0000946155tiaareal:SixthAndMainSeniorLoanMemberus-gaap:LoansReceivableMember2023-01-012023-03-31


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(Mark One)
ý☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2017March 31, 2023.
OR
o☐ 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: 33-92990; 333-216849333-263515

TIAA REAL ESTATE ACCOUNT
(Exact name of registrant as specified in its charter)
NEW YORK
New YorkNOT APPLICABLE
(State or other jurisdiction(I.R.S. Employer Identification No.)
C/O TEACHERS INSURANCE AND ANNUITY ASSOCIATION OF AMERICA
730 Third Avenue10017-3206
New York, New York(Zip code)
(Address of principal executive offices)
(State or other jurisdiction
of incorporation or organization)
NOT APPLICABLE
(I.R.S. Employer Identification No.)
C/O TEACHERS INSURANCE AND
ANNUITY ASSOCIATION OF AMERICA
730 THIRD AVENUE
NEW YORK, NEW YORK 10017-3206
(Address of principal executive offices, including zip code)(212) 490-9000
Registrant’s telephone number, including area code: (212) 490-9000code
NOT APPLICABLE
(Former name, former address and former fiscal year, if changed since last report)
Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading Symbol(s)Name of each exchange of which registered
NONE
Indicate by check mark whether the Registrantregistrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrantregistrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.
YES ý  NO oYes ☒  No ☐
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).
YES ý  NO oYes ☒  No ☐
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and "emerging growth company" in Rule 12b-2 of the Exchange Act.
Large accelerated filer☐Accelerated filer☐
Non-accelerated filer☒Smaller Reporting Company☐
Large accelerated filer o
Accelerated filer o
Non-accelerated filer ý (Do not check if a smaller reporting company)
Smaller Reporting Company o
Emerging Growth Companyo
☐
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. o☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).
YES o  NO ýYes ☐  No ☒





TABLE OF CONTENTS
Page
Part IFinancial InformationPage
Part IFinancial Information
Item 1.Unaudited Consolidated Financial Statements
3
4
5
6
7
24
25
Item 2.Management's Discussion and Analysis of the Account's Financial Condition and Results of Operations39
30
Item 3.Quantitative and Qualitative Disclosures about Market Risk59
45
Item 4.Controls and Procedures60
47
Part IIOther Information
Item 1.Legal Proceedings61
47
Item 1A.Risk Factors61
47
Item 2.Unregistered Sales of Equity Securities and Use of Proceeds61
48
Item 3.Defaults Upon Senior Securities61
48
Item 4.Mine Safety Disclosures61
48
Item 5.Other Information61
48
Item 6.Exhibits62
49
Signatures63
52







PART I. FINANCIAL INFORMATION

ITEM 1. UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

TIAA REAL ESTATE ACCOUNT
CONSOLIDATED STATEMENTS OF ASSETS AND LIABILITIES
(Unaudited)
(In millions, except per accumulation unit amounts)
March 31,December 31,
20232022
ASSETS
Investments, at fair value:
Real estate properties
(cost: $14,424.5 and $14,323.2)
$20,057.9 $20,444.0 
       Real estate joint ventures
       (cost: $5,789.4 and $5,738.1)
6,762.1 7,103.6 
       Real estate funds
       (cost: $815.2 and $787.7)
931.9 893.4 
       Real estate operating business
       (cost: $355.0 and $355.0)
636.0 641.9 
Marketable securities
(cost: $1,273.4 and $2,077.1)
1,255.3 2,030.2 
Loans receivable
(principal: $1,549.2 and $1,546.0)
1,378.9 1,418.7 
Loans receivable with related parties
(principal: $71.3 and $69.9)
71.3 69.9 
Total investments
(cost: $24,278.0 and $24,897.0)
$31,093.4 $32,601.7 
Cash and cash equivalents177.9 72.4 
Due from investment manager2.3 — 
Other337.2 359.5 
TOTAL ASSETS$31,610.8 $33,033.6 
LIABILITIES
 Loans payable, at fair value
(principal outstanding: $2,222.1 and $2,168.7)
2,129.9 2,069.7 
Other unsecured debt, at fair value
(principal outstanding: $1,000.0 and $1,000.0)
960.0 953.1 
Due to investment manager— 7.1 
Accrued real estate property expenses282.8 291.8 
Payable for securities purchased138.3 — 
Other49.5 53.8 
TOTAL LIABILITIES$3,560.5 $3,375.5 
COMMITMENTS AND CONTINGENCIES
NET ASSETS
Accumulation Fund27,441.1 29,025.7 
Annuity Fund609.2 632.4 
TOTAL NET ASSETS$28,050.3 $29,658.1 
NUMBER OF ACCUMULATION UNITS OUTSTANDING50.5 52.1 
NET ASSET VALUE, PER ACCUMULATION UNIT$543.524 $556.923 
 September 30, December 31,
 2017 2016
 (Unaudited)   
ASSETS     
Investments, at fair value:     
Real estate properties
(cost: $12,944.7 and $12,818.1)		$15,654.2
  $15,452.8
 
       Real estate joint ventures and limited partnerships
(cost: $4,540.2 and $4,530.4)
5,816.1
  5,759.9
 
Marketable securities:     
Real estate-related
(cost: $889.5 and $883.9)		1,121.0
(1) 
 1,081.5
(1) 
Other
(cost: $4,293.3 and $4,054.0)		4,293.4
  4,053.8
 
Loans receivable
(cost: $296.5 and $294.8)		298.8
  295.7
 
Total investments
(cost: $22,964.2 and $22,581.2)		27,183.5
  26,643.7
 
Cash and cash equivalents6.8
  3.0
 
Due from investment manager4.8
  5.9
 
Other227.6
(2) 
 332.6
(2) 
TOTAL ASSETS27,422.7
  26,985.2
 
LIABILITIES     
   Mortgage loans payable, at fair value
(principal outstanding: $2,284.8 and $2,316.5)
2,311.0
  2,332.1
 
Accrued real estate property expenses211.7
  202.2
 
Payable for collateral for securities loaned5.6
  93.0
 
Other54.6
  53.2
 
TOTAL LIABILITIES2,582.9
  2,680.5
 
COMMITMENTS AND CONTINGENCIES
  
 
NET ASSETS     
Accumulation Fund24,333.5
  23,813.5
 
Annuity Fund506.3
  491.2
 
TOTAL NET ASSETS$24,839.8
  $24,304.7
 
NUMBER OF ACCUMULATION UNITS OUTSTANDING61.9
  62.4
 
NET ASSET VALUE, PER ACCUMULATION UNIT$393.257
  $381.636
 

(1)Includes securities loaned of $5.5 million at September 30, 2017 and $91.2 million at December 31, 2016.
(2) Includes cash collateral for securities loaned of $5.6 million at September 30, 2017 and $93.0 million at December 31, 2016.


See notes to the consolidated financial statements

3

TIAA REAL ESTATE ACCOUNT
CONSOLIDATED STATEMENTS OF OPERATIONS
(In millions)millions, Unaudited)
(Unaudited)
For the Three Months Ended March 31,
20232022
INVESTMENT INCOME
Real estate income, net:
Rental income$334.5 $303.7 
Real estate property level expenses and taxes:
Operating expenses79.4 73.6 
Real estate taxes53.4 51.7 
Interest expense23.2 19.6 
Total real estate property level expenses and taxes156.0 144.9 
Real estate income, net178.5 158.8 
Income from real estate joint ventures53.3 60.5 
Income from real estate funds6.6 6.0 
Interest40.3 20.7 
Other— 0.8 
TOTAL INVESTMENT INCOME278.7 246.8 
Expenses:
Investment management charges21.8 22.5 
Administrative charges11.9 13.5 
Distribution charges4.8 7.3 
Mortality and expense risk charges— 0.4 
Liquidity guarantee charges19.9 22.7 
Interest expense11.4 1.3 
TOTAL EXPENSES69.8 67.7 
INVESTMENT INCOME, NET208.9 179.1 
NET REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS AND DEBT
Net realized gain (loss) on investments:
Real estate properties— (8.4)
Real estate joint ventures— 50.9 
Marketable securities(19.1)(1.0)
Net realized (loss) gain on investments(19.1)41.5 
Net change in unrealized gain (loss) on:
Real estate properties(487.4)1,212.4 
Real estate joint ventures(377.3)71.9 
Real estate funds11.0 (9.4)
Real estate operating business(5.9)60.4 
Foreign currency exchange on forward contracts(0.5)— 
Marketable securities28.7 (28.6)
Loans receivable(43.0)1.0 
Loans payable(6.8)3.7 
Other unsecured debt(6.9)— 
Net change in unrealized (loss) gain on investments and debt(888.1)1,311.4 
NET REALIZED AND UNREALIZED (LOSS) GAIN ON INVESTMENTS AND DEBT(907.2)1,352.9 
NET (DECREASE) INCREASE IN NET ASSETS RESULTING FROM OPERATIONS$(698.3)$1,532.0 

 For the Three Months Ended September 30, For the Nine Months Ended September 30,
2017 2016 2017 2016
INVESTMENT INCOME       
Real estate income, net:       
Rental income$267.9
 $257.4
 $791.6
 $755.9
Real estate property level expenses and taxes:       
Operating expenses56.9
 54.8
 164.9
 163.5
Real estate taxes43.2
 40.4
 127.3
 116.9
Interest expense22.5
 22.4
 67.3
 63.3
Total real estate property level expenses and taxes122.6
 117.6
 359.5
 343.7
Real estate income, net145.3
 139.8
 432.1
 412.2
Income from real estate joint ventures and limited partnerships60.9
 33.5
 154.3
 111.8
Interest15.9
 6.3
 37.6
 17.8
Dividends7.9
 9.2
 15.7
 19.9
TOTAL INVESTMENT INCOME230.0
 188.8
 639.7
 561.7
Expenses:       
Investment management charges15.5
 17.6
 52.9
 51.8
Administrative charges14.7
 17.0
 46.0
 48.4
Distribution charges6.4
 7.2
 19.6
 21.3
Mortality and expense risk charges0.3
 0.3
 0.9
 0.9
Liquidity guarantee charges12.5
 10.2
 34.5
 28.1
TOTAL EXPENSES49.4
 52.3
 153.9
 150.5
INVESTMENT INCOME, NET180.6
 136.5
 485.8
 411.2
NET REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS AND MORTGAGE LOANS PAYABLE       
Net realized gain (loss) on investments:       
Real estate properties75.2
 16.4
 58.4
 26.5
Real estate joint ventures and limited partnerships(8.6) 0.2
 (8.6) 0.4
Marketable securities2.6
 3.1
 15.3
 21.6
Net realized gain on investments69.2
 19.7
 65.1
 48.5
Net change in unrealized appreciation (depreciation) on:       
Real estate properties(9.4) 36.9
 74.8
 242.2
Real estate joint ventures and limited partnerships26.9
 24.3
 88.7
 152.3
Marketable securities2.2
 (26.0) 34.2
 84.2
Loans receivable1.4
 0.1
 1.4
 0.1
Mortgage loans payable(4.1) (29.1) (10.6) (54.8)
Net change in unrealized appreciation on
investments and mortgage loans payable
17.0
 6.2
 188.5
 424.0
NET REALIZED AND UNREALIZED GAIN ON INVESTMENTS AND MORTGAGE LOANS PAYABLE86.2
 25.9
 253.6
 472.5
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS$266.8
 $162.4
 $739.4
 $883.7


See notes to the consolidated financial statements

4

TIAA REAL ESTATE ACCOUNT
CONSOLIDATED STATEMENTS OF CHANGES IN NET ASSETS
(In millions)millions, Unaudited)
(Unaudited)
For the Three Months Ended March 31,
20232022
FROM OPERATIONS
Investment income, net$208.9 $179.1 
Net realized (loss) gain on investments(19.1)41.5 
Net change in unrealized (loss) gain on investments and debt(888.1)1,311.4 
NET (DECREASE) INCREASE IN NET ASSETS RESULTING FROM OPERATIONS(698.3)1,532.0 
FROM PARTICIPANT TRANSACTIONS
Premiums510.6 808.4 
Annuity payments(14.4)(12.5)
Death benefits(37.3)(30.6)
Withdrawals(1,368.4)(598.3)
NET (DECREASE) INCREASE IN NET ASSETS RESULTING FROM PARTICIPANT TRANSACTIONS(909.5)167.0 
NET (DECREASE) INCREASE IN NET ASSETS(1,607.8)1,699.0 
NET ASSETS
Beginning of period29,658.1 28,072.0 
End of period$28,050.3 $29,771.0 

 For the Three Months Ended September 30, For the Nine Months Ended September 30,
2017 2016 2017 2016
FROM OPERATIONS       
Investment income, net$180.6
 $136.5
 $485.8
 $411.2
Net realized gain on investments69.2
 19.7
 65.1
 48.5
Net change in unrealized appreciation on investments and mortgage loans payable17.0
 6.2
 188.5
 424.0
NET INCREASE IN NET ASSETS RESULTING
FROM OPERATIONS
266.8
 162.4
 739.4
 883.7
FROM PARTICIPANT TRANSACTIONS       
Premiums552.4
 757.8
 1,980.6
 2,349.2
Annuity payments(10.8) (10.3) (32.3) (30.3)
Withdrawals and death benefits(777.5) (576.6) (2,152.6) (1,551.1)
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM PARTICIPANT TRANSACTIONS
(235.9) 170.9
 (204.3) 767.8
NET INCREASE IN NET ASSETS30.9
 333.3
 535.1
 1,651.5
NET ASSETS       
Beginning of period24,808.9
 23,678.2
 24,304.7
 22,360.0
End of period$24,839.8
 $24,011.5
 $24,839.8
 $24,011.5




















































See notes to the consolidated financial statements

5

TIAA REAL ESTATE ACCOUNT
CONSOLIDATED STATEMENTS OF CASH FLOWS
(In millions)millions, Unaudited)
(Unaudited)
 For the Three Months Ended March 31,
20232022
CASH FLOWS FROM OPERATING ACTIVITIES
Net (decrease) increase in net assets resulting from operations$(698.3)$1,532.0 
Adjustments to reconcile net changes in net assets resulting from operations to net cash used in operating activities:
Net realized loss (gain) on investments19.1 (41.5)
Net change in unrealized loss (gain) on investments and debt888.1 (1,311.4)
Purchase of real estate properties(0.3)(137.2)
Capital improvements on real estate properties(96.1)(84.8)
Proceeds from sales of real estate properties— 157.7 
Purchases of other real estate investments(66.1)(369.8)
Proceeds from sales of other real estate investments2.5 310.8 
Purchases and originations of loans receivable(11.0)(5.2)
Purchases and originations of loans receivable with related parties(1.5)— 
Proceeds from sales of loans receivable— 161.4 
Proceeds from payoffs of loans receivable7.9 8.2 
Decrease (Increase) in other investments784.6 (363.2)
Net change in due to/from investment manager(9.3)0.7 
(Increase) in receivable for securities sold— (4.8)
Increase in payable for securities purchased138.3 45.0 
Decrease in other assets13.8 20.3 
(Increase) in other liabilities(18.6)(35.0)
NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES953.1 (116.8)
CASH FLOWS FROM FINANCING ACTIVITIES
Mortgage loan proceeds received98.9 3.0 
Payments of mortgage loans(45.5)(41.8)
Premiums510.6 808.4 
Annuity payments(14.4)(12.5)
Death benefits(37.3)(30.6)
Withdrawals(1,368.4)(598.3)
NET CASH (USED IN) PROVIDED BY FINANCING ACTIVITIES(856.1)128.2 
NET INCREASE IN CASH, CASH EQUIVALENTS AND RESTRICTED CASH97.0 11.4 
CASH, CASH EQUIVALENTS AND RESTRICTED CASH
 Beginning of period cash, cash equivalents and restricted cash117.0 46.0 
 Net increase in cash, cash equivalents and restricted cash97.0 11.4 
 End of period cash, cash equivalents and restricted cash$214.0 $57.4 
SUPPLEMENTAL DISCLOSURES:
 Cash paid for interest$30.1 $21.9 
The following table provides a reconciliation of cash, cash equivalents and restricted cash reported within the Consolidated Statements of Assets and Liabilities that sum to the total of the same such amounts shown in the Consolidated Statements of Cash Flows (in millions):
 For the Nine Months Ended September 30,
2017 2016
CASH FLOWS FROM OPERATING ACTIVITIES   
Net increase in net assets resulting from operations$739.4
 $883.7
Adjustments to reconcile net changes in net assets resulting from operations to net cash provided by (used in) operating activities:   
Net realized gain on investments(65.1) (48.5)
Net change in unrealized appreciation on investments
and mortgage loans payable
(188.5) (424.0)
Purchase of real estate properties(298.4) (378.0)
Capital improvements on real estate properties(95.0) (125.2)
Proceeds from sale of real estate properties340.7
 152.9
Purchases of long term investments(342.5) (1,134.0)
Proceeds from long term investments376.3
 51.6
Increase in loans receivable(1.7) (69.0)
Increase in other investments(239.3) (203.8)
Change in due to (from) investment manager1.1
 (4.9)
(Increase) decrease in other assets105.0
 (121.4)
Increase (decrease) in other liabilities(74.5) 141.3
NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES257.5
 (1,279.3)
CASH FLOWS FROM FINANCING ACTIVITIES   
Mortgage loan proceeds received—
 563.5
Payments of mortgage loans(49.4) (34.7)
Premiums1,980.6
 2,349.2
Annuity payments(32.3) (30.3)
Withdrawals and death benefits(2,152.6) (1,551.1)
NET CASH (USED IN) PROVIDED BY FINANCING ACTIVITIES(253.7) 1,296.6
NET INCREASE IN CASH AND CASH EQUIVALENTS3.8
 17.3
CASH AND CASH EQUIVALENTS   
Beginning of period3.0
 11.9
End of period$6.8
 $29.2
SUPPLEMENTAL DISCLOSURES:   
Cash paid for interest$67.3
 $61.6
Debt assumed as part of real estate acquisition$17.7
 $—
 As of March 31,
20232022
Cash and cash equivalents$177.9 $34.9 
Restricted cash(1)
36.1 22.5 
TOTAL CASH, CASH EQUIVALENTS AND RESTRICTED CASH$214.0 $57.4 

(1) Restricted cash is included within other assets in the Consolidated Statements of Assets and Liabilities.











See notes to the consolidated financial statements

6

TIAA REAL ESTATE ACCOUNT
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)
Note 1—Organization and Significant Accounting Policies
Business: The TIAA Real Estate Account (“Account”) is an insurance separate account of Teachers Insurance and Annuity Association of America (“TIAA”) and was established by resolution of TIAA’s Board of Trustees (the “Board”) on February 22, 1995, under the insurance laws of the State of New York, for the purpose of funding variable annuity contracts issued by TIAA. The Account offers individual and group accumulating annuity contracts (with contributions made on a pre-tax or after-tax basis), as well as individual lifetime and term-certain variable payout annuity contracts (including the payment of death benefits to beneficiaries). Investors are entitled to transfer funds to or from the Account, and make withdrawals from the Account on a daily basis, under certain circumstances. Funds invested in the Account for each category of contract are expressed in terms of units, and unit values will fluctuate depending on the Account’s performance.
The investment objective of the Account is to seek favorable long-termtotal returns primarily through the rental income and appreciation of a diversified portfolio of directly held, private real estate investments and real estate-related investments owned by the Account.while offering investors guaranteed, daily liquidity. The Account holds real estate properties directly and through subsidiaries wholly-owned by TIAA for the sole benefit of the Account. The Account also holds limited interests in real estate joint ventures and limited partnerships,funds, as well as investments in loans receivable with commercial real estate properties as underlying collateral. Additionally, the Account invests in real estate-related and non-real estate-related publicly traded securities, cash and other instruments to maintain adequate liquidity levels for operating expenses, capital expenditures and to fund benefit payments (withdrawals, transfers and related transactions).
Interim Financial Information: The Consolidated Financial Statements wereof the Account as of March 31, 2023 and for the three months ended March 31, 2023 and 2022 are unaudited and include all adjustments necessary to present a fair statement of results for the interim periods presented. Results of operations for the interim periods are not necessarily indicative of results for the entire year. These Consolidated Financial Statements have been prepared in accordance with the applicable rules and regulations of the Securities and Exchange Commission (“SEC”). Accordingly, certain footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) have been condensed or omitted from this report pursuant to the rules of the SEC. As a result, these Consolidated Financial Statements should be read in conjunction with the audited Consolidated Financial Statements and notes thereto included in the Account’s Annual Report on Form 10-K for the year ended December 31, 2022 (“2022 Form 10-K”).
Use of Estimates: The Consolidated Financial Statements were prepared in accordance with GAAP, which requires the use of estimates made by management. Actual results may vary from those estimates and such differences may be material. The following is a summary of the significant accounting policies of the Account.
Basis of Presentation: The accompanying Consolidated Financial Statements include the Account and those subsidiaries wholly-owned by TIAA for the benefit of the Account. Certain prior period amounts have been reclassified for comparative purposes to conform to the current period financial statement presentation. These reclassifications had no effect on previously reported results of operations or cash flows. All significant intercompany accounts and transactions between the Account and such subsidiaries have been eliminated.
The Accumulation Unit Value (“AUV”) used for financial reporting purposes may differ from the AUV used for processing transactions. The AUV used for financial reporting purposes includes security and participant (or "contract owner") transactions effective through the period end date to which this report relates. Total return is computed based on the AUV used for processing transactions.
Determination of Investments at Fair Value: The Account reports all investments at fair value in accordance with the FinancialSignificant Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 946, Financial Services—Investment Companies. Further in accordance with the adoption of the fair value option allowed under ASC 825, Financial Instruments, and at the election of Account management, mortgage loans payable are reported at fair value. The FASB has defined fair value as the price that would be receivedPolicy Updates: There were no changes to sell an asset or paid to transfer a liability in an orderly transaction between market participants.
The following is a description of the valuation methodologies used to determine the fair value of the Account’s investments and investment related mortgage loans payable.
Valuation of Real Estate Properties—Investments in real estate properties are stated at fair value,significant accounting policies as determined in accordance with policies and procedures reviewed by the Investment Committee of the Board and in accordance with the responsibilities of the Board as a whole. Accordingly, the Account does not record depreciation. Determination of fair value involves significant levels of judgment because the actual fair value of real estate can be determined only by negotiation between the parties in a sales transaction.

The Account’s primary objective when valuing its real estate investments will be to produce a valuation that represents a reasonable estimate of the fair value of its investments. Implicitdescribed in the Account’s definition of fair value2022 Form 10-K.
Recent Accounting Pronouncements: In March 2023, the FASB issued ASU 2023-01—Leases (Topic 842): Common Control Arrangements. The amendments in this Update provide a practical expedient for private
7

companies and not-for-profit entities that are the consummation of a sale as of a specified date and the passing of title from seller to buyer under conditions whereby:
Buyer and seller are typically motivated;
Both parties are well informed or well advised, and acting in what they consider their best interests;
A reasonable time is allowed for exposure in the open market;
Payment is made in terms of cash or in terms of financial arrangements comparable thereto; and
The price represents the normal consideration for the property sold unaffected by special or creative financing or sales concessions granted by anyone associated with the sale.
Property and investment values are affected by, among other things, the availability of capital, occupancy rates, rental rates, and interest and inflation rates. As a result, determining real estate and investment values involves many assumptions. Key inputs and assumptions include rental income and expense amounts, related rental income and expense growth rates, capital expenditures, discount rates and capitalization rates. Valuation techniques include discounted cash flow analysis, prevailing market capitalization rates or multiples applied to earnings from the property, analysis of recent comparable sales transactions, actual sale negotiations and bona fide purchase offers received from third parties. Amounts ultimately realized from each investment may vary significantly from the fair value presented.
Real estate properties owned by the Account are initially valued based on an independent third party appraisal, as reviewed by TIAA’s internal appraisal staff and as applicable by the Account’s independent fiduciary at the time of the closing of the purchase. Such initial valuation may result in a potential unrealized gain or loss reflecting the difference between an investment’s fair value (i.e., exit price) and its cost basis (which is inclusive of transaction costs).
Subsequently, each property is appraised each quarter by an independent third party appraiser, reviewed by TIAA’s internal appraisal staff and as applicable the Account’s independent fiduciary. In general, the Account obtains appraisals of its real estate properties spread out throughout the quarter, which is intended to result in appraisal adjustments, and thus, adjustments to the valuations of its holdings (to the extent such adjustments are made) that happen regularly throughout each quarter and not on one specific day or month in each period.
Further, management reserves the right to order an appraisal and/or conduct another valuation outside of the normal quarterly process when facts or circumstances at a specific property change. For example, under certain circumstances a valuation adjustment could be made when the account receives a bona fide bid for the sale of a property held within the Account or one of the Account’s joint ventures. Adjustments may be made for events or circumstances indicating an impairment of a tenant’s ability to pay amounts due to the Account under a lease (including due to a bankruptcy filing of that tenant). Alternatively, adjustments may be made to reflect the execution or renewal of a significant lease. Also, adjustments may be made to reflect factors (such as sales values for comparable properties or local employment rate) bearing uniquely on a particular region in which the Account holds properties. TIAA’s internal appraisal staff oversees the entire appraisal process, in conjunction with the Account’s independent fiduciary (the independent fiduciary is more fully described in the following paragraph). Any differences in the conclusions of TIAA’s internal appraisal staff and the independent appraiser will be reviewed by the independent fiduciary, which will make a final determination on the matter (which may include ordering a subsequent independent appraisal).
The independent fiduciary, RERC, LLC, has been appointed by a special subcommittee of the Investment Committee of the Board to, among other things, oversee the entire appraisal process. The independent fiduciary must approve all independent appraisers used by the Account. All appraisals are performed in accordance with Uniform Standards of Professional Appraisal Practices, the real estate appraisal industry standards created by The Appraisal Foundation. Real estate appraisals are estimates of property values based on a professional’s opinion. Appraisals of properties held outside of the U.S. are performed in accordance with industry standards commonly applied in the applicable jurisdiction. These independent appraisers are always expected to be MAI-designated members of the Appraisal Institute (or its European equivalent, Royal Institute of Chartered Surveyors) and state certified appraisers from national or regional firms with relevant property type experience and market knowledge. Under the Account’s current procedures, each independent appraisal firm will be rotated off of a particular property at least every three years, although such appraisal firm may perform appraisals of other Account properties subsequent to such rotation.

Also, the independent fiduciary may require additional appraisals if factors or events have occurred that could materially change a property’s value (including those identified previously) and such change is not reflected in the quarterly valuation review, or otherwise to ensure that the Account is valued appropriately. The independent fiduciary must also approve any valuation change of real estate-related assets where a property’s value changed by more than 6% from the most recent independent annual appraisal, or if the value of the Account would change by more than 4% within any calendar quarter or more than 2% since the prior calendar month. When a real estate property is subject to a mortgage, the property is valued independently of the mortgage and the property and mortgage fair values are reported separately (see Valuation of Mortgage Loans Payable). The independent fiduciary reviews and approves all mortgage valuation adjustments before such adjustments are recorded by the Account. The Account continuesconduit bond obligors to use the revised valuewritten terms and conditions of a common control arrangement to determine: 1. Whether a lease exists and, if so, 2. The classification of and accounting for each real estate propertythat lease. The practical expedient may be applied on an arrangement-by-arrangement basis. If no written terms and mortgage loan payableconditions exist, an entity is prohibited from applying the practical expedient and must evaluate the enforceable terms and conditions to calculateapply Topic 842. In addition, the Account’s dailyASU requires all entities (that is, including public companies) to amortize leasehold improvements associated with common control leases over the useful life to the common control group. Lastly, leasehold improvements should be accounted for as a transfer between entities under common control through an adjustment to equity (or net asset value untilassets for not-for-profit entities) if, and when, the next valuation review or appraisal.
Valuation of Real Estate Joint Ventures—Real estate joint ventures are stated atlessee no longer controls the fair value of the Account’s ownership interestsuse of the underlying entities. The Account’s ownership interestsasset. Additionally, those leasehold improvements are valued based on the fair value of the underlying real estate, any related mortgage loans payable, and other factors, such as ownership percentage, ownership rights, buy/sell agreements, distribution provisions and capital call obligations. Upon the disposition of all real estate investments by an investee entity, the Account will continue to state its equity in the remaining net assets of the investee entity during the wind down period, if any, which occurs priorsubject to the dissolution of the investee entity.
Valuation of Real Estate Limited Partnerships—Limited partnership interestsimpairment guidance in Topic 360, Property, Plant, and Equipment. The amendments in this Update are stated at the fair value of the Account’s ownership in the partnership which are recorded based upon the changes in the net asset values of the limited partnerships as determined from the financial statements of the limited partnerships when received by the Account. Prior to the receipt of the financial statements from the limited partnerships, the Account estimates the value of its interest in good faith and will from time to time seek input from the issuer or the sponsor of the investments. Since market quotations are not readily available, the limited partnership interests are valued at fair value as determined in good faith by management under the direction of the Investment Committee of the Board and in accordance with the responsibilities of the Board as a whole.
Valuation of Marketable Securities—Equity securities listed or traded on any national market or exchange are valued at the last sale price as of the close of the principal securities market or exchange on which such securities are traded or, if there is no sale, at the mean of the last bid and asked prices on such market or exchange, exclusive of transaction costs.
Debt securities with readily available market quotations, other than money market instruments, are generally valued at the most recent bid price or the equivalent quoted yield for such securities (or those of comparable maturity, quality and type). Debt securities for which market quotations are not readily available, are valued at fair value as determined in good faith by the Investment Committee of the Board and in accordance with the responsibilities of the Board as a whole.
Short-term investments are valued in the same manner as debt securities, as described above.
Money market instruments are valued at amortized cost, which approximates fair value.
Equity and fixed income securities traded on a foreign exchange or in foreign markets are valued using their closing values under the valuation methods generally accepted in the country where traded, as of the valuation date. This value is converted to U.S. dollars at the exchange rate in effect on the valuation day. Under certain circumstances (for example, if there are significant movements in the U.S. markets and there is an expectation the securities traded on foreign markets will adjust based on such movements when the foreign markets open the next day), the Account may adjust the value of equity or fixed income securities that trade on a foreign exchange or market after the foreign exchange or market has closed.
Valuation of Loans Receivable (i.e., the Account as a creditor)—Loans receivable are stated at fair value and are initially valued at the face amount of the loan funding. Subsequently, loans receivable are valued at least quarterly by TIAA’s internal valuation department based on market factors, such as market interest rates and spreads for comparable loans, the liquidity for loans of similar characteristics, the performance of the underlying collateral (such as the loan-to-value ratio and the cash flow of the underlying collateral) and the credit quality of the counterparty. The independent

fiduciary reviews and approves all loan receivable valuation adjustments before such adjustments are recorded by the Account. The Account continues to use the revised value for each loan receivable to calculate the Account’s daily net asset value until the next valuation review.
Valuation of Mortgage Loans Payable (i.e., the Account as a debtor)—Mortgage loans payable are stated at fair value. The estimated fair values of mortgage loans payable are based on the amount at which the liability could be transferred to a third party exclusive of transaction costs. Mortgage loans payable are valued internally by TIAA’s internal valuation department, as reviewed by the Account’s independent fiduciary, at least quarterly based on market factors, such as market interest rates and spreads for comparable loans, the performance of the underlying collateral (such as the loan-to-value ratio and the cash flow of the underlying collateral), the liquidity for mortgage loans of similar characteristics, the maturity date of the loan, the credit quality of the Account and the return demands of the market.
See Note 4—Assets and Liabilities Measured at Fair Value on a Recurring Basis for further discussion and disclosure regarding the determination of the fair value of the Account’s investments.
Foreign Currency Transactions and Translation: Portfolio investments and other assets and liabilities denominated in foreign currencies are translated into U.S. dollars at the exchange rates prevailing at the end of the period. Purchases and sales of securities, income receipts and expense payments made in foreign currencies are translated into U.S. dollars at the exchange rates prevailing on the respective dates of the transactions. The effect of any changes in foreign currency exchange rates on portfolio investments and mortgage loans payable are included in net realized and unrealized gains and losses on real estate properties and mortgage loans payable. Net realized gains and losses on foreign currency transactions include disposition of foreign currencies, and currency gains and losses between the accrual and receipt dates of portfolio investment income and between the trade and settlement dates of portfolio investment transactions.
Accumulation and Annuity Funds: The accumulation fund represents the net assets attributable to participants in the accumulation phase of their investment (“Accumulation Fund”). The annuity fund represents the net assets attributable to the participants currently receiving annuity payments (“Annuity Fund”). The net increase or decrease in net assets from investment operations is apportioned between the funds based upon their relative daily net asset values. Once an Account participant begins receiving lifetime annuity income benefits, payment levels cannot be reduced as a result of the Account’s actual mortality experience. In addition, the contracts pursuant to which the Account is offered are required to stipulate the maximum expense charge for all Account level expenses that can be assessed, which is not to exceed 2.5% of average net assets per year. The Account pays a fee to TIAA to assume mortality and expense risks.
Accounting for Investments: The investments held by the Account are accounted for as follows:
Real Estate Properties—Rent from real estate properties consists of all amounts earned under tenant operating leases, including base rent, recoveries of real estate taxes and other expenses and charges for miscellaneous services provided to tenants. Rental income is recognized in accordance with the billing terms of the lease agreements. The Account bears the direct expenses of the real estate properties owned. These expenses include, but are not limited to, fees to local property management companies, property taxes, utilities, maintenance, repairs, insurance, and other operating and administrative costs. An estimate of the net operating income earned from each real estate property is accrued by the Account on a daily basis and such estimates are adjusted when actual operating results are determined.
Real Estate Joint Ventures—The Account has ownership interests in various real estate joint ventures (collectively, the “joint ventures”). The Account records its contributions as increases to its investments in the joint ventures, and distributions from the joint ventures are treated as income within income from real estate joint ventures and limited partnerships in the Account’s consolidated statements of operations. Distributions that are identified as returns of capital are recorded as a reduction to the cost basis of the investment, whereas distributions identified as capital gains or losses are recorded as realized gains or losses. Income distributions from the joint ventures are recorded based on the Account’s proportional interest of the income distributed by the joint ventures. Income earned but not yet distributed to the Account by the joint ventures is recorded as unrealized gains and losses.
Limited Partnerships—The Account has ownership interests in various private real estate funds (primarily limited partnerships) and a private real estate investment trust (collectively, the “limited partnerships”). The Account records its contributions as increases to the investments, and distributions from the investments are treated as income within

