UDR, Inc. (the "Company") (NYSE:UDR), announced today its third quarter 2022 results. Net Income, Funds from Operations ("FFO"), FFO as Adjusted ("FFOA"), and Adjusted FFO ("AFFO") per diluted share for the quarter ended September 30, 2022 are detailed below.

	Quarter Ended September 30
Metric	3Q 2022 Actual	3Q 2022 Guidance	3Q 2021 Actual	$ Change vs. Prior Year Period	% Change vs. Prior Year Period
Net Income per diluted share	$0.07	$0.06 to $0.08	$0.06	$0.01	17%
FFO per diluted share	$0.57	$0.58 to $0.60	$0.55	$0.02	4%
FFOA per diluted share	$0.60	$0.58 to $0.60	$0.51	$0.09	18%
AFFO per diluted share	$0.54	$0.53 to $0.55	$0.46	$0.08	17%

Same-Store ("SS") results for the third quarter 2022 versus the third quarter 2021 and the second quarter 2022 are summarized below.

	Concessions reflected on a straight-line basis:		Concessions reflected on a cash basis:
SS Growth / (Decline)	Year-Over-Year ("YOY"): 3Q 2022 vs. 3Q 2021	Sequential: 3Q 2022 vs. 2Q 2022	YOY: 3Q 2022 vs. 3Q 2021	Sequential: 3Q 2022 vs. 2Q 2022
Revenue	12.7%	4.7%	12.2%	4.1%
Expense	7.2%	8.3%	7.2%	8.3%
Net Operating Income ("NOI")	15.5%	3.1%	14.6%	2.3%

During the quarter, the Company settled approximately 1.8 million shares of common stock under its previously announced forward equity sales agreements at a weighted average net price per share, after adjustments, of $57.00 for proceeds of approximately $99.8 million, leaving $181.3 million of forward equity agreements at an average price per share of approximately $57.57, before adjustments, yet to be settled.
During the quarter and subsequent to quarter end, the Company repurchased 1.2 million shares of its common stock at a weighted average price per share of $41.14 for total consideration of approximately $49.0 million.
During the quarter, the Company entered into a contract to sell one community in Orange County, CA, for gross proceeds of $41.5 million. The transaction is expected to close in the fourth quarter 2022.
As previously announced, during the quarter, the Company fully funded a $102.0 million DCP investment in a portfolio of 14 stabilized communities.
Subsequent to quarter end, the Company published its fourth annual ESG report and concurrently announced that it earned a 5 Star designation from GRESB, the highest ESG rating possible, and a Public Disclosure score of "A".

"Our third quarter FFOA per share results met the high end of our expectations provided in July, and we raised full-year 2022 guidance for the third time driven by our strong operating results and further accretion from our recent acquisitions," said Tom Toomey, UDR's Chairman and CEO. "Our innovative culture, operating acumen, and healthy balance sheet liquidity position UDR well for 2023."

Outlook

For the fourth quarter 2022, the Company has established the following earnings guidance ranges. Additionally, the Company has increased its previously provided full-year 2022 Same-Store and earnings guidance ranges⁽¹⁾:

	4Q 2022 Outlook	3Q 2022 Actual	Updated Full-Year 2022 Outlook	Prior Full-Year 2022 Outlook	Change to 2022 Guidance, at Midpoint
Net Income/(Loss) per diluted share	$0.11 to $0.13	$0.07	$0.23 to $0.25	$0.19 to $0.23	$0.03
FFO per diluted share	$0.60 to $0.62	$0.57	$2.23 to $2.25	$2.23 to $2.27	$(0.01)
FFOA per diluted share	$0.60 to $0.62	$0.60	$2.32 to $2.34	$2.29 to $2.33	$0.02
AFFO per diluted share	$0.54 to $0.56	$0.54	$2.11 to $2.13	$2.09 to $2.13	$0.01
YOY Growth: concessions reflected on a straight-line basis:
SS Revenue	N/A	12.7%	11.25% to 11.75%	10.5% to 11.5%	0.50%
SS Expense	N/A	7.2%	5.0% to 5.5%	3.5% to 4.5%	1.25%
SS NOI	N/A	15.5%	14.00% to 14.75%	13.25% to 14.75%	0.38%
YOY Growth: concessions reflected on a cash basis:
SS Revenue	N/A	12.2%	10.75% to 11.25%	10.0% to 11.0%	0.50%
SS NOI	N/A	14.6%	13.25% to 14.00%	12.5% to 14.0%	0.38%

⁽¹⁾

Additional assumptions for the Company's fourth quarter and 2022 outlook can be found on Attachment 14 of the Company's related quarterly Supplemental Financial Information ("Supplement"). 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 Supplement. 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 Supplement.

