities. In addition, failure to meet any of these covenants, including the financial coverage ratios, could cause an event of default under and/or accelerate some or all of our indebtedness, which would have a material adverse effect on us. We have modified certain of our leverage ratio covenants for periods through December 31, 2024 to provide for a maximum ratio of 65% for such covenants which previously required a maximum ratio of 60%. There is no assurance that we will be able to obtain future waivers or modifications of these or other covenants, and future compliance with our financial covenants is dependent upon the results of our operating activities, our financial condition, and the overall market conditions in which we and our tenants operate. Furthermore, our unsecured revolving credit facility and term loan facility contain specific cross-default provisions with respect to specified other indebtedness, giving the lenders the right to declare a default if we are in default under other loans in some circumstances.

Further downgrades in our credit ratings could materially adversely affect our business and financial condition.

The credit ratings assigned to us or our securities could change based upon, among other things, our results of operations and financial condition. These ratings are subject to ongoing evaluation by credit rating agencies, and we cannot assure you that any rating will not be changed or withdrawn by a rating agency in the future if, in its judgment, circumstances warrant. Moreover, these credit rating do not apply to our common stock and are not recommendations to buy, sell, or hold our common stock or any other securities. If any of the credit rating agencies that have rated us or our securities downgrades or lowers its credit rating, or any credit rating agency indicates that it has placed any such rating on a so-called “watch list” for a possible downgrading or lowering or otherwise indicates that its outlook for the rating is negative, it could have a material adverse effect on our costs and availability of capital, which could in turn have a material adverse effect on our financial condition, results of operations, cash flows, the trading price of our securities, and our ability to satisfy our debt service obligations and to pay dividends and distributions to our security holders.

We face significant competition, which may decrease or prevent increases in the occupancy and rental rates of our properties.

We compete with numerous developers, owners and operators of office properties, many of which own properties similar to ours in the same submarkets in which our properties are located. If our competitors offer space at rental rates below current market rates, or below the rental rates we currently charge our tenants, we may lose existing or potential tenants and we may be pressured to reduce our rental rates below those we currently charge or to offer more substantial rent abatements, tenant improvements, early termination rights or below-market renewal options in order to retain tenants when our tenants’ leases expire. As a result, our financial condition, results of operations, cash flow and the per share trading price of our securities could be adversely affected.

We depend on significant tenants.

As of December 31, 2023, the 15 largest tenants in our office portfolio represented approximately 42.4% of the HPP’s share of the total annualized base rent generated by our office properties. The inability of a significant tenant to pay rent or the bankruptcy or insolvency of a significant tenant may adversely affect the income produced by our properties. If a tenant becomes bankrupt or insolvent, federal law may prohibit us from evicting such tenant based solely upon such bankruptcy or insolvency. In addition, a bankrupt or insolvent tenant may be authorized to reject and terminate its lease with us. Any claim against such tenant for unpaid, future rent would be subject to a statutory cap that might be substantially less than the remaining rent owed under the lease. As of December 31, 2023, our three largest tenants were Google, Inc., Amazon and Netflix, Inc., which together accounted for 20.6% of the HPP’s share of the annualized base rent generated by our office properties. If Google, Inc., Amazon and Netflix, Inc. were to experience a downturn or a weakening of financial condition resulting in a failure to make timely rental payments or
17


causing a lease default, we may experience delays in enforcing our rights as landlord and may incur substantial costs in protecting our investment.
                    
We may be unable to renew leases, lease vacant space or re-let space as leases expire.

As of December 31, 2023, approximately 24.5% of the HPP’s share of the square footage of the office properties (including our development and redevelopment properties) in our portfolio was available, taking into account uncommenced leases signed as of December 31, 2023. An additional approximately 12.7% of the HPP’s share of the square footage of the office properties in our portfolio is scheduled to expire in 2024 (includes leases scheduled to expire on December 31, 2023). We cannot assure you that leases will be renewed or that our properties will be re-let at net effective rental rates equal to or above the current average net effective rental rates or that substantial rent abatements, tenant improvements, early termination rights or below-market renewal options will not be offered to attract new tenants or retain existing tenants. If the rental rates for our properties decrease, our existing tenants do not renew their leases or we do not re-let a significant portion of our available space and space for which leases will expire, our financial condition, results of operations, cash flow and per share trading price of our securities could be adversely affected.

We may be required to make rent or other concessions and/or significant capital expenditures to improve our properties in order to retain and attract tenants, causing our financial condition, results of operations, cash flow and per share trading price of our securities to be adversely affected.

To the extent adverse economic conditions continue in the real estate market and demand for office space remains low, we expect that, upon expiration of leases at our properties, we will be required to make rent or other concessions to tenants, accommodate requests for renovations, build-to-suit remodeling and other improvements or provide additional services to our tenants. As a result, we may have to make significant capital or other expenditures in order to retain tenants whose leases expire and to attract new tenants in sufficient numbers. Additionally, we may need to raise capital to make such expenditures. If we are unable to do so or capital is otherwise unavailable, we may be unable to make the required expenditures. This could result in non-renewals by tenants upon expiration of their leases, which could adversely affect our financial condition, results of operations, cash flow and the per share trading price of our securities.

The actual rents we receive for the properties in our portfolio may be less than our asking rents, and we may experience lease roll-down from time to time.

As a result of various factors, including competitive pricing pressure in our submarkets, adverse conditions in Northern or Southern California, the Pacific Northwest, Western Canada or Greater London, United Kingdom real estate markets, a general economic downturn and the desirability of our properties compared to other properties in our submarkets, we may be unable to realize the asking rents across the properties in our portfolio. In addition, the degree of discrepancy between our asking rents and the actual rents we are able to obtain may vary both from property to property and among different leased spaces within a single property. If we are unable to obtain rental rates that are on average comparable to our asking rents across our portfolio, then our ability to generate cash flow growth will be negatively impacted. In addition, depending on asking rental rates at any given time as compared to expiring leases in our portfolio, from time to time rental rates for expiring leases may be higher than starting rental rates for new leases.

Some of our properties are subject to ground leases, the termination or expiration of which could cause us to lose our interest in, and the right to receive rental income from, such properties.

Eleven of our consolidated properties are subject to ground leases (including properties with a portion of the land subject to a ground lease). See Part IV, Item 15(a) “Exhibits, Financial Statement Schedules—Note 11 to the Consolidated Financial Statements—Future Minimum Base Rents and Lease Payments Future Minimum Rents” for more information regarding our ground lease agreements. If any of these ground leases are terminated following a default or expire without being extended, we may lose our interest in the related property and may no longer have the right to receive any of the rental income from such property, which would adversely affect our financial condition, results of operations, cash flow and the per share trading price of our securities.

Our success depends on key personnel whose continued service is not guaranteed.

Our continued success and our ability to manage anticipated future growth depend, in large part, upon the efforts of key personnel who have extensive market knowledge and relationships and exercise substantial influence over our operational, financing, acquisition and disposition activity. Many of our senior executives have extensive experience and strong reputations in
18


the real estate industry, which aid us in identifying opportunities, having opportunities brought to us, and negotiating with tenants and build-to-suit prospects. The loss of services of one or more members of our senior management team, or our inability to attract and retain highly qualified personnel, could adversely affect our business, diminish our investment opportunities and weaken our relationships with lenders, business partners, existing and prospective tenants and industry personnel, which could adversely affect our financial condition, results of operations, cash flow and the per share trading price of our securities.

Some of our workforce is covered by collective bargaining agreements and our business may be adversely affected by any disruptions caused by union activities.

As of December 31, 2023, approximately 20% of our employees are covered by collective bargaining agreements. While we believe we have good relationships with our unionized employees and we have not experienced any union-related work stoppage over the last ten years, if we encounter difficulties with renegotiations or renewals of collective bargaining arrangements or are unsuccessful in those efforts, we could incur additional costs and experience work stoppages. Moreover, regulations in some jurisdictions outside of the U.S. mandate employee participation in collective bargaining agreements and work councils with certain consultation rights with respect to the relevant companies’ operations. Although we work diligently to provide the best possible work environment for our employees, they may still decide to join or seek recognition to form a labor union, or we may be required to become a union signatory.

In addition, some of our key tenants employ the services of writers, directors, actors and other talent as well as trade employees and others who are subject to collective bargaining agreements in the motion picture industry. If expiring collective bargaining agreements cannot be renewed, then it is possible that the affected unions could take action in the form of strikes or work stoppages. For example, the Writers Guild of America (“WGA”) and the Screen Actors Guild (“SAG-AFTRA”) collective bargaining agreements expired in 2023, and WGA and SAG-AFTRA members went on strike in May 2023 and July 2023, respectively. Such actions, as well as higher costs or operating complexities in connection with these collective bargaining agreements or a significant labor dispute, have resulted, and may in the future result, in halted production activity and reduced demand for our studios, stages and ancillary services, and could have an adverse effect on our tenants’ businesses by causing delays in production, added costs or by reducing profit margins, which in turn could affect our ability to collect rent from those tenants.

Joint venture investments could be adversely affected by our lack of sole decision-making authority, our reliance on co-venturers’ financial condition and disputes between us and our co-venturers.

