UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): ~~January 26~~February 10, 2026

ALEXANDRIA REAL ESTATE EQUITIES, INC.

(Exact name of registrant as specified in its charter)

Maryland

1-12993

95-4502084

~~1-12993~~

~~95-4502084~~

(State or other jurisdiction ofincorporation)

(Commission File Number)

(I.R.S. Employer Identification No.)

(State or other jurisdiction of incorporation)

(Commission File Number)

(I.R.S. Employer Identification No.)

26 North Euclid Avenue, Pasadena, California 91101

26 North Euclid Avenue Pasadena, California		91101
(Address of principal executive offices)		(Zip Code)

(Address of principal executive offices) (Zip code)

Registrant’s telephone number, including area code: (626) 578-0777

N/A

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ ¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ¨ Pre-commencement communications pursuant to Rule 13e-4 (c) under the Exchange Act (17 CFR 240.13e-4 (c))

~~☐ Soliciting~~Securities ~~material~~registered pursuant to ~~Rule 14a-~~Section 12(b) ~~under~~of the Exchange Act ~~(17 CFR 240.14a-12)~~:

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, $.01 par value per share	ARE	New York Stock Exchange

☐ Pre-commencement communications pursuant to Rule 13e-4 (c) under the Exchange Act (17 CFR 240.13e-4 (c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class			Trading Symbol(s)			Name of each exchange on which registered
Common Stock, $0.01 par value per share			ARE			New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐ ¨

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

Item 28.~~02. Results~~01 ofOther ~~Operations and Financial Condition.~~Events

On ~~January~~February 2610, 2026, Alexandria Real Estate Equities, Inc. (the “Company”) ~~issued~~and aAlexandria ~~press~~Real ~~release~~Estate ~~entitled~~Equities, L.P., as guarantor (the “~~Alexandria~~Guarantor”), ~~Real~~entered ~~Estate~~into ~~Equities~~an underwriting agreement with Citigroup Global Markets Inc., BofA Securities, Inc., ~~Reports~~J.P. ~~Fourth~~Morgan ~~Quarter~~Securities LLC, Scotia Capital (USA) Inc. and ~~Year~~TD Securities ~~Ended~~(USA) ~~December~~LLC, as representatives (the “Representatives”) of the several Underwriters named therein (the 31“Underwriters”), in ~~2025~~connection ~~Financial~~with ~~and~~the ~~Operating~~sale ~~Results~~of $750,000,000 aggregate principal amount of the Company’s 5.25% Senior Notes due 2036 (the “Notes” ). The ~~press~~Notes ~~release~~will ~~referred~~be fully and unconditionally guaranteed by the Guarantor and, subject to ~~certain~~customary ~~supplemental~~closing ~~information~~conditions, ~~that~~the isUnderwriters expect ~~available~~to ondeliver the ~~Company’s~~Notes ~~website~~to atthe ~~www~~purchasers on or about February 25, 2026.~~are.com. A~~ ~~copy~~The ofNotes were offered by the ~~press~~Company ~~release~~pursuant to an effective shelf registration statement on Form S-3 on file with the Securities and ~~supplemental~~Exchange ~~information~~Commission. ~~are~~A copy of the underwriting agreement is attached hereto as Exhibit 99 1.1.

~~The~~On ~~information~~February 10, ~~contained in this Item 2.02~~2026, ~~including~~ the ~~exhibit~~Company ~~referenced~~issued ~~herein,~~a ispress ~~being~~release ~~furnished and shall not be deemed “filed” for purposes of Section 18 of~~ announcing the ~~Securities~~offer ~~Exchange Act~~ of ~~1934, as amended (~~the ~~“Exchange Act”), or otherwise subject to the liabilities of that section~~Notes. ~~Such~~ ~~information~~A ~~shall~~copy ~~not be incorporated by reference into any filing under the Securities Act~~ of ~~1933, as amended (~~the ~~“Securities~~press ~~Act”),~~release oris ~~the~~attached ~~Exchange~~hereto ~~Act,~~as ~~whether made before or after the date hereof, regardless of any general incorporation language in such filing~~Exhibit 99.1.

~~Item~~On 9February 10, 2026, the Company issued a press release announcing the pricing of the Notes.~~01. Financial~~ ~~Statements~~A ~~and~~copy ~~Exhibits~~of the press release is attached hereto as Exhibit 99.2.

~~(d) Exhibits~~Item 9.01 Financial Statements and Exhibits

99.1 Alexandria Real Estate Equities, Inc.’s Earnings Press Release and Supplemental Information for the Fourth Quarter and Year Ended December 31, 2025

(d)	Exhibits

	1.1	Underwriting Agreement, dated February 10, 2026, among Alexandria Real Estate Equities, Inc., Alexandria Real Estate Equities, L.P. and Citigroup Global Markets Inc., BofA Securities, Inc., J.P. Morgan Securities LLC, Scotia Capital (USA) Inc. and TD Securities (USA) LLC, as representatives of the several Underwriters named therein.

	99.1	Press Release, dated February 10, 2026.

	99.2	Press Release, dated February 10, 2026.

	104.1	Cover Page Interactive Data File – the cover page XBRL tags are embedded within the Inline XBRL document

104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

Forward-Looking Statements

This current report on Form 8-K contains forward-looking statements within the meaning of Section 27A of the Securities Act, and Section 21E of the Exchange Act. These statements include words such as “forecast,” “guidance,” “goals,” “projects,” “estimates,” “anticipates,” “believes,” “expects,” “intends,” “may,” “plans,” “seeks,” “should,” “targets,” or “will,” or the negative of these words or similar words. Forward-looking statements involve certain risks and uncertainties, and actual results may differ materially from those discussed in each such statement. A number of important factors could cause actual results to differ materially from those included within or contemplated by the forward-looking statements, including, but not limited to, the factors described in the Company’s filings with the Securities and Exchange Commission, including the Company’s most recent annual report on Form 10-K and any subsequent quarterly reports on Form 10-Q. The Company does not undertake any responsibility to update any of these factors or to announce publicly any revisions to any of the forward-looking statements contained in this or any other document, whether as a result of new information, future events, or otherwise.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

ALEXANDRIA REAL ESTATE EQUITIES, INC.

~~ALEXANDRIA REAL ESTATE EQUITIES, INC.~~

January 26, 2026

By:

/s/ Joel S. Marcus

Date: February 12, 2026

By:

/s/ Marc E. Binda

Joel S. Marcus

Marc E. Binda

Executive Chairman

Chief Financial Officer and Treasurer

By:

/s/ Peter M. Moglia

Peter M. Moglia

Chief Executive Officer and Chief Investment Officer

By:

/s/ Marc E. Binda

Marc E. Binda

Chief Financial Officer and Treasurer

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