UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ______________________________________ FORM 10-Q ______________________________________ ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2019 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ______ to ______ Commission File Number: 001-34789 (Hudson Pacific Properties, Inc.) Co ...

UDSON P A C I F I C PROPERTIES SUPPLEMENTAL INFORMATION THIRD QUARTER 2019 REIMAGINING NOW. TO CREATE WHAT'S NEXT. Hudson Pacific Properties, Inc. Supplemental Information | Third Quarter 2019 Forward-Looking Statements This Supplemental Information contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Future events and actual results, financial and otherwise, may differ materially ...

Financial Data and Key Metrics Changes - For Q2 2019, the company generated FFO of $0.48 per diluted share, up from $0.46 per diluted share a year ago, driven by higher occupancy and rental rates across both office and studio portfolios [30] - NOI at the 32 same-store office properties increased by 12.7% on a GAAP basis and 11.1% on a cash basis [31] - The company increased its full year same-store office cash NOI guidance from a midpoint of 3.5% to 4.5% [31][36] Business Line Data and Key Metrics Changes - The company signed over 500,000 square feet of office leases in Q2 2019, with GAAP and cash rent spreads of 48% and 27%, respectively [5] - The same-store studio NOI decreased by 8.1% on a GAAP basis and 9.3% on a cash basis, attributed to elevated fixed costs and lower production-related revenue [32][44] - The stabilized Los Angeles portfolio is 98.8% leased, while the stabilized San Francisco portfolio is 97.5% leased, both with in-place rents below market [18][20] Market Data and Key Metrics Changes - In Los Angeles, Class A vacancy dropped 310 basis points to 6.8%, with rents increasing by 2.2% to $60 per square foot [17] - San Francisco saw Class A vacancy drop 40 basis points to 2.5%, with rents increasing by 2.4% to $90 per square foot [20] - Silicon Valley experienced 2.8 million square feet of positive net absorption, marking the largest quarter of occupancy gains in the market's history [23] Company Strategy and Development Direction - The company is focusing on capital recycling and is actively looking for opportunities in Vancouver, particularly in partnership with Blackstone [11][60] - The company plans to commence construction on Washington 1000 in mid-2021, with expectations of strong leasing prospects [12][26] - The company aims to enhance its ESG platform and align it with its business strategy, as evidenced by the appointment of a Vice President of Sustainability and Social Impact [14] Management's Comments on Operating Environment and Future Outlook - Management remains bullish on the performance of office and studio portfolios, driven by the growth of tech and media tenants [38] - The company anticipates continued demand in the Peninsula and Silicon Valley markets, with no expected decline in the next 24 months [46][47] - Management highlighted the importance of long-term leases and elevated service levels to attract tenants, despite higher operating expenses [44][66] Other Important Information - The company closed sales of Campus Center improvements and land for a combined $148 million, applying proceeds to pay down its revolving credit facility [13][35] - The company is increasing and narrowing its full year 2019 FFO guidance range to $1.98 to $2.04 per diluted share [36] Q&A Session Summary Question: Decline in same-store NOI in the studio portfolio - Management explained that the decline was due to elevated fixed costs and lower production-related revenue, with a significant drop in other property-related revenue [44][45] Question: Outlook for Silicon Valley and Peninsula markets - Management expressed optimism about continued demand and rent growth in these markets, with no expected decline in the near future [46][47] Question: Update on development projects - Management provided updates on Cloud 10 and Sunset Gower, indicating that both projects would require substantial pre-leasing before breaking ground [53][54] Question: Relationship with Blackstone - Management confirmed a strong partnership with Blackstone, focusing on project-by-project opportunities in Vancouver and other markets [60] Question: Studio expansion and market opportunities - Management indicated interest in expanding studio operations beyond Vancouver, including potential markets like New York and Toronto [77] Question: Capital commitment for Bentall - Management outlined a three-year investment plan for Bentall, with an estimated spend of $25 million in the first year [80]

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ______________________________________ FORM 10-Q ______________________________________ ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2019 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ______ to ______ Commission File Number: 001-34789 (Hudson Pacific Properties, Inc.) Commiss ...