As of December 31, 2023, we had 20 joint ventures. See Part IV, Item 15(a) “Exhibits, Financial Statement Schedules—Note 2 to the Consolidated Financial Statements—Summary of Significant Accounting Policies” and Part IV, Item 15(a) “Exhibits, Financial Statement Schedules—Note 6 to the Consolidated Financial Statements—Investment in Unconsolidated Real Estate Entities” for details on our joint ventures. We may co-invest in the future with other third parties through partnerships, joint ventures or other entities, acquiring non-controlling interests in or sharing responsibility for managing the affairs of a property, partnership, joint venture or other entity. These investments may, under certain circumstances, involve risks not present were a third party not involved, including the possibility that partners or co-venturers might become bankrupt or fail to fund their share of required capital contributions. Partners or co-venturers may have economic or other business interests or goals that are inconsistent with our business interests or goals, and may be in a position to take actions contrary to our policies or objectives, and they may have competing interests in our markets that could create conflict of interest issues. Such investments may also have the potential risk of impasses on decisions, such as a sale, because neither we nor the partner or co-venturer would have full control over the partnership or joint venture. In addition, prior consent of our joint venture partners may be required for a sale or transfer to a third party of our interests in the joint venture, which would restrict our ability to dispose of our interest in the joint venture. If we become a limited partner or non-managing member in any partnership or limited liability company and such entity takes or expects to take actions that could jeopardize our status as a REIT or require us to pay tax, we may be forced to dispose of our interest in such entity. Disputes between us and partners or co-venturers may result in litigation or arbitration that would increase our expenses and prevent our officers and/or directors from focusing their time and effort on our business. Consequently, actions by or disputes with partners or co-venturers might result in subjecting properties owned by the partnership or joint venture to additional risk. In addition, we may in certain circumstances be liable for the actions of our third-party partners or co-venturers. Our joint ventures may be subject to debt and, in the current volatile credit market, the refinancing of such debt may require equity capital calls.

If we fail to maintain an effective system of integrated internal controls, we may not be able to accurately report our financial results.

Effective internal and disclosure controls are necessary for us to provide reliable financial reports and effectively prevent fraud and to operate successfully as a public company. If we cannot provide reliable financial reports or prevent fraud, our
19


reputation and operating results would be harmed. As part of our ongoing monitoring of internal controls we may discover material weaknesses or significant deficiencies in our internal controls. As a result of weaknesses that may be identified in our internal controls, we may also identify certain deficiencies in some of our disclosure controls and procedures that we believe require remediation. If we discover weaknesses, we will make efforts to improve our internal and disclosure controls. However, there is no assurance that we will be successful. Any failure to maintain effective controls or timely effect any necessary improvement of our internal and disclosure controls could harm operating results or cause us to fail to meet our reporting obligations, which could affect our ability to remain listed with the NYSE. Ineffective internal and disclosure controls could also cause investors to lose confidence in our reported financial information, which would likely have a negative effect on the per share trading price of our securities.

We have suspended paying dividends on our common stock and we cannot assure you of our ability to pay dividends in the future or the amount of any dividends.

In September 2023, we suspended our quarterly dividend on our common stock in order to address liquidity considerations in light of general office industry trends and the impact of the Writers Guild of America (“WGA”) strike and the Screen Actors Guild - American Federation of Television and Radio Artists (“SAG-AFTRA”) strikes. Our Board determines the amount and timing of any distributions and currently expects to continue to review and evaluate future dividend payments on a quarterly basis, but we cannot provide you with any assurances that we will resume paying dividends on our common stock. In making this determination, our Board considers a variety of relevant factors, including, without limitation, the obligations under our various financing agreements, projected taxable income, compliance with our debt covenants, long-term operating projections, expected capital requirements and risks affecting our business. Accordingly, unless a declaration and payment of cash dividends is made, realization of a gain on stockholders’ investments will depend on the appreciation of the price of our stock. There is no guarantee that our stock will appreciate in value or a dividend declaration will be made. We cannot assure you that we will be able to make distributions in the future. Any of the foregoing could adversely affect the market price of our publicly traded securities.

Risks Related to the Real Estate Industry

Our performance and value are subject to risks associated with real estate assets and the real estate industry.

Our ability to pay expected dividends to our stockholders depends on our ability to generate revenues in excess of expenses, pay scheduled principal payments on debt and pay capital expenditure requirements. Events and conditions generally applicable to owners and operators of real property that are beyond our control may decrease cash available for distribution and the value of our properties. These events include many of the risks set forth above under “—Risks Related to Our Properties and Our Business,” as well as the following:

local oversupply or reduction in demand for office or studio-related space;
adverse changes in financial conditions of buyers, sellers and tenants of properties;
vacancies or our inability to rent space on favorable terms, including possible market pressures to offer tenants rent abatements, tenant improvements, early termination rights or below-market renewal options, and the need to periodically repair, renovate and re-let space;
increased operating costs, including insurance premiums, utilities, real estate taxes and state and local taxes;
civil unrest, acts of war, terrorist attacks and natural disasters, including earthquakes and floods, which may result in uninsured or underinsured losses;
decreases in the underlying value of our real estate; and
changing submarket demographics.

In addition, periods of economic downturn or recession, rising interest rates or declining demand for real estate, or the public perception that any of these events may occur, could result in a general decline in rents or an increased incidence of defaults under existing leases, which would adversely affect our financial condition, results of operations, cash flow and per share trading price of our securities.

Illiquidity of real estate investments could significantly impede our ability to respond to adverse changes in the performance of our properties and harm our financial condition.

The real estate investments made, and to be made, by us are relatively difficult to sell quickly. As a result, our ability to promptly sell one or more properties in our portfolio in response to changing economic, financial and investment conditions is limited. Return of capital and realization of gains, if any, from an investment generally will occur upon disposition or refinancing of the underlying property. We may be unable to realize our investment objectives by sale, other disposition or refinancing at attractive prices within any given period of time or may otherwise be unable to complete any exit strategy. In particular, our ability
20


to dispose of one or more properties within a specific time period is subject to certain limitations imposed by our tax protection agreements, as well as weakness in or even the lack of an established market for a property, changes in the financial condition or prospects of prospective purchasers, changes in national or international economic conditions, such as the current economic downturn, and changes in laws, regulations or fiscal policies of jurisdictions in which the property is located.

In addition, the Code imposes restrictions on a REIT’s ability to dispose of properties that are not applicable to other types of real estate companies. In particular, the tax laws applicable to REITs effectively require that we hold our properties for investment, rather than primarily for sale in the ordinary course of business (by imposing a 100% prohibited transaction tax on REITs on profits derived from sales of properties held primarily for sale in the ordinary course or business), which may cause us to forgo or defer sales of properties that otherwise would be in our best interest.
Therefore, we may not be able to vary our portfolio in response to economic or other conditions promptly or on favorable terms, which may adversely affect our financial condition, results of operations, cash flow and per share trading price of our securities.

We could incur significant costs related to government regulation and litigation over environmental matters.

Under various federal, state and local laws and regulations relating to the environment, as a current or former owner or operator of real property, we may be liable for costs and damages resulting from the presence or discharge of hazardous or toxic substances, waste or petroleum products at, on, in, under or migrating from such property, including costs to investigate, clean up such contamination and liability for harm to natural resources. Such laws often impose liability without regard to whether the owner or operator knew of, or was responsible for, the presence of such contamination, and the liability may be joint and several. These liabilities could be substantial and the cost of any required remediation, removal, fines or other costs could exceed the value of the property and/or our aggregate assets. In addition, the presence of contamination or the failure to remediate contamination at our properties may expose us to third-party liability for costs of remediation and/or personal or property damage or materially adversely affect our ability to sell, lease or develop our properties or to borrow using the properties as collateral. In addition, environmental laws may create liens on contaminated sites in favor of the government for damages and costs it incurs to address such contamination. Moreover, if contamination is discovered on our properties, environmental laws may impose restrictions on the manner in which property may be used or businesses may be operated, and these restrictions may require substantial expenditures. Some of our properties have been or may be impacted by contamination arising from current or prior uses of the property, or adjacent properties, for commercial or industrial purposes. Such contamination may arise from spills of petroleum or hazardous substances or releases from tanks used to store such materials. As a result, we could potentially incur material liability for these issues, which could adversely impact our financial condition, results of operations, cash flow and the per share trading price of our securities.

Environmental laws also govern the presence, maintenance and removal of ACBM and LBP and may impose fines and penalties for failure to comply with these requirements or expose us to third-party liability (e.g., liability for personal injury associated with exposure to asbestos or lead). Such laws require that owners or operators of buildings containing ACBM and LBP (and employers in such buildings) properly manage and maintain the asbestos and lead, adequately notify or train those who may come into contact with asbestos or lead, and undertake special precautions, including removal or other abatement, if asbestos or lead would be disturbed during renovation or demolition of a building. Some of our properties contain ACBM and/or LBP and we could be liable for such damages, fines or penalties.

In addition, the properties in our portfolio also are subject to various federal, state and local environmental and health and safety requirements, such as state and local fire requirements. Moreover, some of our tenants routinely handle and use hazardous or regulated substances and wastes as part of their operations at our properties, which are subject to regulation. Such environmental and health and safety laws and regulations could subject us or our tenants to liability resulting from these activities. Environmental liabilities could affect a tenant’s ability to make rental payments to us. In addition, changes in laws could increase the potential liability for noncompliance. This may result in significant unanticipated expenditures or may otherwise materially and adversely affect our operations, or those of our tenants, which could in turn have an adverse effect on us.

We cannot assure you that costs or liabilities incurred as a result of environmental issues will not affect our ability to make distributions to our stockholders or that such costs or other remedial measures will not have an adverse effect on our financial condition, results of operations, cash flow and the per share trading price of our securities. If we do incur material environmental liabilities in the future, we may face significant remediation costs, and we may find it difficult to sell any affected properties.

21


Our properties may contain or develop harmful mold or suffer from other air quality issues, which could lead to liability for adverse health effects and costs of remediation.

When excessive moisture accumulates in buildings or on building materials, mold growth may occur, particularly if the moisture problem remains undiscovered or is not addressed over a period of time. Some molds may produce airborne toxins or irritants. Indoor air quality issues can also stem from inadequate ventilation, chemical contamination from indoor or outdoor sources, and other biological contaminants such as pollen, viruses and bacteria. Indoor exposure to airborne toxins or irritants above certain levels can be alleged to cause a variety of adverse health effects and symptoms, including allergic or other reactions. As a result, the presence of significant mold or other airborne contaminants at any of our properties could require us to undertake a costly remediation program to contain or remove the mold or other airborne contaminants from the affected property or increase indoor ventilation. In addition, the presence of significant mold or other airborne contaminants could expose us to liability from our tenants, employees of our tenants or others if property damage or personal injury is alleged to have occurred.