income from real estate joint ventures and limited partnerships in the Account’s consolidated statements of operations. Distributions that are identified as returns of capital are recorded as a reduction to the cost basis of the investment, whereas distributions identified as capital gains or losses are recorded as realized gains or losses. Unrealized gains and losses are recorded based upon the changes in the net asset values of the limited partnerships as determined from the financial statements of the limited partnerships when received by the Account. Prior to the receipt of the financial statements from the limited partnerships, the Account estimates the value of its interest in good faith and will from time to time seek input from the issuer or the sponsor of the investments. Changes in value based on such estimates are recorded by the Account as unrealized gains and losses.
Marketable Securities—Transactions in marketable securities are accounted for as of the date the securities are purchased or sold (trade date). Interest income is recorded as earned. Dividend income is recorded on the ex-dividend date within dividend income. Dividends that are identified as returns of capital are recorded as a reduction to the cost basis of the investment, whereas dividends identified as capital gains or losses are recorded as realized gains or losses. Realized gains and losses on securities transactions are accounted for on the specific identification method.
Loans Receivable—The Account has ownership interests in loans receivable. Loans receivable are stated at fair value and are initially valued at the face amount of the loan funding. Subsequently, loans receivable are valued at least quarterly by TIAA’s internal valuation department with changes in fair value flowing through unrealized gain (loss). Interest income from loans receivable is recognized using the effective interest method over the expected life of the loan. All loans receivable held to date were originated directly by the Account.
Realized and Unrealized Gains and Losses—Realized gains and losses are recorded at the time an investment is sold or a distribution is received in relation to an investment sale from a joint venture or limited partnership. Real estate transactions are accounted for as of the date on which the purchase or sale transactions for the real estate properties close (settlement date). The Account recognizes a realized gain on the sale of a real estate property to the extent that the contract sales price exceeds the cost-to-date of the property being sold. A realized loss occurs when the cost-to-date exceeds the sales price.
Unrealized gains and losses are recorded as the fair values of the Account’s investments are adjusted, and as discussed within the Real Estate Joint Ventures and Limited Partnerships sections above.
Net Assets—The Account’s net assets as of the close of each valuation day are valued by taking the sum of:
the value of the Account’s cash; cash equivalents, and short-term and other debt instruments;
the value of the Account’s other securities and other non-real estate assets;
the value of the individual real properties (based on the most recent valuation of that property) and other real estate-related investments owned by the Account;
an estimate of the net operating income accrued by the Account from its properties, other real estate-related investments and non-real estate-related investments (including short-term marketable securities) since the end of the prior valuation day; and
actual net operating income earned from the Account’s properties, other real estate-related investments and non-real estate-related investments (but only to the extent any such item of income differs from the estimated income accrued for on such investments),
and then reducing the sum by liabilities held within the Account, including the daily investment management fee, administration and distribution fees, mortality and expense fees, and the liquidity guarantee fee, and certain other expenses attributable to operating the Account. Daily estimates of net operating income are adjusted to reflect actual net operating income on a monthly basis, at which time such adjustments (if any) are reflected in the Account’s unit value.
After the end of every quarter, the Account reconciles the amount of expenses deducted from the Account (which is established in order to approximate the costs that the Account will incur) with the expenses the Account actually incurred. If there is a difference, the Account adds it to or deducts it from the Account in equal daily installments over the remaining days of the following quarter. Material differences may be repaid in the current calendar quarter. The Account’s at cost deductions are based on projections of Account assets and overall expenses, and the size of any

adjusting payments will be directly affected by the difference between management’s projections and the Account’s actual assets or expenses.
Income from Securities Lending: The Account may lend securities to qualified borrowers to generate additional income. When loaning securities, the Account retains the benefits of owning the securities, including the economic equivalent of dividends or interest generated by the securities. Cash collateral received for securities on loan is maintained exclusively in an interest-bearing deposit account. All income generated by the securities lending program is reflected within interest income on the consolidated statements of operations.
Cash and Cash Equivalents: Cash and cash equivalents are balances held by the Account in bank deposit accounts which, at times, exceed federally insured limits. The Account’s management monitors these balances to mitigate the exposure of risk due to concentration and has not experienced any losses from such concentration.
Other Assets and Other Liabilities: Other assets and other liabilities consist of operating assets and liabilities utilized and held at each individual real estate property investment. Other assets consist of, among other items, cash, tenant receivables and prepaid expenses; whereas other liabilities primarily consist of security deposits. Other assets also include cash collateral held for securities on loan.
Federal Income Taxes: Based on provisions of the Internal Revenue Code, Section 817, the Account is taxed as a segregated asset account of TIAA and as such, the Account incurs no material federal income tax attributable to the net investment activity of the Account. The Account’s federal income tax return is generally subject to examination for a period of three years after it is filed. State and local tax returns may be subject to examination for an additional period of time depending on the jurisdiction. Management has analyzed the Account’s tax positions taken for all open federal income tax years and has concluded that no provision for federal income tax is required in the Account’s Consolidated Financial Statements.
Restricted Cash: The Account held $41.8 million and $45.8 million as of September 30, 2017 and December 31, 2016, respectively, in escrow accounts for security deposits, as required by certain states, as well as property taxes, insurance, and various other property related matters as required by certain creditors related to outstanding mortgage loans payable collateralized by certain real estate investments. These amounts are recorded within other assets on the consolidated statements of assets and liabilities. See Note 6—Mortgage Loans Payable for additional information regarding the Account’s outstanding mortgage loans payable.
Changes in Net Assets: Premiums include premiums paid by existing accumulation unit holders in the Account and transfers into the Account. Withdrawals and death benefits include withdrawals out of the Account which include transfers out of the Account and required minimum distributions.
Due to/from Investment Manager: Due to/from investment manager represents amounts that are to be paid or received by TIAA on behalf of the Account. Amounts generally are paid or received by the Account within one or two business days and no interest is contractually charged on these amounts.
New Accounting Pronouncements: In May 2014, the FASB issued Accounting Standard Update 2014-09, Revenue from Contracts with Customers(“ASU 2014-09”). ASU 2014-09 supersedes all existing revenue recognition guidance and establishes a five-step model to measure and recognize revenue. ASU 2014-09 will be effective for fiscal years beginning after December 15, 2017 and the Account plans to adopt the new revenue guidance as of January 1, 2018. The Account has completed its initial scoping for the adoption of ASU 2014-09 and has determined that a limited number of asset management agreements will be in the scope of the new guidance. However, the revenue recognition patterns related to the services performed under the asset management agreements are not expected to be significantly different from the revenue recognition pattern under existing GAAP. For the adoption of ASU 2014-09, the Account is planning to utilize the modified retrospective adoption approach. Management is currently in the process of evaluating the final impact of the new standard.
In January 2016, the FASB issued ASU 2016-1 Financial Instruments (Topic 825)—Recognition and Measurement of Financial Assets and Financial Liabilities (“ASU 2016-1”). This ASU amends, among other items, certain aspects of the recognition, measurement, presentation, and disclosure of financial instruments. These amendments are effective for public business entities for fiscal years and interim periods within those fiscal years beginning after December 15,

2017. Management is currently assessing the impact of ASU 2016-1 on the Account’s Consolidated Financial Statements.
In February 2016, the FASB issued ASU 2016-2 Leases (Topic 842) (“ASU 2016-2”) which will supersede Topic 840, Leases. This ASU applies to all entities that enter into a lease. Lessees will be required to report assets and liabilities that arise from leases. Lessor accounting is expected to remain unchanged except in certain circumstances. This ASU is effective for public business entities for fiscal years beginning after December 15, 2018,2023, including all interim periods within those fiscal years. ManagementEarly adoption is currently assessing the impact of ASU 2016-2 on the Account’s Consolidated Financial Statements.
In August 2016, the FASB issued Accounting Standards Update 2016-15, Statement of Cash Flows (Topic 230) - Classification of Certain Cash Receiptspermitted for both interim and Cash Payments (“ASU 2016-15”). ASU 2016-15 clarifies how to present cash receipts and cash payments for certain activity in the Statement of Cash Flows. These amendments are effective for public business entities within those fiscal years beginning after December 15, 2017, and interim periods within those fiscal years and should be applied using a retrospective transition method to each period presented. Management is currently assessing the impact of ASU 2016-15 on the Account's Consolidated Financial Statements.
In November 2016, FASB issued Accounting Standards Update 2016-18, Statement of Cash Flows (Topic 230): Restricted Cash ("ASU 2016-18"). The statement of cash flows should present beginning-of-period and end-of-period total amounts that include cash and restricted cash. Transfers between cash and restricted cash will no longer be presented as operating, investing, or financing activities within the statement of cash flows. ASU 2016-18 is effective for annual financial statements issuedthat have not yet been made available for fiscal years beginning after December 15, 2017 and should be applied using a retrospective transition method to each period presented. Management is currently assessingissuance. If an entity adopts the impact of ASU 2016-18 on the Account's Consolidated Financial Statements.
In March 2017, the FASB issued ASU 2017-05, Other Income-Gains and Losses from the Derecognition of Nonfinancial Assets (Subtopic 610-20): Clarifying the Scope of Asset Derecognition Guidance and Accounting for Partial Sales of Nonfinancial Assets. The amendments in ASU 2017-05 clarify the scope and application of ASC 610-20 on the sale or transfer of nonfinancial assets and in substance nonfinancial assets to noncustomers, including partial sales. ASU 2017-05 is effective for public business entities for annual periods beginning after December 15, 2017, includingan interim periods within those annual periods. The amendments may be either retrospectively applied to each period, presented within the financial statements or by a cumulative-effect adjustment to retained earnings or net assetsit must adopt them as of the beginning of the fiscal year that includes that interim period. Management does not expect the guidance to materially impact the Account.
In March 2020, the FASB issued ASU 2020-04, Facilitation of adoption.the Effects of Reference Rate Reform on Financial Reporting (“ASU 2020-04”). The guidance provides optional expedients and exceptions for applying generally accepted accounting principles to contract modifications and hedging relationships, subject to meeting certain criteria, that reference the London Interbank Offered Rate ("LIBOR") or another reference rate expected to be discontinued. In December 2022, the FASB issued ASU 2022-06, Reference Rate Reform (Topic 848): Deferral of the Sunset Date of Topic 848 (“ASU 2022-06”). The amendments in ASU 2022-06 extend the period of time preparers can utilize the reference rate reform relief guidance. ASU 2022-06 is effective for all entities upon issuance. To ensure the relief in Topic 848 covers the period of time during which a significant number of modifications may take place, the ASU defers the sunset date of Topic 848 from December 31, 2022, to December 31, 2024, after which entities will no longer be permitted to apply the relief in Topic 848. Management is currently assessingdoes not expect the guidance to have a material impact of ASU 2017-05 onto the Account’s Consolidated Financial Statements.Account.
Note 2—Management Agreements, Arrangements and Related Party Transactions
Investment advisorymanagement, administrative and distribution services are provided to the Account at cost by TIAA. Services provided at cost are paid by the Account on a daily basis based upon projected expenses to be provided to the Account. Payments are adjusted periodically to ensure daily payments are as close as possible to the Account’s actual expenses incurred. Differences between actual expenses and the amounts paid by the Account are reconciled and adjusted quarterly.
Investment management services for the Account are provided by TIAA officers, under the direction and control of the Board, pursuant to investment management procedures adopted by TIAA for the Account. TIAA’s investment management decisions for the Account are subject to review by the Account’s independent fiduciary. TIAA also provides various portfolio accounting and related services for the Account.
Part of TIAA’s compensation for provision of at cost investment management services to the Account includes reimbursement of costs incurred by TIAA to manage certain of the Account’s joint ventures. Such joint ventures also reimburse the Account directly in its capacity as general partner or managing member (collectively, the “GP”) of the joint venture in the form of an asset management fee for GP-related services provided by the Account, and such fee is based on a percentage of the fair market value of the underlying properties held in the joint venture.
The Account is a party to the Distribution Agreement for the Contracts Funded by the TIAA Real Estate Account (the “Distribution Agreement”), dated January 1, 2008, by and among TIAA, for itself and on behalf of the Account, and TIAA-CREF Individual and Institutional Services, LLC (“Services”),. Services is a direct wholly-owned subsidiary of TIAA, and is registered with the SEC as a broker-dealer and a registered broker-dealerinvestment adviser and is a member of the Financial Industry Regulatory Authority. Pursuant to the Distribution Agreement, Services performs distribution services for the Account which include, among other things, (i) distributingdistribution of annuity contracts issued by TIAA and funded by the Account, (ii) advising existing annuity contract owners in connection with their accumulations and (iii) helping employers implement and manage retirement plans. In addition, TIAA
8

performs administrative functions for the Account, which include, among other things, (i) maintaining accounting records and performing accounting services, (ii) receiving and allocating premiums, (iii) calculating and making annuity payments, (iv) processing withdrawal requests, (v) providing regulatory compliance and reporting services, (vi) maintaining the Account’s records of contract ownership and (vii) otherwise assisting generally in all aspects of the Account’s operations. Both distribution services (pursuant to the Distribution Agreement) and administrative services are provided to the Account by Services and TIAA, as applicable, on an at cost basis.
The Distribution Agreement is terminable by either party upon 60 days written notice and terminates automatically upon any assignment thereof.

In addition to providing the services described above, TIAA charges the Account fees to bear certain mortality and expense risks and risks with providing the liquidity guarantee. These fees are charged as a percentage of the net assets of the Account. Rates for these fees are established annually.
Once an Account participant begins receiving lifetime annuity income benefits, payment levels cannot be reduced as a result of the Account’s actual mortality experience. As such, mortality and expense risk are contractual charges for TIAA’s assumption of this risk.
TIAA and Services provide investment management, administrative and distribution services at cost. TIAA and Services receive payments fromprovides the Account on a daily basis according to formulas established each year and adjusted periodically with the objective of keeping the payments as close as possible to the Account’s expenses actually incurred. Any differences between actual expenses and the amounts paid by the Account are adjusted quarterly.
TIAA also provides a liquidity guarantee toenabling the Account for a fee, to ensure that sufficienthave funds are available to meet participantcontract owner redemption, transfer or cash withdrawal requests. The liquidity guarantee is required by the New York State Department of Financial Services and is subject to a prohibited transaction exemption that the Account received in 1996 (96-76) from the U.S. Department of Labor (the “PTE 96-76”). The Account pays TIAA for the risk associated with providing the liquidity guarantee through a daily deduction from the Account’s net assets. Whether the liquidity guarantee is exercised is based on the cash level of the Account from time to time, as well as recent contract owner withdrawal activity and the Account’s expected working capital, debt service and cash needs, and subject to the oversight of the independent fiduciary. If the Account cannot fund contract owner withdrawal or redemption requests in the event thatfrom the Account’s own cash flowsflow and liquid investments, are insufficient toTIAA will fund such requests. TIAA ensures sufficient funds are available for such transfer and withdrawal requeststhem by purchasing accumulation units issued by the Account (accumulation units that are purchased by TIAA are generally referred to as “liquidity units”). TIAA guarantees that contract owners can redeem their accumulation units at the accumulation unit value next determined after their transfer or cash withdrawal request is received in good order. Liquidity units owned by TIAA are valued in the same manner as accumulation units owned by the Account’s contract owners. The independent fiduciary, which has the right to adjust the percentage of total accumulation units that TIAA’s ownership should not exceed (the “trigger point”), has established the trigger point at 45% of the Account.outstanding accumulation units.
To the extent TIAA owns accumulation units issued pursuant to the liquidity guarantee, the independent fiduciary monitors and oversees, among other things, TIAA’s ownership interest in the Account and may require TIAA to eventually redeem some of its units, particularly when the Account has un-invested cash or liquid investments available. TIAA also receives a fee for assuming certain mortality and expense risks.
The expensesExpenses for the services notedand fees described above that are provided to the Account by TIAA and Services are identified as such in the accompanying consolidated statementsConsolidated Statements of operationsOperations and are reflectedfurther identified as "Expenses" in Note 7—12—Financial Highlights.Highlights.
The Account has loans receivable outstanding with related parties as of March 31, 2023. Two of the loans are with a joint venture partner and the other loans are with joint ventures in which the Account also has an equity interest. The loans are held at fair value in accordance with the valuation policies described in Note 1—Organization and Significant Accounting Policies of the Account's 2022 Form 10-K. The following table presents the key terms of the loans as of the reporting date (in millions):
Related PartyEquity Ownership InterestInterest RateMaturity DateFair Value at
PrincipalMarch 31, 2023December 31, 2022
20232022
36.5 36.5 MRA Hub 34 Holding, LLC95.00%2.50% + LIBOR9/1/2023$36.5 $36.5 
0.5 0.5 MRA 34 LLC—%3.75% + LIBOR8/26/20230.5 0.5 
32.8 32.8 THP Student Housing, LLC97.00%3.20%9/1/202432.9 32.9 
1.5 — MR MCC 3 Sponsor, LLC80.00%6.00%12/1/20251.4 — 
TOTAL LOANS RECEIVABLE WITH RELATED PARTIES71.3 69.9 
9

Note 3—CreditConcentrations of Risk Concentrations
Concentrations of credit risk may arise when a number of properties or tenants are located in a similar geographic region such that the economic conditions of that region could impact tenants’ obligations to meet their contractual obligations or cause the values of individual properties to decline. TheAdditionally, concentrations of risk may arise if any one tenant comprises a significant amount of the Account's rent, or if tenants are concentrated in a particular industry.
As of March 31, 2023, the Account hashad no significant concentrations of tenants as no single tenant hashad annual contract rent that makesmade up more than 3%4% of the rental income of the Account. Moreover, the Account's tenants have no notable concentration present in any one industry.
The Account’s wholly-owned real estate investments and investments in joint ventureventures are primarily located in the United States. The following table represents the diversification of the Account’s portfolio by region and property type as of September 30, 2017:March 31, 2023:
Diversification by Fair Value(1)
West(2)
South(3)
East(4)
Midwest(5)
Foreign(6)
Total
Industrial17.2 %7.7 %2.6 %1.5 %— %29.0 %
Apartments8.0 %10.6 %6.8 %1.0 %— %26.4 %
Office7.6 %5.5 %13.0 %0.2 %— %26.3 %
Retail3.7 %5.4 %2.7 %0.7 %— %12.5 %
Other(7)
1.8 %2.1 %1.5 %0.3 %0.1 %5.8 %
Total38.3 %31.3 %26.6 %3.7 %0.1 %100.0 %
Diversification by Fair Value(1)
          
 West East South Midwest Total
Office16.1% 20.7% 5.6% —% 42.4%
Apartment8.8% 8.1% 4.0% 0.8% 21.7%
Retail7.7% 3.0% 7.7% 0.5% 18.9%
Industrial7.1% 2.0% 4.1% 0.8% 14.0%
Other(2)
0.3% 2.5% 0.1% 0.1% 3.0%
Total40.0% 36.3% 21.5% 2.2% 100.0%


(1)Wholly-owned properties are represented at fair value and gross of any debt, while joint venture properties are represented at the net equity value.
(1)
Wholly-owned properties are represented at fair value and gross of any debt, while joint venture properties are represented at the net equity value.
(2)
Represents interest in Storage Portfolio investment and a fee interest encumbered by a ground lease real estate investment.
(2)Properties in the “West” region are located in: AK, AZ, CA, CO, HI, ID, MT, NM, NV, OR, UT, WA, WYWY.
(3)Properties in the “South” region are located in: AL, AR, FL, GA, LA, MS, OK, TN, TX.
(4)Properties in the “East” region are located in: CT, DC, DE, KY, MA, MD, ME, NC, NH, NJ, NY, PA, RI, SC, VA, VT, WVWV.
Properties in the “South” region are located in: AL, AR, FL, GA, LA, MS, OK, TN, TX
(5)Properties in the “Midwest” region are located in: IA, IL, IN, KS, MI, MN, MO, ND, NE, OH, SD, WIWI.

(6)Represents a developable land investment in Ireland.
(7)Represents interests in Storage Portfolio investments, a hotel investment and land.
Note 4—Leases
The Account’s wholly-owned real estate properties are leased to tenants under operating lease agreements which expire on various dates through 2051. Rental income is recognized in accordance with the billing terms of the lease agreements. The leases do not have material variable payments, material residual value guarantees or material restrictive covenants. Certain leases have the option to extend or terminate at the tenant's discretion, with termination options resulting in additional fees due to the Account. Aggregate minimum annual rentals for wholly-owned real estate investments owned by the Account through the non-cancelable lease term, excluding short-term residential leases, as of March 31, 2023 and December 31, 2022 are as follows (in millions):
As of
Years EndedMarch 31, 2023December 31, 2022
2023$541.8 (1)$689.0 
2024682.8 634.5 
2025607.1 556.9 
2026495.5 460.0 
2027381.7 362.0 
Thereafter1,238.4 1,276.1 
Total$3,947.3 $3,978.5 
(1) Representative of minimum rents owed for the remaining months of the calendar year ending December 31, 2023.
10

Certain leases provide for additional rental amounts based upon the recovery of actual operating expenses in excess of specified base amounts, sales volume or contractual increases as defined in the lease agreement. These contractual contingent rentals are not included in the table above.
The Account has ground leases for which the Account is the lessee. The leases do not contain material residual value guarantees or material restrictive covenants. The fair value of right-of-use assets and leases liabilities related to ground leases are reflected on the balance sheet within other assets and other liabilities, respectively.
The fair values and key terms of the right-of-use assets and lease liabilities related to the Account's ground leases are as follows (in millions):
As of
March 31, 2023December 31, 2022
Assets:
  Right-of-use assets, at fair value$37.3$43.3
Liabilities:
  Ground lease liabilities, at fair value$37.3$43.3
Key Terms:
Weighted-average remaining lease term (years)66.669.9
Weighted-average discount rate(1)
7.93 %7.51 %
(1) Discount rates are reflective of the rates utilized during the most recent appraisal of the associated real estate investments.
For both the three months ended March 31, 2023 and 2022, operating lease costs related to ground leases were $0.6 million and $0.5 million, respectively. These costs include variable lease costs, which are immaterial. Aggregate future minimum annual payments for ground leases held by the Account are as follows (in millions):
As of
March 31, 2023December 31, 2022
Years Ended
2023$1.8 (1)$2.4 
20242.5 2.4 
20252.6 2.5 
20262.6 2.5 
20272.6 2.5 
Thereafter448.7 424.3 
Total$460.8 $436.6 
(1) Representative of minimum rents owed for the remaining months of the calendar year ending December 31, 2023.
11

Note 5—Assets and Liabilities Measured at Fair Value on a Recurring Basis
Valuation Hierarchy: The Account’s fair value measurements are grouped categorically into three levels, as defined by the FASB. The levels are defined as follows:
•Level 1—Valuations using unadjusted1 fair value inputs are quoted prices for assets tradedidentical items in active, liquid and visible markets such as stocks listed on the New York Stock Exchange. Active markets are defined as having the following characteristics for the measured asset or liability: (i) many transactions, (ii) current prices, (iii) price quotes not varying substantially among market makers, (iv) narrow bid/ask spreads and (v) most information regarding the issuer is publicly available. Level 1 assets held by the Account are generally marketable equity securities.stock exchanges.
Level 2—Valuations for assets and liabilities traded in less active, dealer or broker markets. Fair values are primarily obtained from third party pricing services for identical or comparable assets or liabilities. •Level 2 inputs for fair value measurements are inputs other than quoted prices included within Level 1, that are observable information for similar items in active or inactive markets, and appropriately consider counterparty creditworthiness in the valuations.
•Level 3 fair value inputs reflect our best estimate of inputs and assumptions market participants would use in pricing an asset or liability either directly or indirectly. Level 2at the measurement date. The inputs include:
a.Quoted prices for similar assets or liabilities in active markets;
b.Quoted prices for identical or similar assets or liabilities in markets that are not active (that is, markets in which there are few transactions for the asset (or liability), the prices are not current, price quotations vary substantially either over time or among market makers (for example, some brokered markets), or in which little information is released publicly);
c.Inputs other than quoted prices that are observable within the market for the asset (or liability) (for example, interest rates and yield curves, implied volatilities, prepayment speeds, loss severities, credit risks, and default rates that are observable at commonly quoted intervals); and
d.Inputs that are derived principally from or corroborated by observable market data by correlation or other means (for example, market-corroborated inputs).
Examples of securities which may be held by the Account and included in Level 2 include certificates of deposit, commercial paper, government agency notes, variable notes, United States Treasury securities, and debt securities.
Level 3—Valuations for assets and liabilities that are derived from other valuation methodologies, including pricing models, discounted cash flow models and similar techniques, and are not based on market exchange, dealer, or broker-traded transactions. Level 3 valuations incorporate certain assumptions and projections that are not observableunobservable in the market and require significant professional judgment in determiningto the fair value assigned to such assetsvaluation estimate.
An asset or liabilities. Examples of Level 3 assets and liabilities which may be held by the Account from time to time include investments in real estate, investments in joint ventures, and loans receivable and payable.
An investment’sliability's categorization within the valuation hierarchy described above is based upon the lowest level of input that is significant to the fair value measurement. The Account’s limited partnershipReal estate fund investments are excluded from the valuation hierarchy, as these investments are fair valued using thetheir net asset value per share as a practical expedient which excludes the investmentssince market quotations or values from the valuation hierarchy.
The Account’s determination of fair value is based upon quoted market prices, where available. If listed prices or quotesindependent pricing services are not available, fair value is based upon vendor-provided, evaluated prices or internally developed models that primarily use market-based or independently sourced market data, including interest rate yield curves, market spreads,readily available. See Note 1—Organization and currency rates. Valuation adjustments will be made to reflect changes in credit quality, counterparty’s creditworthiness,Significant Accounting Policies of the Account’s creditworthiness, liquidity, and other observable and unobservable inputs that are applied consistently over time.
The methods described above are considered to produce fair values that represent a good faith estimate of what an unaffiliated buyer in the marketplace would pay to purchase the asset or would receive to transfer the liability. Since fair value calculations involve significant professional judgment in the application of both observable and unobservable attributes, actual realizable values or future fair values may differ from amounts reported. Furthermore, while the Account believes its valuation methods are appropriate and consistent with other market participants,Account's 2022 Form 10-K for further discussion regarding the use of different methodologies or assumptions to determinea practical expedient for the fair valuevaluation of certain financial instruments, while reasonable, could result in different estimates of fair value at the reporting date. As discussed in Note 1—Organization and Significant

Accounting Policies in more detail, the Account generally obtains independent third party appraisals on a quarterly basis; there may be circumstances in the interim in which the true realizable value of a property is not reflected in the Account’s daily net asset value calculation or in the Account’s periodic Consolidated Financial Statements. This disparity may be more apparent when the commercial and/or residential real estate markets experience an overall and possibly dramatic decline (or increase) in property values in a relatively short period of time between appraisals.funds.
The following tables show the major categories of assets and liabilities measured at fair value on a recurring basis as of September 30, 2017 (unaudited)March 31, 2023 and December 31, 2016,2022, using unadjusted quoted prices in active markets for identical assets (Level 1); significant other observable inputs (Level 2); and significant unobservable inputs (Level 3); and fair value using the practical expedient (in millions)(millions):
DescriptionLevel 1: Quoted Prices in Active Markets for Identical AssetsLevel 2: Significant Other Observable InputsLevel 3: Significant Unobservable InputsFair Value Using Practical ExpedientTotal at March 31, 2023
Real estate properties$— $— $20,057.9 $— $20,057.9 
Real estate joint ventures— — 6,762.1 — 6,762.1 
Real estate funds— — — 931.9 931.9 
Real estate operating business— — 636.0 — 636.0 
Marketable securities:
U.S. government agency notes— 709.2 — — 709.2 
Foreign government agency notes— 17.1 — — 17.1 
U.S. treasury securities— 255.8 — — 255.8 
Corporate bonds— 273.2 — — 273.2 
Loans receivable(1)
— — 1,450.2 — 1,450.2 
Total Investments at March 31, 2023$— $1,255.3 $28,906.2 $931.9 $31,093.4 
Loans payable$— $— $(2,129.9)$— $(2,129.9)
Other unsecured debt$— $(460.0)$(500.0)$— $(960.0)
12

Description Level 1: Quoted Prices in Active Markets for Identical Assets Level 2: Significant Other Observable Inputs Level 3: Significant Unobservable Inputs Fair Value Using Practical Expedient Total at
September 30, 2017
Real estate properties $—
 $—
 $15,654.2
 $—
 $15,654.2
Real estate joint ventures —
 —
 5,675.4
 —
 5,675.4
Limited partnerships —
 —
 —
 140.7
 140.7
Marketable securities:          
Real estate-related 1,121.0
 —
 —
 —
 1,121.0
Government agency notes —
 3,276.1
 —
 —
 3,276.1
United States Treasury securities —
 1,017.3
 —
 —
 1,017.3
Loans receivable —
 —
 298.8
 —
 298.8
Total Investments at
September 30, 2017		 $1,121.0
 $4,293.4
 $21,628.4
 $140.7
 $27,183.5
Mortgage loans payable $—
 $—
 $(2,311.0) $—
 $(2,311.0)
DescriptionLevel 1: Quoted Prices in Active Markets for Identical AssetsLevel 2: Significant Other Observable InputsLevel 3: Significant Unobservable InputsFair Value Using Practical ExpedientTotal at December 31, 2022
Real estate properties$— $— $20,444.0 $— $20,444.0 
Real estate joint ventures— — 7,103.6 — 7,103.6 
Real estate funds— — — 893.4 893.4 
Real estate operating business— — 641.9 — 641.9 
Marketable securities:
U.S. government agency notes— 902.9 — — 902.9 
Foreign government agency notes— 16.9 — — 16.9 
U.S. treasury securities— 574.0 — — 574.0 
Corporate bonds— 536.4 — 536.4 
Loans receivable(1)
— — 1,488.6 — 1,488.6 
Total Investments at December 31, 2022$— $2,030.2 $29,678.1 $893.4 $32,601.7 
Loans payable$— $— $(2,069.7)$— $(2,069.7)
Other unsecured debt$— $(453.1)$(500.0)$— $(953.1)

Description Level 1: Quoted Prices in Active Markets for Identical Assets Level 2: Significant Other Observable Inputs Level 3: Significant Unobservable Inputs Fair Value Using Practical Expedient Total at December 31, 2016
Real estate properties $—
 $—
 $15,452.8
 $—
 $15,452.8
Real estate joint ventures —
 —
 5,622.4
 —
 5,622.4
Limited partnerships —
 —
 —
 137.5
 137.5
Marketable securities:          
Real estate-related 1,081.5
 —
 —
 —
 1,081.5
Government agency notes —
 2,308.9
 —
 —
 2,308.9
United States Treasury securities —
 1,744.9
 —
 —
 1,744.9
Loans receivable —
 —
 295.7
 —
 295.7
Total Investments at December 31, 2016 $1,081.5
 $4,053.8
 $21,370.9
 $137.5
 $26,643.7
Mortgage loans payable $—
 $—
 $(2,332.1) $—
 $(2,332.1)


(1) Includes loans receivable with related parties.
The following tables show the reconciliation of the beginning and ending balances for assets and liabilities measured at fair value on a recurring basis using significant unobservable inputs (Level 3) during the three and nine months ended September 30, 2017March 31, 2023 and 20162022 (in millions, unaudited)millions):
Real Estate
Properties		Real Estate
Joint Ventures		Real Estate Operating Business
Loans
Receivable(3)
Total
Level 3
Investments		Loans
Payable		Other Unsecured Debt
For the three months ended March 31, 2023
Beginning balance January 1, 2023$20,444.0 $7,103.6 $641.9 $1,488.6 $29,678.1 $(2,069.7)$(500.0)
Total realized and unrealized (losses) included in changes in net assets(487.4)(377.3)(5.9)(43.0)(913.6)(6.8)— 
    Purchases(1)
101.3 36.2 — 12.5 150.0 (98.9)— 
    Sales— — — — — — — 
    Settlements(2)
— (0.4)— (7.9)(8.3)45.5 — 
Ending balance March 31, 2023$20,057.9 $6,762.1 $636.0 $1,450.2 $28,906.2 $(2,129.9)$(500.0)
13

  Real Estate
Properties		 Real Estate
Joint Ventures		 Loans
Receivable		 Total
Level 3
Investments		 Mortgage
Loans
Payable
For the three months ended September 30, 2017          
Beginning balance July 1, 2017 $15,496.6
 $5,946.8
 $297.3
 $21,740.7
 $(2,290.1)
Total realized and unrealized gains (losses) included in changes in net assets 65.8
 17.6
 1.4
 84.8
 (4.1)
    Purchases(1)
 317.1
 13.1
 0.1
 330.3
 (17.7)
    Sales (225.3) —
 —
 (225.3) —
    Settlements(2)
 —
 (302.1) —
 (302.1) 0.9
Ending balance September 30, 2017 $15,654.2
 $5,675.4
 $298.8
 $21,628.4
 $(2,311.0)
Real Estate
Properties		Real Estate
Joint Ventures		Real Estate Operating Business
Loans
Receivable(3)
Total
Level 3
Investments
Loans
Payable		Line of Credit
For the three months ended March 31, 2022
Beginning balance January 1, 2022$18,903.9 $7,175.9 $326.3 $1,492.6 $27,898.7 $(2,380.5)$(500.0)
Total realized and unrealized gains included in changes in net assets1,204.0 122.8 60.4 1.0 1,388.2 3.7 — 
    Purchases(1)
228.9 251.3 100.9 5.2 586.3 (3.0)— 
    Sales(4)
(157.7)— — (161.4)(319.1)— — 
    Settlements(2)
— (296.7)— (8.2)(304.9)41.8 — 
Ending balance March 31, 2022$20,179.1 $7,253.3 $487.6 $1,329.2 $29,249.2 $(2,338.0)$(500.0)
(1)Includes purchases, contributions for joint ventures, capital expenditures, lending for loans receivable, assumption of loans payable and term loan borrowings.
  Real Estate
Properties		 Real Estate
Joint Ventures		 Loans
Receivable		 Total
Level 3
Investments		 Mortgage
Loans
Payable
For the nine months ended September 30, 2017          
Beginning balance January 1, 2017 $15,452.8
 $5,622.4
 $295.7
 $21,370.9
 $(2,332.1)
Total realized and unrealized gains (losses) included in changes in net assets 133.2
 80.4
 1.4
 215.0
 (10.6)
    Purchases(1)
 408.9
 275.6
 1.7
 686.2
 (17.7)
    Sales (340.7) —
 —
 (340.7) —
    Settlements(2)
 —
 (303.0) —
 (303.0) 49.4
Ending balance September 30, 2017 $15,654.2
 $5,675.4
 $298.8
 $21,628.4
 $(2,311.0)
(2)Includes operating income for real estate joint ventures net of distributions, payments of loans receivable, and payments of loans payable and line of credit.

