UDR, Inc. (the "Company") (NYSE:UDR), announced today its fourth quarter and full-year 2021 results. Net Income, Funds from Operations ("FFO"), FFO as Adjusted ("FFOA"), and Adjusted FFO ("AFFO") per diluted share for the quarter ended December 31, 2021 are detailed below.

	Quarter Ended December 31
Metric	4Q 2021 Actual	4Q 2021 Guidance	4Q 2020 Actual	$ Change vs. Prior Year Period	% Change vs. Prior Year Period
Net Income per diluted share	$0.37	$0.30 to $0.32	$0.09	$0.28	311%
FFO per diluted share	$0.63	$0.52 to $0.54	$0.39	$0.24	62%
FFOA per diluted share	$0.54	$0.52 to $0.54	$0.49	$0.05	10%
AFFO per diluted share	$0.47	$0.46 to $0.48	$0.43	$0.04	9%

The Company reported net income attributable to common stockholders of $116.4 million, or $0.37 per share, compared to $25.5 million, or $0.09 per share, in the prior year period. This increase was primarily due to an increase in Same-Store ("SS") net operating income ("NOI"), higher NOI from acquired communities, higher income from unconsolidated entities particularly from real estate technology investments, higher gains on sold properties, and lower debt extinguishment costs.

SS results for fourth quarter 2021 versus fourth quarter 2020 and third quarter 2021 are summarized below.

Same-Store Growth / (Decline)	Year-Over-Year ("YOY"): Q4 2021 vs. Q4 2020	Sequential: Q4 2021 vs. Q3 2021
With concessions reflected on a cash basis:
Revenue	9.0%	3.0%
Expense	3.8%	(2.7)%
NOI	11.4%	5.7%
With concessions reflected on a straight-line basis:
Revenue	5.8%	2.3%
NOI	6.6%	4.7%

The Company's weighted average SS physical occupancy for the fourth quarter of 2021 was 97.1 percent, compared to 96.1 percent for the fourth quarter of 2020 and 97.5 percent for the third quarter of 2021.

The Company continues to implement its Next Generation Operating Platform which helped limit fourth quarter 2021 SS controllable expense growth to 2.8 percent YOY and 2.2 percent YTD.

During the quarter, the Company acquired three communities for an aggregate purchase price of $409.1 million and disposed of one community for proceeds of $126.0 million. Additionally, the Company committed $52.2 million to a Developer Capital Program ("DCP") investment.

"Our full-year 2021 earnings and same-store results compare very well versus initial guidance, and operating strength has persisted into 2022," said Tom Toomey, UDR's Chairman and CEO. "Our outlook for 2022 guidance signals one of our best years ever. In addition to favorable market rent growth dynamics, our unique value creation mechanisms, accretive capital allocation, and innovative Platform initiatives serve as a strong foundation for margin expansion and robust same-store, earnings, and dividend growth."

Outlook

For the first quarter and full-year of 2022, the Company has established the following Same-Store and earnings guidance ranges⁽¹⁾:

	Q1 2022 Outlook	Q4 2021 Actual	Full-Year 2022 Outlook	Full-Year 2021 Actual
Net Income / (Loss) per share	$0.02 to $0.04	$0.37	$0.22 to $0.30	$0.48
FFO per share	$0.53 to $0.55	$0.63	$2.22 to $2.30	$2.02
FFOA per share	$0.53 to $0.55	$0.54	$2.22 to $2.30	$2.01
AFFO per share	$0.50 to $0.52	$0.47	$2.02 to $2.10	$1.82
Dividend declared per share	$0.38	$0.3625	$1.52	$1.45
YOY Growth/(Decline): concessions reflected on a cash basis:
SS Revenue	N/A	9.0%	6.5% to 8.5%	1.5%
SS Expense	N/A	3.8%	2.5% to 3.5%	3.7%
SS NOI	N/A	11.4%	8.5% to 11.5%	0.5%
YOY Growth/(Decline): concessions reflected on a straight-line basis:
SS Revenue	N/A	5.8%	7.5% to 9.5%	(0.4)%
SS NOI	N/A	6.6%	9.5% to 12.5%	(2.2)%

(1)

Additional assumptions for the Company's first quarter and 2022 outlook can be found on Attachment 14 of the Company's related quarterly Supplemental Financial Information. A reconciliation of FFO per share, FFOA per share, and AFFO per share to GAAP Net Income per share can be found on Attachment 15(D) of the Company's related quarterly Supplemental Financial Information. Non-GAAP financial measures and other terms, as used in this earnings release, are defined and further explained on Attachments 15(A) through 15(D), "Definitions and Reconciliations," of the Company's related quarterly Supplemental Financial Information.

Recent Operating Trends

"Pricing power remained unseasonably strong in the fourth quarter with blended lease rate growth in the low-teens and a low-double-digit loss-to-lease to start the year," said Mike Lacy, UDR's Senior Vice President of Operations. "When coupled with occupancy above 97 percent, continued elevated traffic levels, and the real-time demand data we are using to optimize unit-level pricing, we are set up well to achieve strong results as we enter 2022."

Summary of Third Quarter 2021, Fourth Quarter 2021, and January 2022 Residential Operating Trends⁽¹⁾
	As of and Through January 31, 2022
Metric	Q3 2021	Oct 2021	Nov 2021	Dec 2021	Q4 2021	Jan 2022
Cash revenue collected (% of billed) during billing period	95.8%	94.0%	94.1%	93.8%	95.5%	93.6%
Cash revenue collected (% of billed) subsequent to billing period⁽¹⁾	2.2%	3.3%	2.6%	1.9%	1.0%	N/A
Cash revenue collected (% of billed) as of January 31, 2022⁽¹⁾	98.0%	97.3%	96.7%	95.7%	96.5%	93.6%
Revenue reserved or written-off	0.7%	N/A	N/A	N/A	0.8%⁽²⁾	N/A
Same-Store Metrics
Weighted Average Physical Occupancy	97.5%	97.1%	97.1%	97.3%	97.1%	97.4%
Effective Blended Lease Rate Growth⁽³⁾	8.2%	11.8%	11.4%	12.0%	11.7%	13.1%

(1)	Metrics shown here are as of January 31, 2022, and are for the Company's total residential portfolio, unless otherwise indicated. The summation of cash revenue collected during and subsequent to a billing period may not equate to the total cash revenue collected as of January 31, 2022 for that same billing period due to rounding. Cash revenue collected as a percentage of billed revenue for Q1 2021 and Q2 2021 continue to increase over time and are 98.1 percent, and 98.2 percent, respectively, as of January 31, 2022.
(2)	For Q4 2021, as a result of the Company's additional cash revenue collected as a percentage of billed revenue attributable to prior quarters as outlined in footnote (1) above, the Company reduced its reserves (reflected as an increase in revenues) by approximately 0.5 percent, or $1.7 million, including $0.3 million for the Company's share from unconsolidated joint ventures. This reduces the Company's total bad debt reserve to $13.2 million, including $0.8 million for the Company's share from unconsolidated joint ventures, which compares to a quarter-end accounts receivable balance of $23.4 million.
(3)	The Company defines Effective Blended Lease Rate Growth as the combined proportional growth as a result of (a) Effective New Lease Rate Growth and (b) Effective Renewal Lease Rate Growth. Management considers Effective Blended Lease Rate Growth a useful metric for investors as it assesses combined proportional market-level new and in-place demand trends. Please refer to the "Definitions and Reconciliations" section of the Company's related quarterly Supplemental Financial Information for additional details.