We may incur significant costs complying with various federal, state and local laws, regulations and covenants that are applicable to our properties.

The properties in our portfolio are subject to various covenants and federal, state and local laws and regulatory requirements, including permitting and licensing requirements. Local regulations, including municipal or local ordinances, zoning restrictions and restrictive covenants imposed by community developers may restrict our use of our properties and may require us to obtain approval from local officials or restrict our use of our properties and may require us to obtain approval from local officials of community standards organizations at any time with respect to our properties, including prior to acquiring a property or when undertaking renovations of any of our existing properties. Among other things, these restrictions may relate to fire and safety, seismic or hazardous material abatement requirements. There can be no assurance that existing laws and regulatory policies will not adversely affect us or the timing or cost of any future acquisitions or renovations, or that additional regulations will not be adopted that increase such delays or result in additional costs. Our growth strategy may be affected by our ability to obtain permits, licenses and zoning relief. Our failure to obtain such permits, licenses and zoning relief or to comply with applicable laws could have an adverse effect on our financial condition, results of operations, cash flow and per share trading price of our securities.

In addition, federal and state laws and regulations, including laws such as the ADA, impose further restrictions on our properties and operations. Under the ADA, all public accommodations must meet federal requirements related to access and use by disabled persons. Some of our properties may currently be in non-compliance with the ADA. If one or more of the properties in our portfolio is not in compliance with the ADA or any other regulatory requirements, we may be required to incur additional costs to bring the property into compliance and we might incur governmental fines or the award of damages to private litigants. In addition, we do not know whether existing requirements will change or whether future requirements will require us to make significant unanticipated expenditures that will adversely impact our financial condition, results of operations, cash flow and per share trading price of our securities.

We are exposed to risks associated with property development and redevelopment.

We may engage in development and redevelopment activities with respect to certain of our properties. To the extent that we do so, we will be subject to certain risks, including the availability and pricing of financing on favorable terms or at all; construction and/or lease-up delays; cost overruns, including construction costs that exceed our original estimates; contractor and subcontractor disputes, strikes, labor disputes or supply disruptions; failure to achieve expected occupancy and/or rent levels within the projected time frame, if at all; and delays with respect to obtaining or the inability to obtain necessary zoning, occupancy, land use and other governmental permits, and changes in zoning and land use laws. These risks could result in substantial unanticipated delays or expenses and, under certain circumstances, could prevent completion of development activities once undertaken, any of which could have an adverse effect on our financial condition, results of operations, cash flow and per share trading price of our securities.

Risks Related to Our Organizational Structure

The series A preferred units that were issued to some contributors in connection with our IPO in exchange for the contribution of their properties have certain preferences, which could limit our ability to pay dividends or other distributions to the holders of our securities or engage in certain business combinations, recapitalizations or other fundamental changes.

In exchange for the contribution of properties to our portfolio in connection with our IPO, some contributors received series A preferred units in our operating partnership. As of December 31, 2023, these units have an aggregate liquidation preference of approximately $9.8 million and have a preference as to distributions and upon liquidation that could limit our ability to pay dividends on series C preferred stock and common stock. The series A preferred units are senior to any other class of
22


securities our operating partnership may issue in the future without the consent of the holders of the series A preferred units. As a result, we will be unable to issue partnership units in our operating partnership senior to the series A preferred units without the consent of the holders of series A preferred units. Any preferred stock in our Company that we issue will be subordinate to the series A preferred units. In addition, we may only engage in a fundamental change, including a recapitalization, a merger and a sale of all or substantially all of our assets, as a result of which our common stock ceases to be publicly traded or common units cease to be exchangeable (at our option) for publicly traded shares of our stock, without the consent of holders of series A preferred units if following such transaction we will maintain certain leverage ratios and equity requirements, and pay certain minimum tax distributions to holders of our outstanding series A preferred units. Alternatively, we may redeem all or any portion of the then outstanding series A preferred units for cash (at a price per unit equal to the redemption price). If we choose to redeem the outstanding series A preferred units in connection with a fundamental change, this could reduce the amount of cash available for distribution to holders of series C preferred stock and common stock. In addition, these provisions could increase the cost of any such fundamental change transaction, which may discourage a merger, combination or change of control that might involve a premium price for our common stock or that our stockholders otherwise believe to be in their best interests.

Our common stock is ranked junior to our series C preferred stock.

Our common stock is ranked junior to our series C preferred stock. Our outstanding series C preferred stock also has or will have a preference upon our dissolution, liquidation or winding up in respect of assets available for distribution to our stockholders. Holders of our common stock are not entitled to preemptive rights or other protections against dilution. In the future, we may attempt to increase our capital resources by making additional offerings of equity securities, including classes or series of additional preferred stock. Because our decision to issue securities in any future offering will depend on market conditions and other factors beyond our control, we cannot predict or estimate the amount, timing or nature of our future offering. Thus, our stockholders bear the risk of our future offerings reducing the per share trading price of our common stock and diluting their interest in us.

Conflicts of interest exist or could arise in the future between the interests of our stockholders and the interests of holders of units in our operating partnership, which may impede business decisions that could benefit our stockholders.

Conflicts of interest exist or could arise in the future as a result of the relationships between us and our affiliates, on the one hand, and our operating partnership or any partner thereof, on the other. Our directors and officers have duties to our Company under applicable Maryland law in connection with their management of our Company. At the same time, we, as the general partner of our operating partnership, have fiduciary duties and obligations to our operating partnership and its limited partners under Maryland law and the partnership agreement of our operating partnership in connection with the management of our operating partnership. Our fiduciary duties and obligations as general partner to our operating partnership and its partners may come into conflict with the duties of our directors and officers to our Company.

Additionally, the partnership agreement provides that we and our directors and officers will not be liable or accountable to our operating partnership for losses sustained, liabilities incurred or benefits not derived if we, or such director or officer acted in good faith. The partnership agreement also provides that we will not be liable to the operating partnership or any partner for monetary damages for losses sustained, liabilities incurred or benefits not derived by the operating partnership or any limited partner, except for liability for our intentional harm or gross negligence. Moreover, the partnership agreement provides that our operating partnership is required to indemnify us and our directors, officers and employees, officers and employees of the operating partnership and our designees from and against any and all claims that relate to the operations of our operating partnership, except (i) if the act or omission of the person was material to the matter giving rise to the action and either was committed in bad faith or was the result of active and deliberate dishonesty, (ii) for any transaction for which the indemnified party received an improper personal benefit, in money, property or services or otherwise, in violation or breach of any provision of the partnership agreement or (iii) in the case of a criminal proceeding, if the indemnified person had reasonable cause to believe that the act or omission was unlawful. No reported decision of a Maryland appellate court has interpreted provisions similar to the provisions of the partnership agreement of our operating partnership that modify and reduce our fiduciary duties or obligations as the general partner or reduce or eliminate our liability for money damages to the operating partnership and its partners, and we have not obtained an opinion of counsel as to the enforceability of the provisions set forth in the partnership agreement that purport to modify or reduce the fiduciary duties that would be in effect were it not for the partnership agreement.

Our charter and bylaws, the partnership agreement of our operating partnership and Maryland law contain provisions that may delay, defer or prevent a change of control transaction, even if such a change in control may be in our interest, and as a result may depress the market price of our securities.

Our charter contains certain ownership limits. Our charter contains various provisions that are intended to preserve our qualification as a REIT and, subject to certain exceptions, authorize our directors to take such actions as are necessary or
23


appropriate to preserve our qualification as a REIT. For example, our charter prohibits the actual, beneficial or constructive ownership by any person of more than 9.8% in value or number of shares, whichever is more restrictive, of the outstanding shares of each of our common stock and series C preferred stock, and more than 9.8% in value of the aggregate outstanding shares of all classes and series of our stock. Our board of directors, in its sole and absolute discretion, may exempt a person, prospectively or retroactively, from these ownership limits if certain conditions are satisfied. The restrictions on ownership and transfer of our stock may:

discourage a tender offer or other transactions or a change in management or of control that might involve a premium price for our common stock or series C preferred stock or that our stockholders otherwise believe to be in their best interests; or
result in the transfer of shares acquired in excess of the restrictions to a trust for the benefit of a charitable beneficiary and, as a result, the forfeiture by the acquirer of the benefits of owning the additional shares.

We could increase the number of authorized shares of stock, classify and reclassify unissued stock and issue stock without stockholder approval. Subject to the rights of holders of series C preferred stock to approve the classification or issuance of any class or series of stock ranking senior to the series C preferred stock, our board of directors has the power under our charter to amend our charter to increase the aggregate number of shares of stock or the number of shares of stock of any class or series that we are authorized to issue, to authorize us to issue authorized but unissued shares of our common stock or preferred stock and to classify or reclassify any unissued shares of our common stock or preferred stock into one or more classes or series of stock and set the terms of such newly classified or reclassified shares. Although our board of directors has no such intention at the present time, it could establish a class or series of preferred stock that could, depending on the terms of such series, delay, defer or prevent a transaction or a change of control that might involve a premium price for our securities or that our stockholders otherwise believe to be in their best interest.