Third Quarter 2022 Operating Results

In the third quarter, total revenue increased by $61.5 million YOY, or 18.7 percent, to $391.3 million. This increase was primarily attributable to growth in revenue from Same-Store communities and past accretive external growth investments.

"Blended lease rate growth of 13.1 percent in the third quarter drove strong sequential same-store revenue growth of 4.7 percent on a straight-line basis and further builds our foundation of embedded growth in 2023," said Mike Lacy, UDR's Senior Vice President of Operations. "Focusing on rate growth and accepting a higher rate of turnover and slightly lower occupancy reflects our strategy to strengthen our rent roll. Although expenses are pressured by inflation and the typical seasonality of market rents has returned in the fourth quarter thus far, traffic remains high and the financial health of our residents remains strong. This has enabled us to keep occupancy high at 96.7 percent while capturing October blended lease rate growth in the high-single-digits, which remains materially above pre-COVID averages."

With stronger collections in recent periods, the Company now expects current resident collections to range between 98.2 percent and 98.6 percent in 2022, compared to prior expectations of 98.0 percent to 98.5 percent. For the third quarter 2022, the Company recorded a residential bad debt reserve of $11.7 million, including $0.6 million for the Company's share from unconsolidated joint ventures, a decrease of $1.1 million versus the Company's bad debt reserve as of the end of the second quarter 2022. This compares to a quarter-end accounts receivable balance of $20.8 million, a decrease of $2.0 million versus the Company's accounts receivable balance as of the end of the second quarter 2022.

In the table below, the Company has presented YOY Same-Store results by region, with concessions accounted for on both cash and straight-line bases.

Summary of Same-Store Results in Third Quarter 2022 versus Third Quarter 2021

Region	Revenue Growth	Expense Growth	NOI Growth	% of Same-Store Portfolio⁽¹⁾	Physical Occupancy⁽²⁾	YOY Change in Occupancy
West	9.3%	5.8%	10.6%	33.7%	96.7%	(0.8)%
Mid-Atlantic	8.7%	6.3%	9.8%	20.8%	96.8%	(0.4)%
Northeast	16.5%	3.0%	25.6%	18.1%	97.1%	(0.1)%
Southeast	18.1%	10.7%	22.0%	12.9%	96.7%	(1.2)%
Southwest	14.9%	15.6%	14.5%	9.0%	96.7%	(1.2)%
Other Markets	9.4%	8.7%	9.7%	5.5%	96.8%	(1.0)%
Total (Cash)	12.2%	7.2%	14.6%	100.0%	96.8%	(0.7)%
Total (Straight-Line)	12.7%	7.2%	15.5%	-	-	-

⁽¹⁾	Based on 3Q 2022 Same-Store NOI. For definitions of terms, please refer to the "Definitions and Reconciliations" section of the Company's related quarterly Supplement.
⁽²⁾	Weighted average Same-Store physical occupancy for the quarter.

In the table below, the Company has presented sequential Same-Store results by region, with concessions accounted for on both cash and straight-line bases.

Summary of Same-Store Results in Third Quarter 2022 versus Second Quarter 2022

Region	Revenue Growth	Expense Growth	NOI Growth	% of Same-Store Portfolio⁽¹⁾	Physical Occupancy⁽²⁾	Sequential Change in Occupancy
West	3.3%	8.3%	1.7%	33.7%	96.7%	(0.1)%
Mid-Atlantic	3.8%	7.3%	2.2%	20.8%	96.8%	(0.6)%
Northeast	5.0%	9.4%	2.7%	18.1%	97.1%	(0.1)%
Southeast	4.8%	7.0%	3.8%	12.9%	96.7%	(0.3)%
Southwest	5.2%	9.6%	2.5%	9.0%	96.7%	(0.4)%
Other Markets	3.0%	8.5%	0.9%	5.5%	96.8%	(0.4)%
Total (Cash)	4.1%	8.3%	2.3%	100.0%	96.8%	(0.3)%
Total (Straight-Line)	4.7%	8.3%	3.1%	-	-	-

⁽¹⁾	Based on 3Q 2022 Same-Store NOI. For definitions of terms, please refer to the "Definitions and Reconciliations" section of the Company's related quarterly Supplement.
⁽²⁾	Weighted average Same-Store physical occupancy for the quarter.