(3)Includes loans receivable with related parties.
  Real Estate
Properties		 Real Estate
Joint Ventures		 Loans
Receivable		 Total
Level 3
Investments		 Mortgage
Loans
Payable
For the three months ended September 30, 2016          
Beginning balance July 1, 2016 $15,131.3
 $4,238.9
 $100.6
 $19,470.8
 $(2,383.2)
Total realized and unrealized gains (losses) included in changes in net assets 53.3
 23.9
 0.1
 77.3
 (29.1)
    Purchases(1)
 82.1
 1,043.4
 69.0
 1,194.5
 —
    Sales (58.0) —
 —
 (58.0) —
    Settlements(2)
 —
 (0.2) —
 (0.2) 34.2
Ending balance September 30, 2016 $15,208.7
 $5,306.0
 $169.7
 $20,684.4
 $(2,378.1)

  Real Estate
Properties		 Real Estate
Joint Ventures		 Loans
Receivable		 Total
Level 3
Investments		 Mortgage
Loans
Payable
For the nine months ended September 30, 2016          
Beginning balance January 1, 2016 $14,606.2
 $4,068.4
 $100.6
 $18,775.2
 $(1,794.4)
Total realized and unrealized gains (losses) included in changes in net assets 268.7
 157.4
 0.1
 426.2
 (54.8)
    Purchases(1)
 486.7
 1,082.1
 69.0
 1,637.8
 (563.5)
    Sales (152.9) —
 —
 (152.9) —
    Settlements(2)
 —
 (1.9) —
 (1.9) 34.6
Ending balance September 30, 2016 $15,208.7
 $5,306.0
 $169.7
 $20,684.4
 $(2,378.1)

(1)
Includes purchases, contributions for joint ventures, capital expenditures, lending for loans receivable and debt assumed as part of a real estate transaction.
(2)
Includes operating income for real estate joint ventures, net of distributions, and principal payments and extinguishment of mortgage loans payable.

(4)Real estate properties amount shown is inclusive of post closing realized losses.
The following table shows quantitative information about unobservable inputs related to the Level 3 fair value measurements as of September 30, 2017 (unaudited).
March 31, 2023.
TypeAsset ClassValuation

Technique(s)
Unobservable
Inputs(1)
Range (Weighted Average)
Real Estate Properties and Joint VenturesOfficeIncome Approach—Discounted Cash FlowDiscount Rate

Terminal Capitalization Rate		5.5%
6.0% - 9.3% (7.2%)
5.0% - 8.5% (6.0%)
Income Approach—Direct CapitalizationOverall Capitalization Rate4.0% - 8.0% (6.5%)
4.3% - 7.3% (5.5%)
IndustrialIncome Approach—Direct CapitalizationOverall Capitalization Rate3.8% - 7.0% (4.8%)
IndustrialIncome Approach—Discounted Cash FlowDiscount Rate

Terminal Capitalization Rate		5.5%
6.0% - 8.5% (6.6%8.0% (6.8%)
4.8%
4.5% - 7.0% (5.1%)
Income Approach—Direct CapitalizationOverall Capitalization Rate1.8% - 6.0% (4.5%)
ApartmentIncome Approach—Discounted Cash FlowDiscount Rate
Terminal Capitalization Rate
5.8% - 7.3% (6.3%)
4.5% - 5.8% (5.0%)
Income Approach—Direct CapitalizationOverall Capitalization Rate4.0% - 5.3% (4.4%)
RetailIncome Approach—Discounted Cash FlowDiscount Rate
Terminal Capitalization Rate
6.0% - 11.5% (7.4%)
5.0% - 8.8% (6.0%)
Income Approach—Direct CapitalizationOverall Capitalization Rate4.5% - 8.3% (5.5%)
HotelIncome Approach—Direct CapitalizationOverall Capitalization Rate4.0% - 7.5% (4.9%)
ApartmentIncome Approach—Discounted Cash FlowDiscount Rate

Terminal Capitalization Rate		5.0% -
10.0%
8.0% (6.1%)
3.5% - 6.5% (4.8%)
Income Approach—Direct CapitalizationOverall Capitalization Rate3.3% - 6.0% (4.3%)7.5%
Real Estate Operating BusinessRetailIncome Approach—Discounted Cash FlowDiscount Rate

Terminal CapitalizationGrowth Rate		5.0% - 10.4% (6.4%)
4.3% - 8.8% (5.2%)
10.8%
7.3%
Income Approach—Direct CapitalizationMarket ApproachOverall Capitalization RateEBITDA Multiple3.9% - 8.8% (4.6%)31.8x
Mortgage Loans PayableOffice and IndustrialDiscounted Cash FlowLoan to Value Ratio

Equivalency Rate		38.0%
36.0% - 70.0% (44.0%67.2% (50.5%)
3.3%
5.9% - 5.2% (3.7%8.8% (6.7%)
Net Present ValueLoan to Value Ratio

Weighted Average Cost of Capital Risk
Premium Multiple		38.0%
36.0% - 70.0% (44.0%67.2% (50.5%)
1.2
1.1 - 1.6 (1.3)1.4 (1.2)
ApartmentIndustrialDiscounted Cash FlowLoan to Value Ratio

Equivalency Rate		28.1%
28.3% - 65.6% (41.2%37.0% (31.5%)
2.8%
5.4% - 3.6% (3.2%6.0% (5.6%)
Net Present ValueLoan to Value Ratio

Weighted Average Cost of Capital Risk
Premium Multiple		28.1%
28.3% - 65.6% (41.2%37.0% (31.5%)
1.1 - 1.5 (1.3)1.1 (1.1)
RetailApartmentDiscounted Cash FlowLoan to Value Ratio

Equivalency Rate		18.0%
26.3% - 56.2% (32.9%68.0% (41.4%)
2.8%
5.8% - 4.3% (3.6%7.0% (6.4%)
Net Present ValueLoan to Value Ratio

Weighted Average Cost of Capital Risk
Premium Multiple		18.0%
26.3% - 56.2% (32.9%68.0% (41.4%)
1.1 - 1.4 (1.2)1.3 (1.1)
Loans ReceivableOffice, Retail and StorageDiscounted Cash FlowLoan to Value Ratio

Equivalency Rate		60.1%
47.3% - 74.5% (73.9%77.7% (56.5%)
4.2%
5.4% - 8.3% (6.2%7.2% (6.3%)

14

Real Estate Properties and Joint Ventures:
TypeAsset ClassValuation
Technique(s)
Unobservable
Inputs(1)
Range (Weighted Average)
Net Present ValueLoan to Value Ratio
Weighted Average Cost of Capital Risk Premium Multiple
47.3% - 77.7% (56.5%)
1.1- 1.5 (1.3)
Loans Receivable, including those with related partiesOfficeDiscounted Cash FlowLoan to Value Ratio
Equivalency Rate
40.1% - 105.0% (69.4%)
6.4% - 19.7% (10.0%)
IndustrialDiscounted Cash FlowLoan to Value Ratio
Equivalency Rate
8.8% - 66.2% (41.5%)
6.0% - 10.0% (7.0%)
ApartmentDiscounted Cash FlowLoan to Value Ratio
Equivalency Rate
60.8% - 70.4% (65.0%)
7.0% - 8.7% (7.7%)
Retail & HospitalityDiscounted Cash FlowLoan to Value Ratio
Equivalency Rate
54.9% - 130.5% (86.6%)
7.9% - 18.8% (10.8%)
The significantfollowing table shows quantitative information about unobservable inputs used inrelated to the Level 3 fair value measurementmeasurements as of March 31, 2022.
TypeAsset ClassValuation
Technique(s)
Unobservable
Inputs(1)
Range (Weighted Average)
Real Estate Properties and Joint VenturesOfficeIncome Approach—Discounted Cash FlowDiscount Rate
Terminal Capitalization Rate
5.8% - 9.8% (6.6%)
4.5% - 8.5% (5.5%)
Income Approach—Direct CapitalizationOverall Capitalization Rate4.0% - 8.0% (5.0%)
IndustrialIncome Approach—Discounted Cash FlowDiscount Rate
Terminal Capitalization Rate
4.8% - 8.0% (5.8%)
3.5% - 6.8% (4.4%)
Income Approach—Direct CapitalizationOverall Capitalization Rate2.0% - 6.0% (3.8%)
ApartmentIncome Approach—Discounted Cash FlowDiscount Rate
Terminal Capitalization Rate
5.3% - 7.0% (5.8%)
4.0% - 5.5% (4.5%)
Income Approach—Direct CapitalizationOverall Capitalization Rate3.5% - 5.0% (4.0%)
RetailIncome Approach—Discounted Cash FlowDiscount Rate
Terminal Capitalization Rate
6.0% - 11.5% (7.0%)
5.0% - 8.7% (5.7%)
Income Approach—Direct CapitalizationOverall Capitalization Rate4.5% - 8.6% (5.2%)
HotelIncome Approach—Discounted Cash FlowDiscount Rate
Terminal Capitalization Rate
9.8%
7.8%
Income Approach—Direct CapitalizationOverall Capitalization Rate7.5%
Real Estate Operating
Business		Income Approach—Discounted Cash FlowDiscount Rate8.2 %
Terminal Growth Rate5.3 %
Market ApproachEBITDA Multiple25.0x
Loans Receivable, including those with related partiesOfficeDiscounted Cash FlowLoan to Value Ratio
Equivalency Rate
40.4% - 94.7% (69.8%)
2.3% - 9.5% (5.6%)
IndustrialDiscounted Cash FlowLoan to Value Ratio
Equivalency Rate
29.9% - 71.3% (65.3%)
4.3% - 5.2% (4.7%)
ResidentialDiscounted Cash FlowLoan to Value Ratio
Equivalency Rate
38.4% - 76.5% (49.0%)
2.5% - 8.6% (5.0%)
Retail & HospitalityDiscounted Cash FlowLoan to Value Ratio
Equivalency Rate
59.8% - 79.8% (67.6%)
3.0% - 7.3% (4.3%)
Loans PayableOfficeDiscounted Cash FlowLoan to Value Ratio
Equivalency Rate
35.8% - 57.5% (45.4%)
1.8% - 3.7% (3.2%)
Net Present ValueLoan to Value Ratio
Weighted Average Cost of Capital Risk Premium Multiple
35.8% - 57.5% (45.4%)
1.2 - 1.4 (1.3)
IndustrialDiscounted Cash FlowLoan to Value Ratio
Equivalency Rate
31.2% - 38.4% (34.1%)
3.3% - 3.9% (3.6%)
Net Present ValueLoan to Value Ratio
Weighted Average Cost of Capital Risk Premium Multiple
31.2% - 38.4% (34.1%)
1.2 - 1.3 (1.2)
ResidentialDiscounted Cash FlowLoan to Value Ratio
Equivalency Rate
27.2% - 67.8% (41.2%)
1.9% - 3.2% (2.6%)
Net Present ValueLoan to Value Ratio
Weighted Average Cost of Capital Risk Premium Multiple
27.2% - 67.8% (41.2%)
1.2 - 1.5 (1.3)
RetailDiscounted Cash FlowLoan to Value Ratio
Equivalency Rate
34.8% - 74.2% (45.4%)
3.2% - 4.2% (3.6%)
Net Present ValueLoan to Value Ratio
Weighted Average Cost of Capital Risk Premium Multiple
34.8% - 74.2% (45.4%)
1.2 - 1.8 (1.4)
(1) Equivalency Rate is defined as the Account’s real estate property and joint venture investments areprevailing market interest rate used to discount the selection of certain investment rates (Discount Rate, Terminal Capitalization Rate, and Overall Capitalization Rate). contractual loan payments.
15

Significant increases (decreases) in any of those inputs in isolation would result in significantly lower (higher) fair value measurements, respectively.
Mortgage Loans Payable:Line of Credit and Other Unsecured Debt: The significant unobservable inputs used in theAccount's line of credit and term loans are recorded at par as Management believes par approximates fair value measurementdue to the short-term nature of the Account’s mortgage loans payable are the loan to value ratios and the selection of certain credit spreads and weighted average cost of capital risk premiums. Significant increases (decreases) in any of those inputs in isolation would result in a significantly lower (higher) fair value, respectively.
Loans Receivable: The significant unobservable inputs used in the fair value measurement of the Account’s loans receivable are the loan to value ratios and the selection of certain credit spreads. Significant increases (decreases) in any of those inputs in isolation would result in a significantly lower (higher) fair value, respectively.facility.
During the ninethree months ended September 30, 2017March 31, 2023 and 2016,2022, there were no transfers between Levels 1, 2 or 3.

The amount of total net unrealized gains (losses) included in changes in net assets attributable to the change in net unrealized gains (losses) relating to Level 3 investments and mortgage loans payable using significant unobservable inputs still held as of the reporting date is as follows (in millions, unaudited)(millions):
Real Estate
Properties		Real Estate
Joint
Ventures		Real Estate Operating Business
Loans
Receivable(1)
Total
Level 3
Investments
Loans
Payable
For the three months ended March 31, 2023$(487.3)$(391.1)$(6.0)$(43.0)$(927.4)$(6.8)
For the three months ended March 31, 2022$1,202.3 $125.6 $60.4 $0.9 $1,389.2 $3.7 
 
Real Estate
Properties
 
Real Estate
Joint
Ventures
 
Loans
Receivable
 
Total
Level 3
Investments
 
Mortgage
Loans
Payable
For the three months ended September 30, 2017$68.0
 $17.9
 $1.4
 $87.3
 $(4.1)
For the nine months ended September 30, 2017$139.0
 $80.7
 $1.4
 $221.1
 $(10.6)
For the three months ended September 30, 2016$53.9
 $23.7
 $0.1
 $77.7
 $(29.1)
For the nine months ended September 30, 2016$270.1
 $157.2
 $0.1
 $427.4
 $(54.8)
(1) Amount shown is reflective of loans receivable and loans receivable with related parties.
As of September 30, 2017, two of the limited partnership investments were in dissolution. Colony Realty Partners LP began liquidation in May 2014, with final dissolution anticipated during 2017. Lion Gables Apartment Fund began liquidation in February 2015 and has sold all of the Fund’s assets. Final dissolution of the entity is anticipated during 2017.
Transwestern Mezzanine Realty Partners III, LLC (“Transwestern”) may engage in liquidation activities in 2017 based on the terms of its partnership agreement. The Account may elect to sell or transfer its ownership units by giving notice and acquiring consent from the management committee of Transwestern, which requires approval by a majority of the members. Redemption of the Account’s interest in Transwestern prior to liquidation is prohibited, unless a supermajority of the members approves the redemption request.
Clarion Gables Multi-Family Trust LP allows redemptions with an advanced notice of three months or more. Redemptions are funded using the partnership’s available cash, which may not immediately be in excess of the redemption amount, and may not be sufficient to fund the redemption amount for several months. The general partner has sole discretion in identifying how much cash is available to process redemptions. The partnership allows the Account to sell its interest in the partnership, subject to the consent and approval of the general partner.
Taconic New York City GP Fund, LP prohibits redemptions in the partnership prior to liquidation. Liquidation of the partnership is estimated to begin no earlier than 2024. The partnership allows the Account to sell its interest in the partnership, subject to the consent and approval of the general partner.
Note 5—6—Investments in Joint Ventures
The Account owns interests in several real estate properties through joint ventures and receives distributions and allocations of profits and losses from the joint ventures based on the Account’s ownership interest in those investments. Several of these joint ventures have mortgage loans payable collateralized by the properties owned by the aforementioned joint ventures. At September 30, 2017,March 31, 2023, the Account held investments in joint ventures with ownership interest percentages that ranged from 33.3%2.0% to 97.5%98.5%. Certain joint ventures are subject to adjusted distribution percentages when earnings in the investment reach a pre-determinedpredetermined threshold. The fair value of the Account’s equity interest in these joint ventures was $5.7 billion and $5.6 billion at September 30, 2017 and December 31, 2016, respectively.
A condensed summary of the results of operations of the joint ventures are shown below (millions):
 For the Three Months Ended March 31,
20232022
Operating Revenue and Expenses
Revenues$305.6 $269.2 
Expenses184.3 167.3 
Excess of revenues over expenses$121.3 $101.9 
Note 7—Investments in Real Estate Funds
The Account has ownership interests in real estate funds (each a “Fund”, and collectively the “Funds”). The Funds are set up as limited partnerships or entities similar to a limited partnership, and as such, meet the definition of a VIE as the limited partners collectively lack the power, through voting or similar rights, to direct the activities of the Fund that most significantly impact the Fund's economic performance. Management has determined that the Account is not the primary beneficiary for any of the Funds, as the Account lacks the power to direct the activities of each Fund that most significantly impact the respective Fund's economic performance, and the Account further lacks substantive kick-out rights to remove the entity with these powers. Refer to Note 1—Organization and Significant Accounting Policies of the Account's 2022 Form 10-K for a description of the methodology used to determine the primary beneficiary of a VIE.
No financial support (such as loans or financial guarantees) was provided to the Funds during the three months ended March 31, 2023. The Account is contractually obligated to make additional capital contributions in certain Funds in future years. These commitments are included in the maximum exposure to loss presented below.
The carrying amount and maximum exposure to loss relating to unconsolidated VIEs in which the Account holds a variable interest but is not the primary beneficiary were as follows at March 31, 2023 (in millions, unaudited)millions):
16

 For the Three Months Ended September 30, For the Nine Months Ended September 30,
 2017 2016 2017 2016
Operating Revenue and Expenses  
    
Revenues$218.0
 $190.5
 $645.0
 $509.4
Expenses108.3
 94.6
 315.0
 259.5
Excess of revenues over expenses$109.7
 $95.9
 $330.0
 $249.9
Fund NameCarrying AmountMaximum Exposure to LossLiquidity ProvisionsInvestment Strategy
LCS SHIP Venture I, LLC (90.0% Account Interest)$243.0 $243.0 Redemptions prohibited prior to liquidation.To invest in senior housing properties.
Liquidation estimated to begin no earlier than 2025.
The Account is permitted to sell or transfer its interest in the fund, subject to consent and approval of the manager.
Veritas - Trophy VI, LLC (90.4% Account Interest)$75.6 $88.6 Redemptions prohibited prior to liquidation.To invest in multi-family properties primarily in the San Francisco Bay and Los Angeles metropolitan statistical area ("MSA").
The Account is not permitted to sell or transfer its interest in the fund until August 2023. After this date, the Account can sell or transfer its interest in the fund with the consent and approval of the manager.
SP V - II, LLC (61.8% Account Interest)$102.3 $112.3 Redemptions prohibited prior to liquidation.To invest in medical office properties in the U.S.
Liquidation estimated to begin no earlier than 2023.
The Account is permitted to sell or transfer its interest in the fund, subject to consent and approval of the manager.
Taconic New York City GP Fund, LP (60.0% Account Interest)$28.9 $28.9 Redemptions prohibited prior to liquidation.To invest in real estate and real estate-related assets in the New York City MSA.
Liquidation estimated to begin no earlier than 2024.
The Account is permitted to sell its interest in the fund, subject to consent and approval of the general partner.
Silverpeak NRE FundCo LLC (90.0% Account Interest)$40.1 $66.3 Redemptions prohibited prior to liquidation.To invest in alternative real estate investments primarily in major U.S. metropolitan markets.
Liquidation estimated to begin no earlier than 2028.
The Account is permitted to sell its interest in the fund to qualified institutional investors, subject to consent and approval of the manager.
IDR - Core Property Index Fund, LLC (1.1% Account Interest)$43.8 $43.8 Redemptions are permitted for a full calendar quarter and upon at least 90 days prior written notice, subject to fund availability.To invest primarily in open-ended funds that fall within the NFI-ODCE Index and are actively managed.
The Account is permitted to sell its interest in the fund, subject to consent and approval of the manager.
Townsend Group Value-Add Fund (99.0% Account Interest)$178.6 $255.8 Redemptions prohibited prior to liquidation.To invest in value-add real estate investment opportunities in the U.S. market.
Liquidation estimated to begin no earlier than 2027.
The Account is prohibited from transferring
its interest in the fund without consent by the
general partner, which can be withheld in their
sole discretion
Flagler REA Healthcare Properties Partnership (90.0% Account Interest)$20.7 $20.7 Redemptions prohibited prior to liquidation.To acquire healthcare properties within the top 50 MSA's in the U.S.
Liquidation estimated to begin no earlier than 2025.
The Account is permitted to transfer its interest in the fund to a qualified institutional investor, subject to the right first offer by the partner, following the one year anniversary of the fund launch.

17

Fund NameCarrying AmountMaximum Exposure to LossLiquidity ProvisionsInvestment Strategy
Grubb Southeast Real Estate Fund VI, LLC (66.7% Account Interest)$18.7 $18.7 Redemptions prohibited prior to liquidation.To acquire office investments across the Southeast.
Liquidation estimated to begin no earlier than 2026.
The Account is permitted to sell or transfer its interest in the fund with the consent and approval of the manager.
Silverpeak NRE FundCo 2 LLC (90.0% Account Interest)$86.8 $112.2 Redemptions prohibited prior to liquidation.To invest in value-add real estate investment opportunities in the top 25 major U.S. metropolitan markets.
The Account is permitted to sell its interest in the fund to qualified institutional investors, subject to consent and approval of the manager.
JCR Capital - REA Preferred Equity Parallel Fund (31.1% Account Interest)$61.1 $102.9 Redemptions prohibited prior to liquidation.To invest primarily in multi-family properties.
Liquidation estimated to begin no earlier than 2026.
The Account is prohibited from transferring its interest in the fund without consent by the general partner, which can be withheld in their sole discretion
Silverpeak NRE FundCo 3 LLC (90.0% Account Interest)$32.3 $99.7 Redemptions prohibited prior to liquidation.To invest in value-add real estate investment opportunities in the top 25 major U.S. metropolitan markets.
The Account is permitted to sell its interest in the fund to qualified institutional investors, subject to consent and approval of the manager.
Total$931.9 $1,192.9 
Note 6—Mortgage 8—Loans Receivable
The Account’s loan receivable portfolio is primarily comprised of mezzanine loans secured by the borrower’s direct and indirect interests in commercial real estate. Mezzanine loans are subordinate to first mortgages on the underlying real estate collateral. The following property types represent the underlying real estate collateral for the Account's loans (in millions):
March 31, 2023December 31, 2022
Principal OutstandingFair Value% of Fair ValuePrincipal OutstandingFair Value% of Fair Value
Office(1)
$1,082.5 $923.5 63.7 %$904.6 $788.4 52.9 %
Apartments(1)
214.5 209.4 14.4 %214.2 209.6 14.1 %
Industrial133.6 130.8 9.0 %131.6 130.6 8.8 %
Hotel139.3 136.0 9.4 %139.3 134.9 9.1 %
Retail49.1 49.0 3.4 %226.1 225.1 15.1 %
Land1.5 1.5 0.1 %— — — %
$1,620.5 $1,450.2 100.0 %$1,615.8 $1,488.6 100.0 %
(1) Includes loans receivable with related parties.
The Account monitors the risk profile of the loan receivable portfolio with the assistance of a third-party rating service that models the loans and assigns risk ratings based on inputs such as loan-to-value ratios, yields, credit quality of the borrowers, property types of the collateral, geographic and local market dynamics, physical condition of the collateral, and the underlying structure of the loans. Ratings for loans are updated monthly. Assigned ratings can range from AAA to C, with an AAA designation representing debt with the lowest level of credit risk and C representing a greater risk of default or principal loss. Loans that are more than 90 days past due are classified as delinquent and assigned a D rating. Mezzanine debt in good health is typically reflective of a risk rating in the B range (e.g., BBB, BB, or B), as these ratings reflect borrowers' having adequate financial resources to service their
18

financial commitments, but also acknowledging that adverse economic conditions, should they occur, would likely impede on a borrowers' ability to pay.
All borrowers of loans rated C or higher are current as of March 31, 2023.
The following table presents the fair values of the Account's loan portfolio based on the risk ratings as of March 31, 2023 (in millions), listed in order of the strength of the risk rating (from strongest to weakest):
March 31, 2023December 31, 2022
Number of LoansFair Value% of Fair ValueNumber of LoansFair Value% of Fair Value
A+1100.2 6.9 %1— — %
A147.6 3.3 %2130.6 8.8 %
A-—— — %1— — %
BBB+2114.2 7.9 %3191.0 12.8 %
BBB2134.4 9.3 %2137.4 9.2 %
BBB-2228.5 15.8 %147.5 3.2 %
BB+140.7 2.8 %264.9 4.4 %
BB157.8 4.0 %272.3 4.8 %
BB-279.3 5.5 %118.9 1.3 %
B+3120.8 8.3 %387.2 5.9 %
B—— — %272.5 4.9 %
B-4117.8 8.1 %5171.0 11.5 %
CCC+138.2 2.6 %3223.4 15.0 %
CCC363.8 4.4 %—— — %
CCC-2122.0 8.4 %260.9 4.1 %
CC121.8 1.5 %166.0 4.4 %
C291.8 6.3 %175.1 5.0 %
D1— — %—— — %
NR(1)
471.3 4.9 %369.9 4.7 %
33$1,450.2 100.0 %35$1,488.6 100.0 %
(1) "NR" designates loans not assigned an internal credit rating. As of March 31, 2023 and December 31, 2022, all loans with NR designations were with related parties. The loans are collateralized by equity interests in real estate investments.
The following table represents loans receivable in nonaccrual status as of March 31, 2023 (in millions). Loans are placed in nonaccrual status when a loan is more than 90 days in arrears or at any point when management believes the full collection of principal is doubtful.
AgingNumber of LoansPrincipal OutstandingFair Value
Past Due - 90 Days +1$92.9 $— 
19

Note 9—Loans Payable
At September 30, 2017,March 31, 2023, the Account had outstanding mortgage loans payable secured by the following propertiesassets (in millions):
Property
Annual Interest Rate and
Payment Frequency
Principal
Amounts Outstanding as of		Maturity
March 31, 2023December 31, 2022
1001 Pennsylvania Avenue(1)
3.70% paid monthly$299.4 $301.2 June 1, 2023
Biltmore at Midtown3.94% paid monthly36.4 36.4 July 5, 2023
Cherry Knoll3.78% paid monthly35.3 35.3 July 5, 2023
Lofts at SoDo3.94% paid monthly35.1 35.1 July 5, 2023
San Diego Office Portfolio(2)
1.61% + SOFR paid monthly58.2 58.2 August 9, 2023
Pacific City2.10% + SOFR paid monthly105.0 105.0 October 1, 2023
The Stratum(2)
2.25% + LIBOR paid monthly40.4 40.4 May 9, 2024
Spring House Innovation Park(2)
1.25% + LIBOR paid monthly55.5 52.3 July 9, 2024
1401 H Street NW3.65% paid monthly115.0 115.0 November 5, 2024
The District on La Frontera(1)
3.84% paid monthly36.8 37.0 December 1, 2024
The District on La Frontera(1)
4.96% paid monthly4.2 4.2 December 1, 2024
Circa Green Lake3.71% paid monthly52.0 52.0 March 5, 2025
Union - South Lake Union3.66% paid monthly57.0 57.0 March 5, 2025
Holly Street Village3.65% paid monthly81.0 81.0 May 1, 2025
Henley at Kingstowne(1)
3.60% paid monthly67.3 67.7 May 1, 2025
32 South State Street4.48% paid monthly24.0 24.0 June 6, 2025
Project Sonic(2)
2.00% + SOFR paid monthly93.5 — June 9, 2025
Vista Station Office Portfolio(1)
4.00% paid monthly18.5 18.6 July 1, 2025
780 Third Avenue3.55% paid monthly150.0 150.0 August 1, 2025
780 Third Avenue3.55% paid monthly20.0 20.0 August 1, 2025
Reserve at Chino Hills(2)
1.50% + LIBOR paid monthly74.4 72.5 August 9, 2025
Vista Station Office Portfolio(1)
4.20% paid monthly41.7 41.9 November 1, 2025
Sixth & Main(2)(3)
1.87% + LIBOR paid monthly— 41.1 November 9, 2025
701 Brickell Avenue(1)
3.66% paid monthly177.6 178.5 April 1, 2026
Marketplace at Mill Creek3.82% paid monthly39.6 39.6 September 11, 2027
Overlook At King Of Prussia3.82% paid monthly40.8 40.8 September 11, 2027
Winslow Bay3.82% paid monthly25.8 25.8 September 11, 2027
1900 K Street, NW(1)
3.93% paid monthly160.6 161.1 April 1, 2028
99 High Street3.90% paid monthly277.0 277.0 March 1, 2030
Total Principal Outstanding$2,222.1 $2,168.7 
Fair Value Adjustment(4)
(92.2)(99.0)
Total Loans Payable$2,129.9 $2,069.7 

(1)The mortgage is adjusted monthly for principal payments.
(2)The loan is collateralized by a mezzanine loan receivable. The mezzanine loan receivable is collateralized by the property reflected within the table above.
(3)The principal amount of the outstanding debt was paid off during the quarter.
(4)The fair value adjustment consists of the difference (positive or negative) between the principal amount of the outstanding debt and the fair value of the outstanding debt. See Note 1—Organization and Significant Accounting Policies.
20
Property 
Annual Interest Rate and
Payment Frequency(2)
 Principal
Amounts Outstanding as of		 Maturity
September 30, 2017 December 31, 2016 
    (Unaudited)    
The Legend at Kierland(4) (5) 
 4.97% paid monthly $—
 $21.8
 August 1, 2017
The Tradition at Kierland(4) (5)
 4.97% paid monthly —
 25.8
 August 1, 2017
Mass Court(4)
 2.88% paid monthly 92.6
 92.6
 September 1, 2019
Red Canyon at Palomino Park(4) (6)
 5.34% paid monthly 27.1
 27.1
 August 1, 2020
Green River at Palomino Park(4) (6)
 5.34% paid monthly 33.2
 33.2
 August 1, 2020
Blue Ridge at Palomino Park(4) (6)
 5.34% paid monthly 33.4
 33.4
 August 1, 2020
Ashford Meadows(4) 
 5.17% paid monthly 44.6
 44.6
 August 1, 2020
The Knoll(1) (4) 
 3.98% paid monthly 17.6
 —
 December 5, 2020
The Corner(4) 
 4.66% paid monthly 105.0
 105.0
 June 1, 2021
The Palatine(1) (4) 
 4.25% paid monthly 79.1
 80.0
 January 10, 2022
The Forum at Carlsbad(1) (4)
 4.25% paid monthly 89.2
 90.0
 March 1, 2022
The Colorado(4)
 3.69% paid monthly 91.7
 91.7
 November 1, 2022
The Legacy at Westwood(4)
 3.69% paid monthly 46.7
 46.7
 November 1, 2022
Regents Court(4)
 3.69% paid monthly 39.6
 39.6
 November 1, 2022
The Caruth(4)
 3.69% paid monthly 45.0
 45.0
 November 1, 2022
Fourth & Madison(4)
 3.75% paid monthly 200.0
 200.0
 June 1, 2023
1001 Pennsylvania Avenue 3.70% paid monthly 330.0
 330.0
 June 1, 2023
1401 H Street NW(4)
 3.65% paid monthly 115.0
 115.0
 November 5, 2024
32 South State Street(4)
 4.48% paid monthly 24.0
 24.0
 June 6, 2025
780 Third Avenue(4) 
 3.55% paid monthly 150.0
 150.0
 August 1, 2025
780 Third Avenue(4) 
 3.55% paid monthly 20.0
 20.0
 August 1, 2025
701 Brickell Avenue(4) 
 3.66% paid monthly 184.0
 184.0
 April 1, 2026
55 Second Street(4) (7)
 3.74% paid monthly 137.5
 137.5
 October 1, 2026
1900 K Street, NW 3.93% paid monthly 163.0
 163.0
 April 1, 2028
501 Boylston Street(4) 
 3.70% paid monthly 216.5
 216.5
 April 1, 2028
Total Principal Outstanding   $2,284.8
 $2,316.5
  
Fair Value Adjustment(3)
   26.2
 15.6
  
Total Mortgage Loans Payable   $2,311.0
 $2,332.1
  

Note 10—Credit Facility
The Account has a credit agreement (the “Credit Agreement”) with a syndicate of third-party bank lenders, including JPMorgan Chase Bank, N.A., comprised of revolving credit loans ("Line of Credit") up to $945.0 million and up to $500.0 million in term loans ("Term Loans"). The Account may use the proceeds of borrowings under the Credit Agreement for general organizational purposes in the ordinary course of business, including to finance certain real estate portfolio investments. The Account may prepay borrowings under the Credit Facility at any time during the life of the loan without penalty.
The Account may elect for each borrowing under the Credit Agreement to bear annual interest at an adjusted base rate ("ABR") or adjusted SOFR plus an applicable margin which is dependent on the leverage ratio of the Account.The applicable margin for adjusted SOFR Term Loans ranges from 1.00% to 1.50% and for ABR Term Loans ranges from 0.00% to 0.50%.The applicable margin for adjusted SOFR Revolving Credit Loans ranges from 0.875% to 1.30% and for ABR Revolving Credit Loans ranges from 0.00% to 0.30%.In addition, the Account pays facility fees ranging from 0.125% to 0.20%, depending on the leverage ratio of the Account, on the total revolving commitments (used and unused) under the Credit Agreement.
As of March 31, 2023, the Account was in compliance with all covenants required by the Credit Agreement.
The following table provides a summary of the key characteristics of the Credit Agreement, as of March 31, 2023:
Current Balance - Line of Credit (in millions)$— 
Current Balance - Term Loans (in millions)$500.0 
Maximum Capacity (in millions)$1,445.0 
Inception DateSeptember 16, 2022
Revolving Commitment Termination and Term Loan Maturity DateSeptember 16, 2024
Extension Option(1)
Yes
ABR Revolving Credit Loans Interest RateABR + Applicable Margin
ABR Term Loans Interest RateABR + Applicable Margin
SOFR Revolving Credit Loans Interest RateAdjusted SOFR + Applicable Margin
SOFR Term Loans Interest Rate(3)
Adjusted SOFR + Applicable Margin
Facility Fee (2)
0.125% - 0.20% quarterly
(1)
The mortgageAccount has three options to extend the Commitment Termination Date for an additional twelve months each. The Account may also request additional funding, not to exceed $55.0 million, at any time prior to the Commitment Termination Date or the Term Loan Maturity Date; however, this request is adjusted monthly for principal payments.
subject to approval at the sole discretion of the lenders and is not guaranteed.
(2)
Interest rates are fixed. Some mortgages held by The Account is charged a fee on the Account are structured to begin principal and interest payments after an initial interest only period.
Line of Credit, whether used or unused, which is determined based on the Account's loan-to-value ratio.
(3)
The fair value adjustment consists ofweighted average interest rate for the difference (positive or negative) between the principal amount of the outstanding debt and the fair value of the outstanding debt. See Note 1—Organization and Significant Accounting Policies.three months ended March 31, 2023 was 5.629%.
(4)
These properties are each owned by separate wholly-owned subsidiaries of TIAA for benefit of the Account.
(5)
Mortgage loans on the individual properties in the Kierland Apartment Portfolio were paid off on May 1, 2017.
(6)
Represents mortgage loans on these individual properties which are held within the Palomino Park portfolio.
(7)
This mortgage is comprised of three individual loans, all with equal recourse, interest rate and maturity. The principal balances by loan are $79.0 million, $45.0 million and $13.5 million.