Certain provisions of Maryland law could inhibit changes in control, which may discourage third parties from conducting a tender offer or seeking other change of control transactions that our stockholders otherwise believe to be in their best interest. Certain provisions of the Maryland General Corporation Law (the “MGCL”) may have the effect of inhibiting a third party from making a proposal to acquire us or of impeding a change of control under circumstances that otherwise could be in the best interest of our stockholders, including:

“business combination” provisions that, subject to limitations, prohibit certain business combinations between us and an “interested stockholder” (defined generally as any person who beneficially owns 10% or more of the voting power of our shares or an affiliate thereof or an affiliate or associate of ours who was the beneficial owner, directly or indirectly, of 10% or more of the voting power of our then outstanding voting stock at any time within the two-year period immediately prior to the date in question) for five years after the most recent date on which the stockholder becomes an interested stockholder, and thereafter impose fair price and/or supermajority and stockholder voting requirements on these combinations; and
“control share” provisions that provide that “control shares” of our Company (defined as shares that, when aggregated with other shares controlled by the stockholder, entitle the stockholder to exercise one of three increasing ranges of voting power in electing directors) acquired in a “control share acquisition” (defined as the direct or indirect acquisition of ownership or control of issued and outstanding “control shares”) have no voting rights except to the extent approved by our stockholders by the affirmative vote of at least two-thirds of all the votes entitled to be cast on the matter, excluding all interested shares.

As permitted by the MGCL, we have elected, by resolution of our board of directors, to exempt from the business combination provisions of the MGCL, any business combination that is first approved by our disinterested directors and, pursuant to a provision in our bylaws, to exempt any acquisition of our stock from the control share provisions of the MGCL. However, our board of directors may by resolution elect to repeal the exemption from the business combination provisions of the MGCL and may by amendment to our bylaws opt into the control share provisions of the MGCL at any time in the future.

Certain provisions of the MGCL permit our board of directors, without stockholder approval and regardless of what is currently provided in our charter or bylaws, to implement certain corporate governance provisions, some of which (for example, a classified board) are not currently applicable to us. These provisions may have the effect of limiting or precluding a third party from making an unsolicited acquisition proposal for us or of delaying, deferring or preventing a change in control of us under circumstances that otherwise could be in the best interest of our stockholders. Our charter contains a provision whereby we have elected to be subject to the provisions of Title 3, Subtitle 8 of the MGCL relating to the filling of vacancies on our board of directors.

24


Certain provisions in the partnership agreement of our operating partnership may delay or prevent unsolicited acquisitions of us.

Provisions in the partnership agreement of our operating partnership may delay or make more difficult unsolicited acquisitions of us or changes of our control. These provisions could discourage third parties from making proposals involving an unsolicited acquisition of us or change of our control, although some stockholders might consider such proposals, if made, desirable. These provisions include, among others:

redemption rights of qualifying parties;
transfer restrictions on units;
our ability, as general partner, in some cases, to amend the partnership agreement and to cause the operating partnership to issue units with terms that could delay, defer or prevent a merger or other change of control of us or our operating partnership without the consent of the limited partners;
the right of the limited partners to consent to transfers of the general partnership interest and mergers or other transactions involving us under specified circumstances; and
restrictions on debt levels and equity requirements pursuant to the terms of our series A preferred units, as well as required distributions to holders of series A preferred units of our operating partnership, following certain changes of control of us.

Our charter, bylaws, the partnership agreement of our operating partnership and Maryland law also contain other provisions that may delay, defer or prevent a transaction or a change of control that our stockholders otherwise believe to be in their best interest.

Our board of directors may change our investment and financing policies without stockholder approval and we may become more highly leveraged, which may increase our risk of default under our debt obligations.

Our investment and financing policies are exclusively determined by our board of directors. Accordingly, our stockholders do not control these policies. Further, our organizational documents do not limit the amount or percentage of indebtedness, funded or otherwise, that we may incur. Our board of directors may alter or eliminate our current policy on borrowing at any time without stockholder approval. If this policy changed, we could become more highly leveraged, which could result in an increase in our debt service. Higher leverage also increases the risk of default on our obligations. In addition, a change in our investment policies, including the manner in which we allocate our resources across our portfolio or the types of assets in which we seek to invest, may increase our exposure to interest rate risk, real estate market fluctuations and liquidity risk. Changes to our policies with regards to the foregoing could adversely affect our financial condition, results of operations, cash flow and per share trading price of our securities.

Our rights and the rights of our stockholders to take action against our directors and officers are limited.

Our charter eliminates the liability of our directors and officers to us and our stockholders for monetary damages, except for liability resulting from:

actual receipt of an improper benefit or profit in money, property or services; or
a final judgment based upon a finding of active and deliberate dishonesty by the director or officer that was material to the cause of action adjudicated.

In addition, our charter authorizes us to obligate our Company, and our bylaws require us, to indemnify our directors and officers for actions taken by them in those and certain other capacities to the maximum extent permitted by Maryland law. As a result, we and our stockholders may have more limited rights against our directors and officers than might otherwise exist. Accordingly, in the event that actions taken in good faith by any of our directors or officers impede the performance of our Company, your ability to recover damages from such director or officer will be limited.

We are a holding company with no direct operations and, as such, we rely on funds received from our operating partnership to pay liabilities, and the interests of our stockholders are structurally subordinated to all liabilities and obligations of our operating partnership and its subsidiaries.

We are a holding company and conduct substantially all of our operations through our operating partnership. We do not have, apart from an interest in our operating partnership, any independent operations. As a result, we rely on distributions from our operating partnership to pay any dividends we might declare on our common stock and on shares of our series C preferred stock. We also rely on distributions from our operating partnership to meet our obligations, including any tax liability on taxable income
25


allocated to us from our operating partnership. In addition, because we are a holding company, claims of our equity holders will be structurally subordinated to all existing and future liabilities and obligations (whether or not for borrowed money) of our operating partnership and its subsidiaries and subordinate to the rights of holders of series A preferred units. Therefore, in the event of our bankruptcy, liquidation or reorganization, our assets and those of our operating partnership and its subsidiaries will be available to satisfy the claims of our stockholders only after all of our and our operating partnership’s and its subsidiaries’ liabilities and obligations have been paid in full.

Risks Related to Our Status as a REIT

Failure to qualify as a REIT would have significant adverse consequences to us and the value of our stock.

We have elected to be taxed as a REIT for federal income tax purposes commencing with our taxable year ended December 31, 2010. We believe that we have operated in a manner that has allowed us to qualify as a REIT for federal income tax purposes commencing with such taxable year, and we intend to continue operating in such manner. We have not requested and do not plan to request a ruling from the Internal Revenue Service, or IRS, that we qualify as a REIT, and the statements in this Annual Report are not binding on the IRS or any court. Therefore, we cannot assure you that we have qualified as a REIT, or that we will remain qualified as such in the future. If we lose our REIT status, we will face serious tax consequences that would substantially reduce the funds available for distribution to our stockholders for each of the years involved because:

we would not be allowed a deduction for distributions to stockholders in computing our taxable income and would be subject to federal corporate income tax on our taxable income;
we also could be subject to increased state and local taxes; and
unless we are entitled to relief under applicable statutory provisions, we could not elect to be taxed as a REIT for four taxable years following the year during which we were disqualified.

Any such corporate tax liability could be substantial and would reduce our cash available for, among other things, our operations and distributions to stockholders. In addition, if we were to fail to qualify as a REIT, we would not be required to make distributions to our stockholders. As a result of all these factors, our failure to qualify as a REIT also could impair our ability to expand our business and raise capital, and could materially and adversely affect the value of our securities.

Qualification as a REIT involves the application of highly technical and complex Code provisions for which there are only limited judicial and administrative interpretations. The complexity of these provisions and of the applicable Treasury regulations that have been promulgated under the Code, or the Treasury Regulations, is greater in the case of a REIT that, like us, holds its assets through a partnership. The determination of various factual matters and circumstances not entirely within our control may affect our ability to qualify as a REIT. In order to qualify as a REIT, we must satisfy a number of requirements, including requirements regarding the ownership of our stock and requirements regarding the composition of our assets and our gross income. Also, we must make distributions to stockholders aggregating annually at least 90% of our REIT taxable income, excluding net capital gains.

We own and may acquire direct or indirect interests in one or more entities that have elected or will elect to be taxed as REITs under the Code (each, a “Subsidiary REIT”). A Subsidiary REIT is subject to the various REIT qualification requirements and other limitations described herein that are applicable to us. If a Subsidiary REIT were to fail to qualify as a REIT, then (i) that Subsidiary REIT would become subject to federal income tax, (ii) shares in such Subsidiary REIT would cease to be qualifying assets for purposes of the asset tests applicable to REITs, and (iii) it is possible that we would fail certain of the asset tests applicable to REITs, in which event we would fail to qualify as a REIT unless we could avail ourselves of certain relief provisions.

In addition, legislation, new regulations, administrative interpretations or court decisions may materially adversely affect our investors, our ability to qualify as a REIT for federal income tax purposes or the desirability of an investment in a REIT relative to other investments.

Even if we qualify as a REIT for federal income tax purposes, we may be subject to some federal, state and local income, property and excise taxes on our income or property and, in certain cases, a 100% penalty tax, in the event we sell property as a dealer. In addition, our taxable REIT subsidiaries will be subject to tax as regular corporations in the jurisdictions they operate.

If our operating partnership were to fail to qualify as a partnership for federal income tax purposes, we would cease to qualify as a REIT and suffer other adverse consequences.

We believe that our operating partnership is properly treated as a partnership for federal income tax purposes. As a partnership, our operating partnership is not subject to federal income tax on its income. Instead, each of its partners, including us,
26


is allocated, and may be required to pay tax with respect to, its share of our operating partnership’s income. We cannot assure you, however, that the IRS will not challenge the status of our operating partnership or any other subsidiary partnership in which we own an interest as a partnership for federal income tax purposes, or that a court would not sustain such a challenge. If the IRS were successful in treating our operating partnership or any such other subsidiary partnership as an entity taxable as a corporation for federal income tax purposes, we would fail to meet the gross income tests and certain of the asset tests applicable to REITs and, accordingly, we would likely cease to qualify as a REIT. Also, the failure of our operating partnership or any subsidiary partnerships to qualify as a partnership would cause it to become subject to federal and state corporate income tax, which could reduce significantly the amount of cash available for debt service and for distribution to its partners, including us.