For the nine months ended September 30, 2022, total revenue increased by $175.2 million YOY, or 18.6 percent, to $1.1 billion. This increase was primarily attributable to growth in revenue from acquired and Same-Store communities. In the table below, the Company has presented Same-Store results by region, with concessions accounted for on cash and straight-line bases, for the nine months ended September 30, 2022.

Summary of Same-Store Results YTD 2022 versus YTD 2021

Region	Revenue Growth	Expense Growth	NOI Growth	% of Same-Store Portfolio⁽¹⁾	Physical Occupancy⁽²⁾	YTD YOY Change in Occupancy
West	11.1%	3.8%	13.8%	34.6%	96.9%	0.3%
Mid-Atlantic	7.3%	5.3%	8.3%	21.0%	97.2%	0.3%
Northeast	13.1%	2.9%	19.6%	18.3%	97.3%	0.9%
Southeast	15.9%	8.6%	19.7%	13.2%	97.0%	(0.6)%
Southwest	11.9%	9.8%	13.2%	6.9%	97.2%	(0.1)%
Other Markets	11.8%	6.2%	14.2%	6.0%	97.1%	(0.3)%
Total (Cash)	11.4%	5.3%	14.3%	100.0%	97.1%	0.2%
Total (Straight-Line)	11.3%	5.3%	14.2%	-	-	-

⁽¹⁾	Based on YTD 2022 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 YTD 2022.

Transactional Activity

During the quarter, the Company entered into a contract to sell a 90-home community in Orange County, CA, for total gross proceeds of $41.5 million. During the quarter, the 53-year-old community had a weighted average monthly revenue per occupied home of $2,662 and physical occupancy of 95.4 percent. The sale is expected to close in the fourth quarter 2022.

Development Activity and Other Projects

During the third quarter, the Company completed construction of The George Apartments, a $68.0 million, 200-home community in King of Prussia, PA, which is adjacent to an existing UDR community.

At the end of the third quarter, the Company's development pipeline totaled $531.5 million and was 69.3 percent funded. The Company's active development pipeline includes five communities, one each in Dublin, CA; Washington, D.C.; and Tampa, FL; and two communities in Addison, TX, for a combined total of 1,340 homes.

During the third quarter, the Company commenced redevelopment projects at five communities, two in Austin, TX; two in Baltimore, MD; and one in suburban Boston, MA, encompassing a total of 1,593 homes. At the end of the third quarter, the Company's redevelopment pipeline of 1,638 homes, which includes densification projects that feature the addition of 45 new apartment homes at two communities, totaled $90.0 million and was 27.3 percent funded.

DCP Activity

As previously announced, during the quarter, the Company fully funded a $102.0 million DCP investment in a portfolio of 14 stabilized communities as part of a recapitalization, as summarized below.

Community / Type	Location (MSA)	Commitment ($ millions)	Homes	Return Rate	Investment Type
Stabilized Portfolio / Recapitalization	Various	$102.0	2,460	8.0%	Preferred Equity

During the quarter, the third-party developer affiliated with UDR's $24.6 million preferred equity joint venture investment in 1532 Harrison, a 136-home community in San Francisco, CA, defaulted on the senior construction loan. As a result, the Company purchased the loan from the lender pursuant to a contract entered into with the lender at the time UDR made its initial investment, and initiated foreclosure proceedings. UDR expects to take title to the property in 2023. As a result of the default in September 2022, the Company began consolidating the joint venture.

At the end of the third quarter, the Company's investments under its DCP platform, including accrued return, totaled $464.0 million with a weighted average return rate of 9.5 percent, and a weighted average estimated remaining term of 3.9 years.

Capital Markets and Balance Sheet Activity

"Our balance sheet remains in a strong position due to available liquidity totaling $1.1 billion, and only 2 percent of total debt scheduled to mature through 2024, after excluding amounts on our commercial paper program," said Joe Fisher, UDR's President and Chief Financial Officer. "Third quarter net debt-to-EBITDAre of 6.0x declined more than a full turn versus a year ago, and we continue to expect that year-end net debt-to-EBITDAre and fixed charge coverage should further improve to the mid-5x range."