Note 7—11—Senior Notes Payable
In June 2022, the Account entered into a note purchase agreement with certain qualified institutional investors. Under the note purchase agreement, the Account issued $500.0 million of debt securities, in the form of Series A senior notes and Series B senior notes (the "Series A and B Notes"). The Account is obligated to repay the Series A and B Notes at par, plus accrued and unpaid interest to, but not including, the date of repayment. The Account may also prepay the Series A and B Notes in whole or in part at any time, or from time to time, at the Account's option at par plus accrued interest to the prepayment date and, if prepaid on or before 90 days prior to the applicable maturity date, a make-whole premium.
On March 21, 2023, the Account entered into another note purchase agreement with certain qualified institutional investors. Under this note purchase agreement, the Account agreed to issue on May 30, 2023, $400.0 million of debt securities, in the form of Series C senior notes (the "Series C Notes") that will mature on May 30, 2027. The Series C Notes will bear interest at an annual rate of 5.50%, payable semi-annually and will be subject to the same prepayment terms as the Series A and B Notes.
21

As of March 31, 2023, the Account was in compliance with all covenants required by the note purchase agreements.
The following table provides a summary of the key characteristics of the outstanding senior notes payable, as of March 31, 2023:
Principal (in millions)Interest RateMaturity Date
Series A$300.0 3.24%June 10, 2029
Series B$200.0 3.35%June 10, 2032
Note 12—Financial Highlights
Selected condensed financial information for an Accumulation Unit of the Account is presented below. Per Accumulation Unit data is calculated on average units outstanding.
For the Three Months Ended March 31, 2023Years Ended December 31,
202220212020
Per Accumulation Unit Data:
Rental income$6.520$23.751$22.672$21.145
Real estate property level expenses and taxes3.04111.04210.68310.027
Real estate income, net3.47912.70911.98911.118
Other income1.9546.5595.4744.980
Total income5.43319.26817.46316.098
Expense charges(1)
1.3615.1214.0353.603
Investment income, net4.07214.14713.42812.495
Net realized and unrealized gain (loss) on investments and debt(17.471)28.01164.615(16.195)
Net increase (decrease) in Accumulation Unit Value(13.399)42.15878.043(3.700)
Accumulation Unit Value:
Beginning of period556.923514.765436.722440.422
End of period$543.524$556.923$514.765$436.722
Total return(3)
(2.41)%8.19 %17.87 %(0.84)%
Ratios to Average net assets(2):
Expenses(1)
0.98 %0.89 %0.84 %0.81 %
Investment income, net2.94 %2.45 %2.82 %2.85 %
Portfolio turnover rate(3):
Real estate properties(4)
0.2 %5.6 %7.6 %7.1 %
Marketable securities(5)
7.0 %4.7 %— %113.4 %
Accumulation Units outstanding at end of period (millions)50.552.153.452.0
Net assets end of period (millions)$28,050.3$29,658.1$28,072.0$23,243.9
(1)Expense charges per Accumulation Unit and the Ratio of Expenses to average net assets reflect the year-to-date Account level expenses and exclude real estate property level expenses which are included in real estate income, net.
(2)Percentages for the three months ended March 31, 2023 are annualized.
(3)Percentages for the three months ended March 31, 2023 are not annualized.
(4)Real estate investment portfolio turnover rate is calculated by dividing the lesser of purchases or sales of real estate property investments (including contributions to, or return of capital distributions received from, existing real estate joint ventures and fund investments) by the average value of the portfolio of real estate investments held during the period.
(5)Marketable securities portfolio turnover rate is calculated by dividing the lesser of purchases or sales of securities, excluding securities having maturity dates at acquisition of one year or less, by the average value of the portfolio securities held during the period.
22
 For the Nine Months Ended September 30, 2017 Years Ended December 31,
2016 2015 2014
 (Unaudited)      
Per Accumulation Unit Data:       
Rental income$12.737
 $16.433
 $15.538
 $15.862
Real estate property level expenses and taxes5.784
 7.534
 7.319
 7.788
Real estate income, net6.953
 8.899
 8.219
 8.074
Other income3.340
 3.594
 3.342
 3.459
Total income10.293
 12.493
 11.561
 11.533
Expense charges(1)
2.476
 3.290
 3.092
 2.880
Investment income, net7.817
 9.203
 8.469
 8.653
Net realized and unrealized gain on investments and mortgage loans payable3.804
 9.660
 18.911
 27.868
Net increase in Accumulation Unit Value11.621
 18.863
 27.380
 36.521
Accumulation Unit Value:       
Beginning of period381.636
 362.773
 335.393
 298.872
End of period$393.257
 $381.636
 $362.773
 $335.393
Total return(3)
3.04% 5.20% 8.16% 12.22%
Ratios to Average net assets(2):
       
Expenses(1)
0.83% 0.86% 0.86% 0.89%
Investment income, net2.63% 2.41% 2.37% 2.68%
Portfolio turnover rate(3):
       
Real estate properties(4)
1.6% 1.3% 5.7% 6.5%
Marketable securities(5)
5.2% 3.5% 10.0% 15.9%
Accumulation Units outstanding at end of period (in millions)61.9
 62.4
 60.4
 57.9
Net assets end of period (in millions)$24,839.8
 $24,304.7
 $22,360.0
 $19,829.0
(1)

Expense charges per Accumulation Unit and the Ratio of Expenses to average net assets reflect the year to date Account level expenses and exclude real estate property level expenses which are included in real estate income, net.
(2)
Percentages for the nine months ended September 30, 2017 are annualized.
(3)
Percentages for the nine months ended September 30, 2017 are not annualized.
(4)
Real estate investment portfolio turnover rate is calculated by dividing the lesser of purchases or sales of real estate property investments (including contributions to, or return of capital distributions received from, existing joint venture and limited partnership investments) by the average value of the portfolio of real estate investments held during the period.
(5)
Marketable securities portfolio turnover rate is calculated by dividing the lesser of purchases or sales of securities, excluding securities having maturity dates at acquisition of one year or less, by the average value of the portfolio securities held during the period.


Note 8—13—Accumulation Units
Changes in the number of Accumulation Units outstanding were as follows (in millions):
For the Three Months Ended March 31, 2023For the Year Ended December 31, 2022
Outstanding:
Beginning of period52.1 53.4 
Credited for premiums0.9 5.4 
Annuity, other periodic payments, withdrawals and death benefits(2.5)(6.7)
End of period50.5 52.1 
 For the Nine Months Ended September 30, 2017 For the Year Ended December 31, 2016
 (Unaudited)  
Outstanding:   
Beginning of period62.4
 60.4
Credited for premiums5.1
 8.2
Annuity, other periodic payments, withdrawals and death benefits(5.6) (6.2)
End of period61.9
 62.4
Note 9—14—Commitments and Contingencies
Commitments—TheAs of March 31, 2023 and December 31, 2022, the Account had $32.0 million and $39.0 million of outstandingthe following immediately callable commitments to purchase additional interests in its limited partnershipreal estate funds or provide additional funding through its loans receivable investments as of September 30, 2017 and December 31, 2016, respectively.(in millions):
Commitment ExpirationMarch 31, 2023December 31, 2022
Real Estate Funds(1)
Silverpeak NRE FundCo 3 LLC06/2023$67.4 $70.0 
SP V - II, LLC08/202310.0 10.0 
Veritas Trophy VI, LLC08/202313.0 15.4 
Taconic New York City GP Fund, LP11/2023— 4.2 
JCR Capital - REA Preferred Equity Parallel Fund02/202441.8 48.6 
Flagler - REA Healthcare Properties Partnership02/2025— 1.2 
Townsend Group Value-Add Fund12/202677.2 84.7 
Silverpeak NRE FundCo LLC12/202826.2 26.2 
Silverpeak NRE FundCo 2 LLC12/202925.4 29.6 
$261.0 $289.9 
Loans Receivable(2)
311 South Wacker Mezzanine03/2023— 2.2 
SCG Oakland Portfolio Mezzanine04/20230.5 5.4 
Five Oak Mezzanine05/20231.5 1.5 
MRA Hub 34 Holding, LLC08/20231.4 1.5 
Liberty Park Mezzanine11/20232.6 2.6 
Colony New England Hotel Portfolio Senior Loan11/20233.6 3.6 
Colony New England Hotel Portfolio Mezzanine11/20231.2 1.2 
Exo Apartments Mezzanine01/20243.9 2.4 
The Stratum Senior Loan05/20241.3 1.3 
The Stratum Mezzanine05/20240.4 0.4 
Spring House Innovation Park Senior Loan07/202419.5 23.4 
Spring House Innovation Park Mezzanine07/20246.5 7.8 
Project Sonic Senior Loan06/20252.4 3.9 
Project Sonic Mezzanine06/20250.8 1.3 
One Biscayne Tower Senior Loan07/202531.8 31.8 
One Biscayne Tower Mezzanine07/202510.6 10.6 
The Reserve at Chino Hills08/202510.7 12.7 
735 Watkins Mill08/20257.7 9.2 
23

Commitment ExpirationMarch 31, 2023December 31, 2022
Sixth and Main Senior Loan11/20255.3 6.2 
Sixth and Main Mezzanine11/20252.8 3.4 
$114.5 $132.4 
TOTAL COMMITMENTS$375.5 $422.3 
(1)Additional capital can be called during the commitment period at any time. The commitment at September 30, 2017 and December 31, 2016period can only be extended by the manager with the consent of the Account. The commitment expiration date is related toreflective of the Taconic New York City GP Fund, LP, in whichmost recent signed agreement between the Account and the fund manager, including any side letter agreements.
(2)Advances from the Account can be requested during the commitment period at any time. The commitment expiration date is reflective of the most recent signed agreement between the Account and the borrower, including any side letter agreements. Certain loans contain extension clauses on the term of the loan that do not require the Account's prior consent. If elected, the Account's commitment may be extended through the extension term.
Contingencies—In the normal course of business, the Account may be named, from time to time, as a defendantor may be involved in various legal actions, including arbitration, class actions and other litigation.
The Account establishes an accrual for all litigation and regulatory matters when it believes it is probable that a loss has entered into an agreementbeen incurred and the amount of the loss can be reasonably estimated. Once established, accruals are adjusted, as appropriate, in light of additional information. The amount of loss ultimately incurred in relation to provide funding. those matters may be higher or lower than the amounts accrued for those matters.
As of September 30, 2017, $13.0 millionthe date of the commitment has been funded. Once the remaining commitment is funded, the Account anticipates holding a 60%-90% interest in the fund.
Contingencies—The Account is party to various claims and routine litigation arising in the ordinary course of business. Managementthis report, management of the Account does not believe that the results of any such claims or litigation, individually or in the aggregate, will have a material effect on the Account’s business, financial position or results of operations.
Note 10—Securities Lending15—Subsequent Events
The Account may lend securitiesIn preparing these financial statements, Management has evaluated events and transactions for potential recognition or disclosure subsequent to qualified borrowersMarch 31, 2023, through May 5, 2023, the date the financial statements were issued and determined there were no material events or transactions to earn additional income.  The Account receives cash collateral againstdisclose.
24
TIAA REAL ESTATE ACCOUNT
CONDENSED CONSOLIDATED SCHEDULES OF INVESTMENTS
(Dollar values shown in millions)

REAL ESTATE PROPERTIES
Location/SectorMarch 31, 2023December 31, 2022
Fair Value% of Net AssetsFair Value% of Net Assets
Alabama
Retail53.5 0.2 %55.3 0.2 %
$53.5 0.2 %$55.3 0.2 %
Arizona
Industrial50.4 0.2 %48.3 0.2 %
Land4.5 — %4.3 — %
$54.9 0.2 %$52.6 0.2 %
California
Industrial3,926.3 14.0 %3,924.6 13.2 %
Apartment1,525.6 5.4 %1,567.0 5.3 %
Office568.4 2.0 %574.2 1.9 %
Retail437.2 1.6 %441.0 1.5 %
$6,457.5 23.0 %$6,506.8 21.9 %
Colorado
Office83.1 0.3 %102.0 0.3 %
Industrial46.7 0.2 %49.0 0.2 %
$129.8 0.5 %$151.0 0.5 %
Connecticut
Office33.3 0.1 %35.4 0.1 %
$33.3 0.1 %$35.4 0.1 %
Florida
Apartment1,240.8 4.4 %1,304.4 4.4 %
Industrial736.4 2.6 %714.0 2.4 %
Office495.8 1.8 %503.0 1.7 %
Retail157.1 0.6 %157.6 0.5 %
$2,630.1 9.4 %$2,679.0 9.0 %
Georgia
Apartment425.0 1.5 %456.7 1.5 %
Retail256.2 0.9 %253.7 0.9 %
Industrial242.9 0.9 %258.3 0.9 %
$924.1 3.3 %$968.7 3.3 %
Illinois
Retail180.7 0.7 %189.3 0.6 %
Industrial157.8 0.6 %182.1 0.6 %
Apartment124.0 0.4 %129.4 0.4 %
Land38.0 0.1 %5.7 — %
$500.5 1.8 %$506.5 1.7 %
Indiana
Industrial102.0 0.4 %108.0 0.4 %
$102.0 0.4 %$108.0 0.4 %
Maryland
Apartment87.2 0.3 %86.5 0.3 %
25
TIAA REAL ESTATE ACCOUNT
CONDENSED CONSOLIDATED SCHEDULES OF INVESTMENTS
(Dollar values shown in millions)

REAL ESTATE PROPERTIES
Location/SectorMarch 31, 2023December 31, 2022
Fair Value% of Net AssetsFair Value% of Net Assets
Industrial77.9 0.3 %68.4 0.2 %
Retail72.3 0.3 %74.4 0.3 %
$237.4 0.9 %$229.3 0.8 %
Massachusetts
Office668.6 2.4 %687.3 2.3 %
Industrial161.7 0.6 %169.5 0.6 %
Retail123.0 0.4 %123.0 0.4 %
Apartment56.3 0.2 %57.7 0.2 %
$1,009.6 3.6 %$1,037.5 3.5 %
Minnesota
Industrial148.3 0.5 %149.1 0.5 %
Apartment95.3 0.3 %100.8 0.3 %
$243.6 0.8 %$249.9 0.8 %
New Jersey
Industrial373.4 1.3 %388.7 1.3 %
Retail89.2 0.3 %90.5 0.3 %
$462.6 1.6 %$479.2 1.6 %
New York
Office740.9 2.6 %787.0 2.7 %
Apartment272.9 1.0 %266.8 0.9 %
$1,013.8 3.6 %$1,053.8 3.6 %
North Carolina
Retail90.1 0.3 %90.3 0.3 %
Apartment81.5 0.3 %86.4 0.3 %
$171.6 0.6 %$176.7 0.6 %
Oregon
Apartment39.5 0.1 %41.3 0.1 %
$39.5 0.1 %$41.3 0.1 %
Pennsylvania
Retail67.1 0.2 %68.1 0.2 %
$67.1 0.2 %$68.1 0.2 %
South Carolina
Apartment82.7 0.3 %89.5 0.3 %
Retail47.2 0.2 %46.9 0.2 %
$129.9 0.5 %$136.4 0.5 %
Tennessee
Retail150.1 0.5 %149.5 0.5 %
Industrial71.2 0.3 %73.9 0.3 %
Apartment38.5 0.1 %38.6 0.1 %
$259.8 0.9 %$262.0 0.9 %
Texas
Industrial965.3 3.4 %936.5 3.2 %
Apartment685.4 2.4 %706.9 2.4 %
Office556.7 2.0 %591.8 2.0 %
26
TIAA REAL ESTATE ACCOUNT
CONDENSED CONSOLIDATED SCHEDULES OF INVESTMENTS
(Dollar values shown in millions)

REAL ESTATE PROPERTIES
Location/SectorMarch 31, 2023December 31, 2022
Fair Value% of Net AssetsFair Value% of Net Assets
Hotel90.0 0.3 %87.6 0.3 %
$2,297.4 8.1 %$2,322.8 7.8 %
Utah
Office111.7 0.4 %119.5 0.4 %
$111.7 0.4 %$119.5 0.4 %
Virginia
Apartment411.5 1.5 %414.0 1.4 %
Retail153.1 0.6 %152.7 0.5 %
Office106.3 0.4 %114.1 0.4 %
$670.9 2.5 %$680.8 2.3 %
Washington
Industrial587.8 2.1 %595.2 2.0 %
Apartment311.1 1.1 %327.1 1.1 %
$898.9 3.2 %$922.3 3.1 %
Washington D.C.
Office1,224.6 4.4 %1,248.0 4.2 %
Apartment333.8 1.2 %353.1 1.2 %
$1,558.4 5.6 %$1,601.1 5.4 %
TOTAL REAL ESTATE PROPERTIES
 (Cost: $14,424.5 and $14,323.2)$20,057.9 71.5 %$20,444.0 68.9 %

REAL ESTATE JOINT VENTURES
Location/SectorMarch 31, 2023December 31, 2022
Fair Value% of Net AssetsFair Value% of Net Assets
Arizona
Land23.7 0.1 %17.3 0.1 %
$23.7 0.1 %$17.3 0.1 %
California
Office958.4 3.4 %1,082.2 3.6 %
Retail50.9 0.2 %50.6 0.2 %
$1,009.3 3.6 %$1,132.8 3.8 %
Florida
Retail605.9 2.2 %624.8 2.1 %
$605.9 2.2 %$624.8 2.1 %
Georgia
Land7.1 — %— — %
$7.1 — %$— — %
Maryland
Land28.5 0.1 %16.0 0.1 %
Retail16.9 0.1 %17.1 0.1 %
$45.4 0.2 %$33.1 0.1 %
Massachusetts
Office423.0 1.5 %447.6 1.5 %
$423.0 1.5 %$447.6 1.5 %
Nevada
Retail505.4 1.8 %503.9 1.7 %
$505.4 1.8 %$503.9 1.7 %
27
TIAA REAL ESTATE ACCOUNT
CONDENSED CONSOLIDATED SCHEDULES OF INVESTMENTS
(Dollar values shown in millions)

REAL ESTATE JOINT VENTURES
Location/SectorMarch 31, 2023December 31, 2022
Fair Value% of Net AssetsFair Value% of Net Assets
New York
Office124.7 0.4 %139.7 0.5 %
Industrial73.5 0.3 %78.5 0.3 %
Apartment48.0 0.2 %51.7 0.2 %
Retail34.5 0.1 %32.9 0.1 %
$280.7 1.0 %$302.8 1.0 %
North Carolina
Apartments92.7 0.3 %— — %
Office43.8 0.2 %49.3 0.2 %
Retail41.6 0.1 %143.0 0.5 %
Land29.7 0.1 %30.8 0.1 %
$207.8 0.7 %$223.1 0.8 %
South Carolina
Apartment60.8 0.2 %60.0 0.2 %
Land7.8 — %8.7 — %
$68.6 0.2 %$68.7 0.2 %
Tennessee
Retail213.2 0.8 %225.0 0.8 %
$213.2 0.8 %$225.0 0.8 %
Texas
Office329.7 1.2 %348.8 1.2 %
Industrial55.0 0.2 %53.3 0.2 %
Land23.8 0.1 %28.8 0.1 %
$408.5 1.5 %$430.9 1.5 %
Washington
Office112.1 0.4 %135.9 0.5 %
$112.1 0.4 %$135.9 0.5 %
Various(1)
Storage1,292.4 4.6 %1,310.2 4.4 %
Apartment1,064.3 3.8 %1,146.4 3.9 %
Office460.6 1.6 %471.7 1.6 %
$2,817.3 10.0 %$2,928.3 9.9 %
Foreign(2)
Land24.8 0.1 %20.4 0.1 %
Other(3)
9.3 — %9.0 — %
$34.1 0.1 %$29.4 0.1 %
TOTAL REAL ESTATE JOINT VENTURES
(Cost: $5,789.4 and $5,738.1)$6,762.1 24.1 %$7,103.6 24.0 %
(1)Properties within these investments are located throughout the loaned securities and maintains cash collateral in an amount not less than 100%United States.
(2)Property is located outside of the market value of loaned securities during the period of the loan; any additional collateral required due to changes in security values is delivered to the Account the next business day. Cash collateral received by the Account is invested exclusively in an interest-bearing deposit account.  United States.
(3)The value ofrepresents the loaned securities and the liability to return the cash collateral received are reflectedequity interest in the consolidated statements of assets and liabilities. joint venture, which does not currently hold any properties.
As of September 30, 2017, securities lending transactions are for real-estate related equity securities, and the resulting loans are continuous, can be recalled at any time, and have no set maturity. Securities lending income recognized by the Account consists of interest earned on cash collateral and lending fees, net of any rebates to the borrower and compensation to the agent. Such income is reflected within interest income on the consolidated statements of operations.  In lending its securities, the Account bears the market risk with respect to the investment of collateral and the risk that the agent may default on its contractual obligations to the Account. The agent bears the risk that the borrower may default on its obligation to return the loaned securities as the agent is contractually obligated to indemnify the Account if at the time of a default by a borrower some or all of the loan securities have not been returned.


28
TIAA REAL ESTATE PROPERTIES—57.6% and 58.0%ACCOUNT
CONDENSED CONSOLIDATED SCHEDULES OF INVESTMENTS
(Dollar values shown in millions)

MARKETABLE SECURITIES
March 31, 2023December 31, 2022
Fair Value% of Net AssetsFair Value% of Net Assets
Corporate bonds273.2 1.0 %536.4 1.8 %
U.S. government agency notes709.2 2.5 %902.9 3.0 %
Foreign government agency notes17.1 0.1 %16.9 0.1 %
U.S. treasury securities255.80.9 %574.0 1.9 %
TOTAL MARKETABLE SECURITIES
(Cost: $1,273.4 and $2,077.1)$1,255.3 4.5 %$2,030.2 6.8 %
TOTAL REAL ESTATE FUNDS
(Cost: $815.2 and $787.7)$931.9 3.3 %$893.4 3.0 %
TOTAL REAL ESTATE OPERATING BUSINESS
(Cost: $355.0 and $355.0)$636.0 2.3 %$641.9 2.2 %
TOTAL LOANS RECEIVABLE
(Cost: ($1,549.2 and $1,546.0)$1,378.9 4.9 %$1,418.7 4.8 %
TOTAL LOANS RECEIVABLE WITH RELATED PARTIES
(Cost: $71.3 and $69.9)$71.3 0.3 %$69.9 0.2 %
TOTAL INVESTMENTS
(Cost: $24,278.0 and $24,897.0)$31,093.4 110.9 %$32,601.7 109.9 %
29
Location/Description Type Fair Value at
September 30, 2017 December 31, 2016
    (Unaudited)   
Arizona:        
Camelback Center Office $58.4
  $56.4
 
Kierland Apartment Portfolio Apartments 147.7
  127.9
(1) 
California:        
55 Second Street Office 353.1
(1) 
 335.0
(1) 
88 Kearny Street Office 177.6
  172.3
 
200 Middlefield Road Office 61.2
  60.5
 
BLVD63 Apartments 162.0
  157.0
 
Castro Station Office 163.0
  158.2
 
Centre Pointe and Valley View Industrial 43.9
  42.8
 
Cerritos Industrial Park Industrial 140.0
  126.3
 
Charleston Plaza Retail 93.0
  92.0
 
Great West Industrial Portfolio Industrial 160.9
  166.1
 
Holly Street Village Apartments 148.0
  146.0
 
Larkspur Courts Apartments 141.4
  140.5
 
Northern CA RA Industrial Portfolio Industrial 87.0
  76.7
 
Oakmont IE West Portfolio Industrial 87.2
  82.7
 
Oceano at Warner Center Apartments 89.0
  88.3
 
Ontario Industrial Portfolio Industrial 397.4
(11) 
 438.0
 
Ontario Mills Industrial Portfolio Industrial 55.9
  52.0
 
Pacific Plaza Office 115.2
  115.0
 
Rancho Cucamonga Industrial Portfolio Industrial 70.9
(11) 
 174.2
 
Regents Court Apartments 95.4
(1) 
 89.9
(1) 
Southern CA RA Industrial Portfolio Industrial 136.2
  135.0
 
Stella Apartments 178.9
  173.1
 
Stevenson Point Industrial 49.9
  49.3
 
The Forum at Carlsbad Retail 220.0
(1) 
 221.5
(1) 
The Legacy at Westwood Apartments 143.0
(1) 
 142.1
(1) 
Township Apartments Apartments 89.8
  89.6
 
West Lake North Business Park Office 60.4
  60.0
 
Westcreek Apartments 51.1
  48.2
 
Westwood Marketplace Retail 131.8
  125.0
 
Wilshire Rodeo Plaza Office 326.7
  320.7
 
Colorado:        
Palomino Park Apartments 327.9
(1) 
 314.1
(1) 
South Denver Marketplace Retail 72.7
  73.0
 
Connecticut:        
Wilton Woods Corporate Campus Office 134.0
  141.9
 
Florida:        
701 Brickell Avenue Office 362.6
(1) 
 380.7
(1) 
Broward Industrial Portfolio Industrial 54.1
  —
 
Casa Palma Apartments 95.0
  97.0
 
Orion on Orpington Apartments 42.1
  —
 
Publix at Weston Commons Retail 74.1
  73.0
 
Seneca Industrial Park Industrial 106.4
  102.7
 
South Florida Apartment Portfolio Apartments 105.0
  104.1
 


Location/Description Type Fair Value at
September 30, 2017 December 31, 2016
    (Unaudited)   
The Manor Apartments Apartments 52.8
  53.6
 
The Manor at Flagler Village Apartments 148.0
  150.8
 
The Residences at the Village of Merrick Park Apartments 75.0
  74.1
 
Urban Centre Office 138.8
  121.4
 
Weston Business Center Industrial 92.8
  92.7
 
Georgia:        
Atlanta Industrial Portfolio Industrial 31.6
(6) 
 62.8
 
Shawnee Ridge Industrial Portfolio Industrial 89.6
  86.7
 
Illinois:        
32 South State Street Retail 47.7
(1) 
 46.5
(1) 
803 Corday Apartments 92.5
  —
 
Chicago Caleast Industrial Portfolio Industrial 80.3
  81.8
 
Chicago Industrial Portfolio Industrial 96.6
  85.5
 
Maryland:        
Landover Logistics Center Industrial 43.1
  39.8
 
The Shops at Wisconsin Place Retail 91.0
  92.8
 
Massachusetts:        
99 High Street Office 504.0
  514.1
 
501 Boylston Street Office 506.3
(1) 
 490.3
(1) 
Fort Point Creative Exchange Portfolio Office 217.9
  223.0
 
Northeast RA Industrial Portfolio Industrial 40.2
  41.3
 
One Beeman Road Industrial 33.7
  —
 
Minnesota:        
The Bridges Apartments 62.1
  —
 
The Knoll Apartments 33.3
(1) 
 —
 
New Jersey:        
200 Milik Street Industrial 52.1
  51.2
 
Marketfair Retail 105.0
  104.2
 
Amazon Distribution Center Industrial 110.0
  101.0
 
South River Road Industrial Industrial 87.2
  71.9
 
New York:        
21 Penn Plaza Office 266.3
  275.2
 
250 North 10th Street Apartments 166.0
  162.0
 
425 Park Avenue Ground Lease 454.0
  450.0
 
430 West 15th Street Office 140.5
  116.1
 
780 Third Avenue Office 429.0
(1) 
 425.0
(1) 
837 Washington Street Office 209.0
  215.0
 
The Colorado Apartments 256.0
(1) 
 258.1
(1) 
The Corner Apartments 253.1
(1) 
 250.0
(1) 
Oregon:        
The Cordelia Apartments 49.0
  50.0
 
Pennsylvania:        
1619 Walnut Street Retail 23.4
  23.4
 
The Pepper Building Apartments —
  52.9
 
South Carolina:        
Greene Crossing Apartments 65.8
  65.8
 
Tennessee:        
Southside at McEwen Retail 48.2
  48.8
 

Location/Description Type Fair Value at
September 30, 2017 December 31, 2016
    (Unaudited)   
Texas:        
Beltway North Commerce Center Industrial 19.2
  19.5
 
Cliffs at Barton Creek Apartments 45.7
  45.8
 
Dallas Industrial Portfolio Industrial 210.5
  201.3
 
Houston Apartment Portfolio Apartments 159.3
  159.3
 
Lincoln Centre Office 353.0
  347.0
 
Northwest Houston Industrial Portfolio Industrial 70.0
  68.2
 
Park 10 Distribution Industrial 10.3
  11.3
 
Pinnacle Industrial Portfolio Industrial 53.4
  52.8
 
Pinto Business Park Industrial 130.8
  134.2
 
The Caruth Apartments 82.7
(1) 
 84.3
(1) 
The Maroneal Apartments 54.5
  52.1
 
Virginia:        
8270 Greensboro Drive Office 47.3
  47.6
 
Ashford Meadows Apartments Apartments 106.6
(1) 
 107.2
(1) 
Plaza America Retail 115.0
  109.0
 
The Ellipse at Ballston Office 84.4
  79.8
 
The Palatine Apartments 121.1
(1) 
 130.9
(1) 
Washington:        
Circa Green Lake Apartments 94.4
  92.5
 
Fourth and Madison Office 527.0
(1) 
 521.0
(1) 
Millennium Corporate Park Office 182.1
  190.1
 
Northwest RA Industrial Portfolio Industrial 38.2
  31.7
 
Pacific Corporate Park Industrial 44.5
  42.0
 
Prescott Wallingford Apartments Apartments 62.0
  58.8
 
Rainier Corporate Park Industrial 114.7
  104.0
 
Regal Logistics Campus Industrial 97.8
  83.1
 
Union - South Lake Union Apartments 109.1
  105.3
 
Washington DC:        
1001 Pennsylvania Avenue Office 810.0
(1) 
 810.0
(1) 
1401 H Street, NW Office 203.1
(1) 
 230.0
(1) 
1900 K Street, NW Office 330.2
(1) 
 335.0
(1) 
Mass Court Apartments 171.0
(1) 
 169.0
(1) 
Mazza Gallerie Retail —
  78.0
 
The Ashton Apartments 38.5
  39.2
 
The Louis at 14th Apartments 175.0
  183.2
 
The Woodley Apartments 191.0
  203.0
 
TOTAL REAL ESTATE PROPERTIES       
(Cost $12,944.7 and $12,818.1)   $15,654.2
  $15,452.8
 

REAL ESTATE JOINT VENTURES AND LIMITED PARTNERSHIPS—21.4% and 21.6%
REAL ESTATE JOINT VENTURES—20.9% and 21.1%
Location/Description Type Fair Value at
September 30, 2017 December 31, 2016
    (Unaudited)   
California:      
CA—Colorado Center LP
Colorado Center (50% Account Interest)
 Office $355.1
(2) 
 $567.8
 
PC Borrower, LLC
Pacific City (70% Account Interest)
 Retail 133.8
  128.5
 
TREA Campus Pointe 1, LLC
Campus Pointe 1 (45% Account Interest)		 Office 139.4
  137.5
 
TREA Campus Pointe 2, LLC
Campus Pointe 2 (43.16% Account Interest)		 Office 104.2
  85.7
 
T-C 1500 Owens, LLC
1500 Owens Street (49.9% Account Interest)
 Office 77.0
  74.8
 
T-C Foundry Square II Venture LLC
Foundry Square II (50.1% Account Interest)
 Office 257.4
  200.1
(2) 
T-C Illinois Street, LLC
409-499 Illinois Street (40% Account Interest)
 Office 206.3
  196.8
 
Valencia Town Center Associates LP
Valencia Town Center (50% Account Interest)
 Retail 137.5
(2) 
 128.0
(2) 
Florida:      
Florida Mall Associates, Ltd
The Florida Mall (50% Account Interest)
 Retail 754.8
(2) 
 755.8
(2) 
TREA Florida Retail, LLC
Florida Retail Portfolio (80% Account Interest)
 Retail 150.0
  147.6
 
West Dade County Associates
Miami International Mall (50% Account Interest)
 Retail 164.2
(2) 
 161.1
(2) 
Maryland:      
WP Project Developer
The Shops at Wisconsin Place (33.33% Account Interest)
 Retail 21.0
  19.4
 
Massachusetts:      
One Boston Place REIT
One Boston Place (50.25% Account Interest)
 Office 238.8
  224.2
 
T-C 225 Binney, LLC
225 Binney Street (70% Account Interest)
 Office 195.7
  194.9
 
