Income Taxes

12 Months Ended

Dec. 31, 2023

Income Tax Disclosure [Abstract]

Income Taxes

15.Income Taxes

The Company elected to be treated as a REIT under the Internal Revenue Code of 1986, as amended, commencing with its taxable year ended December 31, 1993. To qualify as a REIT, the Company must meet a number of organizational and operational requirements, including a requirement that the Company distribute at least 90% of its taxable income (excluding net capital gains) to its shareholders. It is management’s current intention to adhere to these requirements and maintain the Company’s REIT status. As a

REIT, the Company generally will not be subject to corporate level federal income tax on taxable income it distributes to its shareholders. As the Company distributed sufficient taxable income for each of the three years ended December 31, 2023, 2022 and 2021, no U.S. federal income or excise taxes were incurred.

If the Company fails to qualify as a REIT in any taxable year, it will be subject to federal income taxes at regular corporate rates and may not be able to qualify as a REIT for the four subsequent taxable years. Even if the Company qualifies for taxation as a REIT, the Company may be subject to certain foreign, state and local taxes on its income and property and to federal income and excise taxes on its undistributed taxable income. In addition, the Company has a TRS that is subject to federal, state and local income taxes on any taxable income generated from its operational activity.

In order to maintain its REIT status, the Company must meet certain income tests to ensure that its gross income consists of passive income and not income from the active conduct of a trade or business. The Company utilizes its TRS to the extent certain fee and other miscellaneous non-real estate-related income cannot be earned by the REIT.

For the year ended December 31, 2023, the Company made net state and local tax payments of $1.8 million and for both of the years ended December 31, 2022 and 2021, the Company made net payments of $0.6 million related to taxes.

The following represents the activity of the Company’s TRS (in thousands):

	For the Year Ended December 31,
	2023		2022		2021
Book income (loss) before income taxes	$	6,450	$	6,374	$	(3,420	)
Current	$	—	$	—	$	—
Deferred		—		—		—
Total income tax expense	$	—	$	—	$	—

The differences between total income tax expense and the amount computed by applying the statutory income tax rate to income before taxes with respect to its TRS activity were as follows (in thousands):

	For the Year Ended December 31,
TRS	2023			2022			2021
Statutory Rate		21	%		21	%		21	%
Statutory rate applied to pre-tax income (loss)	$	1,355		$	1,339		$	(718	)
Deferred tax impact of contributions of assets		—			(7,542	)		(2,410	)
Deferred tax impact of tax rate change		339			261			(366	)
Valuation allowance (decrease) increase based on impact    of tax rate change		(339	)		(261	)		366
Valuation allowance (decrease) increase – other deferred		(1,337	)		6,094			(1,087	)
Expiration of capital loss carryforward		—			—			3,584
Other		(18	)	$	109			631
Total expense	$	—		$	—		$	—
Effective tax rate		0.00	%		0.00	%		0.00	%

Deferred tax assets and liabilities of the Company’s TRS were as follows (in thousands):

	For the Year Ended December 31,
	2023			2022
Deferred tax assets(A)	$	36,056		$	37,735
Deferred tax liabilities		(139	)		(142	)
Valuation allowance		(35,917	)		(37,593	)
Net deferred tax asset	$	—		$	—

(A)At December 31, 2023, primarily attributable to $20.5 million of net operating losses and $9.8 million of book/tax differences in joint venture investments. At December 31, 2022, primarily attributable to $21.6 million of net operating losses, $10.2 million of book/tax differences in joint venture investments. The TRS net operating loss carryforwards will expire in varying amounts between the years 2024 and 2035, except for approximately $6.8 million and $6.1 million in 2023 and 2022, respectively, that does not expire and is limited to 80% of taxable income.

Reconciliation of GAAP net income attributable to SITE Centers to taxable income is as follows (in thousands):

	For the Year Ended December 31,
	2023			2022			2021
GAAP net income attributable to SITE Centers	$	265,703		$	168,719		$	124,935
Book/tax differences		(57,471	)		(60,732	)		476
Taxable income before adjustments		208,232			107,987			125,411
Less: Net operating loss carryforward		(54,466	)		—			(28,576	)
Less: Capital gains		—			(7,664	)		—
Taxable income subject to the 90% dividend requirement	$	153,766		$	100,323		$	96,835

Cash dividends declared applicable to tax years ended December 31, 2023, 2022 and 2021, were in excess of taxable income.