Sun Communities (SUI) risk factors, FY2025 10-K

Sun Communities's FY2025 10-K, filed Feb 25, 2026, lists 40 risk factors in 2 groups. Against the prior year's 51: 1 new, 12 dropped, 12 substantially reworded.

Open SUI in Gloom →
Sun Communities' chart, financials and news, free in your browser.Open SUI in Gloom →
Risk factors listed
402 groups
New this year
1vs 51 last year
Dropped
12since the prior 10-K
Substantially reworded
12of those kept
Section length
10k wordsItem 1A

What the changes say

  • Total debt dropped significantly from $7.4 billion to $4.3 billion, with fixed-rate debt reaching 100%.

What changed since the prior 10-K

New

  • NewRISKS RELATED TO OUR STRUCTURE

    The development and use of artificial intelligence ("AI") in the workplace presents risks and challenges that may adversely impact our business and operating results

    Internal adoption of AI tools brings operational, data, security, and competitive risks if execution lags.

Dropped

  • DroppedRISKS RELATED TO THE SAFE HARBOR SALE

    The Safe Harbor Sale may not be completed on the anticipated timeline or at all, which could adversely affect the Company's business plans

    $5.65 billion Safe Harbor Sale agreement and related closing conditions.

  • DroppedRISKS RELATED TO THE SAFE HARBOR SALE

    The pendency of the Safe Harbor Sale could adversely affect the business and operations of the Company and / or Safe Harbor

    Potential client delays and business disruptions from pending Safe Harbor Sale.

  • DroppedRISKS RELATED TO THE SAFE HARBOR SALE

    We will have broad discretion in the use of proceeds from the Safe Harbor Sale

    Board and management discretion over Safe Harbor Sale proceeds.

  • DroppedRISKS RELATED TO THE SAFE HARBOR SALE

    We may be unable to realize the anticipated benefits of the Safe Harbor Sale, once completed, or to do so within the anticipated time frame

    Risks of failing to realize anticipated benefits from the Safe Harbor Sale.

  • DroppedRISKS RELATED TO THE SAFE HARBOR SALE

    Our actual business and operating results may differ materially from our guidance or other forward-looking statements

    Risk that actual business results differ from guidance or forward-looking statements.

  • DroppedRISKS RELATED TO THE SAFE HARBOR SALE

    Marinas may not be readily adaptable to other uses

  • DroppedRISKS RELATED TO THE SAFE HARBOR SALE

    We may be unable to obtain, renew or maintain permits, licenses and approvals necessary for the operation of our Marinas

  • DroppedRISKS RELATED TO THE SAFE HARBOR SALE

    We depend on Safe Harbor's management to operate our marina business

  • DroppedRISKS RELATED TO OUR STRUCTURE

    Also, pursuant to a provision in our bylaws, we have exempted any acquisition of our stock from the control share provisions of the MGCL. However, our Board of Directors may, by amendment to our bylaws, opt into the control share provisions of the MGCL at any time in the future

  • DroppedRISKS RELATED TO OUR STRUCTURE

    Ineffective succession planning for our CEO may impact the execution of our strategic plan

  • DroppedRISKS RELATED TO OUR STRUCTURE

    We have identified a material weakness in our internal controls over financial reporting and we cannot provide assurances that this weakness will be effectively remediated or that additional material weaknesses will not occur in the future

  • DroppedRISKS RELATED TO OUR STRUCTURE

    We have been and may in the future be required to write down intangible assets, including goodwill, due to impairment, which could have a material adverse effect on our business, financial condition, results of operations and growth prospects

Reworded

  • 73% rewrittenRISKS RELATED TO OUR STRUCTURE

    If we fail to maintain an effective system of internal controls, we may not be able to accurately report financial results, which could result in a loss of investor confidence and adversely affect the market price of our common stock

    Added a specific definition referencing US generally accepted accounting principles (GAAP) for internal controls.