Fourth Quarter 2021 Operations

In the fourth quarter, total revenue increased by $45.8 million YOY, or 15.2 percent, to $348.2 million. This increase was primarily attributable to growth in revenue from Same-Store, acquired, and stabilized, non-mature communities. The fourth quarter annualized rate of turnover decreased by 660 basis points versus the prior year period to 34.6 percent.

Summary of Same-Store Results in Fourth Quarter 2021 versus Fourth Quarter 2020
Region	Revenue Growth / (Decline)	Expense Growth / (Decline)	NOI Growth / (Decline)	% of Same-Store Portfolio⁽¹⁾	Physical Occupancy⁽²⁾	YOY Change in Occupancy
West	10.9%	3.3%	13.7%	36.3%	96.9%	1.9%
Mid-Atlantic	3.6%	5.8%	2.7%	21.5%	97.1%	0.1%
Northeast	11.3%	4.2%	15.6%	16.6%	96.8%	2.5%
Southeast	9.2%	1.2%	13.2%	12.3%	97.6%	0.5%
Southwest	9.0%	2.9%	12.8%	7.3%	97.5%	0.4%
Other Markets	11.3%	5.0%	14.1%	6.0%	97.5%	0.3%
Total (Cash)	9.0%	3.8%	11.4%	100.0%	97.1%	1.0%
Total (Straight-Line)	5.8%	-	6.6%	-	-	-

(1)	Based on Q4 2021 Same-Store NOI. For definitions of terms, please refer to the "Definitions and Reconciliations" section of the Company's related quarterly Supplemental Financial Information.
(2)	Weighted average Same-Store physical occupancy for the quarter.

The table below includes sequential Same-Store results by region, with concessions accounted for on cash and straight-line bases.

Summary of Same-Store Results in Fourth Quarter 2021 versus Third Quarter 2021
Region	Revenue Growth / (Decline)	Expense Growth / (Decline)	NOI Growth / (Decline)	% of Same-Store Portfolio⁽¹⁾	Physical Occupancy⁽²⁾	Sequential Change in Occupancy
West	2.9%	0.0%	4.0%	36.3%	96.9%	(0.5)%
Mid-Atlantic	1.2%	(4.7)%	3.9%	21.5%	97.1%	(0.1)%
Northeast	6.0%	(3.0)%	11.6%	16.6%	96.8%	(0.5)%
Southeast	3.0%	(5.5)%	7.4%	12.3%	97.6%	(0.3)%
Southwest	3.0%	(3.0)%	6.7%	7.3%	97.5%	(0.6)%
Other Markets	1.8%	(0.5)%	2.7%	6.0%	97.5%	(0.3)%
Total (Cash)	3.0%	(2.7)%	5.7%	100.0%	97.1%	(0.4)%
Total (Straight-Line)	2.3%	-	4.7%	-	-	-

(1)	Based on Q4 2021 Same-Store NOI. For definitions of terms, please refer to the "Definitions and Reconciliations" section of the Company's related quarterly Supplemental Financial Information.
(2)	Weighted average Same-Store physical occupancy for the quarter.

For the twelve months ended December 31, 2021, total revenue increased by $49.6 million YOY, or 4.0 percent, to $1.3 billion. This increase was primarily attributable to growth in revenue from acquired and Same-Store communities. The full-year rate of turnover decreased by 440 basis points versus the prior year period to 44.0 percent.

The table below includes Same-Store results by region, with concessions accounted for on cash and straight-line bases, for the twelve months ended December 31, 2021.

Summary of Same-Store Results Full-Year 2021 versus Full-Year 2020
Region	Revenue Growth / (Decline)	Expense Growth / (Decline)	NOI Growth / (Decline)	% of Same-Store Portfolio⁽¹⁾	Physical Occupancy⁽²⁾	YTD YOY Change in Occupancy
West	(0.4)%	2.7%	(1.5)%	36.4%	96.8%	1.4%
Mid-Atlantic	0.7%	4.0%	(0.7)%	22.2%	97.0%	0.1%
Northeast	0.7%	6.1%	(2.2)%	16.7%	96.6%	2.3%
Southeast	5.9%	6.0%	5.9%	11.7%	97.6%	0.5%
Southwest	3.9%	(0.6)%	6.8%	7.4%	97.4%	0.4%
Other Markets	6.5%	1.2%	8.8%	5.6%	97.7%	1.0%
Total (Cash)	1.5%	3.7%	0.5%	100.0%	97.1%	1.0%
Total (Straight-Line)	(0.4)%	-	(2.2)%	-	-	-

(1)	Based on full-year 2021 Same-Store NOI. For definitions of terms, please refer to the "Definitions and Reconciliations" section of the Company's related quarterly Supplemental Financial Information.
(2)	Weighted average Same-Store physical occupancy for full-year 2021.

Transactional Activity

The table below summarizes the Company's transactional activity completed during the quarter.

Community / Property	Location (MSA)	Purchase / (Sale) Price ($ millions)	Homes	Avg. Monthly Revenue per Occupied Home⁽¹⁾	Physical Occupancy⁽¹⁾
Acquisitions
Arbors at Maitland Summit	Orlando, FL	$177.8	663	$1,609	95.7%
Essex Luxe⁽²⁾	Orlando, FL	106.0	330	1,967	96.1%
Quarters at Towson Town Center	Baltimore, MD	125.3	430	1,712	95.7%
Total / Weighted Avg.		$409.1	1,423	$1,723	95.8%
Dispositions
1818 Platinum Triangle	Orange County, CA	$(126.0)	265	$2,526	98.8%

(1)

Average Monthly Revenue per Occupied Home and Physical Occupancy are weighted averages for the quarter ended December 31, 2021.

(2)

In September 2018, UDR structured a $12.9 million preferred equity investment with a third-party developer to finance this 330-apartment home community that was completed in 2020. In connection with UDR's acquisition of the community, the joint venture construction loan and the unpaid accrued interest were paid in full. Approximately $47.9 million of the acquisition cost was financed by issuing approximately 0.9 million Operating Partnership Units priced at $53.00 per share to the seller.

Properties acquired during the quarter are primarily located proximate to wholly owned UDR communities, which the Company expects should drive additional operating efficiencies as its Next Generation Operating Platform is deployed.