During the quarter, the Company settled approximately 1.8 million shares of common stock under its previously announced forward equity sales agreements at a weighted average net share price, after adjustments, of $57.00 for proceeds of approximately $99.8 million.

Additionally, during the quarter, the Company repurchased 685 thousand shares of its common stock at a weighted average price per share of $41.46 for total consideration of approximately $28.4 million. Subsequent to quarter end, the Company repurchased an additional 507 thousand shares of its common stock at a weighted average price per share of $40.70 for total consideration of approximately $20.6 million.

As of September 30, 2022, the Company had $1.1 billion of liquidity through a combination of cash, undrawn capacity on its credit facilities, and estimated proceeds of approximately $181.3 million from the potential future settlement of approximately 3.2 million shares subject to previously announced forward equity sale agreements (at an initial forward price per share of approximately $57.57, which is subject to adjustment at settlement to reflect the average federal funds rate and the amount of dividends paid to holders of UDR common stock over the term of the applicable forward equity sale agreements). The final date by which shares sold under these agreements must be settled is March 30, 2023. Please see Attachment 14 of the Company's related quarterly Supplement for additional details on projected capital sources and uses.

The Company's total indebtedness as of September 30, 2022 was $5.6 billion with no remaining consolidated maturities until 2024, excluding principal amortization and amounts on the Company's commercial paper program. In the table below, the Company has presented select balance sheet metrics for the quarter ended September 30, 2022 and the comparable prior year period.

	Quarter Ended September 30
Balance Sheet Metric	3Q 2022	3Q 2021	Change
Weighted Average Interest Rate	3.06%	2.75%	0.31%
Weighted Average Years to Maturity⁽¹⁾	6.7	7.8	(1.1)
Consolidated Fixed Charge Coverage Ratio	5.3x	4.9x	0.4x
Consolidated Debt as a percentage of Total Assets	33.7%	35.8%	(2.1)%
Consolidated Net-Debt-to-EBITDAre	6.0x	7.1x	(1.1)x

⁽¹⁾	If the Company's commercial paper balance was refinanced using its line of credit, the weighted average years to maturity would be 7.0 years without extensions and 7.1 years with extensions for 3Q 2022 and 8.1 years with and without extensions for 3Q 2021.

ESG

Subsequent to quarter end, the Company published its fourth annual ESG report, which detailed the Company's ongoing best-in-class commitment to engaging in socially responsible ESG activities including active engagement with the Science Based Targets initiative to establish how UDR can contribute to a lower-carbon future. Concurrently, the Company announced that it earned a 5 Star designation from GRESB, the highest ESG rating possible. This accomplishment resulted from UDR's 2022 GRESB survey score of 87 (a one-point improvement versus the prior year survey) and a GRESB Public Disclosure rating of "A", the fourth consecutive year UDR has achieved such a distinction.

Dividend

As previously announced, the Company's Board of Directors declared a regular quarterly dividend on its common stock for the third quarter 2022 in the amount of $0.38 per share. The dividend will be paid in cash on October 31, 2022 to UDR common shareholders of record as of October 11, 2022. The third quarter 2022 dividend will represent the 200^th consecutive quarterly dividend paid by the Company on its common stock.

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

September 30, 2022

(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
September 30, 2022
(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		3Q 2022		YTD 2022
Income/(loss) from unconsolidated entities	$	10,003		$	4,186
Management fee		627			1,680
Interest expense		3,921			11,351
Depreciation		7,457			22,570
General and administrative		57			168
Variable upside participation on DCP, net		-			(10,622	)
Developer Capital Program (excludes Menifee and Riverside)		(13,274	)		(28,627	)
Other (income)/expense		136			301
Realized (gain)/loss on real estate technology investments, net of tax		365			(1,987	)
Unrealized (gain)/loss on real estate technology investments, net of tax		1,080			30,786
Total Joint Venture NOI at UDR's Ownership Interest	$	10,372		$	29,806