The tax imposed on REITs engaging in “prohibited transactions” may limit our ability to engage in transactions that would be treated as sales for federal income tax purposes.

A REIT’s net income from prohibited transactions is subject to a 100% penalty tax. In general, prohibited transactions are sales or other dispositions of property, other than foreclosure property, held primarily for sale to customers in the ordinary course of business. Although we do not intend to hold any properties that would be characterized as held for sale to customers in the ordinary course of our business, such characterization is a factual determination and we cannot assure you that the IRS would agree with our characterization of our properties or that we will always be able to make use of the available safe harbors, which, if met, would prevent any such sales from being treated as prohibited transactions.

Our ownership of taxable REIT subsidiaries is subject to certain restrictions, and we will be required to pay a 100% penalty tax on certain income or deductions if our transactions with our taxable REIT subsidiaries are not conducted on arm’s length terms.

We currently own interests in certain taxable REIT subsidiaries and may acquire securities in additional taxable REIT subsidiaries in the future. A taxable REIT subsidiary is a corporation (or entity treated as a corporation for federal income tax purposes) other than a REIT in which a REIT directly or indirectly holds stock, and that has made a joint election with such REIT to be treated as a taxable REIT subsidiary. If a taxable REIT subsidiary owns more than 35% of the total voting power or value of the outstanding securities of another corporation, such other corporation will also be treated as a taxable REIT subsidiary. Other than some activities relating to lodging and health care facilities, a taxable REIT subsidiary may generally engage in any business, including the provision of customary or non-customary services to tenants of its parent REIT. A taxable REIT subsidiary is subject to federal income tax as a regular C corporation. In addition, a 100% excise tax will be imposed on certain transactions between a taxable REIT subsidiary and its parent REIT that are not conducted on an arm’s length basis. A REIT’s ownership of securities of a taxable REIT subsidiary is not subject to the 5% or 10% asset tests applicable to REITs. No more than 25% of our total assets may be represented by securities, including securities of taxable REIT subsidiaries, other than those securities includable in the 75% asset test. Further, no more than 20% of the value of our total assets may be represented by securities of taxable REIT subsidiaries. We anticipate that the aggregate value of the stock and other securities of any taxable REIT subsidiaries that we own will be less than 20% of the value of our total assets, and we will monitor the value of these investments to ensure compliance with applicable asset test limitations. In addition, we intend to structure our transactions with any taxable REIT subsidiaries that we own to ensure that they are entered into on arm’s length terms to avoid incurring the 100% excise tax described above. There can be no assurance, however, that we will be able to comply with these limitations or avoid application of the 100% excise tax discussed above.

To maintain our REIT status, we may be forced to borrow funds during unfavorable market conditions.

To qualify as a REIT, we generally must distribute to our stockholders at least 90% of our REIT taxable income each year, excluding net capital gains, and we will be subject to regular corporate income taxes to the extent that we distribute less than 100% of our REIT taxable income each year. In addition, we will be subject to a 4% nondeductible excise tax on the amount, if any, by which distributions paid by us in any calendar year are less than the sum of 85% of our ordinary income, 95% of our capital gain net income and 100% of our undistributed income from prior years. In order to maintain our REIT status and avoid the payment of income and excise taxes, we may need to borrow funds to meet the REIT distribution requirements even if the then prevailing market conditions are not favorable for these borrowings. These borrowing needs could result from, among other things, differences in timing between the actual receipt of cash and inclusion of income for federal income tax purposes, or the effect of non-deductible capital expenditures, the creation of reserves or required debt or amortization payments. These sources, however, may not be available on favorable terms or at all. Our access to third-party sources of capital depends on a number of factors, including the market’s perception of our growth potential, our current debt levels, the market price of our common stock, and our current and potential future earnings. We cannot assure you that we will have access to such capital on favorable terms at the desired times, or at all, which may cause us to curtail our investment activities and/or to dispose of assets at inopportune times, and
27


could adversely affect our financial condition, results of operations, cash flow, cash available for distributions to our stockholders, and per share trading price of our securities.

Complying with REIT requirements may affect our profitability and may force us to liquidate or forgo otherwise attractive investments.

To qualify as a REIT, we must continually satisfy tests concerning, among other things, the nature and diversification of our assets, the sources of our income and the amounts we distribute to our stockholders. We may be required to liquidate or forgo otherwise attractive investments in order to satisfy the asset and income tests or to qualify under certain statutory relief provisions. We also may be required to make distributions to stockholders at disadvantageous times or when we do not have funds readily available for distribution. As a result, having to comply with the distribution requirement could cause us to: (i) sell assets in adverse market conditions; (ii) borrow on unfavorable terms; or (iii) distribute amounts that would otherwise be invested in future acquisitions, capital expenditures or repayment of debt. Accordingly, satisfying the REIT requirements could have an adverse effect on our business results, profitability and ability to execute our business plan. Moreover, if we are compelled to liquidate our investments to meet any of these asset, income or distribution tests, or to repay obligations to our lenders, we may be unable to comply with one or more of the requirements applicable to REITs or may be subject to a 100% tax on any resulting gain if such sales constitute prohibited transactions.

Dividends payable by REITs do not qualify for the reduced tax rates available for some dividends.

The maximum tax rate applicable to “qualified dividend income” payable to U.S. stockholders that are individuals, trusts and estates is 20%. Dividends payable by REITs, however, generally are not eligible for these reduced rates. U.S. stockholders that are individuals, trusts and estates generally may deduct up to 20% of the ordinary dividends (e.g., dividends not designated as capital gain dividends or qualified dividend income) received from a REIT for taxable years beginning before January 1, 2026. Although this deduction reduces the effective tax rate applicable to certain dividends paid by REITs (generally to 29.6% assuming the shareholder is subject to the 37% maximum rate), such tax rate is still higher than the tax rate applicable to corporate dividends that constitute qualified dividend income. Accordingly, investors who are individuals, trusts and estates may perceive investments in REITs to be relatively less attractive than investments in the stocks of non-REIT corporations that pay dividends, which could materially and adversely affect the value of the shares of REITs, including the per share trading price of our securities.

The power of our board of directors to revoke our REIT election without stockholder approval may cause adverse consequences to our stockholders and unitholders.

Our charter provides that our board of directors may revoke or otherwise terminate our REIT election, without the approval of our stockholders, if it determines that it is no longer in our best interest to continue to qualify as a REIT. If we cease to qualify as a REIT, we would become subject to U.S. federal income tax on our taxable income and would no longer be required to distribute most of our taxable income to our stockholders and accordingly, distributions Hudson Pacific Properties, L.P. makes to its unitholders could be similarly reduced.

Legislative or other actions affecting REITs could have a negative effect on our investors and us.

The rules dealing with federal income taxation are constantly under review by persons involved in the legislative process and by the IRS and the United States Department of the Treasury. Changes to the tax laws, with or without retroactive application, could adversely affect our investors or us. We cannot predict how changes in the tax laws might affect our investors or us. New legislation, Treasury Regulations, administrative interpretations or court decisions could significantly and negatively affect our ability to qualify as a REIT, the federal income tax consequences of such qualification, or the federal income tax consequences of an investment in us. Also, the law relating to the tax treatment of other entities, or an investment in other entities, could change, making an investment in such other entities more attractive relative to an investment in a REIT.

28


Risks Related to General and Global Factors

Adverse economic and geopolitical conditions and dislocations in the credit markets could have a material adverse effect on our financial condition, results of operations, cash flow and per share trading price of our securities.

Volatility in the United States and international capital markets and concern over a return to recessionary conditions in global economies, and the California economy in particular, may adversely affect our financial condition, results of operations, cash flow and the per share trading price of our securities as a result of the following potential consequences, among others:

significant job losses in the financial and professional services industries may occur, which may decrease demand for our office space, causing market rental rates and property values to be negatively impacted;
our ability to obtain financing on terms and conditions that we find acceptable, or at all, may be limited, which could reduce our ability to pursue acquisition and development opportunities and refinance existing debt, reduce our returns from our acquisition and development activities and increase our future interest expense;
reduced values of our properties may limit our ability to dispose of assets at attractive prices or to obtain debt financing secured by our properties and may reduce the availability of unsecured loans; and
one or more lenders under our unsecured revolving credit facility could refuse to fund their financing commitment to us or could fail and we may not be able to replace the financing commitment of any such lenders on favorable terms, or at all.

Epidemics, pandemics or other outbreaks, and restrictions intended to prevent their spread, could adversely impact our business, financial condition, results of operations, cash flows, liquidity and ability to satisfy our debt service obligations and to pay dividends and distributions to security holders.

Epidemics, pandemics or other outbreaks of an illness, disease or virus that affect the markets in which we conduct our business and where our tenants are located, and actions taken to contain or prevent their further spread, could have significant adverse impacts on our business, financial condition, results of operations, cash flows, liquidity and ability to satisfy our debt service obligations and to pay dividends and distributions to security holders in a variety of ways that are difficult to predict. Epidemics, pandemics or other outbreaks of an illness, disease or virus, including the recent COVID-19 pandemic, could result in significant governmental measures being implemented to control the spread of such illness, disease or virus, including quarantines, restrictions on travel, “shelter in place” rules, stay-at-home orders, density limitations, social distancing measures, restrictions on types of business that may continue to operate and/or restrictions on types of construction projects that may continue, which could adversely affect our ability to adequately manage our business. Although most state governments and other authorities have lifted or reduced restrictions relating to the COVID-19 pandemic, they and others may reinstitute these measures in the future, or impose new, more restrictive measures, if the risks, or the perception of the risks, related to the COVID-19 pandemic worsen at any time, including as a result of the spread of new variants of the virus or other illness. If any such restrictions remain in place for an extended period of time, we may experience reductions in rents from our tenants. Although we will continue to be actively engaged in rent collection efforts related to uncollected rent, as well as working with certain tenants who request rent deferrals (particularly those occupying retail space), we can provide no assurance that such efforts or our efforts in future periods will be successful. Moreover, to the extent any of these risks and uncertainties adversely impact us in the ways described above or otherwise, they may also have the effect of heightening many of the other risks set forth in this “Risk Factors” section.