Development Activity and Other Projects

At the end of the fourth quarter, the Company's development pipeline totaled $501.5 million and was 77 percent funded. The Company's active development pipeline includes five communities, one each in Denver, CO; Dublin, CA; King of Prussia, PA; Addison, TX; and Washington, D.C., for a combined total of 1,417 homes.

At the end of the fourth quarter, the Company's other projects pipeline, which features the addition of 43 new apartment homes at two communities, totaled $19.0 million and was 44 percent funded.

Developer Capital Program ("DCP") Activity

During the quarter, the Company committed to invest $52.2 million in one DCP project, as summarized below.

Community / Property	Location (MSA)	Commitment ($ millions)	Homes	Return Rate	Investment Type
Upton Place	Washington, D.C.	$52.2	689	9.7%	Preferred Equity

At the end of the fourth quarter, the Company's preferred equity investments under its DCP platform, including accrued return, totaled $345.9 million with a weighted average return rate of 10.4 percent and weighted average estimated remaining term of 2.8 years.

Subsequent to quarter-end, UDR's investment balance and accrued return totaling approximately $62.4 million were paid in full upon 1200 Broadway, a 313 apartment home development in Nashville, TN, being sold to a third party. In conjunction with this transaction, UDR received $11.7 million of variable upside participation.

Capital Markets and Balance Sheet Activity

As previously announced, during the quarter the Company entered into forward equity sale agreements under its at-the-market equity program for approximately 0.9 million shares of common stock at a weighted average initial forward price per share of $53.51. The initial forward price per share for all forward equity sale agreements mentioned above will be adjusted at settlement to reflect the then-current federal funds rate and the amount of dividends paid to holders of UDR common stock over the term of the forward equity sale agreements. No shares under these new forward equity sale agreements have been settled. The final date by which shares sold under these forward equity sale agreements must be settled is September 6, 2022.

During the quarter, the Company settled approximately 8.1 million shares of common stock under its previously-announced forward equity sales agreements at a weighted average net price per share, after adjustments, of $49.34 for proceeds of $400.0 million.

As of December 31, 2021, the Company had $1.1 billion of liquidity through a combination of cash and undrawn capacity on its credit facilities, plus estimated proceeds of approximately $236.5 million from the potential settlement of approximately 4.4 million shares subject to previously-announced forward equity sale agreements (subject to adjustment as described above, and which have final settlement dates ranging between August 1, 2022 and September 14, 2022), for a total of $1.4 billion in liquidity. Please see Attachment 14 of the Company's related quarterly Supplemental Financial Information for additional details on projected capital sources and uses.

The Company's total indebtedness as of December 31, 2021 was $5.4 billion with no remaining consolidated maturities until 2024, excluding principal amortization, amounts on the Company's commercial paper program and amounts on the Company's working capital credit facility. In the table below, the Company has presented select balance sheet metrics for the quarter ended December 31, 2021 and the comparable prior year period.

	Quarter Ended December 31
Balance Sheet Metric	Q4 2021	Q4 2020	Change
Weighted Average Interest Rate	2.80%	2.91%	(0.11)%
Weighted Average Years to Maturity⁽¹⁾	7.7	8.0	(0.3)
Consolidated Fixed Charge Coverage Ratio	5.2x	4.5x	0.7x
Consolidated Debt as a percentage of Total Assets	34.0%	34.9%	(0.9)%
Consolidated Net-Debt-to-EBITDAre	6.4x	6.8x	(0.4)x

(1)	If the Company's commercial paper balance was refinanced using its line of credit, the weighted average years to maturity would be 7.9 years both with and without extensions for Q4 2021 and 8.0 years without extensions and 8.1 years with extensions for Q4 2020.

Dividend

As previously announced, the Company's Board of Directors declared a regular quarterly dividend on its common stock for the fourth quarter of 2021 in the amount of $0.3625 per share. The dividend was paid in cash on January 31, 2022 to UDR common shareholders of record as of January 10, 2022. The fourth quarter 2021 dividend represented the 197^th consecutive quarterly dividend paid by the Company on its common stock.

In conjunction with this release, the Company's Board of Directors has announced a 2022 annualized dividend per share of $1.52, a 4.8 percent increase over 2021.

Supplemental Information

The Company offers Supplemental Financial Information that provides details on the financial position and operating results of the Company which is available on the Company's website at ir.udr.com.

Attachment 15(A)

UDR, Inc.

Definitions and Reconciliations

December 31, 2021

(Unaudited)

Acquired Communities: The Company defines Acquired Communities as those communities acquired by the Company, other than development and redevelopment activity, that did not achieve stabilization as of the most recent quarter.

Adjusted Funds from Operations ("AFFO") attributable to common stockholders and unitholders: The Company defines AFFO as FFO as Adjusted attributable to common stockholders and unitholders less recurring capital expenditures on consolidated communities that are necessary to help preserve the value of and maintain functionality at our communities.

Management considers AFFO a useful supplemental performance metric for investors as it is more indicative of the Company's operational performance than FFO or FFO as Adjusted. AFFO is not intended to represent cash flow or liquidity for the period, and is only intended to provide an additional measure of our operating performance. The Company believes that net income/(loss) attributable to common stockholders is the most directly comparable GAAP financial measure to AFFO. Management believes that AFFO is a widely recognized measure of the operations of REITs, and presenting AFFO enables investors to assess our performance in comparison to other REITs. However, other REITs may use different methodologies for calculating AFFO and, accordingly, our AFFO may not always be comparable to AFFO calculated by other REITs. AFFO should not be considered as an alternative to net income/(loss) (determined in accordance with GAAP) as an indication of financial performance, or as an alternative to cash flow from operating activities (determined in accordance with GAAP) as a measure of our liquidity, nor is it indicative of funds available to fund our cash needs, including our ability to make distributions. A reconciliation from net income/(loss) attributable to common stockholders to AFFO is provided on Attachment 2.

Consolidated Fixed Charge Coverage Ratio - adjusted for non-recurring items: The Company defines Consolidated Fixed Charge Coverage Ratio - adjusted for non-recurring items as Consolidated Interest Coverage Ratio - adjusted for non-recurring items divided by total consolidated interest, excluding the impact of costs associated with debt extinguishment, plus preferred dividends.

Management considers Consolidated Fixed Charge Coverage Ratio - adjusted for non-recurring items a useful metric for investors as it provides ratings agencies, investors and lending partners with a widely-used measure of the Company's ability to service its consolidated debt obligations as well as compare leverage against that of its peer REITs. A reconciliation of the components that comprise Consolidated Fixed Charge Coverage Ratio - adjusted for non-recurring items is provided on Attachment 4(C) of the Company's quarterly supplemental disclosure.

Consolidated Interest Coverage Ratio - adjusted for non-recurring items: The Company defines Consolidated Interest Coverage Ratio - adjusted for non-recurring items as Consolidated EBITDAre – adjusted for non-recurring items divided by total consolidated interest, excluding the impact of costs associated with debt extinguishment.