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 3.25% 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		3Q 2022			2Q 2022			1Q 2022			4Q 2021			3Q 2021
Net income/(loss) attributable to UDR, Inc.	$	23,605		$	5,084		$	13,705		$	117,461		$	17,731
Property management		12,675			11,952			11,576			10,411			9,861
Other operating expenses		3,746			5,027			4,712			8,604			4,237
Real estate depreciation and amortization		166,781			167,584			163,622			163,755			152,636
Interest expense		39,905			36,832			35,916			36,418			36,289
Casualty-related charges/(recoveries), net		901			1,074			(765	)		(934	)		1,568
General and administrative		15,840			16,585			14,908			13,868			15,810
Tax provision/(benefit), net		377			312			343			156			529
(Income)/loss from unconsolidated entities		(10,003	)		11,229			(5,412	)		(36,523	)		(14,450	)
Interest income and other (income)/expense, net		7,495			(3,001	)		2,440			(2,254	)		(8,238	)
Joint venture management and other fees		(1,274	)		(1,419	)		(1,085	)		(1,184	)		(1,071	)
Other depreciation and amortization		3,430			3,016			3,075			4,713			3,269
(Gain)/loss on sale of real estate owned		-			-			-			(85,223	)		-
Net income/(loss) attributable to noncontrolling interests		1,540			280			898			8,683			1,309
Total consolidated NOI	$	265,018		$	254,555		$	243,933		$	237,951		$	219,480

Attachment 15(C)
UDR, Inc.
Definitions and Reconciliations
September 30, 2022
(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. Based upon the level of material impact the redevelopment has on the community (operations, occupancy levels, and future rental rates), the community may or may not maintain Stabilization. As such, for each redevelopment, the Company assesses whether the community remains in Same-Store.

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:

		3Q 22			3Q 21			3Q 22			2Q 22		YTD 22			YTD 21
Revenue (Cash basis)	$	357,398		$	318,654		$	357,398		$	343,363		$	990,126		$	888,832
Concessions granted/(amortized), net		(362	)		(1,963	)		(362	)		(2,331	)		(6,913	)		(5,187	)
Revenue (Straight-line basis)	$	357,036		$	316,691		$	357,036		$	341,032		$	983,213		$	883,645

% change - Same-Store Revenue with Concessions on a Cash basis:		12.2	%					4.1	%					11.4	%
% change - Same-Store Revenue with Concessions on a Straight-line basis:		12.7	%					4.7	%					11.3	%

% change - Same-Store NOI with Concessions on a Cash basis:		14.6	%					2.3	%					14.3	%
% change - Same-Store NOI with Concessions on a Straight-line basis:		15.5	%					3.1	%					14.2	%

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 October 27, 2022 to discuss third quarter 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 877-423-9813 for domestic and 201-689-8573 for international. A passcode is not necessary.

Given a high volume of conference calls occurring during this time of year, 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 November 27, 2022, by dialing 844-512-2921 for domestic and 412-317-6671 for international and entering the confirmation number, 13733468, 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 Supplement 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 stability of the capital markets, rising interest rates, 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 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 September 30, 2022, UDR owned or had an ownership position in 58,464 apartment homes including 899 homes under development. For over 50 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						Nine Months Ended
	September 30,						September 30,
In thousands, except per share amounts		2022			2021			2022			2021

REVENUES:
Rental income ⁽²⁾	$	390,023		$	328,699		$	1,113,952		$	937,641
Joint venture management and other fees		1,274			1,071			3,778			4,918
Total revenues		391,297			329,770			1,117,730			942,559

OPERATING EXPENSES:
Property operating and maintenance		66,769			57,708			185,658			160,424
Real estate taxes and insurance		58,236			51,511			164,788			148,043
Property management		12,675			9,861			36,203			28,129
Other operating expenses		3,746			4,237			13,485			13,045
Real estate depreciation and amortization		166,781			152,636			497,987			442,893
General and administrative		15,840			15,810			47,333			43,673
Casualty-related charges/(recoveries), net		901			1,568			1,210			4,682
Other depreciation and amortization		3,430			3,269			9,521			8,472
Total operating expenses		328,378			296,600			956,185			849,361

Gain/(loss) on sale of real estate owned		-			-			-			50,829
Operating income		62,919			33,170			161,545			144,027

