Camden Property Trust
04/09/2026 | Press release | Distributed by Public on 04/09/2026 15:07
Material Agreement, Regulation FD Disclosure (Form 8-K)
Item 1.01 Entry into a Material Definitive Agreement
As previously reported, multiple putative class action lawsuits were filed against RealPage, Inc. and owners and/or operators of multifamily housing, including Camden Property Trust, alleging collusion among the defendants to raise rents through use of RealPage revenue management software. The cases were centralized in the U.S. District Court for the Middle District of Tennessee (the "Court") in a case captioned In Re: RealPage, Inc., Rental Software Antitrust Litigation (No. II)(the "Class Action Litigation").
On April 7, 2026, Camden Property Trust, on behalf of itself and related entities (collectively, the "Company") entered into a binding term sheet for a settlement with the named plaintiffs in the Class Action Litigation, individually and on behalf of the class members (together, the "Plaintiffs"). The Company and Plaintiffs agreed to enter into a long-form settlement agreement on or before May 7, 2026. The settlement will remain subject to preliminary and final approval by the Court.
The terms of the settlement will require the Company to pay an aggregate of $53 million into a settlement fund to settle all claims asserted, or which could have been asserted, against the Company relating to the alleged conduct at issue in the Class Action Litigation. The settlement payment will be payable in two equal installments of $26.5 million, with the first installment payable within 45 days of execution of a long-form settlement agreement and the second installment payable within four months of execution of a long-form settlement agreement. The settlement amount will be inclusive of the recovery amount for class members, fees for the Plaintiffs' counsel, and the costs of administering the settlement. The Company anticipates Plaintiffs, on or before May 15, 2026, will seek the Court's preliminary approval of the settlement.
In addition, the settlement agreement will include certain prospective commitments regarding the Company's business practices, including provisions relating to the disclosure and use of nonpublic data and the Company's use of revenue management software, all of which the Company believes will not require material changes to current operations.
The execution of the term sheet or the settlement agreement will not and does not constitute an admission by the Company of any fault or liability, and the Company does not admit fault or liability. The Company believes resolving this matter now will allow it to avoid the significant costs and distraction of protracted litigation and maintain focus on executing its business objectives. The Company also believes the settlement will reduce meaningful legal uncertainty and risk associated with complex antitrust litigation, including potential exposure under joint and several liability principles.
There can be no assurance as to the ultimate outcome of the Class Action Litigation with respect to the Company, including no assurance the settlement agreement will be approved by the Court or any revised settlement terms, if applicable, will be finalized by the parties and approved by the Court. If the settlement agreement is not approved by the Court or the parties otherwise cannot finalize a settlement, the Company intends to continue to defend itself in the Class Action Litigation.
Item 7.01 Regulation FD Disclosure
In connection with the settlement arrangements described in Item 1.01, the Company is furnishing the following supplemental information regarding the currently expected financial statement and forward-looking impacts of the settlement.
The Company expects to record any settlement payments and other legal-related costs as Other Non-Operating Expenses in its consolidated statements of income and comprehensive income. The settlement payments described above will not impact the Company's 2026 core funds from operations (Core FFO) or 2026 core adjusted funds from operations (Core AFFO) as legal costs and settlements are excluded from the calculation of these metrics. The Company does not expect the settlement payments to impair its credit rating or materially impact its liquidity, leverage ratios or debt covenant headroom, and the Company believes the settlement payments are manageable within its overall capital plan. The Company does not anticipate a change in its capital allocation framework, such as share repurchases, development starts and debt paydown, solely due to the settlement of the Class Action Litigation, and the Company will consider the settlement payments in its planning like any other discrete item. The Company also does not anticipate a change to its previously announced annual dividend policy based solely on this settlement. The Company does not believe there is insurance coverage related to this settlement. The Company intends to continue to vigorously defend any other pending litigation related to the use of revenue management software not covered by this settlement agreement.
The information included in this Current Report on Form 8-K under this Item 7.01 is being "furnished" and shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of Section 18, nor shall it be incorporated by reference into any filing under the Securities Act of 1933, as amended (the "Securities Act"), or the Exchange Act, except as expressly set forth by specific reference in such filing. In addition, the information included in this Current Report on Form 8-K under this Item 7.01 will not be deemed an admission as to the materiality of any information required to be disclosed solely to satisfy the requirements of Regulation FD.
Camden Property Trust published this content on April 09, 2026, and is solely responsible for the information contained herein. Distributed via EDGAR on April 09, 2026 at 21:07 UTC. If you believe the information included in the content is inaccurate or outdated and requires editing or removal, please contact us at [email protected]