Management considers Consolidated Interest Coverage Ratio - adjusted for non-recurring items a useful metric for investors as it provides ratings agencies, investors and lending partners with a widely-used measure of the Company's ability to service its consolidated debt obligations as well as compare leverage against that of its peer REITs. A reconciliation of the components that comprise Consolidated Interest Coverage Ratio - adjusted for non-recurring items is provided on Attachment 4(C) of the Company's quarterly supplemental disclosure.

Consolidated Net Debt-to-EBITDAre - adjusted for non-recurring items: The Company defines Consolidated Net Debt-to-EBITDAre - adjusted for non-recurring items as total consolidated debt net of cash and cash equivalents divided by annualized Consolidated EBITDAre - adjusted for non-recurring items. Consolidated EBITDAre - adjusted for non-recurring items is defined as EBITDAre excluding the impact of income/(loss) from unconsolidated entities, adjustments to reflect the Company's share of EBITDAre of unconsolidated joint ventures and other non-recurring items including, but not limited to casualty-related charges/(recoveries), net of wholly owned communities.

Management considers Consolidated Net Debt-to-EBITDAre - adjusted for non-recurring items a useful metric for investors as it provides ratings agencies, investors and lending partners with a widely-used measure of the Company's ability to service its consolidated debt obligations as well as compare leverage against that of its peer REITs. A reconciliation between net income/(loss) and Consolidated EBITDAre - adjusted for non-recurring items is provided on Attachment 4(C) of the Company's quarterly supplemental disclosure.

Controllable Expenses: The Company refers to property operating and maintenance expenses as Controllable Expenses.

Controllable Operating Margin: The Company defines Controllable Operating Margin as (i) rental income less Controllable Expenses (ii) divided by rental income. Management considers Controllable Operating Margin a useful metric as it provides investors with an indicator of the Company's ability to limit the growth of expenses that are within the control of the Company.

Development Communities: The Company defines Development Communities as those communities recently developed or under development by the Company, that are currently majority owned by the Company and have not achieved stabilization as of the most recent quarter.

Earnings Before Interest, Taxes, Depreciation and Amortization for Real Estate (EBITDAre): The Company defines EBITDAre as net income/(loss) (computed in accordance GAAP), plus interest expense, including costs associated with debt extinguishment, plus real estate depreciation and amortization, plus other depreciation and amortization, plus (minus) income tax provision/(benefit), net, (minus) plus net gain/(loss) on the sale of depreciable real estate owned, plus impairment write-downs of depreciable real estate, plus the adjustments to reflect the Company's share of EBITDAre of unconsolidated joint ventures. The Company computes EBITDAre in accordance with standards established by the National Association of Real Estate Investment Trusts, or Nareit, which may not be comparable to EBITDAre reported by other REITs that do not compute EBITDAre in accordance with the Nareit definition, or that interpret the Nareit definition differently than the Company does. The White Paper on EBITDAre was approved by the Board of Governors of Nareit in September 2017.

Management considers EBITDAre a useful metric for investors as it provides an additional indicator of the Company's ability to incur and service debt, and enables investors to assess our performance against that of its peer REITs. EBITDAre should be considered along with, but not as an alternative to, net income and cash flow as a measure of the Company's activities in accordance with GAAP. EBITDAre does not represent cash generated from operating activities in accordance with GAAP and is not necessarily indicative of funds available to fund our cash needs. A reconciliation between net income/(loss) and EBITDAre is provided on Attachment 4(C) of the Company's quarterly supplemental disclosure.

Effective Blended Lease Rate Growth: The Company defines Effective Blended Lease Rate Growth as the combined proportional growth as a result of Effective New Lease Rate Growth and Effective Renewal Lease Rate Growth. Management considers Effective Blended Lease Rate Growth a useful metric for investors as it assesses combined proportional market-level, new and in-place demand trends.

Effective New Lease Rate Growth: The Company defines Effective New Lease Rate Growth as the increase in gross potential rent realized less concessions for the new lease term (current effective rent) versus prior resident effective rent for the prior lease term on new leases commenced during the current quarter.

Management considers Effective New Lease Rate Growth a useful metric for investors as it assesses market-level new demand trends.

Effective Renewal Lease Rate Growth: The Company defines Effective Renewal Lease Rate Growth as the increase in gross potential rent realized less concessions for the new lease term (current effective rent) versus prior effective rent for the prior lease term on renewed leases commenced during the current quarter.

Management considers Effective Renewal Lease Rate Growth a useful metric for investors as it assesses market-level, in-place demand trends.

Estimated Quarter of Completion: The Company defines Estimated Quarter of Completion of a development or redevelopment project as the date on which construction is expected to be completed, but it does not represent the date of stabilization.

Attachment 15(B)

UDR, Inc.

Definitions and Reconciliations

December 31, 2021

(Unaudited)

Funds from Operations as Adjusted ("FFO as Adjusted") attributable to common stockholders and unitholders: The Company defines FFO as Adjusted attributable to common stockholders and unitholders as FFO excluding the impact of other non-comparable items including, but not limited to, acquisition-related costs, prepayment costs/benefits associated with early debt retirement, impairment write-downs or gains and losses on sales of real estate or other assets incidental to the main business of the Company and income taxes directly associated with those gains and losses, casualty-related expenses and recoveries, severance costs and legal and other costs.

Management believes that FFO as Adjusted is useful supplemental information regarding our operating performance as it provides a consistent comparison of our operating performance across time periods and allows investors to more easily compare our operating results with other REITs. FFO as Adjusted is not intended to represent cash flow or liquidity for the period, and is only intended to provide an additional measure of our operating performance. The Company believes that net income/(loss) attributable to common stockholders is the most directly comparable GAAP financial measure to FFO as Adjusted. However, other REITs may use different methodologies for calculating FFO as Adjusted or similar FFO measures and, accordingly, our FFO as Adjusted may not always be comparable to FFO as Adjusted or similar FFO measures calculated by other REITs. FFO as Adjusted should not be considered as an alternative to net income (determined in accordance with GAAP) as an indication of financial performance, or as an alternative to cash flow from operating activities (determined in accordance with GAAP) as a measure of our liquidity. A reconciliation from net income attributable to common stockholders to FFO as Adjusted is provided on Attachment 2.

Funds from Operations ("FFO") attributable to common stockholders and unitholders: The Company defines FFO attributable to common stockholders and unitholders as net income/(loss) attributable to common stockholders (computed in accordance with GAAP), excluding impairment write-downs of depreciable real estate related to the main business of the Company or of investments in non-consolidated investees that are directly attributable to decreases in the fair value of depreciable real estate held by the investee, gains and losses from sales of depreciable real estate related to the main business of the Company and income taxes directly associated with those gains and losses, plus real estate depreciation and amortization, and after adjustments for noncontrolling interests, and the Company's share of unconsolidated partnerships and joint ventures. This definition conforms with the National Association of Real Estate Investment Trust's definition issued in April 2002 and restated in November 2018. In the computation of diluted FFO, if OP Units, DownREIT Units, unvested restricted stock, unvested LTIP Units, stock options, and the shares of Series E Cumulative Convertible Preferred Stock are dilutive, they are included in the diluted share count.