Income/(loss) from unconsolidated entities⁽²⁾⁽³⁾		10,003			14,450			4,186			29,123
Interest expense		(39,905	)		(35,903	)		(112,653	)		(107,513	)
Debt extinguishment and other associated costs		-			(386	)		-			(42,336	)
Total interest expense		(39,905	)		(36,289	)		(112,653	)		(149,849	)
Interest income and other income/(expense), net ⁽³⁾		(7,495	)		8,238			(6,934	)		12,831

Income/(loss) before income taxes		25,522			19,569			46,144			36,132
Tax (provision)/benefit, net		(377	)		(529	)		(1,032	)		(1,283	)

Net Income/(loss)		25,145			19,040			45,112			34,849
Net (income)/loss attributable to redeemable noncontrolling interests in the OP and DownREIT Partnership		(1,533	)		(1,260	)		(2,684	)		(2,221	)
Net (income)/loss attributable to noncontrolling interests		(7	)		(49	)		(34	)		(73	)

Net income/(loss) attributable to UDR, Inc.		23,605			17,731			42,394			32,555
Distributions to preferred stockholders - Series E (Convertible)		(1,106	)		(1,058	)		(3,307	)		(3,171	)

Net income/(loss) attributable to common stockholders	$	22,499		$	16,673		$	39,087		$	29,384


Income/(loss) per weighted average common share - basic:	$	0.07		$	0.06		$	0.12		$	0.10
Income/(loss) per weighted average common share - diluted:	$	0.07		$	0.06		$	0.12		$	0.10

Common distributions declared per share	$	0.38		$	0.3625		$	1.14		$	1.0875

Weighted average number of common shares outstanding - basic		324,701			297,828			320,378			296,998
Weighted average number of common shares outstanding - diluted		325,686			301,164			321,629			298,045

(1) See Attachment 15 for definitions and other terms.
(2) During the three months ended September 30, 2022, UDR decreased its residential reserve to $11.7 million, including $0.6 million for UDR's share from unconsolidated joint ventures, which compares to a combined quarter-end accounts receivable balance of $20.8 million. The remaining unreserved amount is based on probability of collection.
(3) During the three months ended September 30, 2022, UDR recorded $10.0 million in investment loss, net from real estate technology investments. Of the $10.0 million, $8.5 million of loss (primarily due to a decrease in SmartRent's public share price) was recorded in Interest income and other income/(expense), net and $1.5 million of loss (primarily due to a decrease in SmartRent's public share price) was recorded in Income/(loss) from unconsolidated entities.

Attachment 2
UDR, Inc.
Funds From Operations
(Unaudited) ⁽¹⁾

	Three Months Ended						Nine Months Ended
	September 30,						September 30,
In thousands, except per share and unit amounts		2022			2021			2022			2021

Net income/(loss) attributable to common stockholders	$	22,499		$	16,673		$	39,087		$	29,384

Real estate depreciation and amortization		166,781			152,636			497,987			442,893
Noncontrolling interests		1,540			1,309			2,718			2,294
Real estate depreciation and amortization on unconsolidated joint ventures		7,457			7,929			22,570			24,064
Net gain on the sale of unconsolidated depreciable property		-			-			-			(2,460	)
Net gain on the sale of depreciable real estate owned, net of tax		-			-			-			(50,778	)
Funds from operations ("FFO") attributable to common stockholders and unitholders, basic	$	198,277		$	178,547		$	562,362		$	445,397

Distributions to preferred stockholders - Series E (Convertible)⁽²⁾		1,106			1,058			3,307			3,171

FFO attributable to common stockholders and unitholders, diluted	$	199,383		$	179,605		$	565,669		$	448,568

FFO per weighted average common share and unit, basic	$	0.57		$	0.56		$	1.64		$	1.39
FFO per weighted average common share and unit, diluted	$	0.57		$	0.55		$	1.63		$	1.39

Weighted average number of common shares and OP/DownREIT Units outstanding, basic		346,175			320,357			341,892			319,491
Weighted average number of common shares, OP/DownREIT Units, and common stock
equivalents outstanding, diluted		350,078			326,611			346,061			323,456