Financial Performance - Total revenues for Q1 2019 were $197,389,000, an increase of 13.3% compared to $174,118,000 in Q1 2018[25] - Net loss attributable to common stockholders for Q1 2019 was $(39,392,000), compared to net income of $48,577,000 in Q1 2018[25] - Basic and diluted net loss per share for Q1 2019 was $(0.26), down from earnings of $0.31 per share in Q1 2018[25] - Comprehensive loss attributable to common stockholders for Q1 2019 was $(47,219,000), compared to comprehensive income of $57,992,000 in Q1 2018[27] - For the three months ended March 31, 2019, Hudson Pacific Properties reported a net loss of $36,895,000 compared to a net income of $52,563,000 for the same period in 2018, representing a significant decline[40] - The company reported an impairment loss of $52,201,000 in Q1 2019[25] - Cash flows from operating activities increased to $89,446,000 in Q1 2019, up from $64,447,000 in Q1 2018, indicating improved operational cash generation[34] - The company reported depreciation and amortization expenses of $68.5 million for Q1 2019, up from $60.6 million in Q1 2018, indicating a 13.5% increase[50] - The company recognized an unrealized loss of $5,926,000 in other comprehensive income due to changes in the fair value of derivatives for the three months ended March 31, 2019[178] Assets and Liabilities - Total assets increased to $7,373,628,000 as of March 31, 2019, compared to $7,070,879,000 at December 31, 2018[22] - Total liabilities rose to $3,508,953,000 as of March 31, 2019, up from $3,117,793,000 at December 31, 2018[22] - The company's investment in real estate decreased to $6,990,420,000 as of March 31, 2019, down from $7,059,537,000 at the end of 2018[37] - The total unsecured and secured debt as of March 31, 2019, was $2.735 billion, compared to $2.640 billion as of December 31, 2018[110] - The Company has a total debt of $2,735.2 million, with $424.0 million due in the remaining part of 2019 and $365.1 million due in 2020[122] Cash and Cash Equivalents - Cash and cash equivalents were $52,445,000 as of March 31, 2019, slightly down from $53,740,000 at December 31, 2018[22] - Cash and cash equivalents decreased from $78.9 million at the beginning of Q1 2018 to $52.4 million at the end of Q1 2019[195] - The company had cash and cash equivalents of $66.1 million at the end of Q1 2019, down from $74.98 million at the end of Q1 2018, representing a decrease of about 11.5%[50] Revenue Streams - Office segment revenues increased to $175.9 million in Q1 2019 from $156.5 million in Q1 2018, while studio segment revenues rose to $21.5 million from $17.6 million[190] - Ancillary revenues for the Company were $8,086 thousand for the three months ended March 31, 2019, compared to $5,320 thousand for the same period in 2018[81] - Guest parking revenues increased to $6,447 thousand for the three months ended March 31, 2019, from $5,413 thousand in the prior year[81] Shareholder Information - The company paid dividends totaling $40,427,000 to common stock and unit-holders in Q1 2019, compared to $39,351,000 in Q1 2018[34] - The weighted average shares of common units outstanding were 155,120,144 for Q1 2019, slightly down from 156,195,100 in Q1 2018[40] - The basic weighted average common shares outstanding decreased to 154,396,159 in Q1 2019 from 155,626,055 in Q1 2018[170] - The company’s diluted weighted average common shares outstanding for Q1 2019 were 154,396,159, compared to 156,714,822 in Q1 2018[170] Debt and Financing - Proceeds from unsecured and secured debt in Q1 2019 amounted to $430.0 million, significantly higher than $130.0 million in Q1 2018[50] - The Company completed a public offering of $350 million of senior notes on February 27, 2019[113] - The operating partnership completed a public offering of $350.0 million in senior notes due April 1, 2029, with net proceeds of approximately $343.0 million used to repay outstanding borrowings[118] - The Company decreased outstanding borrowings on the unsecured revolving credit facility by $180.0 million during the three months ended March 31, 2019[117] Property and Development - Total properties in the company's portfolio as of March 31, 2019, included 52 office properties totaling 13,866,793 square feet and 3 studio properties totaling 1,224,403 square feet, amounting to a total of 15,091,196 square feet[53] - The Company has 683,090 square feet under redevelopment as of March 31, 2019[214] - Future development projects total 1,693,212 square feet, with several projects in Hollywood and West Los Angeles[214] - The company entered into an agreement to purchase the 1.45 million-square-foot Bentall Centre property in Vancouver, Canada, expected to close in Q2 2019[211] - The company anticipates the sale of the Campus Center property to close during Q2 2019, which includes both office property and developable land[215] Compliance and Governance - The Company was in compliance with its financial covenants as of March 31, 2019, maintaining required ratios across various metrics[132] - The Company has not established a liability for uncertain tax positions as of March 31, 2019[149] - The Company has assessed its tax positions for all open years and concluded that there are no material uncertainties to be recognized[150]