Management considers FFO a useful metric for investors as the Company uses FFO in evaluating property acquisitions and its operating performance and believes that FFO should be considered along with, but not as an alternative to, net income and cash flow as a measure of the Company's activities in accordance with GAAP. FFO does not represent cash generated from operating activities in accordance with GAAP and is not necessarily indicative of funds available to fund our cash needs. A reconciliation from net income/(loss) attributable to common stockholders to FFO is provided on Attachment 2.

Held For Disposition Communities: The Company defines Held for Disposition Communities as those communities that were held for sale as of the end of the most recent quarter.

Joint Venture Reconciliation at UDR's weighted average ownership interest:

In thousands	4Q 2021			YTD 2021
Income/(loss) from unconsolidated entities	$	36,523		$	65,646
Management fee		553			2,016
Financing fee		-			287
Interest expense		3,745			15,644
Debt extinguishment and other associated costs		-			1,395
Depreciation		7,903			31,967
General and administrative		35			228
Developer Capital Program (excludes Alameda Point Block 11, Brio and Infield Phase II)		(5,936	)		(29,176	)
Other (income)/expense		8			342
Realized (gain)/loss on real estate technology investments, net of tax		(1,435	)		(1,980	)
Unrealized (gain)/loss on real estate technology investments, net of tax		(32,277	)		(49,916	)
NOI related to sold properties		-			26
(Gain)/loss on sales		-			(2,460	)
Total Joint Venture NOI at UDR's Ownership Interest	$	9,119		$	34,019

Net Operating Income ("NOI"): The Company defines NOI as rental income less direct property rental expenses. Rental income represents gross market rent and other revenues less adjustments for concessions, vacancy loss and bad debt. Rental expenses include real estate taxes, insurance, personnel, utilities, repairs and maintenance, administrative and marketing. Excluded from NOI is property management expense, which is calculated as 3.0% of property revenue, and land rent. Property management expense covers costs directly related to consolidated property operations, inclusive of corporate management, regional supervision, accounting and other costs.

Management considers NOI a useful metric for investors as it is a more meaningful representation of a community's continuing operating performance than net income as it is prior to corporate-level expense allocations, general and administrative costs, capital structure and depreciation and amortization and is a widely used input, along with capitalization rates, in the determination of real estate valuations. A reconciliation from net income/(loss) attributable to UDR, Inc. to NOI is provided below.

In thousands	4Q 2021			3Q 2021			2Q 2021			1Q 2021			4Q 2020
Net income/(loss) attributable to UDR, Inc.	$	117,461		$	17,731		$	11,720		$	3,104		$	26,532
Property management		10,411			9,861			9,273			8,995			8,659
Other operating expenses		8,604			4,237			4,373			4,435			6,153
Real estate depreciation and amortization		163,755			152,636			146,169			144,088			146,135
Interest expense		36,418			36,289			35,404			78,156			62,524
Casualty-related charges/(recoveries), net		(934	)		1,568			(2,463	)		5,577			778
General and administrative		13,868			15,810			15,127			12,736			11,978
Tax provision/(benefit), net		156			529			135			619			668
(Income)/loss from unconsolidated entities		(36,523	)		(14,450	)		(9,751	)		(4,922	)		(4,516	)
Interest income and other (income)/expense, net		(2,254	)		(8,238	)		(2,536	)		(2,057	)		1,030
Joint venture management and other fees		(1,184	)		(1,071	)		(2,232	)		(1,615	)		(1,208	)
Other depreciation and amortization		4,713			3,269			2,602			2,601			2,074
(Gain)/loss on sale of real estate owned		(85,223	)		-			-			(50,829	)		(57,974	)
Net income/(loss) attributable to noncontrolling interests		8,683			1,309			815			170			2,019
Total consolidated NOI	$	237,951		$	219,480		$	208,636		$	201,058		$	204,852

Attachment 15(C)

UDR, Inc.

Definitions and Reconciliations

December 31, 2021

(Unaudited)

NOI Enhancing Capital Expenditures ("Cap Ex"): The Company defines NOI Enhancing Capital Expenditures as expenditures that result in increased income generation or decreased expense growth over time.

Management considers NOI Enhancing Capital Expenditures a useful metric for investors as it quantifies the amount of capital expenditures that are expected to grow, not just maintain, revenues or to decrease expenses.

Non-Mature Communities: The Company defines Non-Mature Communities as those communities that have not met the criteria to be included in same-store communities.

Non-Residential / Other: The Company defines Non-Residential / Other as non-apartment components of mixed-use properties, land held, properties being prepared for redevelopment and properties where a material change in home count has occurred.

Other Markets: The Company defines Other Markets as the accumulation of individual markets where it operates less than 1,000 Same-Store homes. Management considers Other Markets a useful metric as the operating results for the individual markets are not representative of the fundamentals for those markets as a whole.

Physical Occupancy: The Company defines Physical Occupancy as the number of occupied homes divided by the total homes available at a community.

QTD Same-Store Communities: The Company defines QTD Same-Store Communities as those communities Stabilized for five full consecutive quarters. These communities were owned and had stabilized operating expenses as of the beginning of the quarter in the prior year, were not in process of any substantial redevelopment activities, and were not held for disposition.

Recurring Capital Expenditures: The Company defines Recurring Capital Expenditures as expenditures that are necessary to help preserve the value of and maintain functionality at its communities.

Redevelopment Communities: The Company generally defines Redevelopment Communities as those communities where substantial redevelopment is in progress that is expected to have a material impact on the community's operations, including occupancy levels and future rental rates.

Same-Store Revenue with Concessions on a Cash Basis: Same-Store Revenue with Concessions on a Cash Basis is considered by the Company to be a supplemental measure to rental income on a straight-line basis which allows investors to evaluate the impact of both current and historical concessions and to more readily enable comparisons to revenue as reported by its peer REITs. In addition, Same-Store Revenue with Concessions on a Cash Basis allows an investor to understand the historical trends in cash concessions.

A reconciliation between Same-Store Revenue with Concessions on a Cash Basis to Same-Store Revenue on a straight-line basis (inclusive of the impact to Same-Store NOI) is provided below:

	4Q 21			4Q 20		4Q 21			3Q 21			YTD 21			YTD 20
Revenue (Cash basis)	$	303,327		$	278,321	$	303,327		$	294,422		$	1,147,259		$	1,130,760
Concessions granted/(amortized), net		(4,516	)		4,207		(4,516	)		(2,302	)		(9,396	)		11,995
Revenue (Straight-line basis)	$	298,811		$	282,528	$	298,811		$	292,120		$	1,137,863		$	1,142,755

% change - Same-Store Revenue with Concessions on a Cash basis:		9.0	%				3.0	%					1.5	%
% change - Same-Store Revenue with Concessions on a Straight-line basis:		5.8	%				2.3	%					-0.4	%

% change - Same-Store NOI with Concessions on a Cash basis:		11.4	%				5.7	%					0.5	%
% change - Same-Store NOI with Concessions on a Straight-line basis:		6.6	%				4.7	%					-2.2	%

Sold Communities: The Company defines Sold Communities as those communities that were disposed of prior to the end of the most recent quarter.