Nevada:        
Fashion Show Holding I, LLC
Fashion Show (50% Account Interest)
 Retail 837.9
(2) 
 839.1
(2) 
New York:      
401 West 14th Street, LLC
401 West 14th Street (42.19% Account Interest)
 Retail 45.5
(2) 
 41.1
(2) 
817 Broadway Owner, LLC
817 Broadway (61.46% Account Interest)
 Office 23.3
(2) 
 20.8
(2) 
MRA Hub 34 Holding, LLC
The Hub (95% Account Interest)
 Office 57.1
(2) 
 54.9
(2) 
RGM 42, LLC
MiMA (70% Account Interest)
 Apartments 188.0
(2) 
 194.7
(2) 
TREA 35th Street LIC Investor Member, LLC
Commerce LIC (97.5% Account Interest)
 Industrial 57.9
  —
 
Tennessee:      
West Town Mall, LLC
West Town Mall (50% Account Interest)
 Retail 137.1
(2) 
 154.4
(2) 

Location/Description Type Fair Value at
September 30, 2017 December 31, 2016
    (Unaudited)   
Texas:      
Four Oaks Venture LP
Four Oaks Place LP (51% Account Interest)
 Office 341.6
(2) 
 342.3
(2) 
Washington:      
T-C REA 400 Fairview Investor, LLC
400 Fairview (90% Account Interest)
 Office 262.4
  243.6
 
Various:      
DDRTC Core Retail Fund, LLC
DDR Joint Venture (85% Account Interest)
 Retail 615.8
(2,3) 
 552.8
(2,3) 
Storage Portfolio I, LLC
Storage Portfolio (75% Account Interest)
 Storage 173.6
(2,3) 
 156.5
(2,3) 
TOTAL REAL ESTATE JOINT VENTURES
(Cost $4,399.3 and $4,393.2)
   $5,675.4
  $5,622.4
 
         
         
LIMITED PARTNERSHIPS—0.5% and 0.5%    
Clarion Gables Multi-Family Trust LP (8.407% Account Interest) $124.9
  $121.6
 
Colony Realty Partners LP (5.27% Account Interest) —
  3.1
(10) 
Lion Gables Apartment Fund (18.46% Account Interest) —
  0.2
(5) 
Taconic New York City GP Fund, LP (60% Account Interest) 11.0
  4.8
 
Transwestern Mezz Realty Partners III, LLC (11.708% Account Interest) 4.8
  7.8
 
TOTAL LIMITED PARTNERSHIPS
(Cost $140.9 and $137.2)
   $140.7
  $137.5
 
TOTAL REAL ESTATE JOINT VENTURES AND LIMITED PARTNERSHIPS
(Cost $4,540.2 and $4,530.4)
 $5,816.1
  $5,759.9
 

MARKETABLE SECURITIES—19.9% and 19.3%
REAL ESTATE-RELATED MARKETABLE SECURITIES—4.1% and 4.1%
Shares Issuer Fair Value at
September 30, 2017 December 31, 2016
2017 2016 
      (Unaudited)   
82,202
 84,437
 Acadia Realty Trust $2.3
  $2.8
 
28,294
 26,717
 Agree Realty Corporation 1.4
  1.2
 
2,132
 2,132
 Alexander's, Inc. 0.9
  0.9
 
92,255
 83,175
 Alexandria Real Estate Equities, Inc. 11.0
  9.2
 
48,980
 —
 Altisource Residential Corp. 0.5
  —
 
40,188
 41,010
 American Assets Trust, Inc. 1.6
  1.8
 
133,888
 138,467
 American Campus Communities, Inc. 5.9
  6.9
 
—
 6,347
 American Farmland Company —
  0.1
 
239,344
 233,916
 American Homes 4 Rent 5.2
  4.9
 
421,695
 443,315
 American Tower Corp. 57.6
  46.8
 
155,985
 163,592
 Apartment Investment and Management Company 6.8
  7.4
 
210,602
 223,733
 Apple Hospitality Inc. 4.0
  4.5
 
47,395
 38,282
 Armada Hoffler Properties Inc. 0.7
  0.6
 
27,462
 27,631
 Ashford Hospitality Prime Inc. 0.3
  0.4
 
75,865
 96,553
 Ashford Hospitality Trust, Inc. 0.5
  0.7
 
137,335
 143,728
 Avalonbay Communities, Inc. 24.5
  25.5
 
24,509
 21,354
 Bluerock Residential Growth, Inc. 0.3
  0.3
 
153,602
 160,997
 Boston Properties, Inc. 18.9
  20.3
 
172,155
 183,336
 Brandywine Realty Trust 3.0
  3.0
 
305,457
 319,555
 Brixmore Property Group Inc 5.7
  7.8
 
90,816
 91,727
 Camden Property Trust 8.3
  7.7
 
—
 89,419
 Care Capital Properties, Inc. —
  2.2
 
76,188
 64,966
 CareTrust REIT Inc. 1.5
  1.0
 
39,488
 43,788
 Catchmark Timber Trust, Inc. 0.5
  0.5
 
167,957
 178,895
 CBL & Associates Properties, Inc. 1.4
(9) 
 2.1
 
92,124
 92,124
 Cedar Shopping Centers, Inc. 0.5
  0.6
 
39,759
 39,759
 Chatham Lodging Trust 0.8
  0.8
 
58,946
 63,363
 Chesapeake Lodging Trust 1.6
  1.6
 
15,330
 —
 Clipper Realty, Inc. 0.2
(9) 
 —
 
541,689
 —
 Colony Northstar, Inc. 6.8
  —
 
—
 50,961
 Colony Starwood Homes —
  1.5
 
122,581
 130,704
 Columbia Property Trust Inc. 2.7
  2.8
 
—
 161,499
 Communication Sales & Leasing, Inc. —
  4.1
 
17,855
 13,231
 Community Healthcare Trust, Inc. 0.5
  0.3
 
117,713
 117,878
 CoreCivic, Inc. 3.2
  2.9
 
12,695
 12,695
 Corenergy Infrastructure Trust, Inc. 0.4
(9) 
 0.4
 
33,863
 35,452
 CoreSite Realty Corporation 3.8
  2.8
 
99,369
 98,668
 Corporate Office Properties Trust 3.3
  3.1
 
414,681
 358,876
 Cousins Properties Incorporated 3.9
  3.1
 
401,185
 378,286
 Crown Castle International Corporation 40.1
  32.8
 
180,122
 189,128
 Cubesmart 4.7
  5.1
 
86,428
 80,245
 CyrusOne Inc. 5.1
  3.6
 
92,007
 95,203
 DCT Industrial Trust, Inc. 5.3
  4.6
 
308,806
 326,844
 DDR Corp 2.8
  5.0
 
198,919
 211,566
 DiamondRock Hospitality Company 2.2
  2.4
 
203,672
 166,911
 Digital Realty Trust, Inc. 24.1
  16.4
 

Shares Issuer Fair Value at
September 30, 2017 December 31, 2016
2017 2016 
      (Unaudited)   
144,167
 146,715
 Douglas Emmett, Inc. $5.7
  $5.4
 
355,455
 371,513
 Duke Realty Corporation 10.2
  9.9
 
—
 79,039
 DuPont Fabros Technology, Inc. —
  3.5
 
38,107
 38,107
 Easterly Government Properties, Inc. 0.8
  0.8
 
32,984
 34,448
 EastGroup Properties, Inc. 2.9
  2.5
 
73,142
 76,609
 Education Realty Trust, Inc. 2.6
  3.2
 
125,679
 128,313
 Empire State Realty Trust 2.6
  2.6
 
62,943
 66,086
 EPR Properties 4.4
  4.7
 
77,532
 74,499
 Equinix Inc. 34.6
  26.6
 
120,619
 132,412
 Equity Commonwealth 3.7
  4.0
 
81,386
 81,207
 Equity Lifestyle Properties, Inc. 6.9
  5.9
 
—
 97,735
 Equity One, Inc. —
  3.0
 
355,638
 378,516
 Equity Residential 23.4
  24.4
 
39,142
 39,142
 Escrow Winthrop Realty Trust 0.3
  0.3
 
65,165
 68,928
 Essex Property Trust, Inc. 16.6
  16.0
 
121,584
 123,598
 Extra Space Storage, Inc. 9.7
  9.5
 
33,146
 20,247
 Farmland Partners, Inc. 0.3
(9) 
 0.2
(9) 
72,018
 75,390
 Federal Realty Investment Trust 8.9
  10.7
 
—
 146,636
 FelCor Lodging Trust Incorporated —
  1.2
 
117,988
 122,078
 First Industrial Realty Trust, Inc. 3.6
  3.4
 
62,454
 62,454
 First Potomac Realty Trust 0.7
  0.7
 
242,943
 247,510
 Forest City Realty Trust A 6.2
  5.2
 
62,347
 62,347
 Four Corners Property Trust 1.6
  1.3
 
105,457
 105,457
 Franklin Street Properties Corp. 1.1
  1.4
 
200,306
 215,403
 Gaming and Leisure Properties, Inc. 7.4
  6.6
 
616,628
 528,439
 General Growth Properties, Inc. 12.8
  13.2
 
121,553
 75,332
 GEO Group, Inc./The 3.3
  2.7
 
32,335
 27,304
 Getty Realty Corp. 0.9
  0.7
 
27,842
 24,752
 Gladstone Commercial Corporation 0.6
  0.5
 
7,822
 —
 Gladstone Land Corporation 0.1
  —
 
14,323
 14,323
 Global Medical REIT, Inc. 0.1
(9) 
 0.1
(9) 
66,375
 169,785
 Global Net Lease, Inc. 1.5
  1.3
 
93,766
 74,542
 Government Properties Income Trust 1.8
  1.4
 
150,155
 439,336
 Gramercy Property Trust Inc. 4.5
  4.0
 
468,228
 488,199
 HCP, Inc. 13.0
  14.5
 
121,482
 121,172
 Healthcare Realty Trust Inc. 3.9
  3.7
 
197,648
 148,194
 Healthcare Trust of America 5.9
  4.3
 
38,921
 38,921
 Hersha Hospitality Trust 0.7
  0.8
 
100,544
 105,127
 Highwoods Properties, Inc. 5.2
  5.4
 
162,463
 172,557
 Hospitality Properties Trust 4.6
  5.5
 
730,412
 784,264
 Host Hotels & Resorts, Inc. 13.5
  14.8
 
156,033
 130,545
 Hudson Pacific Properties, Inc. 5.2
  4.5
 
70,772
 64,154
 Independence Realty Trust, Inc. 0.7
  0.6
 
130,841
 130,841
 Investors Real Estate Trust 0.8
  0.9
 
87,831
 —
 Invitation Homes 2.0
  —
 
262,389
 251,283
 Iron Mountain Inc. 10.2
  8.2
 
1,500,000
 1,500,000
 iShares Dow Jones US Real Estate Index Fund 119.8
  115.4
(9) 
86,089
 —
 JBG Smith Properties 2.9
  —
 
96,468
 96,739
 Kilroy Realty Corporation 6.9
  7.1
 

Shares Issuer Fair Value at
September 30, 2017 December 31, 2016
2017 2016 
      (Unaudited)   
413,143
 446,152
 Kimco Realty Corporation $8.1
  $11.2
 
82,157
 86,474
 Kite Realty Group Trust 1.7
  2.0
 
82,861
 86,839
 Lamar Advertising Corporation 5.7
  5.8
 
113,248
 118,625
 LaSalle Hotel Properties 3.3
  3.6
 
233,615
 246,697
 Lexington Realty Trust 2.4
  2.7
 
147,200
 154,875
 Liberty Property Trust 6.0
  6.1
 
45,893
 48,870
 Life Storage, Inc. 3.8
  4.2
 
39,429
 41,261
 LTC Properties, Inc. 1.9
  1.9
 
91,244
 93,046
 Mack-Cali Realty Corporation 2.2
  2.7
 
29,800
 23,475
 Medequities Realty Trust, Inc. 0.4
  0.3
 
362,242
 337,220
 Medical Properties Trust, Inc. 4.8
  4.1
 
113,412
 118,873
 Mid-America Apartment Communities, Inc. 12.1
  11.6
 
71,720
 69,038
 Monmouth Real Estate Investment Corporation 1.2
  1.1
 
—
 175,519
 Monogram Residential Trust Inc. —
  1.9
 
39,678
 38,542
 National Health Investors, Inc. 3.1
  2.9
 
148,742
 154,142
 National Retail Properties, Inc. 6.2
  6.8
 
44,249
 44,249
 National Storage Affiliates Trust 1.1
  1.0
 
83,324
 83,324
 New Senior Investment Group 0.8
  0.8
 
—
 175,401
 New York REIT —
  1.8
 
17,140
 17,140
 Nexpoint Residential Trust, Inc. 0.4
  0.4
 
54,554
 59,329
 NorthStar Realty Europe Corp. 0.7
  0.7
 
—
 189,799
 NorthStar Realty Finance Corp. —
  2.9
 
194,823
 181,435
 Omega Healthcare Investors, Inc. 6.2
(9) 
 5.7
 
16,324
 16,324
 One Liberty Properties, Inc. 0.4
  0.4
 
138,381
 144,614
 Outfront Media Inc. 3.5
  3.6
 
198,430
 157,741
 Paramount Group Inc. 3.2
  2.5
 
144,718
 —
 Park Hotels & Resorts, Inc. 4.0
  —
 
42,820
 45,533
 Parkway Properties, Inc. 1.0
  1.0
 
68,431
 75,815
 Pebblebrook Hotel Trust 2.5
(9) 
 2.3
 
69,866
 69,866
 Pennsylvania Real Estate Investment Trust 0.7
(9) 
 1.3
 
178,281
 141,267
 Physicians Realty Trust 3.2
  2.7
 
144,783
 153,053
 Piedmont Office Realty Trust, Inc. 2.9
  3.2
 
40,092
 39,487
 Potlatch Corporation 2.0
  1.6
 
30,894
 25,352
 Preferred Apartment Communities, Inc. 0.6
  0.4
 
526,083
 549,455
 ProLogis 33.4
  29.0
 
19,639
 20,916
 PS Business Parks, Inc. 2.6
  2.4
 
147,591
 152,197
 Public Storage, Inc. 31.6
  34.0
 
47,384
 47,125
 QTS Realty Trust, Inc. 2.5
  2.3
 
96,479
 98,883
 Quality Care Properties 1.5
  1.5
 
78,232
 82,342
 Ramco-Gershenson Properties Trust 1.0
  1.4
 
127,625
 129,796
 Rayonier, Inc. 3.7
  3.4
 
272,317
 270,184
 Realty Income Corporation 15.6
  15.5
 
149,168
 109,616
 Regency Centers Corporation 9.3
  7.6
 
107,617
 113,887
 Retail Opportunity Investment 2.0
  2.4
 
230,343
 247,302
 Retail Properties of America 3.0
  3.8
 
70,011
 67,197
 Rexford Industrial Realty Inc. 2.0
  1.6
 
169,181
 131,026
 RLJ Lodging Trust 3.7
  3.2
 
44,005
 50,994
 Ryman Hospitality Properties 2.7
  3.2
 
173,736
 68,440
 Sabra Health Care REIT Inc. 3.8
  1.7
 

Shares Issuer Fair Value at
September 30, 2017 December 31, 2016
2017 2016 
      (Unaudited)   
11,006
 —
 Safety Income and Growth, Inc. $0.2
  $—
 
11,082
 14,267
 Saul Centers, Inc. 0.7
  0.9
 
119,786
 —
 SBA Communications Corporation 17.3
  —
 
63,334
 71,466
 Select Income Real Estate Investment Trust 1.5
  1.8
 
235,142
 248,749
 Senior Housing Properties Trust 4.6
  4.7
 
—
 36,820
 Silver Bay Realty Trust Corp. —
  0.6
 
310,266
 329,687
 Simon Property Group, Inc. 50.0
  58.6
 
96,162
 106,453
 SL Green Realty Corp. 9.7
  11.4
 
483,394
 483,032
 Spirit Realty Capital Inc. 4.1
  5.2
 
91,969
 78,649
 Stag Industrial, Inc. 2.5
  1.9
 
126,762
 —
 Starwood Waypoint Homes 4.6
  —
 
170,571
 162,012
 STORE Capital Corporation 4.2
  4.0
 
101,582
 88,627
 Summit Hotel Properties, Inc. 1.6
  1.4
 
75,320
 68,173
 Sun Communities, Inc. 6.5
  5.2
 
223,998
 227,526
 Sunstone Hotel Investors, Inc. 3.6
  3.5
 
93,587
 100,862
 Tanger Factory Outlet Centers, Inc. 2.3
  3.6
 
59,024
 63,335
 Taubman Centers, Inc. 2.9
  4.7
 
50,869
 48,484
 Terreno Realty Corporation 1.8
  1.4
 
136,929
 150,999
 The Macerich Company 7.5
  10.7
 
50,411
 50,411
 Tier Inc. 1.0
  0.9
 
265,245
 280,233
 UDR, Inc. 10.1
  10.2
 
30,879
 27,329
 UMH Properties, Inc. 0.5
  0.4
 
165,032
 —
 UNITI Group, Inc. 2.4
  —
 
13,049
 14,676
 Universal Health Realty Income Trust 1.0
  1.0
 
97,222
 93,500
 Urban Edge Properties 2.3
  2.6
 
31,959
 31,959
 Urstadt Biddle Properties, Inc. 0.7
  0.8
 
353,728
 371,296
 Ventas, Inc. 23.0
  23.2
 
975,362
 1,012,629
 VEREIT, Inc. 8.1
  8.6
 
172,179
 177,780
 Vornado Realty Trust 13.2
  18.6
 
185,508
 193,859
 Washington Prime Group, Inc. 1.5
  2.0
 
76,866
 78,200
 Washington Real Estate Investment Trust 2.5
  2.6
 
119,216
 120,820
 Weingarten Realty Investors 3.8
  4.3
 
365,663
 380,425
 Welltower Inc. 25.7
  25.5
 
744,863
 783,938
 Weyerhaeuser Company 25.3
  23.6
 
38,883
 32,110
 Whitestone Real Estate Investment Trust B 0.5
  0.5
 
105,577
 95,234
 WP Carey Inc. 7.1
  5.6
 
107,316
 113,720
 Xenia Hotels & Resorts Inc. 2.3
  2.2
 
TOTAL REAL ESTATE-RELATED MARKETABLE SECURITIES
(Cost $889.5 and $883.9)		 $1,121.0
  $1,081.5
 

OTHER MARKETABLE SECURITIES—15.8% and 15.2%
GOVERNMENT AGENCY NOTES—12.1% and 8.7%
Principal Issuer 
Yield(4)
 
Maturity
Date
 Fair Value at
September 30, 2017 December 31, 2016
2017 2016 
          (Unaudited)  
$—
 $22.0
 Fannie Mae Discount Notes 0.416% 2/1/2017 $—
 $22.0
—
 42.0
 Fannie Mae Discount Notes 0.366% - 0.482% 3/1/2017 —
 42.0
—
 10.0
 Fannie Mae Discount Notes 0.427% 3/3/2017 —
 10.0
—
 20.0
 Fannie Mae Discount Notes 0.427% 3/6/2017 —
 20.0
—
 20.0
 Fannie Mae Discount Notes 0.406% 3/13/2017 —
 20.0
—
 30.3
 Fannie Mae Discount Notes 0.406% 3/27/2017 —
 30.3
—
 25.0
 Fannie Mae Discount Notes 0.406% 3/28/2017 —
 25.0
—
 30.0
 Fannie Mae Discount Notes 0.518% 4/18/2017 —
 29.9
—
 24.0
 Fannie Mae Discount Notes 0.483% - 0.579% 4/19/2017 —
 24.0
—
 31.5
 Fannie Mae Discount Notes 0.447% - 0.539% 5/1/2017 —
 31.5
—
 49.9
 Fannie Mae Discount Notes 0.518% 5/2/2017 —
 49.9
—
 39.9
 Fannie Mae Discount Notes 0.539% 5/5/2017 —
 39.9
34.9
 —
 Fannie Mae Discount Notes 0.987% 10/2/2017 34.9
 —
47.1
 —
 Fannie Mae Discount Notes 1.017% - 1.038% 10/11/2017 47.1
 —
35.1
 —
 Fannie Mae Discount Notes 1.027% 10/12/2017 35.1
 —
33.6
 —
 Fannie Mae Discount Notes 1.017% 10/13/2017 33.6
 —
37.1
 —
 Fannie Mae Discount Notes 1.017% - 1.037% 10/19/2017 37.1
 —
15.1
 —
 Fannie Mae Discount Notes 1.038% 10/23/2017 15.1
 —
20.0
 —
 Fannie Mae Discount Notes 1.038% 10/25/2017 20.0
 —
40.0
 —
 Fannie Mae Discount Notes 1.038% 10/27/2017 40.0
 —
35.0
 —
 Fannie Mae Discount Notes 0.996% 10/30/2017 35.0
 —
75.1
 —
 Fannie Mae Discount Notes 0.996% - 1.006% 11/1/2017 75.0
 —
10.0
 —
 Fannie Mae Discount Notes 0.985% 11/3/2017 10.0
 —
24.6
 —
 Fannie Mae Discount Notes 1.048% 11/6/2017 24.5
 —
5.0
 —
 Fannie Mae Discount Notes 1.048% 11/9/2017 5.0
 —
75.0
 —
 Fannie Mae Discount Notes 1.058% 11/20/2017 74.9
 —
75.0
 —
 Fannie Mae Discount Notes 1.058% 11/21/2017 74.9
 —
30.0
 —
 Fannie Mae Discount Notes 1.058% 11/22/2017 30.0
 —
20.0
 —
 Fannie Mae Discount Notes 1.007% 11/24/2017 20.0
 —
25.0
 —
 Fannie Mae Discount Notes 1.042% 12/20/2017 24.9
 —
40.0
 —
 Fannie Mae Discount Notes 1.063% 1/11/2018 40.0
 —
30.0
 —
 Fannie Mae Discount Notes 1.038% 1/22/2018 29.9
 —
46.2
 —
 Fannie Mae Discount Notes 1.038% 1/23/2018 46.0
 —
35.1
 —
 Fannie Mae Discount Notes 1.038% 1/24/2018 35.0
 —
—
 19.9
 Farmer Mac Discount Notes 0.682% 6/1/2017 —
 19.9
—
 15.5
 Federal Farm Credit Bank Discount Notes 0.376% - 0.381% 2/22/2017 —
 15.5
—
 34.7
 Federal Home Loan Bank Discount Notes 0.304% - 0.355% 1/3/2017 —
 34.7
—
 40.0
 Federal Home Loan Bank Discount Notes 0.345% 1/4/2017 —
 40.0
—
 29.2
 Federal Home Loan Bank Discount Notes 0.355% - 0.447% 1/6/2017 —
 29.2
—
 7.1
 Federal Home Loan Bank Discount Notes 0.299% - 0.345% 1/9/2017 —
 7.1
—
 25.0
 Federal Home Loan Bank Discount Notes 0.325% 1/10/2017 —
 25.0
—
 50.0
 Federal Home Loan Bank Discount Notes 0.304% - 0.396% 1/11/2017 —
 50.0
—
 33.0
 Federal Home Loan Bank Discount Notes 0.365% - 0.396% 1/12/2017 —
 33.0
—
 50.0
 Federal Home Loan Bank Discount Notes 0.386% 1/13/2017 —
 50.0
—
 36.0
 Federal Home Loan Bank Discount Notes 0.345% 1/17/2017 —
 36.0
—
 42.1
 Federal Home Loan Bank Discount Notes 0.294% - 0.365% 1/18/2017 —
 42.1

Principal Issuer 
Yield(4)
 
Maturity
Date
 Fair Value at
September 30, 2017 December 31, 2016
2017 2016 
          (Unaudited)  
$—
 $20.0
 Federal Home Loan Bank Discount Notes 0.284% 1/20/2017 $—
 $20.0
—
 50.0
 Federal Home Loan Bank Discount Notes 0.335% 1/23/2017 —
 50.0
—
 47.0
 Federal Home Loan Bank Discount Notes 0.345% 1/24/2017 —
 47.0
—
 34.8
 Federal Home Loan Bank Discount Notes 0.304% - 0.360% 1/25/2017 —
 34.8
—
 45.0
 Federal Home Loan Bank Discount Notes 0.294% - 0.406% 1/27/2017 —
 45.0
—
 25.0
 Federal Home Loan Bank Discount Notes 0.416% 1/30/2017 —
 25.0
—
 34.7
 Federal Home Loan Bank Discount Notes 0.467% - 0.497% 2/1/2017 —
 34.7
—
 42.0
 Federal Home Loan Bank Discount Notes 0.406% 2/3/2017 —
 42.0
—
 15.0
 Federal Home Loan Bank Discount Notes 0.416% 2/7/2017 —
 15.0
—
 10.2
 Federal Home Loan Bank Discount Notes 0.376% 2/10/2017 —
 10.2
—
 50.0
 Federal Home Loan Bank Discount Notes 0.386% - 0.487% 2/17/2017 —
 50.0
—
 30.0
 Federal Home Loan Bank Discount Notes 0.365% 2/21/2017 —
 30.0
—
 30.0
 Federal Home Loan Bank Discount Notes 0.437% 2/22/2017 —
 30.0
—
 50.0
 Federal Home Loan Bank Discount Notes 0.396% 2/24/2017 —
 50.0
—
 20.0
 Federal Home Loan Bank Discount Notes 0.533% 2/27/2017 —
 20.0
—
 10.1
 Federal Home Loan Bank Discount Notes 0.518% 3/3/2017 —
 10.1
—
 15.0
 Federal Home Loan Bank Discount Notes 0.523% 3/6/2017 —
 15.0
—
 30.0
 Federal Home Loan Bank Discount Notes 0.538% 3/8/2017 —
 30.0
—
 45.8
 Federal Home Loan Bank Discount Notes 0.447% - 0.574% 3/10/2017 —
 45.8
—
 20.0
 Federal Home Loan Bank Discount Notes 0.543% 3/14/2017 —
 20.0
—
 40.5
 Federal Home Loan Bank Discount Notes 0.528% - 0.579% 3/17/2017 —
 40.5
—
 49.9
 Federal Home Loan Bank Discount Notes 0.538% 3/20/2017 —
 49.9
—
 36.1
 Federal Home Loan Bank Discount Notes 0.533% 3/22/2017 —
 36.1
—
 28.0
 Federal Home Loan Bank Discount Notes 0.427% - 0.518% 3/23/2017 —
 28.0
—
 40.0
 Federal Home Loan Bank Discount Notes 0.528% 3/24/2017 —
 40.0
—
 25.0
 Federal Home Loan Bank Discount Notes 0.548% 3/28/2017 —
 25.0
—
 31.0
 Federal Home Loan Bank Discount Notes 0.558% 3/29/2017 —
 31.0
—
 6.4
 Federal Home Loan Bank Discount Notes 0.477% 3/31/2017 —
 6.4
—
 49.9
 Federal Home Loan Bank Discount Notes 0.559% 4/17/2017 —
 49.9
—
 26.0
 Federal Home Loan Bank Discount Notes 0.548% - 0.605% 4/19/2017 —
 26.0
—
 20.1
 Federal Home Loan Bank Discount Notes 0.488% 4/28/2017 —
 20.1
—
 25.0
 Federal Home Loan Bank Discount Notes 0.538% - 0.600% 5/5/2017 —
 25.0
—
 37.2
 Federal Home Loan Bank Discount Notes 0.558% - 0.641% 5/12/2017 —
 37.2
27.1
 —
 Federal Home Loan Bank Discount Notes 1.015% 10/5/2017 27.1
 —
30.8
 —
 Federal Home Loan Bank Discount Notes 0.968% 10/6/2017 30.8
 —
40.1
 —
 Federal Home Loan Bank Discount Notes 1.020% - 1.053% 10/10/2017 40.1
 —
4.0
 —
 Federal Home Loan Bank Discount Notes 1.049% 10/13/2017 4.0
 —
88.3
 —
 Federal Home Loan Bank Discount Notes 1.020% - 1.025% 10/16/2017 88.3
 —
44.2
 —
 Federal Home Loan Bank Discount Notes 1.063% 10/18/2017 44.1
 —
39.6
 —
 Federal Home Loan Bank Discount Notes 1.008% - 1.039% 10/20/2017 39.6
 —
30.1
 —
 Federal Home Loan Bank Discount Notes 1.031% - 1.049% 10/23/2017 30.0
 —
42.2
 —
 Federal Home Loan Bank Discount Notes 1.013% 10/24/2017 42.1
 —
23.2
 —
 Federal Home Loan Bank Discount Notes 1.036% - 1.048% 10/25/2017 23.2
 —
10.2
 —
 Federal Home Loan Bank Discount Notes 1.041% 10/27/2017 10.1
 —
37.1
 —
 Federal Home Loan Bank Discount Notes 1.048% 10/30/2017 37.1
 —
34.5
 —
 Federal Home Loan Bank Discount Notes 1.019% - 1.041% 11/1/2017 34.4
 —
43.2
 —
 Federal Home Loan Bank Discount Notes 1.048% 11/2/2017 43.1
 —
50.0
 —
 Federal Home Loan Bank Discount Notes 1.024% - 1.031% 11/3/2017 50.0
 —

Principal Issuer 
Yield(4)
 
Maturity
Date
 Fair Value at
September 30, 2017 December 31, 2016
2017 2016 
          (Unaudited)  
$58.2
 $—
 Federal Home Loan Bank Discount Notes 1.031% - 1.048% 11/7/2017 $58.1
 $—
50.0
 —
 Federal Home Loan Bank Discount Notes 1.031% - 1.069% 11/8/2017 49.9
 —
61.0
 —
 Federal Home Loan Bank Discount Notes 1.030% - 1.068% 11/9/2017 60.9
 —
33.6
 —
 Federal Home Loan Bank Discount Notes 1.079% 11/10/2017 33.6
 —
42.3
 —
 Federal Home Loan Bank Discount Notes 1.032% - 1.079% 11/13/2017 42.3
 —
51.9
 —
 Federal Home Loan Bank Discount Notes 1.068% - 1.079% 11/14/2017 51.9
 —
43.4
 —
 Federal Home Loan Bank Discount Notes 1.068% - 1.109% 11/15/2017 43.4
 —
40.0
 —
 Federal Home Loan Bank Discount Notes 1.068% 11/16/2017 40.0
 —
66.4
 —
 Federal Home Loan Bank Discount Notes 1.068% - 1.069% 11/17/2017 66.3
 —
15.2
 —
 Federal Home Loan Bank Discount Notes 1.069% 11/27/2017 15.2
 —
40.0
 —
 Federal Home Loan Bank Discount Notes 1.110% 11/28/2017 39.9
 —
30.0
 —
 Federal Home Loan Bank Discount Notes 1.068% 11/29/2017 30.0
 —
36.9
 —
 Federal Home Loan Bank Discount Notes 1.047% - 1.069% 12/1/2017 36.9
 —
40.0
 —
 Federal Home Loan Bank Discount Notes 1.110% 12/5/2017 39.9
 —
20.3
 —
 Federal Home Loan Bank Discount Notes 1.110% 12/6/2017 20.2
 —
40.0
 —
 Federal Home Loan Bank Discount Notes 1.100% 12/8/2017 39.9
 —
20.0
 —
 Federal Home Loan Bank Discount Notes 1.068% 12/11/2017 20.0
 —
40.0
 —
 Federal Home Loan Bank Discount Notes 1.079% 12/12/2017 39.9
 —
44.3
 —
 Federal Home Loan Bank Discount Notes 1.067% - 1.074% 12/15/2017 44.2
 —
15.2
 —
 Federal Home Loan Bank Discount Notes 1.079% 12/18/2017 15.1
 —
25.1
 —
 Federal Home Loan Bank Discount Notes 1.079% 12/19/2017 25.0
 —
28.5
 —
 Federal Home Loan Bank Discount Notes 1.058% - 1.074% 12/20/2017 28.4
 —
30.0
 —
 Federal Home Loan Bank Discount Notes 1.074% 12/22/2017 29.9
 —
30.0
 —
 Federal Home Loan Bank Discount Notes 1.069% 12/26/2017 29.9
 —
30.0
 —
 Federal Home Loan Bank Discount Notes 1.069% 12/27/2017 29.9
 —
25.0
 —
 Federal Home Loan Bank Discount Notes 1.069% 12/29/2017 24.9
 —
20.2
 —
 Federal Home Loan Bank Discount Notes 1.069% 1/2/2018 20.1
 —
40.0
 —
 Federal Home Loan Bank Discount Notes 1.079% 1/3/2018 39.9
 —
40.0
 —
 Federal Home Loan Bank Discount Notes 1.068% 1/5/2018 39.9
 —
40.0
 —
 Federal Home Loan Bank Discount Notes 1.068% 1/8/2018 39.9
 —
33.0
 —
 Federal Home Loan Bank Discount Notes 1.058% 1/9/2018 32.9
 —
20.0
 —
 Federal Home Loan Bank Discount Notes 1.068% 1/10/2018 19.9
 —
10.0
 —
 Federal Home Loan Bank Discount Notes 1.089% 1/12/2018 10.0
 —
38.1
 —
 Federal Home Loan Bank Discount Notes 1.068% 1/16/2018 38.0
 —
30.0
 —
 Federal Home Loan Bank Discount Notes 1.094% 1/17/2018 29.9
 —
30.2
 —
 Federal Home Loan Bank Discount Notes 1.063% 1/19/2018 30.1
 —
38.0
 —
 Federal Home Loan Bank Discount Notes 1.063% 1/25/2018 37.8
 —
36.1
 —
 Federal Home Loan Bank Discount Notes 1.063% 1/26/2018 36.0
 —
19.2
 —
 Federal Home Loan Bank Discount Notes 1.069% 1/29/2018 19.1
 —
37.1
 —
 Federal Home Loan Bank Discount Notes 1.069% 2/9/2018 37.0
 —
2.2
 —
 Federal Home Loan Bank Discount Notes 1.161% 3/2/2018 2.1
 —
—
 16.1
 Freddie Mac Discount Notes 0.345% 1/9/2017 —
 16.1
—
 25.0
 Freddie Mac Discount Notes 0.335% 1/10/2017 —
 25.0
—
 30.0
 Freddie Mac Discount Notes 0.391% 1/20/2017 —
 30.0
—
 13.1
 Freddie Mac Discount Notes 0.426% 1/30/2017 —
 13.1
—
 40.0
 Freddie Mac Discount Notes 0.447% 2/6/2017 —
 40.0
—
 36.9
 Freddie Mac Discount Notes 0.436% - 0.457% 2/7/2017 —
 36.9
—
 44.2
 Freddie Mac Discount Notes 0.360% 2/8/2017 —
 44.2