Part I [Business](index=5&type=section&id=ITEM%201.%20Business) Hudson Pacific Properties is a vertically integrated real estate company specializing in high-quality office and studio properties in key West Coast markets - As of December 31, 2018, the company's portfolio included approximately **13.9 million square feet** of office properties and **1.2 million square feet** of studio properties, with an additional **2.6 million square feet** of undeveloped density rights[20](index=20&type=chunk) - The company's business strategy focuses on investing in Class-A office and studio properties in innovation-centric submarkets, emphasizing value-add opportunities through repositioning and redevelopment[22](index=22&type=chunk) - The top 15 office tenants account for **37.2%** of total annualized office base rent, with Google, Inc. and Netflix, Inc. representing a combined **10.7%**[23](index=23&type=chunk) - The company operates through two segments: office and studio properties, with all business conducted across Northern and Southern California and the Pacific Northwest[30](index=30&type=chunk) - The company aims to reduce energy, water consumption, and greenhouse gas emissions by at least **10%** by 2025, compared to a 2016 baseline[46](index=46&type=chunk) [Risk Factors](index=11&type=section&id=ITEM%201A.%20Risk%20Factors) The company faces diverse risks, including geographic and tenant concentration, real estate market illiquidity, and challenges in maintaining REIT status - The company's portfolio is geographically concentrated in Northern and Southern California and the Pacific Northwest, increasing susceptibility to adverse local conditions[59](index=59&type=chunk) - A significant portion of rental revenue is derived from technology and media/entertainment tenants, exposing the company to industry-specific downturns[60](index=60&type=chunk) - As a REIT, the company must distribute at least **90%** of its net taxable income annually, potentially limiting internal capital for future needs and increasing reliance on external sources[66](index=66&type=chunk)[68](index=68&type=chunk) - The transition from LIBOR to alternative reference rates like SOFR after 2021 may adversely affect interest expense on the company's **$1.32 billion** of variable rate debt[75](index=75&type=chunk)[76](index=76&type=chunk) - Failure to maintain REIT status would result in significant adverse tax consequences, including federal corporate income tax and a four-year inability to re-elect REIT status[139](index=139&type=chunk) [Unresolved Staff Comments](index=29&type=section&id=ITEM%201B.%20Unresolved%20Staff%20Comments) The company reports no unresolved staff comments from the SEC - No unresolved staff comments were reported[156](index=156&type=chunk) [Properties](index=29&type=section&id=ITEM%202.%20Properties) As of December 31, 2018, the company's portfolio comprised 55 properties totaling **17.7 million square feet**, primarily office and studio, with significant tenant concentration in technology and media Portfolio Summary as of December 31, 2018 | Portfolio Segment | Number of Properties | Square Feet (sq. ft.) | Percent Leased (%) | | :--- | :--- | :--- | :--- | | **Office** | 52 | 13,853,401 | - | | - In-Service | 47 | 12,290,504 | 93.0% | | - Redevelopment/Development | 5 | 1,562,897 | - | | **Studio** | 3 | 1,224,403 | 91.9% (Avg) | | **Land** | - | 2,639,562 | - | | **Total** | **55** | **17,717,366** | - | Top 5 Office Tenants by Annualized Base Rent | Tenant | % of Office Portfolio Annualized Base Rent (%) | | :--- | :--- | | Google, Inc. | 6.3% | | Netflix, Inc. | 4.4% | | Square, Inc. | 3.4% | | Riot Games, Inc. | 3.0% | | Uber Technologies, Inc. | 3.0% | Office Portfolio Industry Diversification by Annualized Base Rent | Industry | % of Total (%) | | :--- | :--- | | Technology | 39.4% | | Media and Entertainment | 14.4% | | Legal | 8.9% | | Business Services | 8.8% | | Financial Services | 7.7% | | Other | 20.8% | - Approximately **9.0%** of the office portfolio's square footage, representing **10.2%** of annualized base rent, is scheduled to expire in 2019[183](index=183&type=chunk) [Legal Proceedings](index=37&type=section&id=ITEM%203.%20Legal%20Proceedings) The company is not currently involved in any material legal proceedings expected to adversely affect its operations - The company is not currently involved in any material legal proceedings[197](index=197&type=chunk) [Mine Safety Disclosures](index=37&type=section&id=ITEM%204.