Stabilization/Stabilized: The Company defines Stabilization/Stabilized as when a community's occupancy reaches 90% or above for at least three consecutive months.

Stabilized, Non-Mature Communities: The Company defines Stabilized, Non-Mature Communities as those communities that have reached Stabilization but are not yet in the same-store portfolio.

Total Revenue per Occupied Home: The Company defines Total Revenue per Occupied Home as rental and other revenues with concessions reported on a Cash Basis, divided by the product of occupancy and the number of apartment homes. A reconciliation between Same-Store Revenue with Concessions on a Cash Basis to Same-Store Revenue on a straight-line basis is provided above.

Management considers Total Revenue per Occupied Home a useful metric for investors as it serves as a proxy for portfolio quality, both geographic and physical.

TRS: The Company's taxable REIT subsidiary ("TRS") focuses on making investments and providing services that are otherwise not allowed to be made or provided by a REIT.

YTD Same-Store Communities: The Company defines YTD Same-Store Communities as those communities Stabilized for two full consecutive calendar years. These communities were owned and had stabilized operating expenses as of the beginning of the prior year, were not in process of any substantial redevelopment activities, and were not held for disposition.

Conference Call and Webcast Information

UDR will host a webcast and conference call at 1:00 p.m. Eastern Time on February 9, 2022 to discuss fourth quarter and full-year results as well as high-level views for 2022. The webcast will be available on UDR's website at ir.udr.com. To listen to a live broadcast, access the site at least 15 minutes prior to the scheduled start time in order to register, download and install any necessary audio software. To participate in the teleconference dial 877-705-6003 for domestic and 201-493-6725 for international. A passcode is not necessary.

Given the combination of a high volume of conference calls occurring during this time of year and the impact that the COVID-19 pandemic has had on staffing and capacity at the Company's conference call provider, delays are anticipated when connecting to the live call. As a result, stakeholders and interested parties are encouraged to utilize the Company's webcast link for its earnings results discussion.

A replay of the conference call will be available through March 9, 2022, by dialing 844-512-2921 for domestic and 412-317-6671 for international and entering the confirmation number, 13726121, when prompted for the passcode. A replay of the call will also be available for 30 days on UDR's website at ir.udr.com.

Full Text of the Earnings Report and Supplemental Data

The full text of the earnings report and related quarterly Supplemental Financial Information will be available on the Company's website at ir.udr.com.

Forward-Looking Statements

Certain statements made in this press release may constitute "forward-looking statements." Words such as "expects," "intends," "believes," "anticipates," "plans," "likely," "will," "seeks," "estimates" and variations of such words and similar expressions are intended to identify such forward-looking statements. Forward-looking statements, by their nature, involve estimates, projections, goals, forecasts and assumptions and are subject to risks and uncertainties that could cause actual results or outcomes to differ materially from those expressed in a forward-looking statement, due to a number of factors, which include, but are not limited to, the impact of the COVID-19 pandemic and measures intended to prevent its spread or address its effects, unfavorable changes in the apartment market, changing economic conditions, the impact of inflation/deflation on rental rates and property operating expenses, expectations concerning availability of capital and the stabilization of the capital markets, the impact of competition and competitive pricing, acquisitions, developments and redevelopments not achieving anticipated results, delays in completing developments, redevelopments and lease-ups on schedule, expectations on job growth, home affordability and demand/supply ratio for multifamily housing, expectations concerning development and redevelopment activities, expectations on occupancy levels and rental rates, expectations concerning the joint ventures with third parties, expectations that technology will help grow net operating income, expectations on annualized net operating income and other risk factors discussed in documents filed by the Company with the SEC from time to time, including the Company's Annual Report on Form 10-K and the Company's Quarterly Reports on Form 10-Q. Actual results may differ materially from those described in the forward-looking statements. These forward-looking statements and such risks, uncertainties and other factors speak only as of the date of this press release, and the Company expressly disclaims any obligation or undertaking to update or revise any forward-looking statement contained herein, to reflect any change in the Company's expectations with regard thereto, or any other change in events, conditions or circumstances on which any such statement is based, except to the extent otherwise required under the U.S. securities laws.

About UDR, Inc.

UDR, Inc. (NYSE:UDR), an S&P 500 company, is a leading multifamily real estate investment trust with a demonstrated performance history of delivering superior and dependable returns by successfully managing, buying, selling, developing and redeveloping attractive real estate communities in targeted U.S. markets. As of December 31, 2021, UDR owned or had an ownership position in 57,483 apartment homes including 1,417 homes under development. For over 49 years, UDR has delivered long-term value to shareholders, the best standard of service to Residents and the highest quality experience for Associates.

Attachment 1
UDR, Inc.
Consolidated Statements of Operations
(Unaudited) ⁽¹⁾
	Three Months Ended						Twelve Months Ended
	December 31,						December 31,
In thousands, except per share amounts	2021			2020			2021			2020

REVENUES:
Rental income ⁽²⁾	$	347,024		$	301,176		$	1,284,665		$	1,236,096
Joint venture management and other fees		1,184			1,208			6,102			5,069
Total revenues		348,208			302,384			1,290,767			1,241,165

OPERATING EXPENSES:
Property operating and maintenance		57,670			50,359			218,094			201,944
Real estate taxes and insurance		51,403			45,965			199,446			180,450
Property management		10,411			8,659			38,540			35,538
Other operating expenses		8,604			6,153			21,649			22,762
Real estate depreciation and amortization		163,755			146,135			606,648			608,616
General and administrative		13,868			11,978			57,541			49,885
Casualty-related charges/(recoveries), net		(934	)		778			3,748			2,131
Other depreciation and amortization		4,713			2,074			13,185			10,013
Total operating expenses		309,490			272,101			1,158,851			1,111,339

Gain/(loss) on sale of real estate owned		85,223			57,974			136,052			119,277
Operating income		123,941			88,257			267,968			249,103

Income/(loss) from unconsolidated entities⁽²⁾⁽³⁾		36,523			4,516			65,646			18,844
Interest expense		(36,418	)		(37,874	)		(143,931	)		(153,516	)
Debt extinguishment and other associated costs		-			(24,650	)		(42,336	)		(49,190	)
Total interest expense		(36,418	)		(62,524	)		(186,267	)		(202,706	)
Interest income and other income/(expense), net ⁽³⁾		2,254			(1,030	)		15,085			6,274

Income/(loss) before income taxes		126,300			29,219			162,432			71,515
Tax (provision)/benefit, net		(156	)		(668	)		(1,439	)		(2,545	)