Social, political, and economic instability, unrest, and other circumstances beyond our control could adversely affect our business operations.

Our business may be adversely affected by social, political, and economic instability, unrest, or disruption in a geographic region in which we operate, regardless of cause, including protests, demonstrations, strikes, riots, civil disturbance, disobedience, insurrection, or social and political unrest. Such events may result in restrictions, curfews, or other actions and give rise to significant changes in regional and global economic conditions and cycles, which may adversely affect our financial condition and operations.

Potential losses, including from adverse weather conditions, natural disasters and title claims, may not be covered by insurance.

We carry commercial property (including earthquake), liability and terrorism coverage on all the properties in our portfolio (most are covered under a blanket insurance policy while a few are under individual policies), in addition to other coverages, such as trademark and pollution coverage, that may be appropriate for certain of our properties. We have selected policy specifications and insured limits that we believe to be appropriate and adequate given the relative risk of loss, the cost of the coverage and industry practice. However, we do not carry insurance for losses such as those arising from riots or war because such coverage is not available or is not available at commercially reasonable rates. Some of our policies, like those covering losses due
29


to terrorism or earthquakes, are insured subject to limitations involving large deductibles or co-payments and policy limits that may not be sufficient to cover losses, which could affect certain of our properties that are located in areas particularly susceptible to natural disasters. All of the properties we currently own are located in Northern and Southern California, the Pacific Northwest, New York, Western Canada and Greater London, United Kingdom. Many of these areas are especially susceptible to earthquakes. In addition, we may discontinue earthquake, terrorism or other insurance on some or all of our properties in the future if the cost of premiums for any such policies exceeds, in our judgment, the value of the coverage discounted for the risk of loss. As a result, we may be required to incur significant costs in the event of adverse weather conditions and natural disasters. If we or one or more of our tenants experiences a loss that is uninsured or that exceeds policy limits, we could lose the capital invested in the damaged properties as well as the anticipated future cash flows from those properties. In addition, if the damaged properties are subject to recourse indebtedness, we would continue to be liable for the indebtedness, even if these properties were irreparably damaged. Furthermore, we may not be able to obtain adequate insurance coverage at reasonable costs in the future as the costs associated with property and casualty renewals may be higher than anticipated. In the event that we experience a substantial or comprehensive loss of one of our properties, we may not be able to rebuild such property to its existing specifications. Further reconstruction or improvement of such a property would likely require significant upgrades to meet zoning and building code requirements.

We may become subject to litigation, which could have an adverse effect on our financial condition, results of operations, cash flow and the per share trading price of our securities.

In the future we may become subject to litigation, including claims relating to our operations, offerings, and otherwise in the ordinary course of business. Some of these claims may result in significant defense costs and potentially significant judgments against us, some of which are not, or cannot be, insured against. We generally intend to vigorously defend ourselves; however, we cannot be certain of the ultimate outcomes of any claims that may arise in the future. Resolution of these types of matters against us may result in our having to pay significant fines, judgments or settlements, which, if uninsured, or if the fines, judgments and settlements exceed insured levels, could adversely impact our earnings and cash flows, thereby having an adverse effect on our financial condition, results of operations, cash flow and per share trading price of our securities. Certain litigation or the resolution of certain litigation may affect the availability or cost of some of our insurance coverage, which could adversely impact our results of operations and cash flows, expose us to increased risks that would be uninsured, and/or adversely impact our ability to attract officers and directors.

We face risks associated with security breaches through cyber attacks, cyber intrusions or otherwise, as well as other significant disruptions of our information technology (“IT”) networks and related systems.

We face risks associated with security breaches, whether through cyber attacks or cyber intrusions, malware, computer viruses, attachments to e-mails, persons inside our organization or persons with access to systems inside our organization, and other significant disruptions of our IT networks and related systems. The risk of a security breach or disruption, particularly through cyber attacks or cyber intrusions, including by computer hackers, foreign governments and cyber terrorists, has generally increased as the number, intensity and sophistication of attempted attacks and intrusions from around the world have recently increased. Our IT networks and related systems are essential to the operation of our business and our ability to perform day-to-day operations (including managing our building systems) and, in some cases, may be critical to the operations of certain of our tenants. Although we make efforts to maintain the security and integrity of our IT networks and related systems, and we have implemented various measures to manage the risk of a security breach or disruption, there can be no assurance that our security efforts and measures will be effective or that attempted security breaches or disruptions would not be successful or damaging. Even the most well-protected information, networks, systems and facilities remain potentially vulnerable because the techniques used in such attempted security breaches evolve and generally are not recognized until launched against a target, and in some cases are designed not to be detected and, in fact, may not be detected. Accordingly, we may be unable to anticipate these techniques or to implement adequate security barriers or other preventative measures, and thus it is impossible for us to entirely mitigate this risk.

A security breach or other significant disruption involving our IT networks and related systems could:

disrupt the proper functioning of our networks and systems and therefore our operations and/or those of certain of our tenants;
result in misstated financial reports, violations of loan covenants, and/or missed reporting deadlines;
result in our inability to properly monitor our compliance with the rules and regulations regarding our qualification as a REIT;
result in the unauthorized access to, and destruction, loss, theft, misappropriation or release of proprietary, confidential, sensitive or otherwise valuable information of ours or others, which others could use to compete against us or for disruptive, destructive or otherwise harmful purposes and outcomes;
30


result in our inability to maintain the building systems relied upon by our tenants for the efficient use of their leased space;
require significant management attention and resources to remedy any resulting damages;
subject us to claims for breach of contract, damages, credits, penalties or termination of leases or other agreements; or
damage our reputation among our tenants and investors generally.

Any or all of the foregoing could have an adverse effect on our financial condition, results of operations, cash flow and the per share trading price of our securities.

Our business and operations would suffer in the event of IT networks and related systems failures.

Despite system redundancy and the planned implementation of a disaster recovery plan and security measures for our IT networks and related systems, our systems are vulnerable to damage from any number of sources, including computer viruses, energy blackouts, natural disasters, terrorism, war, and telecommunication failure. We rely on our IT networks and related systems, including the Internet, to process, transmit and store electronic information and to manage or support a variety of our business processes, including financial transactions and keeping of records, which may include personal identifying information of tenants and lease data. We rely on commercially available systems, software, tools and monitoring to provide security for processing, transmitting and storing confidential tenant information, such as individually identifiable information relating to financial accounts. Any failure to maintain proper function, security and availability of our IT networks and related systems could interrupt our operations, damage our reputation and subject us to liability claims or regulatory penalties. Further, we are dependent on our personnel and, although we are working to implement a formal disaster recovery plan to assist our employees and to facilitate their maintaining continuity of operations after events such as energy blackouts, natural disasters, terrorism, war, and telecommunication failures, we can provide no assurance that any of the foregoing events would not have an adverse effect on our results of operations.

Future terrorist activity or engagement in war by the United States may have an adverse effect on our financial condition and operating results.

Terrorist attacks in the United States and other acts of terrorism or war may result in declining economic activity, which could harm the demand for and the value of our properties. A decrease in demand could make it difficult for us to renew or re-lease our properties at these sites at lease rates equal to or above historical rates. Terrorist activities also could directly impact the value of our properties through damage, destruction, or loss, and the availability of insurance for these acts may be less, and cost more, which could adversely affect our financial condition. To the extent that our tenants are impacted by future attacks, their businesses similarly could be adversely affected, including their ability to continue to honor their existing leases.

Terrorist attacks and engagement in war by the United States also may adversely affect the markets in which our securities trade and may cause further erosion of business and consumer confidence and spending and may result in increased volatility in national and international financial markets and economies. Any one of these events may cause decline in the demand for our office and studio leased space, delay the time in which our new or renovated properties reach stabilized occupancy, increase our operating expenses, such as those attributable to increased physical security for our properties, and limit our access to capital or increase our cost of raising capital.

31


ITEM 1B. Unresolved Staff Comments
 
None.

ITEM 1C. Cybersecurity
 
Cybersecurity Risk Management and Strategy

We have developed and implemented a cybersecurity risk management program intended to protect the confidentiality, integrity, and availability of our critical systems and information. Our cybersecurity risk management program includes a cybersecurity incident response plan.

We design and assess our program based on the National Institute of Standards and Technology Cybersecurity Framework. This does not imply that we meet any particular technical standards, specifications, or requirements, only that we use the NIST CSF as a guide to help us identify, assess, and manage cybersecurity risks relevant to our business.

Our cybersecurity risk management program is integrated into our overall enterprise risk management program, and shares common methodologies, reporting channels and governance processes that apply across the enterprise risk management program to other legal, compliance, strategic, operational, and financial risk areas.

Our cybersecurity risk management program includes:

risk assessments designed to help identify material cybersecurity risks to our critical systems, information, products, services, and our broader enterprise IT environment;
a security team principally responsible for managing (1) our cybersecurity risk assessment processes, (2) our security controls, and (3) our response to cybersecurity incidents;
the use of external service providers, where appropriate, to assess, test or otherwise assist with aspects of our security controls;
cybersecurity awareness training of our employees, incident response personnel, and senior management;
a cybersecurity incident response plan that includes procedures for responding to cybersecurity incidents; and
a third-party risk management process for service providers, suppliers, and vendors.

Notwithstanding the foregoing, there can be no assurance that our cybersecurity risk management program and processes, including our policies, controls or procedures, will be fully implemented, complied with or effective in protecting our systems and information.