%20Mine%20Safety%20Disclosures) This item is not applicable to the company - This item is not applicable[198](index=198&type=chunk) Part II [Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities](index=38&type=section&id=ITEM%205.%20Market%20for%20Registrant%27s%20Common%20Equity%2C%20Related%20Stockholder%20Matters%20and%20Issuer%20Purchases%20of%20Equity%20Securities) The company's common stock trades on the NYSE, with a **$250.0 million** share repurchase program, and its five-year cumulative return outperformed the S&P 500 - The board authorized a **$250.0 million** share repurchase program, with **1,639,260 shares** repurchased in November 2018 at an average price of **$30.48**[204](index=204&type=chunk)[205](index=205&type=chunk) - There is no established public trading market for the operating partnership's common units[209](index=209&type=chunk) 5-Year Cumulative Total Return Comparison (2013-2018) | Index | 12/31/13 | 12/31/18 | Cumulative Return (%) | | :--- | :--- | :--- | :--- | | Hudson Pacific Properties, Inc. | $100.00 | $150.57 | 50.57% | | S&P 500 | $100.00 | $150.33 | 50.33% | | MSCI US REIT | $100.00 | $145.55 | 45.55% | | SNL U.S. REIT Office | $100.00 | $119.86 | 19.86% | [Selected Financial Data](index=41&type=section&id=ITEM%206.%20Selected%20Financial%20Data) In 2018, total office revenues slightly decreased to **$652.5 million**, while studio revenues increased to **$75.9 million**, and net income rose to **$111.8 million** Selected Financial Data (in thousands) | Metric | 2018 ($ thousands) | 2017 ($ thousands) | 2016 ($ thousands) | | :--- | :--- | :--- | :--- | | **Statements of Operations Data** | | | | | Total office revenues | $652,517 | $667,110 | $593,236 | | Total studio revenues | $75,901 | $61,029 | $46,403 | | Net income (loss) | $111,781 | $94,561 | $43,758 | | **Per Share Data** | | | | | Net income (loss) attributable to common stockholders—diluted | $0.63 | $0.44 | $0.25 | | Dividends declared per common share | $1.000 | $1.000 | $0.800 | | **Balance Sheet Data (End of Period)** | | | | | Total assets | $7,070,879 | $6,622,070 | $6,678,998 | | Unsecured and secured debt, net | $2,623,835 | $2,421,380 | $2,688,010 | [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=43&type=section&id=ITEM%207.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) In 2018, the company executed strategic acquisitions and dispositions, resulting in a **2.9%** decrease in Net Operating Income to **$460.7 million** and **$292.9 million** in Funds from Operations - During 2018, the company acquired **916,701 square feet** of properties for **$521.0 million** and disposed of **815,226 square feet** of office properties for **$464.8 million**, realizing **$43.3 million** in gains[235](index=235&type=chunk)[239](index=239&type=chunk) Net Operating Income (NOI) Reconciliation (in thousands) | | Year Ended Dec 31, 2018 ($ thousands) | Year Ended Dec 31, 2017 ($ thousands) | $ Change (thousands) | % Change (%) | | :--- | :--- | :--- | :--- | :--- | | **Net Income** | **$111,781** | **$94,561** | **$17,220** | **18.2%** | | Adjustments | 348,927 | 380,071 | (31,144) | (8.2)% | | **NOI** | **$460,708** | **$474,632** | **($13,924)** | **(2.9)%** | | Same-store NOI | $294,441 | $289,087 | $5,354 | 1.9% | | Non-same-store NOI | $166,267 | $185,545 | ($19,278) | (10.4)% | - The **2.9%** decrease in total NOI was primarily due to a **$25.6 million** decline in non-same-store office NOI from property sales and redevelopments, partially offset by increases in same-store office and total studio NOI[295](index=295&type=chunk) Funds From Operations (FFO) Reconciliation (in thousands) | | 2018 ($ thousands) | 2017 ($ thousands) | | :--- | :--- | :--- | | Net income | $111,781 | $94,561 | | Adjustments | 181,142 | 211,495 | | **FFO to Common Stockholders and Unitholders** | **$292,923** | **$306,056** | - As of December 31, 2018, the company held **$53.7 million** in cash and cash equivalents, with **$200.0 million** remaining borrowing capacity under its **$600.0 million** unsecured revolving credit facility[343](index=343&type=chunk)[346](index=346&type=chunk) [Quantitative and Qualitative Disclosures About Market Risk](index=65&type=section&id=ITEM%207A.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) The company's primary market risk is interest rate fluctuations, with **$1.32 billion** in variable-rate debt partially hedged by interest rate swaps - The company's main market risk stems from interest rate fluctuations, which it manages using derivative instruments like interest rate swaps[364](index=364&type=chunk) Debt Profile as of December 31, 2018 (in thousands) | Debt Type | Carrying Value ($ thousands) | | :--- | :--- | | Variable rate | $1,319,501 | | - *Effectively fixed via swaps* | *$839,500* | | Fixed rate | $1,320,232 | | **Total Unsecured and Secured Debt** | **$2,639,733** | - A **100 basis point (1.0%)** increase in the one-month LIBOR would increase annual interest expense by approximately **$4.8 million**[369](index=369&type=chunk) [Financial Statements and Supplementary Data](index=66&type=section&id=ITEM%208.