Impact of adjustments to FFO:
Debt extinguishment and other associated costs	$	-		$	386		$	-		$	42,336
Debt extinguishment and other associated costs on unconsolidated joint ventures		-			-			-			1,682
Variable upside participation on DCP, net		-			-			(10,622	)		-
Legal and other		10			80			1,493			1,299
Realized (gain)/loss on real estate technology investments, net of tax⁽³⁾		376			(100	)		(7,748	)		(547	)
Unrealized (gain)/loss on real estate technology investments, net of tax ⁽³⁾		9,589			(14,499	)		45,896			(22,161	)
Severance costs		-			233			-			841
Casualty-related charges/(recoveries), net		901			1,609			1,210			4,894
Casualty-related charges/(recoveries) on unconsolidated joint ventures, net		-			50			-			50
	$	10,876		$	(12,241	)	$	30,229		$	28,394

FFO as Adjusted attributable to common stockholders and unitholders, diluted	$	210,259		$	167,364		$	595,898		$	476,962

FFO as Adjusted per weighted average common share and unit, diluted	$	0.60		$	0.51		$	1.72		$	1.47

Recurring capital expenditures		(20,383	)		(16,844	)		(50,598	)		(42,427	)
AFFO attributable to common stockholders and unitholders, diluted	$	189,876		$	150,520		$	545,300		$	434,535

AFFO per weighted average common share and unit, diluted	$	0.54		$	0.46		$	1.58		$	1.34

(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 nine months ended September 30, 2022 and September 30, 2021. 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.
(3) See footnote 3 on Attachment 1 for details regarding the Realized and Unrealized (gain)/loss on real estate technology investments, net of tax.

Attachment 3
UDR, Inc.
Consolidated Balance Sheets
(Unaudited) ⁽¹⁾

	September 30,			December 31,
In thousands, except share and per share amounts		2022			2021


ASSETS
Real estate owned:
Real estate held for investment	$	15,075,552		$	14,352,234
Less: accumulated depreciation		(5,594,600	)		(5,136,589	)
Real estate held for investment, net		9,480,952			9,215,645
Real estate under development
(net of accumulated depreciation of $2,265 and $507)		366,200			388,062
Real estate held for disposition
(net of accumulated depreciation of $8,944 and $0)		15,019			-
Total real estate owned, net of accumulated depreciation		9,862,171			9,603,707

Cash and cash equivalents		1,532			967
Restricted cash		28,363			27,451
Notes receivable, net		40,128			26,860
Investment in and advances to unconsolidated joint ventures, net		761,117			702,461
Operating lease right-of-use assets		194,923			197,463
Other assets		209,728			216,311
Total assets	$	11,097,962		$	10,775,220

LIABILITIES AND EQUITY
Liabilities:
Secured debt	$	1,053,560		$	1,057,380
Unsecured debt		4,572,802			4,355,407
Operating lease liabilities		190,064			192,488
Real estate taxes payable		61,210			33,095
Accrued interest payable		26,109			45,980
Security deposits and prepaid rent		53,693			55,441
Distributions payable		133,341			124,729
Accounts payable, accrued expenses, and other liabilities		135,904			136,954
Total liabilities		6,226,683			6,001,474

Redeemable noncontrolling interests in the OP and DownREIT Partnership		920,311			1,299,442

Equity:
Preferred stock, no par value; 50,000,000 shares authorized at September 30, 2022 and December 31, 2021:
2,686,308 shares of 8.00% Series E Cumulative Convertible issued
and outstanding (2,695,363 shares at December 31, 2021)		44,614			44,764
12,426,563 shares of Series F outstanding (12,582,575 shares
at December 31, 2021)		1			1
Common stock, $0.01 par value; 450,000,000 shares authorized at September 30, 2022 and December 31, 2021:
326,352,154 shares issued and outstanding (318,149,635 shares at December 31, 2021)		3,264			3,181
Additional paid-in capital		7,332,127			6,884,269
Distributions in excess of net income		(3,438,027	)		(3,485,080	)
Accumulated other comprehensive income/(loss), net		8,779			(4,261	)
Total stockholders' equity		3,950,758			3,442,874
Noncontrolling interests		210			31,430
Total equity		3,950,968			3,474,304
Total liabilities and equity	$	11,097,962		$	10,775,220

(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	September 30, 2022

Net income/(loss)	$	25,145

Adjustments:
Interest expense, including debt extinguishment and other associated costs		39,905
Real estate depreciation and amortization		166,781
Other depreciation and amortization		3,430
Tax provision/(benefit), net		377
Adjustments to reflect the Company's share of EBITDAre of unconsolidated joint ventures		11,378
EBITDAre	$	247,016