Principal Issuer 
Yield(4)
 
Maturity
Date
 Fair Value at
September 30, 2017 December 31, 2016
2017 2016 
          (Unaudited)  
$—
 $25.0
 Freddie Mac Discount Notes 0.360% 2/10/2017 $—
 $25.0
—
 40.0
 Freddie Mac Discount Notes 0.365% 2/13/2017 —
 40.0
—
 30.0
 Freddie Mac Discount Notes 0.376% 2/14/2017 —
 30.0
—
 20.0
 Freddie Mac Discount Notes 0.467% 2/21/2017 —
 20.0
—
 27.0
 Freddie Mac Discount Notes 0.386% 2/27/2017 —
 27.0
—
 15.0
 Freddie Mac Discount Notes 0.401% 3/3/2017 —
 15.0
—
 35.2
 Freddie Mac Discount Notes 0.406% 3/7/2017 —
 35.2
—
 14.0
 Freddie Mac Discount Notes 0.411% 3/14/2017 —
 14.0
—
 50.0
 Freddie Mac Discount Notes 0.427% 3/21/2017 —
 49.9
—
 18.0
 Freddie Mac Discount Notes 0.600% 4/21/2017 —
 18.0
—
 39.9
 Freddie Mac Discount Notes 0.457% 5/3/2017 —
 39.9
—
 22.9
 Freddie Mac Discount Notes 0.483% 5/4/2017 —
 22.9
45.2
 —
 Freddie Mac Discount Notes 0.997% 10/3/2017 45.2
 —
42.2
 —
 Freddie Mac Discount Notes 0.997% 10/4/2017 42.2
 —
40.0
 —
 Freddie Mac Discount Notes 1.013% 10/16/2017 40.0
 —
37.1
 —
 Freddie Mac Discount Notes 1.013% 10/17/2017 37.1
 —
10.5
 —
 Freddie Mac Discount Notes 1.005% 10/20/2017 10.5
 —
42.5
 —
 Freddie Mac Discount Notes 1.001% - 1.028% 10/26/2017 42.5
 —
15.0
 —
 Freddie Mac Discount Notes 1.079% 11/6/2017 15.0
 —
15.0
 —
 Freddie Mac Discount Notes 1.006% 11/10/2017 15.0
 —
30.0
 —
 Freddie Mac Discount Notes 1.027% 11/27/2017 30.0
 —
12.5
 —
 Freddie Mac Discount Notes 1.036% 12/1/2017 12.5
 —
51.1
 —
 Freddie Mac Discount Notes 1.027% - 1.074% 12/4/2017 51.0
 —
15.0
 —
 Freddie Mac Discount Notes 1.043% 12/6/2017 15.0
 —
20.4
 —
 Freddie Mac Discount Notes 1.064% 12/11/2017 20.4
 —
40.0
 —
 Freddie Mac Discount Notes 1.064% 12/13/2017 39.9
 —
40.0
 —
 Freddie Mac Discount Notes 1.063% 12/14/2017 39.9
 —
25.0
 —
 Freddie Mac Discount Notes 1.101% 2/2/2018 24.9
 —
30.0
 —
 Freddie Mac Discount Notes 1.101% 2/5/2018 29.9
 —
25.0
 —
 Freddie Mac Discount Notes 1.090% 2/6/2018 24.9
 —
20.1
 —
 Freddie Mac Discount Notes 1.100% 2/7/2018 20.0
 —
TOTAL GOVERNMENT AGENCY NOTES
(Cost $3,276.0 and $2,309.0)
 $3,276.1
 $2,308.9

UNITED STATES TREASURY SECURITIES—3.7% and 6.5%
Principal Issuer 
Yield(4)
 
Maturity
Date
 Fair Value at
September 30, 2017 December 31, 2016
2017 2016 
           (Unaudited)  
$—
 $35.9
 United States Treasury Bills 0.345% - 0.369%  1/5/2017 $—
 $35.9
—
 47.9
 United States Treasury Bills 0.423% - 0.428%  1/19/2017 —
 48.0
—
 36.1
 United States Treasury Bills 0.371% - 0.401%  1/26/2017 —
 36.1
—
 60.1
 United States Treasury Bills 0.363% - 0.423%  2/2/2017 ���
 60.1
—
 75.0
 United States Treasury Bills 0.315% - 0.426%  2/9/2017 —
 75.0
—
 48.0
 United States Treasury Bills 0.325% - 0.437%  2/16/2017 —
 48.0
—
 48.0
 United States Treasury Bills 0.448% - 0.473%  2/23/2017 —
 48.0
—
 36.0
 United States Treasury Bills 0.368% - 0.477%  3/2/2017 —
 36.0
—
 48.7
 United States Treasury Bills 0.386% - 0.518%  3/9/2017 —
 48.7
—
 59.9
 United States Treasury Bills 0.406% - 0.481%  3/16/2017 —
 60.0
—
 129.0
 United States Treasury Bills 0.380% - 0.533%  3/23/2017 —
 129.0
—
 25.9
 United States Treasury Bills 0.396% - 0.518%  3/30/2017 —
 25.9
—
 58.9
 United States Treasury Bills 0.411% - 0.509%  4/6/2017 —
 58.9
—
 130.8
 United States Treasury Bills 0.518% - 0.529%  4/13/2017 —
 130.8
—
 49.9
 United States Treasury Bills 0.514% - 0.559%  4/20/2017 —
 49.9
—
 48.2
 United States Treasury Bills 0.554% - 0.781%  4/27/2017 —
 48.2
—
 49.9
 United States Treasury Bills 0.514%  5/4/2017 —
 49.9
—
 42.0
 United States Treasury Bills 0.601% - 0.623%  5/11/2017 —
 42.0
—
 30.1
 United States Treasury Bills 0.584% - 0.620%  5/18/2017 —
 30.1
—
 32.0
 United States Treasury Bills 0.587%  6/8/2017 —
 32.0
—
 74.8
 United States Treasury Bills 0.541% - 0.654%  7/20/2017 —
 74.7
—
 86.7
 United States Treasury Bills 0.574% - 0.591%  8/17/2017 —
 86.6
—
 34.8
 United States Treasury Bills 0.696% - 0.934%  9/14/2017 —
 34.8
30.0
 —
 United States Treasury Bills 0.943%  10/5/2017 30.0
 —
0.8
 —
 United States Treasury Bills 0.956%  10/12/2017 0.8
 —
20.0
 —
 United States Treasury Bills 1.017%  11/24/2017 20.0
 —
50.0
 —
 United States Treasury Bills 0.998%  11/30/2017 49.9
 —
49.0
 —
 United States Treasury Bills 0.768%  12/7/2017 48.9
 —
50.0
 —
 United States Treasury Bills 1.090%  12/21/2017 49.9
 —
97.0
 —
 United States Treasury Bills 1.099% - 1.100%  12/28/2017 96.7
 —
50.0
 —
 United States Treasury Bills 1.084%  1/4/2018 49.9
 —
40.0
 —
 United States Treasury Bills 1.114%  1/18/2018 39.9
 —
71.0
 —
 United States Treasury Bills 1.132%  1/25/2018 70.8
 —
36.0
 —
 United States Treasury Bills 1.106%  2/1/2018 35.9
 —
93.0
 —
 United States Treasury Bills 1.075% - 1.077%  2/8/2018 92.6
 —
98.0
 —
 United States Treasury Bills 1.106% - 1.122%  2/22/2018 97.6
 —
81.0
 —
 United States Treasury Bills 1.060% - 1.117%  3/1/2018 80.6
 —
—
 69.9
 United States Treasury Notes 0.431% - 0.451%  1/31/2017 —
 69.9
—
 46.9
 United States Treasury Notes 0.441% - 0.471%  2/15/2017 —
 47.0
—
 49.7
 United States Treasury Notes 0.502%  2/28/2017 —
 49.7
—
 50.0
 United States Treasury Notes 0.542%  3/15/2017 —
 50.0
—
 50.0
 United States Treasury Notes 0.515%  3/31/2017 —
 50.0
—
 69.6
 United States Treasury Notes 0.550% - 0.621%  5/31/2017 —
 69.6
—
 40.1
 United States Treasury Notes 0.580%  6/15/2017 —
 40.1
—
 50.0
 United States Treasury Notes 0.586%  6/30/2017 —
 50.0
—
 30.0
 United States Treasury Notes 0.668% - 0.710%  7/31/2017 —
 30.0
50.0
 —
 United States Treasury Notes 0.768%  10/31/2017 50.0
 —

Principal Issuer 
Yield(4)
 
Maturity
Date
 Fair Value at
September 30, 2017 December 31, 2016
2017 2016 
           (Unaudited)  
$21.1
 $—
 United States Treasury Notes 0.812% - 0.935%  11/30/2017 $21.0
 $—
5.0
 —
 United States Treasury Notes 0.997%  12/15/2017 5.0
 —
50.0
 —
 United States Treasury Notes 1.148% - 1.180%  1/31/2018 49.9
 —
40.0
 —
 United States Treasury Notes 1.175% - 1.184%  2/15/2018 40.0
 —
48.0
 —
 United States Treasury Notes 1.200%  2/28/2018 47.9
 —
40.0
 —
 United States Treasury Notes 1.179%  3/15/2018 40.0
 —
TOTAL UNITED STATES TREASURY SECURITIES
(Cost $1,017.3 and $1,745.0)
 $1,017.3
 $1,744.9
TOTAL OTHER MARKETABLE SECURITIES
(Cost $4,293.3 and $4,054.0)
 $4,293.4
 $4,053.8
TOTAL MARKETABLE SECURITIES
(Cost $5,182.8 and $4,937.9)
   $5,414.4
 $5,135.3
 
LOANS RECEIVABLE—1.1% and 1.1%   Fair Value at
    Borrower 
Interest Rate(7)
  Maturity Date September 30, 2017 December 31, 2016
           (Unaudited)
  
    
DJM Capital Partners(8)
 4.200%  7/1/2018 $34.0
 $32.3
    Simply Self Storage Portfolio 8.250%  9/6/2021 37.6
 37.6
    State Street Financial Center Junior Mezz 6.500%  11/10/2021 125.2
 125.2
    Charles River Plaza North 6.080%  4/6/2029 102.0
 100.6
TOTAL LOANS RECEIVABLE
(Cost $296.5 and $294.8)
   $298.8
 $295.7
TOTAL INVESTMENTS
(Cost $22,964.2 and $22,581.2)
   $27,183.5
 $26,643.7
(1)
The investment has a mortgage loan payable outstanding, as indicated in Note 6.
(2)
The fair value reflects the Account’s interest in the joint venture and is net of debt.
(3)
Properties within this investment are located throughout the United States.
(4)
Yield represents the annualized yield.
(5)
The assets held in this investment were liquidated on February 18, 2015.
(6)
A partial disposition of assets held by the portfolio was completed on February 1, 2017.
(7)
Represents fixed interest rate.
(8)
This loan has the option to increase the principal balance up to $35.0 million and includes a one year extension option at a 5.0% annual interest-only rate.
(9)
All or a portion of these securities are out on loan. The aggregate value of securities on loan is $5.5 million as of September 30, 2017.
(10)
The assets held in this investment were in liquidation as of May 2014, with final dissolution in 2017.
(11)
A partial disposition of assets held by the portfolio was completed on August 17, 2017.




ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
The following discussion and analysis of the Account’s financial condition and results of operations should be read together with the consolidated financial statementsConsolidated Financial Statements and notes contained in this report and with consideration to the sub-section entitled “Forward-Looking Statements,” which begins below, and the section entitled “Item 1A. Risk Factors,” of the Account’sAccount's Annual Report on Form 10-K for the year ended December 31, 20162022, filed with the Securities and Exchange Commission on March 9, 2023 (the “Form 10-K”"Form 10-K") entitled “Item 1A. Risk Factors.”, as such risk factors may be updated in Item 1A of this Form 10-Q or in subsequent reports. The past performance of the Account is not indicative of future results.
Forward-looking Statements
Some statements in this Form 10-Q which are not historical facts may be “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, Section 21E of the Securities Exchange Act of 1934 and the Private Securities Litigation Reform Act of 1995. Forward-looking statements include statements about management’s expectations, beliefs, intentions or strategies for the future, include the assumptions and beliefs underlying these forward-looking statements, and are based on current expectations, estimates and projections about the real estate industry, domestic and global economic conditions, including conditions in the credit and capital markets, employment rates, the sectors and markets in which the Account invests and operates, and the transactions described in this Form 10-Q. While management believes the assumptions underlying any of its forward-looking statements and information to be reasonable, such information may be subject to uncertainties and may involve certain risks which may be difficult to predict and are beyond management’s control. These risks and uncertainties could cause actual results to differ materially from those contained in any forward-looking statement. These risks and uncertainties include, but are not limited to, the risks associated with the following:
•Acquiring, owning and Owning Real Estate: The risks associated with acquiring and owningselling real property and real estate investments, including risks related to general economic and real estate market conditions, the availability of, and economic cost associated with, financing the Account’s properties, the risk that the Account’s properties become too concentrated (whether by geography, sector or by tenant mix), competition for acquiring real estate properties, leasing risk (including tenant defaults) and the risk of uninsured losses at properties (including due to terrorism, natural disasters, and acts of violence);
Selling Real Estate: The risk that the sales price of a property might differ perhaps significantly, from its estimated or appraised value, leading to losses or reduced profits to the Account, the risk that the Account might not be able to sell a property at a particular time for a price which management believes represents its fair or full value, the risk of a lack of availability of financing (for potential purchasers of the Account’s properties), risks associated with disruptions in the credit and capital markets, and the risk that the Account may be required to make significant expenditures before the Account is able to market and/or sell a property;
value;
Valuation: The risks associated with property•Property valuations, including the fact that appraisals can be subjective in a number of respects and the fact that the Account’s appraisals are generally obtained on a quarterly basis and there may be periods in between appraisals of a property during which the value attributed to the property for purposes of the Account’s daily accumulation unit value may be more or less than the actual realizable value of the property;
Borrowing: Risks associated with financing•Financing the Account’s properties, including the risk of default on loans secured by the Account’s properties (which could lead to foreclosure), the risk associated with high loan to value ratios on the Account’s properties (including the fact that the Account may have limited, or no net value in such a property), the risk that significant sums of cash could be required to make principal and interest payments on the loans and the risk that the Account may not have the ability to obtain financing or refinancing on favorable terms (or at all), which may be aggravated by general disruptions in credit and capital markets;
;
Participant Transactions and Cash Management: Investment risk associated with participant•Contract owner transactions, in particular that (i) significant net participantcontract owner transfers out of the Account may impair our ability to pursue or consummate new investment opportunities, that are otherwise attractive to the Account and/ or may result in sales of real estate-related assets to generate liquidity, (ii) significant net participantcontract owner transfers into the Account may result, on a temporary basis, in our cash holdings and/or holdings in liquid realnon-real estate-related investments exceeding our long-term targeted holding levels

and (iii) high levels of cash and liquid non-real estate-related investments in the Account during times of appreciating real estate values can impair the Account’s overall return;
•Joint Venture Investments: The risks associated with joint ventures organized as limited partnerships or limited liability companies, as applicable,and real estate funds, including the risk that a co-venturer may have interests or goals inconsistent with those of the Account, that a co-venturer may have financial difficulties, and the risk that the Account may have limited rights with respect to operation of the property and transfer of the Account’s interest;
joint venture or that a co-venturer or fund manager may have financial difficulties;
Regulatory Matters: Uncertainties associated with environmental liability and regulations and other governmental•Governmental regulatory matters such as zoning laws, rent control laws, and property and other taxes;
Foreign Investments: The•Potential liability for damage to the environment or injury to individuals caused by hazardous substances used or found on its properties, as well as risks associated with purchasing, owningfederal and disposing foreign investments (primarilystate environmental laws, that may impose restrictions on the manner in which a property may be used;
•Certain catastrophic losses that may be uninsurable, as well as risks related to climate-related changes and hazards, which could adversely impact the Account’s investment returns;
•ESG criteria used to assess economic risk or financial opportunity projections in the evaluation of commercial real estate properties), includinginvestments may not materialize in the way we have anticipated, resulting in the Account subsequently underperforming relative to other investment vehicles that did not utilize such ESG criteria in selecting and managing portfolio properties;
30

•Countries with emerging market, foreign commercial real properties, foreign real estate loans, foreign debt investments and foreign securities investments that may experience unique risks such as changes in currency exchange rates, imposition of market controls or currency exchange controls, seizure, expropriation or nationalization of assets, political, risk, the risk associated with currency fluctuations (whether hedgedsocial or not),diplomatic events or unrest, regulatory and taxation risks and risks of enforcing judgments;
Conflicts of Interest: Conflicts of interest associated with TIAA serving as investment managerenforcing judgments in foreign countries that could cause the Account to lose money;
•Investments in REITs, including changes in the value of the Account and providerunderlying properties or by the quality of any credit extended, as well as exposure to market risk due to changing conditions in the liquidity guarantee atfinancial markets;
•Investments in mortgage-backed securities, which are subject to the same time as TIAA and its affiliates are serving as an investment manager to otherrisks inherent in real estate accounts or funds, including conflictsinvesting, making mortgage loans and investing in debt securities. For example, the underlying mortgage loans may experience defaults, are subject to prepayment risks and are sensitive to economic conditions impacting the credit markets generally;
•Risks associated with satisfyingthe Account’s investments in mortgage loans, including (i) borrower default that results in the Account being unable to recover its fiduciary duties to all such accountsoriginal investment, (ii) liens that may have priority over the Account’s security interest, (iii) a deterioration in the financial condition of tenants, and funds(iv) changes in interest rates for the Account’s variable-rate mortgage loans and other debt instruments;
•Risks associated with purchasing, sellingthe Account’s investments in, and leasing of, properties;
Required Property Sales: The risk that, if TIAA weresingle-family real estate include risks relating to own too large a percentagethe condition of the Account’s accumulation units through fundingproperties, the liquidity guarantee (as determined bycredit quality and employment stability of the independent fiduciary),tenants, and compliance with applicable local laws regarding the independent fiduciary could require the salesacquisition and leasing of properties to reduce TIAA’s ownership interest, which sales could occur at times and at prices that depress the sale proceeds to the Account;
single family real estate (which may include manufactured housing);
Government and Government Agency Securities: Risks associated with investment•Investment securities issued by U.S. governmentGovernment agencies and U.S. government-sponsoredGovernment-sponsored entities, including the risk that the issuer may not have their securities backed by the full faith and credit of the U.S. government, and that transaction activity may fluctuate significantly from time to time,Government, which could negatively impactadversely affect the pricing and value of the securities and the Account’s ability to dispose of a security at a favorable time; and
such securities;
Liquid Assets and Securities:•Risks associated with investments in liquid, fixed-income investments and real estate-related liquid assets (which could include, from time to time, registered or unregistered real estate investment trust (“REIT”)REIT securities and commercial mortgage-backed securities (“CMBS”))CMBS), and non-real estate-related liquid assets, including:
Financial/credit risk—Risks•Conflicts of interests associated with TIAA serving as investment manager of the Account and provider of the liquidity guarantee while also serving as an investment manager to other real estate accounts or funds;
•Lending securities, which has the Account bear the market risk with respect to the investment of collateral or a portion of the income generated by interest paid by the securities lending agent on the cash collateral balance;
•The Account’s requirement to sell property in the event that the issuer will not be able to pay principal and interest when due or that the issuer’s earnings will fall;
Market volatility risk—Risk that the changing conditions in financial markets may causeTIAA owns too large of a percentage of the Account’s investments to experienceaccumulation units, which sales could occur at a time or price volatility;
Interest rate volatility risk—Risk that interest rate volatility may affectis not optimal for the Account’s current income from an investment;returns; and
Deposit/money market risk—Risks that•The tax rules applicable to the Accountcontracts vary and your rights under a contract may be subject to the terms of your employer's retirement plan itself, regardless of the terms of the contract. We cannot provide detailed information on all tax aspects of owning the contracts. Tax rules may change without notice, and we cannot predict whether, when, or how tax rules could experience losseschange or what, if banks fail.any, tax legislation will actually be proposed or enacted.
More detailed discussions of certain of these risk factors are contained in the section of the Form 10-K entitled “Item 1A. Risk Factors” and "Part II, Item 1A, Risk Factors" in this section belowReport and also in the section below entitled “Quantitative and Qualitative Disclosures About Market Risk.” These risks could cause actual results to differ materially from historical experience or management’s present expectations.
Caution should be taken not to place undue reliance on management’s forward-looking statements, which represent management’s views only as of the date that this report is filed. Neither management nor the Account undertake any obligation to update publicly or revise any forward-looking statement, whether as a result of new information, changed assumptions, future events or otherwise.
Commercial real estate market statistics discussed in this section are obtained by the Account from sources that management considers reliable, but some of the data are preliminary for the period ended September 30, 2017March 31, 2023 and may be subsequently revised. Prior period data may have been adjusted to reflect updated calculations. Investors should
31

not rely exclusively on the data presented below in forming a judgment regarding the current or prospective performance of the commercial real estate market generally.



ABOUT THE TIAA REAL ESTATE ACCOUNT
The Account was established, under the laws of New York, in February 1995 as an insurancea separate account of TIAA and interests in the Account were first offered to eligible participantscontract owners on October 2, 1995. The Account offers individual and group accumulating annuity contracts (with contributions made on a pre-tax or after-tax basis), as well as individual lifetime and term-certain variable payout annuity contracts (including the payment of death benefits to beneficiaries). Investors are entitled to transfer funds to or from the Account under certain circumstances. Funds invested in the Account for each category of contract are expressed in terms of units, and unit values will fluctuate depending on the Account’s performance.
Investment Objective and Strategy
The Real Estate Account seeks to generate favorable long-termtotal returns primarily through the rental income and appreciation of real estate anda diversified portfolio of directly held, private real estate investments owned by the Account. The Account will also invest in non-realand real estate-related publicly traded securities and short-term higher quality liquid investments, that are easily converted to cash to enable the Account to meet participant redemption requests, purchase or improve properties, or cover other expense needs.while offering investors guaranteed, daily liquidity.
Real Estate-Related Investments. The Account intends to have between 75% and 85% of its net assets invested directly in real estate or real estate-related investments with the goal of producing favorable long-term returns primarily through rental income and appreciation. These investments may consist of:
•Direct ownership interests in domestic and foreign real estate;
•Direct ownership of real estate through interests in joint ventures; or
•Indirect interests in real estate through real estate-related securities, such as:
◦private real estate limited partnerships and limited liability companies (collectively, “real estate funds”);
◦real estate operating businesses;
◦investments in equity or debt securities of domestic and foreign companies whose operations involve real estate (i.e., that primarily own, develop or manage real estate) which may not be real estate investment trusts (“REITs”);
◦domestic or foreign loans, including conventional commercial mortgage loans, participating mortgage loans, secured domestic and foreign (including U.K.) mezzanine loans, subordinated loans and collateralized mortgage obligations, including commercial mortgage-backed securities (“CMBS”), collateralized mortgage obligations (“CMOs”) and other similar investments; and
◦public and/or privately placed, domestic and foreign, registered and unregistered equity investments in REITs, which investments may consist of registered or unregistered common or preferred stock interests;
real estate limited partnerships and limited liability companies;
investments in equity or debt securities of companies whose operations involve real estate (i.e., that primarily own or manage real estate) which may not be REITs; and
conventional commercial mortgage loans, participating mortgage loans, secured mezzanine loans and collateralized mortgage obligations, including CMBS and other similar investments.interests.
The Account’s principal investment strategy is to purchase direct ownership interests in income-producing real estate, primarilyincluding the four primary sectors of office, industrial, retail, and multi-family, residential properties.and alternative real estate sectors (defined as real estate outside of the four primary sectors noted above). The Account is targeted to holdtargets holding between 65% and 80%85% of the Account’s net assets in such direct ownership interests at any time. Historically, approximately 70% of the Account’s net assets have been comprised of such direct ownership interests in real estate.interests.
In addition, while the Account is authorized to hold up to 25% of its net assets in liquid real estate-related securities, such asincluding publicly traded REITs and CMBS, managementCMBS. Management intends that the Account will not hold more than 10% of its net assets in such securities on a long-term basis. Traditionally, less than 10%As of March 31, 2023, the Account did not hold any publicly traded REIT securities or CMBS.
In making commercial real estate investments within the Account, TIAA seeks to make investments that are suitable from a financial perspective, taking into account the potential financial impacts associated with industry recognized environmental, social and governance (“ESG”) criteria. The Account intends to promote awareness of these criteria to its joint venture partners, vendors and other stakeholders in connection with portfolio related activity involving commercial real estate transactions. TIAA believes awareness, and, as appropriate, implementation of ESG criteria in commercial real estate holdings is beneficial to total long-term returns for the Account. In its evaluation of commercial real estate opportunities, the Account will take ESG considerations into account as part of the Account’s net assets have been comprisedfinancial
32

assessment of interests in these securities; although,a commercial real estate portfolio asset, and not to achieve a desired outcome or as an investment qualification or screen. Ultimately, the Account has recently held approximately 10% of its net assets in equity REIT securities at times. In addition, underwill make an investment decision that incorporates ESG criteria only to the Account’s current investment guidelines,extent that the Accountcriteria is authorizedreasonably expected to hold up to 10% of its net assets in CMBS. As of September 30, 2017, REIT securities comprised approximately 4.5%enhance our understanding of the Account’s net assets, andinvestment's ability to achieve desired returns for the Account held no CMBS as of such date.Account.
Non-Real Estate-Related Investments.Liquid, Fixed-Income Investments. The Account will invest the remaining portion of its assets (targeted to be between 15% and 25% of its net assets) in publicly traded,the following types of liquid, fixed income investments; namely:
Short-term government-related instruments, including •U.S. Treasury bills;or U.S. Government agency securities;
Long-term government-related•Intermediate-term or long-term government related instruments, such as bond or other fixed-income securities issued by U.S. governmentGovernment agencies, U.S. states or municipalities or U.S. government sponsored entities;Government-sponsored entities as well as foreign governments and their agencies (including those in emerging markets) and supranational or multinational organizations (e.g., European Union);
Short-term non-government-related instruments, such as money market instruments and commercial paper;
Long-term non-government-related•Intermediate-term or long-term non-government related instruments, such as corporate debt securities, domestic- or foreign mezzanine or other debt, and structured securities, (e.g. unsecured debt obligations with a return linked to the performance of an underlying asset). Such structured securities may include asset-backed securities (“ABS”) issued by domestic or foreign entities, mortgage backed securities (“MBS”), residential mortgage backed securities (“RMBS”), debt securities of foreign governments, and collateralized debt (“CDO”), collateralized bond (“CBO”) and collateralized loan (“CLO”) obligations, but only if such non-government related instruments are investment-grade securities;
•Money market instruments and other cash equivalents. These will usually be high-quality, short-term debt instruments, including U.S. Government or government agency securities, commercial paper, certificates of deposit, bankers’ acceptances, repurchase agreements, interest-bearing time deposits, and corporate debt securities; and
Stock of•To a limited extent, privately issued (or non-publicly traded) debt securities, including Rule 144A securities, issued by domestic and foreign companies that do not primarily own or manage real estate.estate, but only if such domestic and foreign privately issued debt securities are investment-grade securities.

However, from time to time, the Account’s non-real estate-related liquid investments may comprise less than 15% (and possibly less than 10%) of its assets (on a net basis and/or a gross basis), especially during and immediately following periods of significant net participant outflows, in particular due to significant participant transfer activity. In addition, the Account, from time to time and on a temporary basis, may hold in excess of 25% of its net assets in non-real estate-related liquid investments, particularly during times of significant inflows into the Account and/or a lack of attractive real estate-related investments available in the market.
Liquid Securities.Securities Generally. Primarily due to management’s need to manage fluctuations in cash flows, in particular during and immediately following periods of significant participantcontract owner net transfer activity into or out of the Account, the Account may, on a temporary basis (i) exceed the upper end of its targeted holdings (currently 35% of the Account’s net assets) in liquid securities of all types, including both publicly traded non-real estate-related liquid investments and liquid real estate-related securities, such as REITs, and structured securities including ABS, RMBS, CMBS and MBS, or (ii) be below the low end of its targeted holdings in such liquid securities (currently 15% of the Account’s net assets).
The portion of the Account’s net assets invested in liquid investments of all types may exceed the upper end of its target, for example, if (i) the Account receives a large inflow of money in a short period of time, in particular due to significant participantcontract owner transfer activity into the Account, (ii) the Account receives significant proceeds from sales or financings of direct real estate assets, (iii) there is a lack of attractive direct real estate investments available on the market, and/or (iv) the Account anticipates more near-term cash needs, including to apply to acquire or improve direct real estate investments, pay expenses or repay indebtedness. Conversely, the portion of the Account’s net assets invested in liquid investments of all types may exceed the lower end of its target, for example, during and immediately following periods of significant net contract owner outflows.
Foreign Investments.Investments. The Account from time to time willmay also make foreign real estate, foreign real estate-related investments and foreign liquid, fixed-income investments. Under the Account’s investment guidelines, investments in direct foreign real estate and real estate loans, together with foreign real estate-related securities and foreign non-real estate-related liquid, fixed-income investments may not comprise more than 25% of the Account’s net assets. However, management does not intend such foreign investments, in the aggregate, to exceed 10% of the Account's net assets. As of September 30, 2017,March 31, 2023, the Account did not hold anyfair value of the Account's foreign real estate investments.

investments was $34.1 million.
THIRDIn managing any domestic or foreign mezzanine debt or other domestic or foreign loans or securities, the Account may enter into certain derivatives transactions (including forward currency contracts and swaps, futures contracts,
33

put and call options and other hedging transactions) in order to hedge against the risks of exchange rate uncertainties, interest rate uncertainties and foreign currency or market fluctuations impacting the Account’s domestic or foreign investments. The Account does not intend to speculate in such transactions.
FIRST QUARTER 20172023 U.S. ECONOMIC AND COMMERCIAL REAL ESTATE OVERVIEW
The Account invests primarily in high-quality, core real estate in order to meet its investment objective of obtaining favorable long-term returns through rental income and the appreciation of its real estate holdings.
Economic Overview and Outlook
Key U.S. economic indicators and their near-term outlook are summarized in the table below. According to the “advance estimate” from the Bureau of Economic Analysis, U.S. Gross Domestic Product (“GDP”) increased at a 3.0% annual rate during third quarter as compared to 3.1% during the second quarter. Inventory accumulation, trade, and consumer spending contributed to growth, although the pace of spending moderated. Several major hurricanes made landfall in the U.S. during the quarter, causing significant damage. The overall impact on third quarter GDP was not quantified, but the hurricanes likely caused some disruption to economic production in several states. The storms ended an 83 month streak of job gains when employment fell by 33,000 jobs in September, most of which was concentrated in the leisure and hospitality sector. As a result, the Bureau of Labor Statistics reported that the pace of job growth moderated during the third quarter when 274,000 jobs were added as compared to 562,000 during second quarter. The unemployment rate decreased to end the third quarter at 4.2%.
Key Macro Economic Indicators*ActualsForecast
20221Q 202320232024
Economy(1)
Gross Domestic Product ("GDP")0.9%2.1%1.2%2.2%
Employment Growth (2)
40134511559
Unemployment Rate3.6%3.5%3.9%4.2%
Interest Rates(3)
10 Year Treasury3.9%3.5%4.0%3.8%
Economic Indicators*
  2016 1Q 20172Q 20173Q 2017 Forecast
 2017 2018
Economy(1)
          
Gross Domestic Product ("GDP") 1.5% 1.2%3.1%3.0% 2.2% 2.4%
Employment Growth (Thousands) 2,240 498562274 2,100 1,800
Unemployment Rate 4.9% 4.5%4.4%4.2% 4.4% 4.1%
Interest Rates(2)
          
10 Year Treasury 1.8% 2.4%2.3%2.2% 2.3% 2.8%
Sources: Blue Chip Economic Indicators, Blue Chip Financial Forecasts,Bloomberg, BEA, Bureau of Labor Statistics (“BLS”), Federal Reserve and Moody’s Analytics
*Data subject to revision
(1)
GDP growth rates are annual rates. Quarterly unemployment rates are the reported value for the final month of the quarter while annual values represent a twelve-month average.
(2)
Treasury rates are an average over the stated period.
*Data subject to revision
(1)GDP growth rates are annual rates. Quarterly unemployment rates are the reported value for the final month of the quarter while annual values represent a twelve-month average.
(2)Values presented in thousands. Forecast values represent average monthly employment growth in the respective periods.
(3)Treasury rates are an average over the stated period.
Global growth conditions remained subdued at the start of the year, as major economies continue to deal with persistently high inflation, tight monetary policy and the continued fallout from the Russia/Ukraine conflict. The U.S. economy grew at an estimated 2.1% annualized pace quarter-over-quarter in the first quarter of 2023, as year-over-year growth improved to 1.2%. The labor market continued to surprise on the upside in recent months, with employers hiring over a million new workers in the first quarter and unemployment remaining near historic lows at 3.5%. In addition, inflation remains above the Federal Open Market Committee (“FOMC”) votedReserve’s target rate but continued to ease in Septemberthe first quarter. As a result, real income growth improved during the quarter, leaving consumers in a solid position to maintainincrease spending.
Other areas of the target range forU.S. economy have sputtered at the start of the year. High interest rates and tighter lending standards have stunted activity in the housing sector and curbed business investment growth. Manufacturing production has also struggled in 2023 and is now 1.1% lower than at this point last year.
Recent turmoil in the banking sector has introduced some additional risk into the economic outlook. The U.S. government quickly moved to backstop deposits at Silicon Valley Bank and Signature Bank and has signaled that it is willing to provide support to other banking institutions to prevent contagion in financial markets. To the extent that this is successful, the impact of recent troubles on the broader macroeconomy is likely to be minimal. However, some financial institutions are likely to tighten lending conditions further to shore up balance sheets, and a broader fallout in the financial sector with wide-ranging economic implications is possible if the government’s planned backstop proves to be insufficient.
Despite challenges in the banking sector, the Federal Reserve continued to tighten monetary policy in the first quarter, raising the federal funds rate at 1.0% to 1.25% “in view of realized25 basis points in February and expected labor market conditions and inflation”, as indicatedmatching that increase in March. Cumulatively, the September meeting minutes. The committee expects that economic conditions will continue to evolve in a manner that will warrant gradual rate increases. The FOMC is widely expected to raisecentral bank has now raised the effective federal funds rate 475 basis points since the start of 2022, bringing the target range byto 4.75%-5%. Federal Reserve officials have consistently stated that they are committed to bringing inflation back to normal, even if the economy falls into recession in upcoming quarters. However, recent statements suggest that the central bank is nearing the end of the current rate hiking cycle, with markets expecting only one more 25 basis points at the December meeting.point increase this year.
Despite damage endured by recent hurricanes and related distortions in September’s economic data, the U.S. economy has demonstrated consistent momentum and GDP is expected to increase at above-trend rates through next year. Blue Chip economists expect GDP to increase at a 2.2% rate for all of 2017 and at a 2.4% rate in 2018. The loss of jobs in September was largely associated with business disruptions from recent hurricanes; and employment growth is expected to resume in the coming months. GDP and employment growth of this magnitude is supportive of ongoing improvement in commercial real estate market conditions.

