Curbline Properties美股招股说明书(2026-06-02版)

Curbline Properties Corp. (the “Company”) has entered into an ATM Equity Offering Sales Agreement, dated June2, 2026 (the “Equity Sales Agreement”), with Jefferies LLC, BNY Mellon CapitalMarkets, LLC, BofA Securities, Inc., BTIG, LLC, Capital One Securities, Inc., Goldman Sachs& Co. LLC, KeyBanc Capital Markets Inc., Morgan Stanley& Co. LLC, Nomura Securities International,Inc., StoneX Financial Inc. and Wells Fargo Securities, LLC, as sales agents (except in the case of Nomura Securities International, Inc. and StoneX Financial Inc.), principals (except in the case ofNomura Securities International, Inc. and StoneX Financial Inc.) and/or Forward Sellers (as defined below) (except in the case of BTIG, LLC and Capital One Securities, Inc.) (in any such capacity, each,an “Agent,” and, collectively, the “Agents”) and the Forward Purchasers (as defined below), relating to shares of its common stock, $0.01 par value per share (“common stock”), offered by this prospectussupplement and the accompanying prospectus pursuant to a continuous offering program. In accordance with the terms of the Equity Sales Agreement, an aggregate gross sales price of up to $400millionof shares of our common stock may be offered and sold from time to time through the Agents, as our sales agents or, if applicable, as Forward Sellers (as defined below), or directly to the Agents, asprincipals. In connection with the entry into the Equity Sales Agreement, the Company’s “at-the-market” equity offering program pursuant to the Company’s prior equity sales agreement, dated as ofOctober1, 2025 (the “Prior Equity Sales Agreement”), was terminated. As of its termination, shares of common stock having an aggregate offering price of approximately $7.1million were not sold underthe Prior Equity Sales Agreement. In addition, shares of common stock having an aggregate offering price of approximately $199.9million are subject to outstanding forward sale agreements entered intopursuant to the Prior Equity Sales Agreement that will remain outstanding following its termination in accordance with the terms of such forward sale agreements. There are certain restrictions on transfer and ownership of our common stock intended to, among other things, preserve our qualification as a real estate investment trust (“REIT”) for federal incometax purposes. See “Description of Capital Stock—Restrictions on Ownership and Transfer” in the accompanying prospectus. Sales of shares of our common stock, if any, under this prospectus supplement and the accompanying prospectus may be made in (1)negotiated transactions, which may include block trades, as theCompany and such Agent may agree or (2) “at-the-market” offerings (as defined in Rule 415 under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (the“Securities Act”)) by means of ordinary brokers’ transactions on the New York Stock Exchange (the “NYSE”) or otherwise at market prices prevailing at the time of sale, at prices related to prevailingmarket prices or at negotiated prices, by privately negotiated transactions (including block sales) or by any other methods permitted by applicable law. The Agents are not required to sell any specificnumber or dollar amount of shares of our common stock, but will use their commercially reasonable efforts as our sales agents or as Forward Sellers and subject to the terms of the Equity SalesAgreement, to sell the shares of our common stock offered by this prospectus supplement, as instructed by us. The Equity Sales Agreement contemplates that, in addition to the issuance and sale by us of shares of our common stock to or through the Agents acting as our agents, we may enter into one or moreseparate forward sale agreements (each, a “forward sale agreement” and, collectively, the “forward sale agreements”), with certain of the Agents (or affiliates thereof) (in such capacity, each, a “ForwardPurchaser” and, collectively, the “Forward Purchasers”). If we enter into a forward sale agreement with any Forward Purchaser, we expect that such Forward Purchaser or one of its affiliates will attemptto borrow from third parties and sell, through the relevant Agent, acting as sales agent for such Forward Purchaser (in such capacity, a “Forward Seller”), shares of our common stock to hedge suchForward Purchaser’s exposure under such forward sale agreement. Each Forward Purchaser will be either one of the Agents or an affiliate thereof, and, unless otherwise expressly stated or the contextotherwise requires, references herein to the “related” or “relevant” Forward Purchaser mean, with respect to any Agent, the affiliate of such Agent that is acting as Forward Purchaser or, if applicable, suchAgent acting in its capacity as Forward Purchaser. We will not receive any proceeds from any sale of borrowed shares of our common stock through an Agent, as Forward Seller, and all such proceeds willbe paid to the relevant Forward Purchaser (or an affiliate th