We have not identified risks from known cybersecurity threats, including as a result of any prior cybersecurity incidents, that have materially affected or are reasonably likely to materially affect us, including our operations, business strategy, results of operations, or financial condition.

Cybersecurity Governance

Our Board considers cybersecurity risk as part of its risk oversight function and has delegated to the Audit Committee (the “Committee”) oversight of cybersecurity and other information technology risks. The Committee oversees management’s implementation of our cybersecurity risk management program.

The Committee receives quarterly reports from management on our cybersecurity risks. In addition, management updates the Committee, as necessary, regarding any material cybersecurity incidents, as well as any incidents with lesser impact potential.

The Committee reports to the full Board regarding its activities, including those related to cybersecurity. The full Board also receives briefings from management on our cyber risk management program. Board members receive presentations on cybersecurity topics from our SVP, Information Technology, as well as our Risk Committee, which includes our Chief Financial Officer, EVP, Business Affairs and General Counsel and Chief Risk Officer, internal security staff or external experts as part of the Board’s continuing education on topics that impact public companies.

Our management team, including our Chief Financial Officer, EVP, Business Affairs and General Counsel and Chief Risk Officer, is responsible for assessing and managing our material risks from cybersecurity threats. The team has primary responsibility for our overall cybersecurity risk management program and supervises both our internal cybersecurity personnel and our retained external cybersecurity consultants. Our management team’s experience includes technical and managerial expertise, enabling them to proficiently design, engineer, and oversee the organization’s overall security stance. Their capabilities encompass
32


a wide range of skills, including proficiency in Security and Risk Management, Vulnerability Management, as well as expertise in Network Security and Operations, and Security Architecture.

Our management team supervises efforts to prevent, detect, mitigate, and remediate cybersecurity risks and incidents through various means, which may include briefings from internal security personnel; threat intelligence and other information obtained from governmental, public or private sources, including external consultants engaged by us; and alerts and reports produced by security tools deployed in the IT environment.

ITEM 2. Properties
 
As of December 31, 2023, our portfolio of owned real estate consisted of 58 properties (36 wholly-owned properties, 15 properties owned by joint ventures and seven land properties) totaling approximately 20 million square feet and located primarily in Los Angeles, the San Francisco Bay Area, Seattle, New York, Vancouver, British Columbia and Greater London, United Kingdom.

Office Portfolio

Our office portfolio consists of 46 office properties totaling approximately 14.7 million square feet located in Los Angeles, the San Francisco Bay Area, Seattle and Vancouver, British Columbia.

In-Service Office Portfolio

Our in-service office portfolio consists of owned office properties, excluding repositioning, redevelopment, development and held for sale properties. As of December 31, 2023, the weighted average remaining lease term for our in-service office portfolio was 4.3 years

The following table summarizes information relating to the consolidated and unconsolidated in-service office properties owned as of December 31, 2023:
Location Submarket
Square Feet(1)
Percent Occupied(2)
Percent Leased(3)
Annualized Base Rent(4)
Annualized Base Rent Per Square Foot(5)
Los Angeles, California
ICON(6)
Hollywood326,792 100.0 %100.0 %$21,278,557 $65.11 
EPIC(6)
Hollywood301,127 100.0 100.0 22,512,255 74.76 
Harlow(6)
Hollywood129,931 100.0 100.0 7,983,344 61.44 
6040 Sunset(6)
Hollywood114,958 100.0 100.0 7,009,468 60.97 
CUE(6)
Hollywood94,386 100.0 100.0 6,224,702 65.95 
11601 WilshireWest Los Angeles500,243 90.2 98.4 21,835,358 48.38 
Element LAWest Los Angeles284,037 100.0 100.0 18,951,920 66.72 
Fourth & TractionDowntown Los Angeles131,701 100.0 100.0 6,173,837 46.88 
MaxwellDowntown Los Angeles102,963 100.0 100.0 5,003,414 48.59 
San Francisco Bay Area, California
ConcourseNorth San Jose943,789 85.4 85.8 35,597,539 44.16 
GatewayNorth San Jose609,278 64.3 68.0 18,322,351 46.75 
Metro PlazaNorth San Jose451,036 58.3 61.6 12,940,697 49.18 
Skyport PlazaNorth San Jose418,465 5.4 6.1 805,446 35.36 
1740 TechnologyNorth San Jose215,857 100.0 100.0 10,986,935 50.90 
1455 Market(7)
San Francisco1,033,682 45.3 45.3 26,072,041 55.70 
Rincon CenterSan Francisco533,076 97.6 97.6 33,974,980 65.31 
Ferry Building(7)
San Francisco265,916 97.4 98.3 23,727,015 91.65 
901 MarketSan Francisco206,113 78.8 78.8 11,888,684 73.17 
875 HowardSan Francisco191,201 100.0 100.0 15,603,499 81.61 
625 SecondSan Francisco138,354 64.2 64.2 6,019,851 67.73 
275 BrannanSan Francisco57,120 100.0 100.0 4,975,867 87.11 
Palo Alto SquarePalo Alto317,845 91.9 91.9 28,762,617 98.47 
33


Location Submarket
Square Feet(1)
Percent Occupied(2)
Percent Leased(3)
Annualized Base Rent(4)
Annualized Base Rent Per Square Foot(5)
3400 HillviewPalo Alto207,857 100.0 100.0 16,274,043 78.29 
Foothill Research CenterPalo Alto195,121 93.6 93.6 14,500,594 79.38 
Page Mill HillPalo Alto178,179 53.6 53.6 7,553,762 79.06 
Clocktower SquarePalo Alto100,655 100.0 100.0 9,324,711 92.64 
Page Mill CenterPalo Alto94,539 58.8 58.8 4,447,002 80.06 
3176 PorterPalo Alto46,759 100.0 100.0 3,422,759 73.20 
Towers at Shore CenterRedwood Shores335,285 89.8 89.8 22,864,776 75.96 
ShorebreezeRedwood Shores230,932 79.6 79.6 11,900,074 64.75 
555 Twin DolphinRedwood Shores200,785 70.8 73.2 9,217,303 64.88 
333 Twin DolphinRedwood Shores183,118 87.4 87.4 10,211,901 63.78 
Metro CenterFoster City723,848 77.7 84.3 34,745,538 61.80 
TechmartSanta Clara284,903 71.1 74.3 10,243,529 50.59 
Seattle, Washington
1918 Eighth(7)
Denny Triangle667,724 99.4 100.0 28,531,929 43.00 
Hill7(7)
Denny Triangle285,310 99.6 99.6 11,962,994 42.11 
5th & BellDenny Triangle197,136 100.0 100.0 7,470,367 37.89 
Met Park NorthDenny Triangle189,511 99.7 99.7 6,446,825 34.14 
505 FirstPioneer Square287,853 36.0 36.0 3,714,511 35.85 
83 KingPioneer Square183,898 70.1 70.1 5,720,210 44.39 
450 AlaskanPioneer Square171,014 99.5 99.5 7,481,307 43.96 
411 FirstPioneer Square163,719 78.2 81.2 4,882,158 38.15 
95 JacksonPioneer Square35,905 100.0 100.0 512,547 14.28 
Vancouver, British Columbia
Bentall Centre(8)
Downtown Vancouver1,521,084 90.1 90.1 42,065,607 30.70 
Total In-Service13,853,005 80.8 %81.9 %$620,144,824 $55.43 
_____________
1.Determined by management based upon estimated leasable square feet, which may be less or more than the Building Owners and Managers Association (“BOMA”) rentable area. Square footage may change over time due to re-measurement or re-leasing.
2.Calculated as (i) square footage under commenced leases as of December 31, 2023, divided by (ii) total square feet, expressed as a percentage.
3.Calculated as (i) square footage under commenced and uncommenced leases as of December 31, 2023, divided by (ii) total square feet, expressed as a percentage.
4.Presented on an annualized basis and is calculated by multiplying (i) base rental payments (defined as cash base rents (before abatements or deferments)) under commenced leases as of December 31, 2023, by (ii) 12. Annualized base rent does not reflect tenant reimbursements.
5.Calculated as (i) annualized base rent divided by (ii) square footage under commenced leases as of December 31, 2023. Annualized base rent does not reflect tenant reimbursements.
6.We own 51% of the ownership interest in the consolidated joint venture that owns ICON, EPIC, Harlow, 6040 Sunset and CUE.
7.We own 55% of the ownership interest in the consolidated joint ventures that own 1455 Market, Ferry Building, 1918 Eighth and Hill7.
8.We own 20% of the ownership interest in the unconsolidated joint venture that owns Bentall Centre. Annualized base rent and rental rates have been converted from CAD to USD using the foreign currency exchange rate as of December 31, 2023.