  • 62% rewritten

    The cyclical and seasonal nature of the RV and UK segments may lead to fluctuations in our operating results

    Marina segment references were removed, leaving only RV and UK segments for seasonal discussion.

    Was: The cyclical and seasonal nature of the RV, Marina, and UK segments may lead to fluctuations in our operating results

  • 49% rewrittenRISKS RELATED TO OUR STRUCTURE

    We rely on key management

    Executive team list updated to remove Gary A. Shiffman and Baxter R. Underwood, adding Charles D. Young.

  • 47% rewrittenRISKS RELATED TO OUR STRUCTURE

    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 could involve a premium price for our common stock or that our shareholders otherwise believe to be in their best interest

    Formatting tweak on Maryland General Corporation Law business combination provisions.

  • 44% rewrittenRISKS RELATED TO OUR STRUCTURE

    We may be adversely impacted by fluctuations in foreign currency exchange rates

    Reordered foreign currency exposures to put the UK British pound first instead of Canadian dollars.

  • 40% rewrittenRISKS RELATED TO OUR DEBT FINANCINGS

    Our debt could limit our operational flexibility or otherwise adversely affect our financial condition, and we may incur more debt in the future

    Total debt decreased from $7.4 billion across 137 properties to $4.3 billion across 110 properties, with fixed-rate debt rising from 91% to 100%.

    Was: Our significant amount of debt could limit our operational flexibility or otherwise adversely affect our financial condition, and we may incur more debt in the future

  • 38% rewrittenRISKS RELATED TO OUR STRUCTURE

    Deterioration in general economic conditions in the United States, and globally, including the effect of prolonged periods of inflation, could harm our business and results of operations

    Added specific macroeconomic threats including tariffs, trade wars, immigration issues, and supply chain disruptions.

  • 34% rewritten

    General economic conditions and the concentration of our MH, RV, and UK properties in certain geographic areas may affect our ability to generate revenue

    Added a comma in the final sentence regarding cash flows and debt obligations.

    Was: General economic conditions and the concentration of our MH, RV, Marina, and UK properties in certain geographic areas may affect our ability to generate revenue

  • 33% rewrittenRISKS RELATED TO OUR DEBT FINANCINGS

    Dividends payable by REITs do not qualify for the reduced tax rates applicable to certain dividends

  • 30% rewrittenRISKS RELATED TO OUR STRUCTURE

    Our operations are subject to regulation under various federal, state, local, and foreign laws and regulations that may expose us to significant costs and liabilities

  • 23% rewritten

    Competition affects occupancy levels and rents, which could adversely affect our revenues

  • 21% rewritten

    We may not be able to integrate or finance our expansion and development activities

All 40 risk factors

Headings as the filing states them, in filing order.

Other

  1. 01General economic conditions and the concentration of our MH, RV, and UK properties in certain geographic areas may affect our ability to generate revenue34% rewritten
  2. 02Competition affects occupancy levels and rents, which could adversely affect our revenues23% rewritten
  3. 03The cyclical and seasonal nature of the RV and UK segments may lead to fluctuations in our operating results62% rewritten
  4. 04We may not be able to integrate or finance our acquisitions and our acquisitions may not perform as expected
  5. 05If any of the above risks occur, our business and results of operations could be adversely affected
  6. 06Investments through joint ventures involve risks not present in properties in which we are the sole owner
  7. 07Many of our properties are located in areas that experience extreme weather conditions and natural disasters and climate change may adversely affect our business
  8. 08We may incur liability under environmental laws arising from conditions at properties we acquire or operations at the properties we own and operate
  9. 09We are subject to additional risks from our international investments
  10. 10We may not be able to integrate or finance our expansion and development activities21% rewritten
  11. 11Public health crises, such as outbreaks of disease, could materially and adversely affect our financial condition, operating results and cash flows
  12. 12Rent control legislation may harm our ability to increase rents