Net Income/(loss)		126,144			28,551			160,993			68,970
Net (income)/loss attributable to redeemable noncontrolling interests in the OP and DownREIT Partnership		(8,652	)		(1,929	)		(10,873	)		(4,543	)
Net (income)/loss attributable to noncontrolling interests		(31	)		(90	)		(104	)		(161	)

Net income/(loss) attributable to UDR, Inc.		117,461			26,532			150,016			64,266
Distributions to preferred stockholders - Series E (Convertible)		(1,058	)		(1,051	)		(4,229	)		(4,230	)

Net income/(loss) attributable to common stockholders	$	116,403		$	25,481		$	145,787		$	60,036


Income/(loss) per weighted average common share - basic:	$	0.38		$	0.09		$	0.49		$	0.20
Income/(loss) per weighted average common share - diluted:	$	0.37		$	0.09		$	0.48		$	0.20

Common distributions declared per share	$	0.3625		$	0.3600		$	1.4500		$	1.4400

Weighted average number of common shares outstanding - basic		310,201			294,301			300,326			294,545
Weighted average number of common shares outstanding - diluted		315,833			294,805			301,703			294,927

(1)	See Attachment 15 for definitions and other terms.
(2)	During the three months ended December 31, 2021, UDR collected 95.5% of billed residential revenue and 88.0% of billed retail revenue. As a result, UDR reduced its reserves (reflected as an increase to revenues) by approximately 0.5% or $1.7 million, including $0.3 million for UDR's share from unconsolidated joint ventures, for residential, and increased its reserves (reflected as a reduction to revenues) by approximately 5.2% or $0.4 million, including straight-line rent receivables and $0 for UDR's share from unconsolidated joint ventures, for retail. The remaining reserves are based on probability of collection.
(3)	During the three months ended December 31, 2021, UDR recorded $35.2 million in investment income from real estate technology investments, primarily due to SmartRent becoming a public company. Of the $35.2 million, $1.5 million was recorded in Interest income and other income/(expense), net and $33.7 million was recorded in Income/(loss) from unconsolidated entities.

Attachment 2
UDR, Inc.
Funds From Operations
(Unaudited) ⁽¹⁾
	Three Months Ended						Twelve Months Ended
	December 31,						December 31,
In thousands, except per share and unit amounts	2021			2020			2021			2020

Net income/(loss) attributable to common stockholders	$	116,403		$	25,481		$	145,787		$	60,036

Real estate depreciation and amortization		163,755			146,135			606,648			608,616
Noncontrolling interests		8,683			2,019			10,977			4,704
Real estate depreciation and amortization on unconsolidated joint ventures		7,903			8,724			31,967			35,023
Net gain on the sale of unconsolidated depreciable property		-			-			(2,460	)		-
Net gain on the sale of depreciable real estate owned, net of tax		(85,223	)		(57,549	)		(136,001	)		(118,852	)
Funds from operations ("FFO") attributable to common stockholders and unitholders, basic	$	211,521		$	124,810		$	656,918		$	589,527

Distributions to preferred stockholders - Series E (Convertible)⁽²⁾		1,058			1,051			4,229			4,230

FFO attributable to common stockholders and unitholders, diluted	$	212,579		$	125,861		$	661,147		$	593,757

FFO per weighted average common share and unit, basic	$	0.64		$	0.39		$	2.04		$	1.86
FFO per weighted average common share and unit, diluted	$	0.63		$	0.39		$	2.02		$	1.85

Weighted average number of common shares and OP/DownREIT Units outstanding, basic		332,396			316,605			322,744			316,855
Weighted average number of common shares, OP/DownREIT Units, and common stock
equivalents outstanding, diluted		338,028			320,027			327,039			320,187

Impact of adjustments to FFO:
Debt extinguishment and other associated costs	$	-		$	24,650		$	42,336		$	49,190
Debt extinguishment and other associated costs on unconsolidated joint ventures		-			-			1,682			-
Legal and other		4,020			5,059			5,319			8,973
Realized (gain)/loss on real estate technology investments, net of tax		(1,435	)		545			(1,980	)		1,005
Unrealized (gain)/loss on real estate technology investments, net of tax		(33,784	)		(980	)		(55,947	)		(4,587	)
Severance costs		1,439			52			2,280			1,948
Casualty-related charges/(recoveries), net		(934	)		823			3,960			2,545
Casualty-related charges/(recoveries) on unconsolidated joint ventures, net		(50	)		-			-			31
	$	(30,744	)	$	30,149		$	(2,350	)	$	59,105

FFO as Adjusted attributable to common stockholders and unitholders, diluted	$	181,835		$	156,010		$	658,797		$	652,862

FFO as Adjusted per weighted average common share and unit, diluted	$	0.54		$	0.49		$	2.01		$	2.04

Recurring capital expenditures		(21,393	)		(17,814	)		(63,820	)		(56,924	)
AFFO attributable to common stockholders and unitholders, diluted	$	160,442		$	138,196		$	594,977		$	595,938

AFFO per weighted average common share and unit, diluted	$	0.47		$	0.43		$	1.82		$	1.86

(1)

See Attachment 15 for definitions and other terms.

(2)

Series E cumulative convertible preferred shares are dilutive for purposes of calculating FFO per share for the three and twelve months ended December 31, 2021 and December 31, 2020. Consequently, distributions to Series E cumulative convertible preferred stockholders are added to FFO and the weighted average number of Series E cumulative convertible preferred shares are included in the denominator when calculating FFO per common share and unit, diluted.

Attachment 3
UDR, Inc.
Consolidated Balance Sheets
(Unaudited) ⁽¹⁾
	December 31,			December 31,
In thousands, except share and per share amounts	2021			2020

ASSETS

Real estate owned:
Real estate held for investment	$	14,352,234		$	12,706,940
Less: accumulated depreciation		(5,136,589	)		(4,590,577	)
Real estate held for investment, net		9,215,645			8,116,363
Real estate under development
(net of accumulated depreciation of $507 and $1,010)		388,062			246,867
Real estate held for disposition
(net of accumulated depreciation of $0 and $13,779)		-			102,876
Total real estate owned, net of accumulated depreciation		9,603,707			8,466,106

Cash and cash equivalents		967			1,409
Restricted cash		27,451			22,762
Notes receivable, net		26,860			157,992
Investment in and advances to unconsolidated joint ventures, net		702,461			600,233
Operating lease right-of-use assets		197,463			200,913
Other assets		216,311			188,118
Total assets	$	10,775,220		$	9,637,533

LIABILITIES AND EQUITY

Liabilities:
Secured debt	$	1,057,380		$	862,147
Unsecured debt		4,355,407			4,114,401
Operating lease liabilities		192,488			195,592
Real estate taxes payable		33,095			29,946
Accrued interest payable		45,980			44,760
Security deposits and prepaid rent		55,441			49,008
Distributions payable		124,729			115,795
Accounts payable, accrued expenses, and other liabilities		136,954			110,999
Total liabilities		6,001,474			5,522,648