%20Financial%20Statements%20and%20Supplementary%20Data) This section refers to the consolidated financial statements listed in Part IV, Item 15(a) of the report - This item refers to the consolidated financial statements listed in Part IV, Item 15(a) of the Form 10-K[370](index=370&type=chunk) [Changes in and Disagreements With Accountants on Accounting and Financial Disclosure](index=66&type=section&id=ITEM%209.%20Changes%20in%20and%20Disagreements%20With%20Accountants%20on%20Accounting%20and%20Financial%20Disclosure) This item is not applicable to the company - This item is not applicable[371](index=371&type=chunk) [Controls and Procedures](index=66&type=section&id=ITEM%209A.%20Controls%20and%20Procedures) Management concluded that disclosure controls and internal control over financial reporting were effective as of December 31, 2018, with no material changes during the fourth quarter - Management concluded that disclosure controls and procedures for both Hudson Pacific Properties, Inc. and its operating partnership were effective as of the report period end[375](index=375&type=chunk)[378](index=378&type=chunk) - No material changes occurred in internal control over financial reporting during the fourth quarter of 2018[379](index=379&type=chunk)[380](index=380&type=chunk) - Management assessed the company's internal control over financial reporting as effective based on the COSO 2013 framework, a conclusion audited and confirmed by Ernst & Young LLP[383](index=383&type=chunk)[388](index=388&type=chunk) [Other Information](index=68&type=section&id=ITEM%209B.%20Other%20Information) This item is not applicable to the company - This item is not applicable[389](index=389&type=chunk) Part III [Directors, Executive Officers and Corporate Governance](index=69&type=section&id=ITEM%2010.%20Directors%2C%20Executive%20Officers%20and%20Corporate%20Governance) Information for this item is incorporated by reference from the company's 2019 Annual Meeting of Stockholders proxy statement - Information is incorporated by reference from the definitive proxy statement for the 2019 Annual Meeting of Stockholders[392](index=392&type=chunk) [Executive Compensation](index=69&type=section&id=ITEM%2011.%20Executive%20Compensation) Information for this item is incorporated by reference from the company's 2019 Annual Meeting of Stockholders proxy statement - Information is incorporated by reference from the definitive proxy statement for the 2019 Annual Meeting of Stockholders[393](index=393&type=chunk) [Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters](index=69&type=section&id=ITEM%2012.%20Security%20Ownership%20of%20Certain%20Beneficial%20Owners%20and%20Management%20and%20Related%20Stockholder%20Matters) Information for this item is incorporated by reference from the company's 2019 Annual Meeting of Stockholders proxy statement - Information is incorporated by reference from the definitive proxy statement for the 2019 Annual Meeting of Stockholders[394](index=394&type=chunk) [Certain Relationships and Related Transactions, and Director Independence](index=69&type=section&id=ITEM%2013.%20Certain%20Relationships%20and%20Related%20Transactions%2C%20and%20Director%20Independence) Information for this item is incorporated by reference from the company's 2019 Annual Meeting of Stockholders proxy statement - Information is incorporated by reference from the definitive proxy statement for the 2019 Annual Meeting of Stockholders[395](index=395&type=chunk) [Principal Accountant Fees and Services](index=69&type=section&id=ITEM%2014.%20Principal%20Accountant%20Fees%20and%20Services) Information for this item is incorporated by reference from the company's 2019 Annual Meeting of Stockholders proxy statement - Information is incorporated by reference from the definitive proxy statement for the 2019 Annual Meeting of Stockholders[396](index=396&type=chunk) Part IV [Exhibits, Financial Statement Schedules](index=70&type=section&id=ITEM%2015.%20Exhibits%2C%20Financial%20Statement%20Schedules) This section lists consolidated financial statements and a comprehensive array of exhibits filed with the Form 10-K - This section includes consolidated financial statements for both Hudson Pacific Properties, Inc. and Hudson Pacific Properties, L.P., along with Schedule III - Real Estate and Accumulated Depreciation[399](index=399&type=chunk) - A detailed list of exhibits is provided, including corporate governance documents, debt agreements, material contracts, and executive compensation plans[400](index=400&type=chunk) [Form 10-K Summary](index=73&type=section&id=ITEM%2016.%20Form%2010-K%20Summary) This item is not applicable to the company - This item is not applicable[406](index=406&type=chunk)