34

Real Estate Market Conditions and Outlook
CommercialElevated interest rates continued to disrupt private commercial real estate conditions remained relatively steady duringmarkets in the thirdfirst quarter of 2017. Tenant demand was generally strong enough2023, putting upward pressure on cap rates and reducing property values across all core property types. Macroeconomic uncertainty and interest rate volatility remain headwinds in capital markets, leading to support modest vacancy rate improvements in the officelimited liquidity and industrial sectors while apartment and retail market conditions softened. Transaction activity continuedreduced deal activity. According to weaken compared to 2016 levels.preliminary results from Real Capital Analytics, (“RCA”) reported that sales of office,commercial properties fell to $85.6 billion in the first quarter of 2023, down 42.0% from the fourth quarter of 2022 and down 55.9% year-over-year. Sector fundamentals remain solid in key focus areas like housing, industrial, retail, and multi-family properties totaled $102.2 billion during thirdalternatives, however, which benefit from low vacancy rates and healthy net operating income growth.
The Account returned -2.41% in the first quarter 2017,of 2023 and 0.14% since March 31, 2022. Over the last year, borrowing costs have increased in response to high inflation, which caused a 5.1% decline from thirddecrease in transaction activity. As a result of both factors, property values have been adjusted downward. The first quarter 2016. Property pricing as calculatednet return was negative for the second consecutive quarter since September 2020 and reflects the impact of these broader economic conditions. Despite market headwinds, the Account remains focused on improving portfolio diversification by the Green Street Advisor Commercial Property Price Index (“CPPI”) increased 1.0% during the third quarter on a year-over-year basis. During 2017, property pricingreducing exposure to lower-growth assets and acquiring assets with higher growth prospects and economic resiliency. The Account has been essentially flat as modest increasesless active from a transaction standpoint in cap rates have largely offset income growth.
For2023 due to the quarter ending September 30, 2017, the NCREIF Fund Index Open-End Diversified Core Equity (“NFI-ODCE”) Equal Weight total return, net of fees was 1.68%. The NFI-ODCE is a leveraged fund-level return index which includes property investments at ownership share, cash balances,ongoing market volatility and other investments. The Account's real estate assets generated a 1.51% total return during the third quarter of 2017. Total returns were positivewill closely monitor conditions for the 30th consecutive quarter, but at this stage in the cycle, income is the primary driver of returns.most prudent timing for potential dispositions and acquisitions.

tiaa-realest_chartx20367a01.jpg
Occupancy in the Account’s properties averaged 91.1% leased during the third quarter of 2017 as compared with 91.4% during second quarter. Data for the Account’s top five markets in terms of market value as of September 30, 2017March 31, 2023 are provided below. TheseThe five markets presented below represent nearly half41.9% of the Account’s total real estate portfolio. Across all markets, the Account’s properties are 92.0% leased.
Top 5 Metro Areas by Fair Market Value(1)
Account % Leased Fair Value Weighted(2)
Number of Property Investments
Metro Area Fair Value as a % of Total RE Portfolio(3)
Metro Area Fair Value as a % of Total Investments
Riverside-San Bernardino-Ontario, CA100.0%79.9%8.6%
Washington-Arlington-Alexandria, DC-VA-MD-WV84.9%189.5%8.2%
Los Angeles-Long Beach-Anaheim, CA84.9%229.1%7.8%
Miami-Fort Lauderdale-West Palm Beach, FL95.6%147.1%6.1%
New York-Newark-Jersey City, NY-NJ-PA86.4%146.3%5.4%
Top 5 Metro Areas by Fair Market ValueAccount % Leased Fair Value Weighted*Number of Property InvestmentsMetro Area Fair Value as a % of Total RE Portfolio**Metro Area Fair Value as a % of Total Investments
New York-Jersey City-White Plains, NY-NJ93.3%1613.1%10.3%
Washington-Arlington-Alexandria, DC-VA-MD-WV86.4%1311.4%9.0%
Los Angeles-Long Beach-Glendale, CA86.5%128.9%7.0%
Boston, MA91.6%57.1%5.5%
Seattle-Bellevue-Everett, WA91.8%65.8%4.6%
(1)The table above has been standardized to depict metropolitan statistical area ("MSA") definitions.
*Weighted by fair value, which differs from the calculations provided for market comparisons to CBRE-EA data and are used here to reflect the fair value of the Account’s monetary investments in those markets.
**Wholly-owned properties are represented at fair value and gross of any debt, while joint venture properties are represented at the net equity value.

(2)Weighted by fair value, which differs from the calculations provided for market comparisons to CoStar and RealPage data and are used here to reflect the fair value of the Account’s monetary investments in those markets.
(3)Wholly-owned properties are represented at fair value and gross of any debt, while joint venture properties are represented at the net equity value.
Office
Finance and professional & business services have beenThe office sector continued to be challenged in the traditional drivers of the demand for office space. The financial services sector added 29,000 jobs during the thirdfirst quarter of 2017 as compared2023. Uncertainty surrounding the market, heightened by the recent bank failures, has weakened both investor and lessor demand. Most large companies have settled into hybrid working models, and while they are encouraging employees to 41,000 during the second quarter. The professional and business services sector, which includes many facets of technology-related employment, added 99,000 jobs as compared to 140,000 previously. Although job growth in both sectors moderated compared to second quarter, labor market conditions were strong enough to support a declinebe present in the national office vacancy ratea few days a week, they are still finding themselves with under utilized space. Vacancy is likely to 12.9%,remain elevated throughout 2023.
Vacancy nationwide remained at 12.5% for the first quarter of 2023, as reported by CB Richard Ellis Econometric Advisors (“CBRE-EA”). Several high-techCoStar. Vacancy rates have remained high in large downtown markets, including San Francisco, Seattle, Austin, Nashville, Raleigh,such as Dallas, Washington D.C. and New York, maintained single-digit vacancy rates.
Marketwhile suburban markets are experiencing some rent growth. Although new construction has slowed, expected deliveries will be dropped into a weak leasing environment and drive vacancy rates as reported by CBRE-EA decreased or remained steadyhigher in all five of the Account’s top office markets during the third quarter of 2017.coming year. The vacancy rate forof the Account’s office portfolio however, increaseddecreased to average 15.1% during the third quarter, from 14.8%17.4% in the secondfirst quarter of 2023, as compared to 19.6% in the prior quarter. The loss of a public sector tenant in one of the Account’s properties in Washington, DC contributed to the rise in vacancy in that area. The above-average vacancy rate in the Account’s New York propertiesmetro area is reflective of repositioning activity atdriven by two properties whichcurrently undergoing redevelopment to increase the long term value of the properties. The vacancy rate in the New York metro will likely keep the vacancy rateremain elevated over the near term. A new lease was recently signed at one ofterm as legacy tenants fully vacate the Account’s large assets in Los Angeles, which should bring theproperties and redevelopment efforts continue. The elevated vacancy rate down in subsequent quarters.
      Account Square
Foot Weighted
Average Vacancy		 Market
Vacancy*
Top 5 Office Metropolitan Areas Total Sector
by Metro Area
($M)		 % of Total
Investments		 2017 Q3 2017 Q2 2017 Q3 2017 Q2
Account / Nation     15.1% 14.8% 12.9% 13.0%
Washington-Arlington-Alexandria, DC-VA-MD-WV $1,475.0
 5.4% 16.5% 13.7% 15.4% 15.6%
Boston, MA 1,467.0
 5.4% 10.9% 11.3% 9.8% 9.8%
San Francisco-Redwood City-South San Francisco, CA 1,132.6
 4.2% 8.3% 6.6% 7.1% 7.4%
New York-Jersey City-White Plains, NY-NJ 1,125.2
 4.1% 22.5% 20.0% 9.4% 9.5%
Los Angeles-Long Beach-Glendale, CA 742.2
 2.7% 27.0% 27.6% 13.6% 13.7%
*Source: CBRE - EA.
Market vacancy is defined as the percentage of space vacant. The Account’s vacancy is defined as the square foot-weighted percentage of unleased space.
Industrial
Industrial market conditions are influenced by GDP growth and consumer spending. Growing e-commerce sales in particular have boosted warehouse demand. During the third quarter, CBRE-EA reported that the national industrial availability rate decreased to 7.7% after ending the second quarter at 7.8%. With supply beginning to increase, industrial market conditions may fluctuate between modest improvements and a general flattening in availability at this point in the cycle.
other top markets is due to expiring leases. The average availability ratedepth of large tenants is thin which is causing difficulty in re-leasing the Account’s industrial properties increased to 9.7% in the third quarter of 2017 from 8.2% during the second quarter. Availability rates in three of the Account’s top five industrial markets were near or well below their respective market averages. Several tenants vacated space in one of the Account’s Los Angeles properties, causing the average vacancy to rise in that area. One tenant downsized a significant amount of space in one of the Account’s Tacoma properties, contributing to the vacancy rise there, but a new tenant has since signed a lease to backfill the vacant space.

once leases expire.
35

      Account Square
Foot Weighted
Average Vacancy		 Market
Vacancy*
Top 5 Industrial Metropolitan Areas Total Sector
by Metro Area
($M)		 % of Total
Investments		 2017 Q3 2017 Q2 2017 Q3 2017 Q2
Account / Nation     9.7% 8.2% 7.7% 7.8%
Riverside-San Bernardino-Ontario, CA $772.2
 2.8% 0.0% 0.0% 6.2% 6.4%
Los Angeles-Long Beach-Glendale, CA 320.1
 1.2% 9.0% 5.1% 4.2% 3.9%
New York-Jersey City-White Plains, NY-NJ 307.2
 1.1% 2.4% 3.2% 7.2% 7.0%
Tacoma-Lakewood, WA 295.2
 1.1% 7.3% 4.1% 4.7% 4.7%
Dallas-Plano-Irving, TX 263.9
 1.0% 4.7% 6.1% 8.0% 8.1%
Account Square
Foot Weighted
Average Vacancy
Market
Vacancy(2)
Top 5 Office Metropolitan Areas(1)
Total Sector
by Metro Area
($M)		% of Total
Investments		Q1 2023Q4 2022Q1 2023Q4 2022
17.4 %19.6 %12.5 %12.5 %
Washington-Arlington-Alexandria, DC-VA-MD-WV$1,330.9 4.3 %16.8 %18.0 %15.7 %15.5 %
Boston-Cambridge-Newton, MA-NH1,091.6 3.5 %20.5 %18.7 %10.4 %9.8 %
New York-Newark-Jersey City, NY-NJ-PA884.1 2.8 %23.9 %33.3 %13.0 %12.5 %
San Diego-Carlsbad, CA666.6 2.1 %5.6 %2.7 %10.9 %10.8 %
Dallas-Fort Worth-Arlington, TX556.7 1.8 %25.9 %23.4 %17.9 %17.7 %
*Source: CBRE-EA.
(1)The table above has been standardized to depict MSA definitions.
(2)Source: CoStar. Market availabilityvacancy is the percentage of space available for rent. Account vacancy is the square foot-weighted percentage of unleased space.
Note—CBRE-EA considers Tacoma part of the Seattle industrial market. Market vacancy rates reflectare subject to change.
Industrial
The industrial sector saw record-breaking activity in 2022. Consumers' long-term shift to e-commerce caused demand for industrial space to rise to unprecedented levels. Leasing activity in the Seattle-Tacoma total.first quarter of 2023 remained steady; however, demand is softening as inflation and rising interest rates have caused a reduction in consumption and construction. The need for improved supply chain and automation is expected to keep demand steady in 2023.
The national industrial availability remained at 3.9% in the first quarter of 2023, as reported by CoStar. The average vacancy rate of the industrial properties held by the Account decreased from 2.6% in the fourth quarter of 2022 to 1.7% in the first quarter of 2023, due to new leases at existing properties.
Account Square
Foot Weighted
Average Vacancy
Market
Vacancy(2)
Top 5 Industrial Metropolitan Areas(1)
Total Sector
by Metro Area
($M)		% of Total
Investments		Q1 2023Q4 2022Q1 2023Q4 2022
Account / Nation1.7 %2.6 %3.9 %3.9 %
Riverside-San Bernardino-Ontario, CA$2,551.1 8.2 %— %— %2.9 %1.9 %
Los Angeles-Long Beach-Anaheim, CA782.3 2.5 %5.1 %3.3 %3.2 %2.4 %
Dallas-Fort Worth-Arlington, TX630.4 2.0 %3.6 %8.0 %6.3 %5.4 %
Seattle-Tacoma-Bellevue, WA587.8 1.9 %— %— %4.6 %3.8 %
Miami-Fort Lauderdale-West Palm Beach, FL515.3 1.7 %1.2 %1.2 %2.6 %2.7 %
(1)The table above has been standardized to depict MSA definitions.
(2)Source: CoStar. Market vacancy is the percentage of space available for rent. Account vacancy is the square foot-weighted percentage of unleased space. Market vacancy rates are subject to change.
Multi-Family
Apartment demandDemand for apartments began to slow down towards the end of 2022 due to rising rental rates and slow economic growth. Remaining projected deliveries for 2023 will most likely drive the vacancy rate slightly higher as construction of luxury properties took precedence during the pandemic and they are now being delivered to a market that is generated from a combination of economic and demographic forces including job growth, household formations, and changes inlooking for mid-priced housing. Despite these challenges, the U.S. homeownership rate. The national apartment vacancy rate increased to 4.6% duringremained flat at 5.2% from the thirdfourth quarter of 20172022 through the first quarter of 2023, as compared to 4.5% during third quarter 2016. CBRE-EA is expecting market conditions to continue to soften as new supply is delivered to the market. Over the next year, the supply pipelinereported by RealPage, and is expected to peak and market conditions should begin to stabilize.
remain steady throughout 2023. The vacancy rate of the Account’s multi-familyapartment properties fellincreased to 6.4% during6.9% in the thirdfirst quarter of 2023 as compared to 7.0%6.6% in the second quarter. As shownprior quarter, driven by small declines in occupancy across the following table, average vacancy rates in the Account’s top five apartment markets are at or above their comparable market averages. Strong leasing activity at one of the Account’s properties in New York improved vacancy to market average. The delivery and lease-up of several new projects in the local sub-market impacted vacancy in the Account’s properties in Denver. The Account’s properties in Fort Lauderdale benefited from increased leasing activity during the end of the summer while the overall market experienced significant deliveries.Account's properties.
36

      Account Units
Foot Weighted
Average Vacancy		 Market
Vacancy*
Top 5 Apartment Metropolitan Areas Total Sector
by Metro Area
($M)		 % of Total
Investments		 2017 Q3 2017 Q2 2017 Q3 2017 Q2
Account / Nation     6.4% 7.0% 4.6% 4.6%
New York-Jersey City-White Plains, NY-NJ $863.1
 3.2% 3.1% 4.8% 3.1% 3.2%
Washington-Arlington-Alexandria, DC-VA-MD-WV 803.2
 3.0% 8.2% 8.6% 4.7% 4.5%
Los Angeles-Long Beach-Glendale, CA 558.9
 2.1% 6.2% 5.9% 4.0% 3.9%
Denver-Aurora-Lakewood, CO 327.9
 1.2% 7.7% 5.3% 4.9% 5.2%
Fort Lauderdale-Pompano Beach-Deerfield Beach, FL 295.9
 1.1% 8.3% 12.3% 6.0% 5.6%
Account Units Weighted
Average Vacancy
Market
Vacancy(2)
Top 5 Apartment Metropolitan Areas(1)
Total Sector
by Metro Area
($M)		% of Total
Investments		Q1 2023Q4 2022Q1 2023Q4 2022
Account / Nation6.9 %6.6 %5.2 %5.2 %
Washington-Arlington-Alexandria, DC-VA-MD-WV$832.5 2.7 %6.9 %7.4 %5.2 %5.1 %
Los Angeles-Long Beach-Anaheim, CA826.7 2.7 %9.2 %8.5 %4.3 %4.1 %
Miami-Fort Lauderdale-West Palm Beach, FL750.8 2.4 %8.1 %7.5 %4.2 %3.8 %
Atlanta-Sandy Springs-Roswell, GA425.0 1.4 %10.3 %10.6 %6.9 %6.4 %
Tampa-St. Petersburg-Clearwater, FL330.1 1.1 %6.6 %9.2 %5.7 %5.5 %
*Source: CBRE-EA.
(1)The table above has been standardized to depict MSA definitions.
(2)Source: RealPage. Market vacancy is the percentage of units vacant. The Account’s vacancy is the percentage of unleased units. Market vacancy rates are subject to change.
Retail
Preliminary data from the U.S. Census Bureau indicate that retail sales excluding motor vehicles and parts increased 1.0% from second to third quarter and 4.1% on a year-over-year basisNational vacancy rates remained flat at 4.3% in the third quarter. Retail market conditionsfirst quarter of 2023; however, the retail sector is likely to face some short-term demand headwinds in 2023 as high inflation, higher interest rates and economic uncertainty continue to pressure consumer spending. Physical retail locations face strong competition from online retailers. Changes in consumer spending patterns may increasingly favor online retailers over physical retail locations.
The Account's retail portfolio is composed primarily of high-end lifestyle shopping centers and regional malls in large metropolitan or tourist centers, which tend to have been challenged by rising online retail sales, bankruptcies and store closings, but national availabilityhigher vacancy rates have generally held steady or modestly declined since 2011. However, CBRE-EA data indicates thatthan the overall national retail availability ratemarket. The Account has over 1,100 retailers across its portfolio, with its largest retail exposure comprising less than 5.0% of total retail rentable area. The retail portfolio is managed to minimize significant exposure to any single retailer. The Account’s retail vacancy increased to 10.2%11.0% in the thirdfirst quarter of 2023, up from 10.1%9.0% in the second quarter. CBRE-EA noted that anfourth quarter of 2022, due to two large tenants' leases expiring at two of the Account's properties.

Account Units Weighted
Average Vacancy
Market
Vacancy*
Total Exposure
($M)		% of Total InvestmentsQ1 2023Q4 2022Q1 2023Q4 2022
All Retail11.0 %9.0 %4.3 %4.3 %
Lifestyle & Mall$1,551.8 5.0 %15.4 %12.7 %8.8 %8.8 %
Neighborhood, Community & Strip1,321.6 4.3 %6.4 %4.9 %5.9 %5.9 %
Power Center**454.9 1.5 %13.7 %11.9 %4.5 %4.4 %
increasing trend could continue*Source: CoStar. Market vacancy is defined as the percentage of space available for rent. The Account’s vacancy is the square foot-weighted percentage of unleased space. Market vacancy rates are subject to change.
**The Power Center designation is reserved for properties with three or more anchor units. Anchor units are leased to large retailers such as department stores, home improvement stores, and warehouse clubs. Properties with the Neighborhood, Community and Strip designation consist of two or less anchor units.
Hotel
Despite inflation and the rising costs of travel, the hotel industry had strong occupancy in the coming quarters. Allfirst quarter of 2023 due primarily to the Account’s retail investments have vacancy rates below 10.0%, which is reflective of the overall high quality of the retail portfolio.
Outlook
The real estate cycle is indeed mature; moderation of returns has occurredcontinued improvement in business travel and is to be expected. Cycles do not end simply because of longevity, however. Imbalances in one or more segments of the economy are typically the cause, and none are currently evident. Property market conditions have generally remained stable. Regional conditions have varied depending on their economic drivers, but U.S. real estate markets on the whole are largely well-balanced.
Economists expect GDP growth of 2.2% in 2017 and 2.4% in 2018. Job growthother group travel. Growth is expected to moderate,continue through the summer months of 2023 as leisure travel increases, eventually tapering off but remainremaining strong enough to bringthrough the unemployment rate down further. Interest rates are expected to rise at a gradual pace throughoutend of the rest of 2017 and 2018. year.
37

The biggest riskAccount's exposure to the US economyhospitality sector is exogenous.limited to one hotel in the Dallas metro area. The geopolitical landscape hashotel is located in a business park in the Dallas metro area and caters largely to business travelers. Key metrics to track hotel performance include occupancy, the average daily rate (“ADR”) and revenue per available room (“RevPAR”). For the quarter ended March 31, 2023, occupancy of the property increased uncertainty. Expected cutsto 61.5%, as compared to 45.0% in U.S. personalthe previous quarter. ADR and corporate tax rates appear increasingly unlikelyRevPAR were $148.82 and $161.31, respectively, for the first quarter of 2023, as compared to occur$129.07 and $103.20, respectively, in 2017. Nonetheless, if domestic economic conditions approximate economist expectations, real estate market conditions should remain healthy into 2018.the prior quarter.

INVESTMENTS
As of September 30, 2017,March 31, 2023, the Account hadheld 86.3% of its total net assets of $24.8 billion, a 2.2% increase from December 31, 2016. The increaseinvestments in the Account’s net assets was primarily driven by net investment income and appreciation in value of the Account’s investments.
As of September 30, 2017, the Account owned a total of 134 real estate investments (109 of which were wholly-owned, 25 of which were held in joint ventures). Theand real estate portfolio included 38 officejoint ventures. The Account also held investments (including 12 held in joint ventures), 34 industrialloans receivable, including those with related parties, representing 4.6% of total investments, (including one held in a joint venture), 39 apartment investments (including one held in a joint venture), 21 retail investments (including ten held in joint ventures), one 75% owned joint venture interest in a portfolio of storage facilities, and one leasehold interest encumbered by a ground lease. Of the real estate funds representing 3.0% of total investments, 33 are subject to debt (including 13 joint venture investments).U.S. government agency notes representing 2.3% of total investments, a real estate operating business representing 2.0% of total investments, corporate bonds representing 0.9% of total investments, U.S. treasury securities representing 0.8% of total investments and foreign government agency notes representing 0.1% of total investments.
The outstanding principal on mortgage loans payable on the Account’s wholly-owned real estate portfolio as of September 30, 2017March 31, 2023 was $2.3$1.9 billion. The Account’s proportionate share of outstanding principal on mortgage loans payable within its joint venture investments was $2.2$3.0 billion, which is netted against the underlying properties when determining the joint venture investment’s fair value presented on the consolidated schedulesConsolidated Schedules of investments. When the mortgage loans payable within the joint venture investments are considered, totalInvestments. Total outstanding principal on the Account’s portfolio as of September 30, 2017March 31, 2023, inclusive of loans payable within the joint venture investments, $322.0 million in loans collateralized by a loan receivable, $500.0 million of term loans outstanding and $500.0 million in senior notes payable, was $4.5$6.2 billion, which represented a loan to valueloan-to-value ratio of 15.2%18.1%. The Account has no Account-level debt.
At September 30, 2017, the Account held 78.5% of its total investments in real estate and real estate joint ventures. The Account also held investments in government agency notes representing 12.1% of total investments, real estate-related equity securities representing 4.1% of total investments, U.S. Treasury securities representing 3.7% of total investments, loans receivable representing 1.1% of total investments, and real estate limited partnerships representing 0.5% of total investments.
Management believes that the Account’s real estate portfolio is diversified by location and property type. The Account’s largest investment, Fashion Show located in Las Vegas, NV, represented 3.9% of total real estate investments and 3.1% of total investments. As discussed in the Account’s prospectus, the Account does not intend to buy and sell its real estate investments simply to make short-term profits. Rather, the Account’s general strategy in selling real estate investments is to dispose of those assets that management believes (i) have maximized in value, (ii) have underperformed or face deteriorating property-specific or market conditions, (iii) need significant capital infusions in the future, (iv) are appropriate to dispose of in order to remain consistent with the Account’s intent to diversify the Account by property type and geographic location (including reallocating the Account’s exposure to or away from certain property types in certain geographic locations), or (v) otherwise do not satisfy the investment objectives of the Account. Management, from time to time, will evaluate the need to manage liquidity in the Account as part of its analysis as to whether to undertake a particular asset sale. The Account couldmay reinvest any sale proceeds that it does not need to pay operating expenses or to meet debt service or redemption requests (e.g.(e.g., participantcontract owner withdrawals or benefit payments).

The following table lists the Account's ten largest investments as of September 30, 2017.March 31, 2023. For information regarding the Account's diversification of real estate assets by region and property type, see Note 3—Credit Risk Concentrations.

Concentrations of Risk.
38

Ten Largest Real Estate InvestmentsTen Largest Real Estate InvestmentsTen Largest Real Estate Investments
Property Investment Name City State Type 
Fair Value
(in millions)(1)
 Property as a
% of Total
Real Estate
Portfolio		 Property as a
% of Total
Investments		Property Investment NameOwnership PercentageCityStateType
Gross Real Estate Fair Value(1)
Debt Fair Value(2)
Net Real Estate Fair Value(3)
Property as a
% of Total
Real Estate
Portfolio(4)
Property as a
% of Total
Investments(5)
Ontario Industrial PortfolioOntario Industrial Portfolio100%OntarioCAIndustrial$1,300.0 $— $1,300.0 4.3%3.8%
Simpson Housing PortfolioSimpson Housing Portfolio80%VariousU.S.AApartment1,153.6 376.5 777.1 3.9%3.4%
Fashion Show Las Vegas NV Retail $837.9
 
(2) 
 3.9% 3.1%Fashion Show50%Las VegasNVRetail914.8 417.5 497.3 3.0%2.7%
1001 Pennsylvania Avenue Washington DC Office 810.0
 
(3) 
 3.8% 3.0%1001 Pennsylvania Avenue100%WashingtonDCOffice701.0 299.4 401.6 2.3%2.0%
The Florida Mall Orlando FL Retail 754.8
 
(4) 
 3.5% 2.8%The Florida Mall50%OrlandoFLRetail688.6 297.6 391.0 2.3%2.0%
DDR Various USA Retail 615.8
 
(5) 
 2.9% 2.3%
Fourth and Madison Seattle WA Office 527.0
 
(6) 
 2.5% 1.9%
501 Boylston Street Boston MA Office 506.3
 
(7) 
 2.4% 1.9%
Storage Portfolio IIStorage Portfolio II90%VariousU.S.AStorage619.6 166.1 453.5 2.1%1.8%
Lincoln CentreLincoln Centre100%DallasTXOffice509.6 — 509.6 1.7%1.5%
Great West Industrial PortfolioGreat West Industrial Portfolio100%Rancho CucamongaCAIndustrial499.0 — 499.0 1.7%1.5%
701 Brickell Avenue701 Brickell Avenue100%MiamiFLOffice495.8 161.8 334.0 1.7%1.4%
99 High Street Boston MA Office 504.0
 
 2.4% 1.9%99 High Street100%BostonMAOffice470.9 252.2 218.7 1.6%1.4%
425 Park Avenue New York NY Ground Lease 454.0
 2.1% 1.7%
780 Third Avenue New York NY Office 429.0
 
(8) 
 2.0% 1.6%
Ontario Industrial Portfolio Ontario CA Industrial 397.4
 
 1.9% 1.5%

(1)
Fair Value as reported in the September 30, 2017 Consolidated Schedules of Investments. Investments owned 100% by the Account are reported based on fair value. Investments in joint ventures are reported at net equity value on a fair value basis, and are presented at the Account's ownership interest.
(2)
Fashion Show is held in a joint venture with General Growth Properties, in which the Account holds 50% interest, and is presented net of debt. As of September 30, 2017, this debt had a fair value of $431.5 million.
(3)
1001 Pennsylvania Avenue is presented gross of debt. The value of the Account's interest less the fair value of leverage is $475.4 million.
(4)
The Florida Mall is held in a joint venture with Simon Property Group, L.P., in which the Account hold a 50% interest, and is presented net of debt. As of September 30, 2017, this debt had a fair value of $175.6 million.
(5)
DDR Joint Venture, in which the Account holds an 85% interest, consists of 24 retail properties located in 11 states and is presented net of debt. As of September 30, 2017, this debt had a fair value of $606.5 million.
(6)
Fourth and Madison is presented gross of debt. The value of the Account's interest less the fair value of leverage is $324.8 million.
(7)
501 Boylston Street is presented gross of debt. The value of the Account's interest less the fair value of leverage is $292.5 million.
(8)
780 Third Avenue is presented gross of debt. The value of the Account's interest less the fair value of leverage is $258.4 million.

(1)The Account's share of the fair value of the property investment, gross of debt.

(2)Debt fair values are presented at the Account's ownership interest.
(3)The Account's share of the fair value of the property investment, net of debt.
(4)Total real estate portfolio is the aggregate fair value of the Account's wholly-owned properties and the properties held within a joint venture, gross of debt.
(5)Total investments are the aggregate fair value of all investments held by the Account, gross of debt. Total investments, as calculated within this table, will vary from total investments, as calculated in the Account's Schedule of Investments, as joint venture investments are presented in the Schedule of Investments at their net equity position in accordance with U.S. Generally Accepted Accounting Principals ("GAAP").



39

Results of Operations
NineThree months ended September 30, 2017March 31, 2023 compared to ninethree months ended September 30, 2016March 31, 2022
Net Investment Income
The following table shows the results of operations for the ninethree months ended September 30, 2017March 31, 2023 and 20162022 and the dollar and percentage changes for those periods (dollars in millions, unaudited)millions).
 For the Three Months Ended March 31,Change
20232022$%
INVESTMENT INCOME
Real estate income, net:
Rental income$334.5 $303.7 $30.8 10.1 %
Real estate property level expenses:
Operating expenses79.4 73.6 5.8 7.9 %
Real estate taxes53.4 51.7 1.7 3.3 %
Interest expense23.2 19.6 3.6 18.4 %
Total real estate property level expenses156.0 144.9 11.1 7.7 %
Real estate income, net178.5 158.8 19.7 12.4 %
Income from real estate joint ventures53.3 60.5 (7.2)(11.9)%
Income from real estate funds6.6 6.0 0.6 10.0 %
Interest40.3 20.7 19.6 94.7 %
Other income— 0.8 (0.8)N/M
TOTAL INVESTMENT INCOME278.7 246.8 31.9 12.9 %
Expenses:
Investment management charges21.8 22.5 (0.7)(3.1)%
Administrative charges11.9 13.5 (1.6)(11.9)%
Distribution charges4.8 7.3 (2.5)(34.2)%
Mortality and expense risk charges— 0.4 (0.4)N/M
Liquidity guarantee charges19.9 22.7 (2.8)(12.3)%
Interest expense11.4 1.3 10.1 N/M
TOTAL EXPENSES69.8 67.7 2.1 3.1 %
INVESTMENT INCOME, NET$208.9 $179.1 $29.8 16.6 %
The following table illustrates and compares rental income, operating expenses and real estate taxes for properties held by the Account for the three months ended March 31, 2023 and 2022. The comparative increases or decreases associated with the acquisition and disposition of properties made in either period is compared to "same property" (dollars in millions).
 Rental IncomeOperating ExpensesReal Estate Taxes
ChangeChangeChange
20232022$%20232022$%20232022$%
Same Property$318.4 $282.4 $36.0 12.7 %$75.7 $67.4 $8.3 12.3 %$50.8 $48.4 $2.4 5.0 %
Properties Acquired7.4 1.1 6.3 N/M1.3 0.1 1.2 N/M1.6 0.1 1.5 N/M
Properties Sold8.7 20.2 (11.5)(56.9)%2.4 6.1 (3.7)(60.7)%1.0 3.2 (2.2)(68.8)%
Impact of Properties Acquired/Sold16.1 21.3 (5.2)(24.4)%3.7 6.2 (2.5)(40.3)%2.6 3.3 (0.7)(21.2)%
Total Property Portfolio$334.5 $303.7 $30.8 10.1 %$79.4 $73.6 $5.8 7.9 %$53.4 $51.7 $1.7 3.3 %
N/M—Not meaningful

40
  For the Nine Months Ended September 30, Change
2017 2016 $ %
INVESTMENT INCOME        
Real estate income, net:        
Rental income $791.6
 $755.9
 $35.7
 4.7 %
Real estate property level expenses:        
Operating expenses 164.9
 163.5
 1.4
 0.9 %
Real estate taxes 127.3
 116.9
 10.4
 8.9 %
Interest expense 67.3
 63.3
 4.0
 6.3 %
Total real estate property level expenses 359.5
 343.7
 15.8
 4.6 %
Real estate income, net 432.1
 412.2
 19.9
 4.8 %
Income from real estate joint ventures and limited partnerships 154.3
 111.8
 42.5
 38.0 %
Interest 37.6
 17.8
 19.8
 N/M
Dividends 15.7
 19.9
 (4.2) (21.1)%
TOTAL INVESTMENT INCOME 639.7
 561.7
 78.0
 13.9 %
Expenses:        
Investment management charges 52.9
 51.8
 1.1
 2.1 %
Administrative charges 46.0
 48.4
 (2.4) (5.0)%
Distribution charges 19.6
 21.3
 (1.7) (8.0)%
Mortality and expense risk charges 0.9
 0.9
 —
 — %
Liquidity guarantee charges 34.5
 28.1
 6.4
 22.8 %
TOTAL EXPENSES 153.9
 150.5
 3.4
 2.3 %
INVESTMENT INCOME, NET $485.8
 $411.2
 $74.6
 18.1 %

Rental Income:
Rental income increased $35.7by $30.8 million, or 4.7%10.1%, primarily duewhen compared to net acquisitions coupled with increased occupancy in the retailfirst quarter of 2022, driven by increases across the industrial, office and apartment sectors due to increased markets rents, as well as reductions in bad debt expenses and reduced leasing incentivesrent concessions. The Account's hotel property also experienced an increase in income which can be attributed to an increase in group catering, room rentals and short term corporate bookings when compared to the industrial and retail sectors.first quarter of 2022.
Operating Expenses:
Operating expenses increased $1.4$5.8 million, or 0.9%7.9%, primarilywhen compared to the first quarter of 2022 due to net acquisitions.
Real Estate Taxes:increased repair and maintenance, utility costs and payroll expenses, at the Account's apartment, hotel and office properties.
Real estate taxes increased $10.4$1.7 million, or 8.9%3.3%, primarilywhen compared to the same period in 2022, due to net real estate acquisitions coupled with higher property tax assessments resulting from increases in the assessed property values acrossof two of the officeAccount's industrial properties located in Dallas, Texas and apartment sectors.Minneapolis, Minnesota.
Interest Expense:
Interest expense increased $4.0$3.6 million, or 6.3%18.4%, due to higher average outstanding principal balances through the nine months ended September 30, 2017, aswhen compared to the same period in 2016.2022, as a result of a higher average outstanding principal balance on loans payable.