34


Office Tenant Diversification

The following table provides information regarding the 15 largest tenants in our office portfolio based on HPP’s share of annualized base rent as of December 31, 2023:
Tenant# of PropertiesLease ExpirationTotal Occupied Square FeetHPP’s Share
Annualized Base Rent(1)
Percent of Annualized Base Rent
1Google, Inc.42025-2029640,726 (2)$51,963,161 10.1 %
2Amazon32025-2031990,788 (3)28,214,335 5.5 
3Netflix, Inc.32031722,305 (4)25,507,912 5.0 
4Riot Games, Inc.12030284,037 (5)18,951,920 3.7 
5Nutanix, Inc.22024-2030332,858 (6)15,870,596 3.1 
6Salesforce.com12025-2028265,394 (7)15,036,621 2.9 
7Dell EMC Corporation22023-2027172,975 (8)10,235,000 2.0 
8Uber Technologies, Inc.12025325,445 10,232,000 2.0 
9GitHub, Inc.22024-203092,450 (9)7,086,069 1.4 
10PayPal, Inc.12030131,701 (10)6,173,837 1.2 
11Weil, Gotshal & Manges LLP1202676,278 6,097,801 1.2 
12Regus52024-2030123,583 (11)6,015,427 1.2 
13Poshmark, Inc.12024-202975,876 (12)5,636,341 1.1 
14Glu Mobile, Inc.1202761,381 5,313,948 1.0 
15TDK Corporation of America/Invensense12025139,336 5,200,020 1.0 
TOTAL4,435,133 $217,534,988 42.4 %
_____________
1.Annualized base rent is calculated by multiplying (i) base rental payments (defined as cash base rents (before abatements or deferments)) under commenced leases as of December 31, 2023, by (ii) 12. Annualized base rent does not reflect tenant reimbursements. Annualized base rents related to Bentall Centre have been converted from CAD to USD using the foreign currency exchange rate as of December 31, 2023.
2.Google, Inc. expirations: (i) 182,672 square feet at Foothill Research Center in February 2025, (ii) 208,843 square feet at Rincon Center in February 2028, (iii) 207,857 square feet at 3400 Hillview in November 2028 (early termination right between March 2025 and February 2027) and (iv) 41,354 square feet at Ferry Building in October 2029.
3.Amazon expirations: (i) 139,824 square feet at Met Park North in November 2025 (early termination right starting in December 2024), (ii) 659,150 square feet at 1918 Eighth in September 2030 and (iii) 191,814 square feet at 5th & Bell in May 2031.
4.Netflix, Inc. expirations: (i) 326,792 square feet at ICON, (ii) 301,127 square feet at EPIC and (iii) 94,386 square feet at CUE.
5.Riot Games, Inc. has an early termination right at Element LA in March 2025.
6.Nutanix, Inc. expirations: (i) 117,001 square feet at Concourse in May 2024 and (ii) 215,857 square feet at 1740 Technology in May 2030.
7.Salesforce.com expirations: (i) 83,016 square feet in July 2025, (ii) 83,372 square feet in April 2027 and (iii) 99,006 square feet in October 2028. Salesforce.com subleased 259,416 square feet at Rincon Center to Twilio Inc. in 2018 and in 2020 began paying us 50% of cash rents received pursuant to the sublease, or an average of $340,000 per month with annual growth thereafter, in addition to contractual base rent.
8.Dell EMC Corporation expirations: (i) 42,954 square feet at 505 First in December 2023, (ii) 83,549 square feet at 875 Howard in June 2026 and (iii) 46,472 square feet at 505 First in January 2027.
9.GitHub Inc. expirations: (i) 35,330 square feet at 625 Second in December 2024 and (ii) 57,120 square feet at 275 Brannan in June 2030.
10.PayPal, Inc. has an early termination right at Fourth & Traction in July 2026.
11.Regus expirations: (i) 20,059 square feet at 11601 Wilshire in February 2024, (ii) 27,369 square feet at Techmart in April 2025, (iii) 9,739 square feet at Palo Alto Square in April 2026, (iv) 45,120 square feet at Gateway in September 2027 and (v) 21,296 square feet at 450 Alaskan in October 2030.
12.Poshmark, Inc. expirations: (i) 25,549 square feet in May 2024 and (ii) 50,327 square feet in December 2029.

35


Office Industry Diversification

The following table summarizes information relating to the industry diversification within our office portfolio based on HPP’s share of annualized base rent as of December 31, 2023:
HPP’s Share
Industry(1)
Square Feet(2)
Annualized Base Rent as Percent of Total
Square Feet(2)
Annualized
Base Rent as
Percent of
Total
Technology3,345,255 33.1 %3,044,305 36.7 %
Media and Entertainment1,520,650 16.2 986,325 12.9 
Retail1,475,150 9.8 1,114,479 9.0 
Legal633,748 7.7 588,630 8.9 
Financial Services990,140 8.5 654,806 7.6 
Business Services979,983 7.7 672,689 7.1 
Other733,234 6.3 600,313 6.8 
Real estate430,047 3.2 261,611 2.7 
Healthcare202,185 2.0 193,509 2.4 
Education145,759 1.7 140,736 2.0 
Insurance230,804 1.8 176,714 1.9 
Government218,854 1.5 176,859 1.5 
Advertising44,667 0.5 44,667 0.5 
Total10,950,476 100.0 %8,655,643 100.0 %
_____________
1.Determined by management using Thompson Reuters Business Classification.
2.Excludes signed leases not commenced.

Office Lease Distribution

The following table sets forth information relating to the distribution of leases in our office portfolio, based on net rentable square feet under lease as of December 31, 2023:
HPP’s Share
Square Feet Under Lease
Number of Leases
Total Leased Square Feet
Annualized Base Rent(1)
Number of LeasesTotal Leased Square Feet
Annualized Base Rent(1)
10,000 or Less6112,205,381 $114,461,829 6401,941,251 $105,846,379 
10,001-25,000931,421,321 75,613,497 801,232,885 74,249,574 
25,001-50,000541,940,562 119,643,329 481,671,353 108,574,537 
50,001-100,000281,911,259 114,491,195 211,429,120 88,673,278 
Greater than 100,000153,471,953 195,934,975 122,381,035 136,662,199 
Building Management Use43236,687 — 43207,760 — 
Signed Leases Not Commenced31167,911 9,358,839 31162,911 9,293,342 
Total87511,355,074 $629,503,664 8759,026,314 $523,299,309 
_____________
1.Annualized base rent is calculated by multiplying (i) base rental payments (defined as cash base rents (before abatements or deferments)), including uncommenced leases, as of December 31, 2023 (ii) by 12. Annualized base rent does not reflect tenant reimbursements.

36


Office Lease Expirations

The following table summarizes the lease expirations for in-place office leases as of December 31, 2023, including vacancies. Unless otherwise stated in the footnotes, the information set forth in the table assumes that tenants did not exercise any renewal options.
HPP’s Share
Year of Lease Expiration
# of
Leases Expiring(1)
Square Feet Expiring Square Footage of Expiring Lease% of Office Portfolio Square Feet
Annualized Base Rent(2)
% of Office Portfolio Annualized Base Rent
Annualized Base Rent Per Leased Square Foot(2)
Annualized Base Rent at Expiration
Annualized Base Rent Per Lease Square Foot at Expiration(3)
Vacant3,297,287 2,921,572 24.5 %
Q4-202323 155,239 142,627 1.2 7,206,259 1.4 50.53 7,206,260 50.53 
Total 202323 155,239 142,627 1.2 7,206,259 1.4 50.53 7,206,260 50.53 
2024189 1,539,790 1,378,142 11.5 77,258,172 14.8 56.06 78,381,562 56.87 
2025165 1,978,453 1,605,458 13.4 94,399,116 18.0 58.80 98,100,254 61.10 
202699 699,959 633,136 5.3 39,608,525 7.6 62.56 42,179,316 66.62 
2027106 1,070,124 913,527 7.6 55,674,372 10.6 60.94 60,868,879 66.63 
202867 1,187,514 986,859 8.3 70,013,934 13.4 70.95 77,938,801 78.98 
202947 551,223 428,319 3.6 30,245,912 5.8 70.62 33,255,339 77.64 
203025 1,642,992 1,279,627 10.7 68,116,580 13.0 53.23 79,662,632 62.25 
203118 1,091,700 678,810 5.7 39,016,297 7.5 57.48 49,873,088 73.47 
203210 245,879 143,943 1.2 8,505,128 1.6 59.09 10,784,667 74.92 
Thereafter30 775,147 460,037 3.9 23,695,205 4.5 51.51 30,985,284 67.35 
Building management use(4)
43 236,687 207,760 1.7 — — — — — 
Signed leases not commenced31 167,911 162,911 1.4 9,293,342 1.8 57.05 10,967,294 67.32 
Portfolio Total/Weighted Average853 14,639,905 11,942,728 100.0 %$523,032,842 100.0 %$57.98 $580,203,376 $64.32 
_____________
1.Does not include 22 month-to-month leases.
2.Annualized base rent per square foot for office properties is calculated by multiplying (i) cash base rents under commenced leases excluding tenant reimbursements as of December 31, 2023 by (ii) 12. On a per square foot basis, ABR is divided by square footage under commenced leases as of December 31, 2023. For all expiration years, ABR is calculated as (i) cash base rents at expiration under commenced leases divided by (ii) square footage under commenced leases as of December 31, 2023. The methodology is the same when calculating ABR per square foot either in place or at expiration for uncommenced leases. Rent data is presented without regard to cancellation options. Where applicable, rental rates converted to USD using the foreign currency exchange rate as of December 31, 2023.
3.ABR per square foot at expiration for all lease expiration years is calculated as (i) base rental payments (defined as cash base rents (before abatements or deferments)) under commenced leases, divided by (ii) square footage under commenced leases as of December 31, 2023.
4.Reflects management offices occupied by the Company with various expiration dates.

37


Historical Office Tenant Improvements and Leasing Commissions

The following table represents 100% share of consolidated and unconsolidated joint ventures, summarizing historical information regarding tenant improvement and leasing commission costs for our office properties:
Year Ended December 31,
202320222021
Renewals(1)
Number of leases149 162 120 
Square feet1,125,614 1,172,126 1,070,864 
Tenant improvement costs per square foot(2)(3)
$8.77 $11.66 $7.31 
Leasing commission costs per square foot(2)
6.80 9.50 6.92 
Total tenant improvement and leasing commission costs
$15.57 $21.16 $14.23 
New leases(4)
Number of leases117 140 122 
Square feet572,833 943,650 730,235 
Tenant improvement costs per square foot(2)(3)
$38.15 $65.71 $62.00 
Leasing commission costs per square foot(2)
10.73 18.10 14.69 
Total tenant improvement and leasing commission costs
$48.88 $83.81 $76.69 
TOTAL
Number of leases266 302 242 
Square feet1,698,447 2,115,776 1,801,099