Redeemable noncontrolling interests in the OP and DownREIT Partnership		1,299,442			856,294

Equity:
Preferred stock, no par value; 50,000,000 shares authorized at December 31, 2021 and December 31, 2020 2,695,363 shares of 8.00% Series E Cumulative Convertible issued and outstanding (2,695,363 shares at December 31, 2020)		44,764			44,764
12,582,575 shares of Series F outstanding (14,440,519 shares at December 31, 2020)		1			1
Common stock, $0.01 par value; 450,000,000 and 350,000,000 shares authorized at December 31, 2021 and December 31, 2020, respectively: 318,149,635 shares issued and outstanding (296,611,579 shares at December 31, 2020)		3,181			2,966
Additional paid-in capital		6,884,269			5,881,383
Distributions in excess of net income		(3,485,080	)		(2,685,770	)
Accumulated other comprehensive income/(loss), net		(4,261	)		(9,144	)
Total stockholders' equity		3,442,874			3,234,200
Noncontrolling interests		31,430			24,391
Total equity		3,474,304			3,258,591
Total liabilities and equity	$	10,775,220		$	9,637,533

(1) See Attachment 15 for definitions and other terms.

Attachment 4(C)
UDR, Inc.
Selected Financial Information
(Dollars in Thousands)
(Unaudited) ⁽¹⁾
	Quarter Ended
Coverage Ratios	December 31, 2021

Net income/(loss)	$	126,144

Adjustments:
Interest expense, including debt extinguishment and other associated costs		36,418
Real estate depreciation and amortization		163,755
Other depreciation and amortization		4,713
Tax provision/(benefit), net		156
Net (gain)/loss on the sale of depreciable real estate owned		(85,223	)
Adjustments to reflect the Company's share of EBITDAre of unconsolidated joint ventures		11,648
EBITDAre	$	257,611

Casualty-related charges/(recoveries), net		(934	)
Legal and other costs		4,020
Severance costs		1,439
Unrealized (gain)/loss on real estate technology investments, net of tax		(1,506	)
(Income)/loss from unconsolidated entities		(36,523	)
Adjustments to reflect the Company's share of EBITDAre of unconsolidated joint ventures		(11,648	)
Management fee expense on unconsolidated joint ventures		(553	)
Consolidated EBITDAre - adjusted for non-recurring items	$	211,906

Annualized consolidated EBITDAre - adjusted for non-recurring items	$	847,624
Interest expense, including debt extinguishment and other associated costs		36,418
Capitalized interest expense		2,922
Total interest	$	39,340
Preferred dividends	$	1,058
Total debt	$	5,412,787
Cash		(967	)
Net debt	$	5,411,820
Consolidated Interest Coverage Ratio - adjusted for non-recurring items	5.4x
Consolidated Fixed Charge Coverage Ratio - adjusted for non-recurring items	5.2x
Consolidated Net Debt-to-EBITDAre - adjusted for non-recurring items	6.4x

Debt Covenant Overview

Unsecured Line of Credit Covenants ⁽²⁾

Required

Actual

Compliance

Maximum Leverage Ratio

≤60.0%

35.0%⁽²⁾

Yes

Minimum Fixed Charge Coverage Ratio

≥1.5x

5.0x

Yes

Maximum Secured Debt Ratio

≤40.0%

10.4%

Yes

Minimum Unencumbered Pool Leverage Ratio

≥150.0%

334.1%

Yes

Senior Unsecured Note Covenants ⁽³⁾

Required

Actual

Compliance

Debt as a percentage of Total Assets

≤65.0%

34.1%⁽³⁾

Yes

Consolidated Income Available for Debt Service to Annual Service Charge

≥1.5x

5.5x

Yes

Secured Debt as a percentage of Total Assets

≤40.0%

6.7%

Yes

Total Unencumbered Assets to Unsecured Debt

≥150.0%

307.2%

Yes

Securities Ratings

Debt

Outlook

Commercial Paper

Moody's Investors Service

Baa1

Stable

P-2

S&P Global Ratings

BBB+

Stable

A-2

Gross

% of

Number of

4Q 2021 NOI ⁽¹⁾

Carrying Value

Total Gross

Asset Summary

Homes

($000s)

% of NOI

($000s)

Carrying Value

Unencumbered assets

45,683

210,355

88.4

12,912,286

87.6

Encumbered assets

7,546

27,596

11.6

1,828,517

12.4

53,229

237,951

100.0

14,740,803

100.0

(1)	See Attachment 15 for definitions and other terms.
(2)	As defined in our credit agreement dated September 15, 2021.
(3)	As defined in our indenture dated November 1, 1995 as amended, supplemented or modified from time to time.

Attachment 15(D)
UDR, Inc.
Definitions and Reconciliations
December 31, 2021
(Unaudited)

All guidance is based on current expectations of future economic conditions and the judgment of the Company's management team. The following reconciles from GAAP Net income/(loss) per share for full-year 2022 and first quarter of 2022 to forecasted FFO, FFO as Adjusted and AFFO per share and unit:
	Full-Year 2022
	Low			High

Forecasted net income per diluted share	$	0.22		$	0.30
Conversion from GAAP share count		(0.02	)		(0.02	)
Net gain on the sale of depreciable real estate owned		-			-
Depreciation		2.00			2.00
Noncontrolling interests		0.01			0.01
Preferred dividends		0.01			0.01
Forecasted FFO per diluted share and unit	$	2.22		$	2.30
Legal and other costs		-			-
Debt extinguishment and other associated costs		-			-
Casualty-related charges/(recoveries)		-			-
Realized/unrealized gain on real estate technology investments, net of tax		-			-
Forecasted FFO as Adjusted per diluted share and unit	$	2.22		$	2.30
Recurring capital expenditures		(0.20	)		(0.20	)
Forecasted AFFO per diluted share and unit	$	2.02		$	2.10


	1Q 2022
	Low			High

Forecasted net income per diluted share	$	0.02		$	0.04
Conversion from GAAP share count		(0.01	)		(0.01	)
Net gain on the sale of depreciable real estate owned		-			-
Depreciation		0.52			0.52
Noncontrolling interests		-			-
Preferred dividends		-			-
Forecasted FFO per diluted share and unit	$	0.53		$	0.55
Legal and other costs		-			-
Debt extinguishment and other associated costs		-			-
Casualty-related charges/(recoveries)		-			-
Realized/unrealized gain on real estate technology investments, net of tax		-			-
Forecasted FFO as Adjusted per diluted share and unit	$	0.53		$	0.55
Recurring capital expenditures		(0.03	)		(0.03	)
Forecasted AFFO per diluted share and unit	$	0.50		$	0.52

View source version on businesswire.com: https://www.businesswire.com/news/home/20220207005971/en/

UDR Announces Fourth Quarter and Full-Year 2021 Results and 2022 Guidance Ranges