RISKS RELATED TO OUR DEBT FINANCINGS

  1. 13Our debt could limit our operational flexibility or otherwise adversely affect our financial condition, and we may incur more debt in the future40% rewritten
  2. 14If any of the above risks occurred, our financial condition and results of operations could be materially adversely affected
  3. 15Covenants in our credit agreements and senior unsecured note indentures could limit our flexibility and adversely affect our financial condition
  4. 16An increase in market interest rates could raise our interest costs on future debt or adversely affect our stock price, and a decrease in interest rates may lead to additional competition for the acquisition of real estate or adversely affect our results of operations
  5. 17Our hedging strategies may not be successful in mitigating our risks associated with interest rates and could reduce the overall returns on your investment
  6. 18A downgrade in our credit ratings could have material adverse effects on our business and financial condition
  7. 19We may suffer adverse tax consequences and be unable to attract capital if we fail to qualify as a REIT
  8. 20Federal, state, and foreign income tax laws governing REITs and related interpretations may change at any time, and any such legislative or other actions affecting REITs could have a negative effect on us
  9. 21We intend for the Operating Partnership to be taxed as a partnership, but we cannot guarantee that it will qualify
  10. 22Partnership tax audit rules could have a material adverse effect on us
  11. 23Our ability to accumulate cash may be restricted due to certain REIT distribution requirements
  12. 24Our taxable REIT subsidiaries, or TRSs, are subject to special rules that may result in increased taxes
  13. 25Dividends payable by REITs do not qualify for the reduced tax rates applicable to certain dividends33% rewritten
  14. 26Complying with REIT requirements may cause us to forego otherwise attractive opportunities

RISKS RELATED TO OUR STRUCTURE

  1. 27Certain provisions in our governing documents may make it difficult for a third-party to acquire us
  2. 28Certain 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 could involve a premium price for our common stock or that our shareholders otherwise believe to be in their best interest47% rewritten
  3. 29If we fail to maintain an effective system of internal controls, we may not be able to accurately report financial results, which could result in a loss of investor confidence and adversely affect the market price of our common stock73% rewritten
  4. 30Our share price could be volatile and could decline, resulting in a substantial or complete loss on our shareholders' investment
  5. 31Substantial sales or issuances of our common or preferred stock could cause our stock price to fall
  6. 32Our business operations may not generate the cash needed to make distributions on our capital stock or to service our debt, and we may adjust our common stock distribution policy
  7. 33We rely on key management49% rewritten
  8. 34Cybersecurity breaches and other disruptions could compromise our information and expose us to liability, which would cause our business and reputation to suffer
  9. 35The development and use of artificial intelligence ("AI") in the workplace presents risks and challenges that may adversely impact our business and operating resultsNew
  10. 36Losses in excess of our insurance coverage or uninsured losses could adversely affect our operating results and cash flows and upon renewal of our insurance policies, our coverage may change and our costs may increase, including our assumption of a greater proportion of risk through self-insurance
  11. 37Expanding social media platforms present new challenges
  12. 38Our operations are subject to regulation under various federal, state, local, and foreign laws and regulations that may expose us to significant costs and liabilities30% rewritten
  13. 39We may be adversely impacted by fluctuations in foreign currency exchange rates44% rewritten
  14. 40Deterioration in general economic conditions in the United States, and globally, including the effect of prolonged periods of inflation, could harm our business and results of operations38% rewritten

Other Sun Communities 10-Ks

  • FY2024 10-K risk factors
    51 risks

    Safe Harbor sale creates $5.65 billion pending transaction with broad deployment discretion and integration risks. CEO Gary Shiffman announced his upcoming retirement by the end of 2025. A material weakness in internal controls over financial reporting was identified.

    Filed Feb 28, 2025

About this page

The headings are the filing's own. The one-line readings and the overview are automated and can be wrong: read Item 1A of the 10-K for the exact wording.