Casualty-related charges/(recoveries), net		901
Legal and other costs		10
Unrealized (gain)/loss on real estate technology investments		8,509
Realized (gain)/loss on real estate technology investments		11
(Income)/loss from unconsolidated entities		(10,003	)
Adjustments to reflect the Company's share of EBITDAre of unconsolidated joint ventures		(11,378	)
Management fee expense on unconsolidated joint ventures		(627	)
Consolidated EBITDAre - adjusted for non-recurring items	$	234,439

Annualized consolidated EBITDAre - adjusted for non-recurring items	$	937,756

Interest expense, including debt extinguishment and other associated costs		39,905
Capitalized interest expense		3,574
Total interest	$	43,479

Preferred dividends	$	1,106

Total debt	$	5,626,362
Cash		(1,532	)
Net debt	$	5,624,830

Consolidated Interest Coverage Ratio - adjusted for non-recurring items	5.4		x

Consolidated Fixed Charge Coverage Ratio - adjusted for non-recurring items	5.3		x

Consolidated Net Debt-to-EBITDAre - adjusted for non-recurring items	6.0		x

Debt Covenant Overview

Unsecured Line of Credit Covenants ⁽²⁾			Required	Actual	Compliance

Maximum Leverage Ratio			≤60.0%	32.2% ⁽²⁾	Yes
Minimum Fixed Charge Coverage Ratio			≥1.5x	5.2x	Yes
Maximum Secured Debt Ratio			≤40.0%	9.1%	Yes
Minimum Unencumbered Pool Leverage Ratio			≥150.0%	358.6%	Yes

Senior Unsecured Note Covenants ⁽³⁾			Required	Actual	Compliance

Debt as a percentage of Total Assets			≤65.0%	33.7% ⁽³⁾	Yes
Consolidated Income Available for Debt Service to Annual Service Charge			≥1.5x	5.4x	Yes
Secured Debt as a percentage of Total Assets			≤40.0%	6.3%	Yes
Total Unencumbered Assets to Unsecured Debt			≥150.0%	310.8%	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	3Q 2022 NOI ⁽¹⁾		Carrying Value	Total Gross
Asset Summary	Homes	($000s)	% of NOI	($000s)	Carrying Value

Unencumbered assets	47,206	$ 233,888	88.3%	$ 13,736,258	88.8%
Encumbered assets	7,522	31,130	11.7%	1,731,722	11.2%
	54,728	$ 265,018	100.0%	$ 15,467,980	100.0%

(1) See Attachment 15 for definitions and other terms.
(2) As defined in our credit agreement dated September 15, 2021, as amended.
(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
September 30, 2022
(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 fourth 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	$	0.23		$	0.25
Conversion from GAAP share count		(0.02	)		(0.02	)
Depreciation		2.00			2.00
Noncontrolling interests		0.01			0.01
Preferred dividends		0.01			0.01
Forecasted FFO per diluted share and unit	$	2.23		$	2.25
Legal and other costs		0.01			0.01
Casualty-related charges/(recoveries)		-			-
Variable upside participation on DCP, net		(0.03	)		(0.03	)
Realized/unrealized (gain)/loss on real estate technology investments		0.11			0.11
Forecasted FFO as Adjusted per diluted share and unit	$	2.32		$	2.34
Recurring capital expenditures		(0.21	)		(0.21	)
Forecasted AFFO per diluted share and unit	$	2.11		$	2.13



	4Q 2022
	Low			High

Forecasted net income per diluted share	$	0.11		$	0.13
Conversion from GAAP share count		(0.01	)		(0.01	)
Depreciation		0.50			0.50
Noncontrolling interests		-			-
Preferred dividends		-			-
Forecasted FFO per diluted share and unit	$	0.60		$	0.62
Legal and other costs		-			-
Casualty-related charges/(recoveries)		-			-
Realized/unrealized (gain)/loss on real estate technology investments		-			-
Forecasted FFO as Adjusted per diluted share and unit	$	0.60		$	0.62
Recurring capital expenditures		(0.06	)		(0.06	)
Forecasted AFFO per diluted share and unit	$	0.54		$	0.56

View source version on businesswire.com: https://www.businesswire.com/news/home/20221025006105/en/

UDR Announces Third Quarter 2022 Results and Increases Full-Year 2022 Guidance Ranges