Seritage Growth Properties-A 2025年度报告

For the fiscal year ended December 31, 2025Commission file number 001-37420 SERITAGE GROWTH PROPERTIES(Exact name of registrant as specified in its charter) Securities registered pursuant to Section 12(b) of the Act: Securities registered pursuant to Section 12(g) of the Act: None. Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes☐No☒ Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes☐No☒ Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the SecuritiesExchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file suchreports), and (2) has been subject to such filing requirements for the past 90 days. Yes☒No☐ Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submittedpursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter periodthat the registrant was required to submit such files). Yes☒No☐ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer a smallerreporting company or an emerging growth company. See the definitions of“large accelerated filer,”“accelerated filer,”“smallerreporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act: If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period forcomplying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.☐ Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of theeffectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b))by the registered public accounting firm that prepared or issued its audit report.☐ If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of theregistrant included in the filing reflect the correction of an error to previously issued financial statements.☐ Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b)☐ Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes☐No☒ On June 30, 2025, the last business day of the most recently completed second quarter of the registrant, the aggregate marketvalue of the voting and non-voting common equity held by non-affiliates of the registrant was approximately $132,000,000 basedupon the closing price of $3.08 of the common stock as reported on the New York Stock Exchange on such date. As of March 30, 2026, the registrant had the following common shares outstanding: ClassClass A common shares of beneficial interest, par value $0.01 per share DOCUMENTS INCORPORATED BY REFERENCE Portions of Seritage Growth Properties’ Proxy Statement for its 2026 Annual Meeting of Shareholders are incorporated byreference into Part III of this Annual Report on Form 10-K. PART IItem 1. BusinessRisk FactorsUnresolved Staff CommentsCybersecurityPropertiesLegal ProceedingsMine Safety Disclosures Item 1A.Item 1B.Item 1C.Item 2.Item 3.Item 4.PART II Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity SecuritiesReservedManagement’s Discussion and Analysis of Financial Condition and Results of OperationsQuantitative and Qualitative Disclosures About Market RiskFinancial Statements and Supplementary DataChanges in and Disagreements with Accountants on Accounting and Financial DisclosureControls and ProceduresOther InformationDisclosure Regarding Foreign Jurisdictions that Prevent Inspections Directors, Executive Officers, and Corporate GovernanceExecutive CompensationSecurity Ownership of Certain Beneficial Owners and Management and Related Stockholder MattersCertain Relationships and Related Transactions, and Director IndependencePrincipal Accounting Fees and Services Exhibits and Financial Statement ScheduleForm 10-K SummarySignatures CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS This Annual Report on Form 10-K (the “Annual Report”) of Seritage Growth Properties contains statements that constitute forward-looking statementswithin the meaning of the federal securities laws. Any statements that do not relate to historical or current facts or matters are forward-lookingstatements. You can identify forward-looking statements by the use of forward-looking terminology such as “believ