Income from Real Estate Joint Ventures and Limited Partnerships:Ventures:
Income from real estate joint ventures and limited partnerships increased $42.5 million, or 38.0%, as a result of net acquisitions and higher distributions, primarily from a joint venture that holds a large retail property in Las Vegas, Nevada.
Interest and Dividend Income:
Interest income increased $19.8 million primarily due to interest income earned on a larger loan receivable portfolio in 2017 as compared to the same period in 2016. Dividend income decreased $4.2$7.2 million when compared to the same period in 20162022, as a result of lower distributed income from one of the Account's retail properties located in Florida.
Income from Real Estate Funds:
Income from real estate funds increased $0.6 million when compared to the same period in 2022, primarily as a result of higher distributed income from two of the Account's real estate fund investments.
Interest Income:
Interest income increased $19.6 million in comparison to the same period of 2022, due to lower dividend yieldsan increase in the Account's loans receivable portfolio.
Expenses:
Investment management, administrative and distribution costs charged to the Account are associated with managing the Account. Investment management charges are comprised primarily of fixed components, but fluctuate based on the Account's real-estate relatedsecurities.
Expenses:
Expense ratios, as a percentagesize of average net assets, for investment advisory,the Account’s portfolio of investments, whereas administrative and distribution charges were 0.48% and 0.52% for the nine month period ended September 30, 2017 and 2016, respectively. Costs decreasing slightly period over period, coupled with an increase in average net assets, reduced the overall expense ratio. These costs have fixed andare comprised of more variable components the latter of whichthat generally correspond with movements in net assets. Both distribution services (pursuant to the levelDistribution Agreement) and administrative services are provided to the Account by Services and TIAA, respectively, on an at cost basis. These expenses decreased $4.8 million from the comparable period of the Account’s net assets under management and other cost drivers.2022.
Mortality and expense risk and liquidity guarantee chargesexpenses are contractual charges to the Account from TIAA for TIAA’s assumption of these risks and provision of the liquidity guarantee. The ratesrate for these charges wereis established effective May 1, 2017, for the twelve month period ending April 30, 2018,annually and are charged at a fixed rate based on the Account’s net assets. Mortality and expense risk expenses decreased between the comparative periods due to a decrease in the mortality and expense risk charge. Liquidity guarantee expenses were $2.8 million lower than the comparable period of 2022 as a result of lower average net assets.
Interest expense on the Account's line of credit and other unsecured debt increased $10.1 million when compared to the same quarter of 2022, due to the June 2022 issuance of $500.0 million of senior notes and a higher average outstanding balance on the Account's credit facility.
41

Net Realized and Unrealized Gains and Losses on Investments and Mortgage Loans PayableDebt
The following table shows the net realized and unrealized gains and losses on investments and mortgage loans payabledebt for the ninethree months ended September 30, 2017March 31, 2023 and 20162022 and the dollar and percentage changes for those periods (dollars in millions, unaudited)millions).
  For the Nine Months Ended September 30, Change
2017 2016 $ %
NET REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS AND MORTGAGE LOANS PAYABLE        
Net realized gain (loss) on investments:        
Real estate properties $58.4
 $26.5
 $31.9
 N/M
Real estate joint ventures and limited partnerships (8.6) 0.4
 (9.0) N/M
Marketable securities 15.3
 21.6
 (6.3) (29.2)%
Total realized gain on investments: 65.1
 48.5
 16.6
 34.2 %
Net change in unrealized appreciation (depreciation) on:        
Real estate properties 74.8
 242.2
 (167.4) (69.1)%
Real estate joint ventures and limited partnerships 88.7
 152.3
 (63.6) (41.8)%
Marketable securities 34.2
 84.2
 (50.0) (59.4)%
Loans receivable 1.4
 0.1
 1.3
 N/M
Mortgage loans payable (10.6) (54.8) 44.2
 (80.7)%
Net change in unrealized appreciation on investments and mortgage loans payable 188.5
 424.0
 (235.5) (55.5)%
NET REALIZED AND UNREALIZED GAIN ON INVESTMENTS AND MORTGAGE LOANS PAYABLE $253.6
 $472.5
 $(218.9) (46.3)%
For the Three Months Ended March 31,Change
20232022$%
NET REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS AND DEBT
Net realized gain (loss) on investments:
Real estate properties$— $(8.4)$8.4 N/M
Real estate joint ventures— 50.9 (50.9)N/M
Marketable securities(19.1)(1.0)(18.1)N/M
Total realized (loss) gain on investments:(19.1)41.5 (60.6)N/M
Net change in unrealized gain (loss) on:
Real estate properties(487.4)1,212.4 (1,699.8)N/M
Real estate joint ventures(377.3)71.9 (449.2)N/M
Real estate funds11.0 (9.4)20.4 N/M
Real estate operating business(5.9)60.4 (66.3)N/M
Foreign currency exchange on forward contracts(0.5)— (0.5)N/M
Marketable securities28.7 (28.6)57.3 N/M
Loans receivable(43.0)1.0 (44.0)N/M
Loans payable(6.8)3.7 (10.5)N/M
Other unsecured debt(6.9)— (6.9)N/M
Net change in unrealized (loss) gain on investments and debt(888.1)1,311.4 (2,199.5)N/M
NET REALIZED AND UNREALIZED (LOSS) GAIN ON INVESTMENTS AND DEBT$(907.2)$1,352.9 $(2,260.1)N/M
N/M—Not meaningful

Real Estate Properties, Joint Ventures and Limited Partnerships:
Net realized gains in the Account are primarily attributed to the disposition of wholly-owned real estate properties. See the Recent Transactions section herein for additional disclosure regarding the sale of the Account’s real estate property investments.
Real Estate Properties:
Wholly-owned real estate investments experienced unrealized losses of $487.4 million during the first quarter of 2023, compared to $1,020.4 million of net realized and unrealized gains of $133.2 million during the first nine months of 2017 compared to $268.7 million during the comparable period of 2016. While the rate of appreciation has slowed in 2017, the Account continues to see appreciation across most of its sectors. Appreciation for the nine months ended September 30, 2017 was largely concentrated among the Account's industrial sector, especially2022. Unrealized losses in the first quarter of 2023 were driven by office properties in the Eastern, Western region. Strong tenantand Southern regions, due to decreased market demand, for industrial space in California has been the primary driver of this appreciation.higher concessions and current economic conditions.
Real Estate Joint Ventures and Limited Partnerships:Ventures:
Real estate joint ventures and limited partnerships experienced unrealized losses of $377.3 million during the first quarter of 2023, compared to $122.8 million of net realized and unrealized gains during the first quarter of $80.12022. Current quarter unrealized losses were seen across the Account's joint venture investments portfolio, with the largest losses seen in the office sectors due to a decrease in demand.
Real Estate Funds:
Real estate funds experienced unrealized gains of $11.0 million during the first nine monthsquarter of 2017,2023, compared to $152.7$9.4 million of unrealized losses during the comparable periodfirst quarter of 2016. While2022. Unrealized gains in the ratefirst quarter of appreciation has slowed in 2017, the Account continues2023 were due to see modest appreciation across most sectorsa favorable valuation of one of the Account's joint venture portfolio. The strongest appreciation for the nine months ended September 30, 2017 was among the Account's office investments in the Western region. Appreciation from joint venture regional malls in the Southern region was especially strong in 2016; the absence of this same appreciation in 2017 due to moderating market conditions was a significant driver of the overall decline from the prior year.real estate funds, driven by lower capitalization rates.
Marketable Securities:
42

Real Estate Operating Business:
The Account’s marketable securitiesAccount's real estate operating business experienced net realized and unrealized gainslosses of $49.5$5.9 million during the first nine monthsquarter of 20172023, compared to $105.8$60.4 million during the comparable period of 2016. The markets for REITs in the U.S. increased 6.0% as measured by the FTSE NAREIT All Equity REITs Index during the nine month period ended September 30, 2017, compared to a increase of 12.3% in the same period of 2016. Appreciation on the Account's real estate related equity securities moved in line with the market movements. Additionally, as of September 30, 2017, the Account held $4.3 billion of investments in government agency notes and U.S. Treasury securities, which had nominal changes due to the short-term nature of these investments.
Mortgage Loans Payable:
Mortgage loans payable experienced unrealized losses of $10.6 milliongains during the first nine months 2017 compared to unrealizedquarter of 2022. Unrealized losses in the first quarter of $54.8 million during2023 were the result of an unfavorable valuation supported by recent cost of capital trends and comparable period of 2016. The lower unrealized losses for the nine months ended September 30, 2017, were consistent with the directional movement of Treasury rates during the comparable period.trading activity.

Results of Operations
Three months ended September 30, 2017 compared to three months ended September 30, 2016
Net Investment IncomeMarketable Securities
The following table shows the results of operations for the three months ended September 30, 2017 and 2016 and the dollar and percentage changes for those periods (dollars in millions, unaudited).
  For the Three Months Ended September 30, Change
2017 2016 $ %
INVESTMENT INCOME        
Real estate income, net:        
Rental income $267.9
 $257.4
 $10.5
 4.1 %
Real estate property level expenses:   
 
 
Operating expenses 56.9
 54.8
 2.1
 3.8 %
Real estate taxes 43.2
 40.4
 2.8
 6.9 %
Interest expense 22.5
 22.4
 0.1
 0.4 %
Total real estate property level expenses 122.6
 117.6
 5.0
 4.3 %
Real estate income, net 145.3
 139.8
 5.5
 3.9 %
Income from real estate joint ventures and limited partnerships 60.9
 33.5
 27.4
 81.8 %
Interest 15.9
 6.3
 9.6
 N/M
Dividends 7.9
 9.2
 (1.3) (14.1)%
TOTAL INVESTMENT INCOME 230.0
 188.8
 41.2
 21.8 %
Expenses:   
 
 
Investment management charges 15.5
 17.6
 (2.1) (11.9)%
Administrative charges 14.7
 17.0
 (2.3) (13.5)%
Distribution charges 6.4
 7.2
 (0.8) (11.1)%
Mortality and expense risk charges 0.3
 0.3
 —
 — %
Liquidity guarantee charges 12.5
 10.2
 2.3
 22.5 %
TOTAL EXPENSES 49.4
 52.3
 (2.9) (5.5)%
INVESTMENT INCOME, NET $180.6
 $136.5
 $44.1
 32.3 %
Rental Income:
Rental income increased $10.5 million, or 4.1%, primarily due to net real estate acquisitions.
Operating Expenses:
Operating expenses increased $2.1 million, or 3.8%, attributed mainly to net real estate acquisitions.
Real Estate Taxes:
Real estate taxes increased $2.8 million, or 6.9%, primarily due to net real estate acquisitions and rising tax value of properties in the portfolio.
Interest Expense:
Interest expense increased $0.1 million, or 0.4%, remaining relatively flat, due to minimal movement in average outstanding principal as compared to the comparable period of 2016.

Income from Real Estate Joint Ventures and Limited Partnerships:
Income from real estate joint ventures and limited partnerships increased $27.4 million, or 81.8%, for the three months ended September 30, 2017, when compared to the same period of 2016, due to net acquisitions and increased distributions received from a joint venture investment that holds a retail portfolio.
Interest and Dividend Income:
Interest income increased $9.6 million primarily due to interest income earned on a larger loan receivable portfolio in 2017 as compared to the same period in the previous year. Dividend income decreased $1.3 million when compared to the same period of 2016. Yields were consistent with the size of the REIT portfolio in each respective quarter.
Expenses:
Expense ratios, as a percentage of average net assets, for investment advisory, administrative and distribution charges were 0.15% and 0.18% for the three month periods ended September 30, 2017 and 2016, respectively. Costs decreasing period over period, coupled with an increase in average net assets, reduced the overall expense ratio. These costs have fixed and variable components, the latter of which generally correspond to the level of the Account’s net assets under management and other cost drivers.
Mortality and expense risk and liquidity guarantee charges are contractual charges to the Account from TIAA for TIAA’s assumption of these risks and provision of the guarantee. The rates for these charges were established effective May 1, 2017, for the twelve month period ending April 30, 2018, and are charged based on the Account’s net assets.
Net Realized and Unrealized Gains and Losses on Investments and Mortgage Loans Payable
The following table shows the net realized and unrealized gains and losses on investments and mortgage loans payable for the three months endedSeptember 30, 2017 and 2016 and the dollar and percentage changes for those periods (dollars in millions, unaudited).
  For the Three Months Ended September 30, Change
2017 2016 $ %
NET REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS AND MORTGAGE LOANS PAYABLE        
Net realized gain (loss) on investments:        
Real estate properties $75.2
 $16.4
 $58.8
 N/M
Real estate joint ventures and limited partnerships (8.6) 0.2
 (8.8) N/M
Marketable securities 2.6
 3.1
 (0.5) (16.1)%
Total realized gain on investments: 69.2
 19.7
 49.5
 N/M
Net change in unrealized appreciation (depreciation) on:        
Real estate properties (9.4) 36.9
 (46.3) N/M
Real estate joint ventures and limited partnerships 26.9
 24.3
 2.6
 10.7 %
Marketable securities 2.2
 (26.0) 28.2
 N/M
Loans receivable 1.4
 0.1
 1.3
 N/M
Mortgage loans payable (4.1) (29.1) 25.0
 (85.9)%
Net change in unrealized appreciation on investments and mortgage loans payable 17.0
 6.2
 10.8
 N/M
NET REALIZED AND UNREALIZED GAIN ON INVESTMENTS AND MORTGAGE LOANS PAYABLE $86.2
 $25.9
 $60.3
 N/M
N/M—Not meaningful

Real Estate Properties:
Wholly-owned real estateAccount's marketable securities investments experienced net realized and unrealized gains of $65.8$9.6 million in the first quarter of 2023, compared to net realized and unrealized losses of $29.6 million during the thirdfirst quarter of 2017,2022. The current period gains are the net result of rising, and falling, interest and U.S. Treasury rates during the quarter.
Loans Receivable, including those with related parties:
Loans receivable, including those with related parties, experienced unrealized losses of $43.0 million during the first quarter of 2023 compared to $53.3$1.0 million of unrealized gains during the comparable period of 2016, mostly2022. The current period losses are attributed to gains realized from the saleunfavorable valuation of wholly-owned properties and appreciation among the Account's industrial propertiesan underperforming loan collateralized by an office property located in Chicago, Illinois.
Loans Payable:
Loans payable experienced unrealized losses of $6.8 million in the Western region. Strong tenant demand for industrial space in California has been the primary driver of this appreciation.
Real Estate Joint Ventures and Limited Partnerships:
Real estate joint ventures and limited partnerships experienced net realized and unrealized gains of $18.3 million during the thirdfirst quarter of 2017,2023, compared to gains$3.7 million of $24.5 millionunrealized gains during the comparable period of 2016. The joint venture portfolio experienced positive appreciation during the third quarter of 2017, primarily due to increased occupancy and a decrease in lease concessions at one of the Account's joint venture office properties in California. The Account recorded similar appreciation in the comparable quarter of 2016, driven by similar factors within the Account's joint venture retail properties.
Marketable Securities:
The Account’s marketable securities experienced net realized and unrealized gains of $4.8 million during the third quarter of 2017 compared to losses of $22.9 million during the comparable period of 2016. The markets for REITs in the U.S. increased 1.1% as measured by the FTSE NAREIT All Equity REITs Index during the three month period ended September 30, 2017, compared to a decrease of 1.2% in the same period of 2016. Appreciation on the Account's real estate related equity securities moved in line with the market movements. Additionally, as of September 30, 2017, the Account held $4.3 billion of investments in government agency notes and U.S. Treasury securities, which had nominal changes due to the short-term nature of these investments.
Mortgage Loans Payable:
Mortgage loans payable experienced unrealized losses of $4.1 million during the third quarter of 2017 compared to $29.1 million during the comparable period of 2016.2022. The unrealized losses in the first quarter of 2023 were consistent withattributable to changes in the directional movementrisk-free yield curve and are partially offset by changes in credit spreads. 
Other Unsecured Debt:
The Account's other unsecured debt experienced an unrealized loss of Treasury rates during$6.9 million in the comparable period.first quarter of 2023, attributable to changes in the risk-free yield curve and are partially offset by changes in credit spreads. 
Liquidity and Capital Resources
As of September 30, 2017March 31, 2023 and December 31, 2016,2022, the Account’s cash and cash equivalents and non-real estate-related marketable securities had a value of $4.3$1.4 billionand $4.12.1 billion representing 17.3%5.1% and 16.7%7.1% of the Account’s net assets at such dates, respectively.
Participant Flows: Nine months ended September 30, 2017 compared The decrease in liquid assets during the first quarter of 2023 was largely attributable to nine months ended September 30, 2016
During the nine months ended September 30, 2017, the Account received $2.0 billion in premiums from participants offsetcontinued market volatility and higher contract owner withdrawals driven by participant outflows of $2.2 billion in annuity payments and withdrawals and death benefits. During the nine months ended September 30, 2016, the Account received $2.3 billion in premiums from participants offset by participant outflows of $1.6 billion in annuity payments and withdrawals and death benefits.
Net Income and Marketable Securities
The Account’s net investment income continues to be an additional source of liquidity for the Account. Net investment income was $485.8 million for the nine months ended September 30, 2017, as compared to $411.2 million for the comparable period of 2016. The increase in total net investment income is described more fullyunfavorable market trends in the Results of Operations section.
As of September 30, 2017, cash and cash equivalents, alongU.S. commercial real estate market, with real estate-related and non-real estate related marketable securities comprised 21.8% of the Account’s net assets. The Account’s real estate-related marketable securities primarily consist of publicly traded REITs.elevated interest rates negatively impacting property values. The Account’s liquid assets continue to be available to purchase suitable real estate properties, meet the Account’s debt obligations, expense needs, and participantcontract owner redemption requests (i.e.(i.e., participantcontract owner withdrawals or benefit payments). In addition, as disclosed in the Account's Form 10-K for the year ended December 31, 2022, the Account is able to meet its short-term and long-term liquidity needs through the Liquidity Guarantee provided by TIAA. TIAA's management and the Independent Fiduciary closely monitor the Account's liquidity levels. If contract owner withdrawals continue in line with recent trends, it is likely TIAA will be required to purchase liquidity units pursuant to the Liquidity Guarantee in the second or third quarters of 2023, depending on the pace of net outflows.

Net Income and Leverage
LeverageThe Account’s net investment income is a source of liquidity for the Account. Net investment income was $208.9 million for the three months ended March 31, 2023, as compared to $179.1 million for the comparable period of 2022. The increase in total net investment income is described more fully in the Results of Operations section.
The Account has a $945.0 million unsecured line of credit, accessible as needed to fund the Account's near-term investment objectives, as further described in Note 10—Credit Facility. As of March 31, 2023, the Account had not drawn on the line of credit.
The Account may from time to time borrow money and assume or obtain a mortgage on a property to make leveraged real estate investments. Also, to meet any short-term cash needs, the Account may obtain a line of credit that may be unsecured and/or contain terms that may require the Account to secure the loan with one or more of its properties.
The Account is authorized to borrow money in accordance with its investment
43

guidelines. Under the Account’s current investment guidelines, the Account’s loan to value ratio (as described below) is to be maintained at or below 30% (measured at the time of incurrence and after giving effect thereto). Such incurrencesincurrence of debt from time to time may include:
•placing new debt on properties;
•refinancing outstanding debt;
•assuming debt on acquired properties or interests in the Account’s properties; and/or
long term extensions of•extending the maturity date of outstanding debt.debt;
In calculating this limit, only the Account’s actual percentage interest in any borrowings is included, and not that percentage interest held by any joint venture partner. Further, the Account may only borrow up to 70% of the then-current value of a property, although construction loans may be for 100% of the costs incurred in developing a property. At the time the Account (or a joint venture in which the Account is a partner) enters into a revolving•an unsecured line of credit, for credit facility or bank loan; or
•the purposeissuance of calculating the loan to value ratio, management deems the maximum amount which may be drawn under that line of credit as fully incurred, regardless of whether the maximum amount available has been drawn from time to time.debt securities.
As of September 30, 2017,March 31, 2023, the Account’s loan-to-value ratio ofwas 18.1%. The Account's loan-to-value ratio at any time is based on the outstanding principal amount of debt (inclusive ofto the Account’s proportionate share of debt held within its joint venture investments) toAccount's total gross asset value, (i.e., a “loan to value ratio”) was 15.2%.and excludes leverage, if any, employed by REITs and real estate funds in which the Account invests. The Account intends to maintain its loan to value ratio at or below 30% (this ratio is measured at the time of any debt incurrence and after giving effect thereto).thereto. The Account’s total gross asset value, for these purposes, is equal to the total fair value of the Account’s assets (including the fair value of the Account’s interest in joint ventures), with no reduction associated with any indebtedness on such assets. In calculating outstanding indebtedness, we include only the Account’s actual percentage interest in any borrowings on a joint venture investment and not that of any joint venture partner. Also, at the time the Account (or a joint venture in which the Account is a partner) enters into a revolving or other line of credit, management includes only amounts outstanding when calculating outstanding indebtedness.
The Account may borrow up to 70% of the then-current value of a property, although construction loans may be for 100% of costs incurred in developing the property. Except for construction loans, any mortgage loans on a property will be non-recourse to the Account. For this purpose, non-recourse means that if there is a default on a loan in respect to a specific property, the lender will have recourse to (i.e., be able to foreclose on) only the property encumbered (or the joint venture owning the property), or to other specific Account properties that may have been pledged as security for the defaulted loan, but not to any other assets of the Account. Currently, TIAA, on behalf of the Account, maintains a credit agreement with a syndicate of third-party bank lenders, including JPMorgan Chase Bank, N.A. (the “Credit Agreement”), comprised of an unsecured revolving line of credit and term loans. The Account may use the proceeds of borrowings under the Credit Agreement for funding general organizational purposes of the Account in the ordinary course of business, including financing certain real estate portfolio investments. The Account may enter into additional unsecured lines of credit, credit facilities and term bank loans underwritten by one or more third-party lenders. In addition, from time to time, the Account may borrow capital for operating or other needs by offering debt securities.
As of September 30, 2017,March 31, 2023, there are nosix mortgage obligations, totaling $569.4 million, secured by real estate investments wholly-owned by the Account maturingthat mature within the next twelve months. The Account has sufficient liquidity in the form of cash and cash equivalents and securities to meet its current mortgage obligations.
In times of high net inflow activity, in particular during times of high net participant transfer inflows, management may determine to apply a portion of such cash flows to make prepayments of indebtedness prior to scheduled maturity, which would have the effect of reducing the Account’s loan to value ratio.
Recent Transactions
The following describes property transactions by the Accountoccurring during the thirdfirst quarter of 2017.2023 related to real estate properties, real estate joint ventures, real estate funds, loans receivable, and loans payable. Except as noted, the expenses for operating the properties purchased are either borne or reimbursed, in whole or in part, by the property tenants, although the terms vary under each lease. Dollar amounts are shown in millions.
Purchases
The Bridges—Minneapolis, MN
On July 13, 2017, the Account acquired a student housing complex located near the University of Minnesota for $60.9 million.
The Knoll—Minneapolis, MN
On July 13, 2017, the Account acquired a student housing complex located near the University of Minnesota for $14.8 million, which is net of a $17.7 million mortgage loan the Account assumed with the property, as further discussed in the Financings section.

803 Corday—Naperville, IL
On August 10, 2017, the Account purchased a multi-family property located in Naperville, Illinois for $92.9 million.
DDR Joint Venture—Village Crossing: Phase I - Niles, IL
On September 7, 2017, the DDR joint venture investment, in which the Account holds an 85% interest, purchased a retail property located in Niles, Illinois for $44.4 million (the Account’s share).
Broward Industrial Portfolio—Various, FL
On September 19, 2017, the Account purchased an investment portfolio consisting of four industrial properties located in the Miami/Fort Lauderdale metro area for $54.1 million.
Orion on Orpington—Orlando, FL
On September 21, 2017, the Account purchased a student housing complex located near the University of Central Florida for $42.3 million.
Sales
Ontario Industrial Portfolio: Inland Empire Industrial Portfolio—Various, CA
On August 17, 2017, the Account sold an industrial portfolio held within its Ontario Industrial Portfolio located in various parts of California for a net sales price of $66.0 million, resulting in a realized gain of $20.9 million, the majority of which has been previously recognized as unrealized gains in the Account’s consolidated statements of operations. The Account’s cost basis in the property at the date of the sale was $45.1 million.
Rancho Cucamonga Industrial Portfolio: Inland Empire Industrial Portfolio—Various, CA
On August 17, 2017, the Account sold an industrial portfolio held within its Rancho Cucamonga Industrial Portfolio located in various parts of California for a net sales price of $104.8 million, resulting in a realized gain of $56.0 million, the majority of which has been previously recognized as unrealized gains in the Account’s consolidated statements of operations. The Account’s cost basis in the property at the date of the sale was $48.8 million.
The Pepper Building—Philadelphia, PA
On September 15, 2017, the Account sold this multi-family property located in Philadelphia, Pennsylvania for a net sales price of $51.7 million, realizing a loss of $1.7 million from the sale, the majority of which has been previously recognized as unrealized losses in the Account’s consolidated statements of operations. The Account’s cost basis in the property at the date of the sale was $53.4 million.
DDR Joint Venture: McFarland Plaza—Tuscaloosa, AL
On September 18, 2017, the DDR joint venture investment, in which the Account holds an 85% interest, sold a retail property located in Tuscaloosa, Alabama for a net sales price of $14.7 million (the Account’s share), which is gross of a $7.4 million mortgage loan extinguished during the sale of the property, as further discussed in the Financings section. The sale resulted in a realized loss of $8.9 million, the majority of which has been previously recognized as unrealized gains in the Account’s consolidated statements of operations. The Account’s cost basis in the property at the date of the sale was $23.6 million.
Financings
The Knoll—Minneapolis, MNNew Debt
On July 13, 2017, concurrent with the purchase of a student housing complex located near the University of Minnesota, the Account assumed a $17.7 million mortgage loan. The loan has an interest rate of 3.98%, matures on December 5, 2020, and is adjusted monthly for principal payments.
DescriptionTransaction DateInterest RateMaturity DateAmount
Project Sonic Senior Note03/30/20232.00% + SOFR paid monthly06/09/2025$70.2 
Project Sonic Mezzanine03/30/20232.00% + SOFR paid monthly06/09/2025$23.4 

44

Colorado Center—Santa Monica, CADebt Payoff
On August 1, 2017, Colorado Center joint venture investment, in which the Account holds a 50% interest, entered into a new mortgage loan with a principal amount of $275.0 million (the Account’s share). The debt has an interest rate of 3.563%, maturing August 9, 2027 and is interest only.
DescriptionTransaction DateInterest RateSectorMaturity DateAmount
Sixth and Main Senior Note03/30/20231.87% + LIBOR paid monthlyNote-on-note11/09/2025$(26.9)
Sixth and Main Mezzanine03/30/20231.87% + LIBOR paid monthlyNote-on-note11/09/2025$(14.5)
DDR Joint Venture—Various, USA
On August 14, 2017, the DDR joint venture investment, in which the Account holds an 85% interest, entered into a new mortgage loan secured by three retail properties with a principal amount totaling $90.3 million (the Account's share). The debt has an interest rate of 3.82%, maturing on September 11, 2027 and is interest only.Loan Receivable
DDR Joint Venture: McFarland Plaza—Tuscaloosa, ALOriginations
On September 18, 2017, the DDR joint venture investment, in which the Account holds an 85% interest, extinguished $7.4 million of outstanding mortgage debt (the Account’s share) concurrent with the sale of a retail property located in Tuscaloosa, Alabama.
DescriptionTransaction DateInterest RateMaturity DateAmount
735 Watkins Mill Debt Asset01/10/20236.00%08/09/2025$1.0 
Critical Accounting PoliciesEstimates
Management’s discussion and analysis of the Account’s financial condition and results of operations is based on the
Account’s consolidated interim financial statements,Consolidated Financial Statements, which have been prepared by management in accordance with GAAP. The preparation of the Account’s financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the financial statementsreported amounts of assets, liabilities, income and disclosures. Someexpenses. Management considers the valuation of these estimatesreal estate properties and assumptions require applicationvaluation of difficult, subjective, and/or complex judgments about the effect of matters that are inherently uncertain and that may change in subsequent periods. Management evaluates its estimates and assumptions on an ongoing basis. Management bases its estimates on historical experience and on various other assumptions that it believesreal estate joint ventures to be reasonable undercritical accounting estimates because they involve a significant level of estimation uncertainty and have a material impact on the circumstances, theAccount’s financial condition and results of which formoperations.
There have been no material changes to the basis for making judgments aboutAccount's critical accounting policies described in the carrying values of assets and liabilities of the Account that are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions.
In the Account’sAccount's Annual Report on Form 10-K for the year ended December 31, 2016, management identified the critical accounting policies which affect its significant estimates and assumptions used in preparing the Account’s financial statements. Certain of these accounting policies are described in Note 1—Organization and Significant Accounting Policies in this Form 10-Q. There have been no material changes to these accounting policies to those disclosed in our 2016 Form 10-K.2022.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
The Account’s real estate holdings, including real estate joint venture, limited partnershipsventures, funds, an operating business and loans receivable, including those with related parties, which, as of September 30, 2017,March 31, 2023, represented 80.1% 95.9%of the Account’s total investments, expose the Account to a variety of risks. These risks include, but are not limited to:
•General Real Estate Risk—The risk that the Account’s property values or rental and occupancy rates could go down due to general economic conditions, a weak market for real estate generally, disruptions in the credit and/or capital markets, or changing supply and demand for certain types of properties;
•Appraisal Risk—The risk that the sale price of an Account property (i.e., the value that would be determined by negotiations between independent parties) might differ substantially from its estimated or appraised value, leading to losses or reduced profits to the Account upon sale;
•Risk Relating to Property Sales—The risk that the Account might not be able to sell a property at a particular time for its full value, particularly in a poor market. This might make it difficult to raise cash quickly and also could lead to Account losses;
•Risks of Borrowing—The risk that interest rate changes may impact Account returns if the Account borrows against a credit facility, takes out a mortgage on a property, buys a property subject to a mortgage or holds a property subject to a mortgage, and hedging against such interest rate changes, if undertaken by the Account, may entail additional costs and be unsuccessful; and
•Foreign Currency Risk—The risk that the value of the Account’s foreign investments, related debt, or rental income could increase or decrease due to changes in foreign currency exchange rates or foreign currency exchange control regulations, and hedging against such currency changes, if undertaken by the Account, may entail additional costs and be unsuccessful.
The Account believes the diversification of its real estate portfolio, both geographically and by sector, along with its quarterly valuation procedure, helps manage the real estate and appraisal risks described above.
As of September 30, 2017, 19.9%March 31, 2023, 4.1% of the Account’s total investments were comprised of marketable securities. Marketable securities include high-quality debt instruments (i.e.(i.e., U.S. government agency notes)notes and corporate bond
45

securities) and, when applicable, REIT securities. The consolidated scheduleAccount's Consolidated Statements of investments for the AccountInvestments sets forth the general financial terms of these instruments, along with their fair values, as determined in accordance with procedures described earlier in the Critical Accounting Policies section above and in Note 1—1–Organization and Significant Accounting Policies to the Account’s Consolidated Financial Statements included herewith.of the Account's 2022 Form 10-K. As of the date of this report,March 31, 2023, the Account does not invest in derivative financial investments, norinstruments, although it does the Account engage in any hedging activity although it may do so in selected circumstances in the future.related to foreign currency denominated investments.
Risks associated with investments in real estate-related liquid assets (which could include, from time to time, REIT securities and CMBS), and non-real estate-related liquid assets, including financial/credit risk, market volatility risk, interest rate volatility risk and deposit/money market risk.include the following:
•Financial/Credit Risk—The risk, for debt securities, that the issuer will not be able to pay principal and interest when due (and/or declare bankruptcy or be subject to receivership) and, for equity securities such as common or preferred stock, that the issuer’s current earnings will fall or that its overall financial soundness will decline, reducing the security’s value.
•Market Volatility Risk—The risk that the Account’s investments will experience price volatility due to changing conditions in the financial markets regardless of the credit quality or financial condition of the underlying issuer. This risk is particularly acute to the extent the Account holds equity securities, which have experienced significant short-term price volatility over the past year. Also, to the extent the Account holds debt securities, changes in overall interest rates can cause price fluctuations.
•Interest Rate Volatility—The risk that interest rate volatility may affect the Account’s current income from an investment.
•Deposit/Money Market Risk—The risk that, to the extent the Account’s cash held in bank deposit accounts exceeds federally insured limits as to that bank, the Account could experience losses if banks fail. The Account does not believe it has exposure to significant concentration of deposit risk. In addition, there is some risk that investments held in money market accounts can suffer losses.

In addition, to the extent the Account were to hold mortgage-backed securitiesMBS (including commercial mortgage-backed securities)CMBS) these securities are subject to prepayment risk or extension risk (i.e.(i.e., the risk that borrowers will repay the loans earlier or later than anticipated). If the underlying mortgage assets experience faster than anticipated repayments of principal, the Account could fail to recoup some or all of its initial investment in these securities, since the original price paid by the Account was based in part on assumptions regarding the receipt of interest payments. If the underlying mortgage assets are repaid later than anticipated, the Account could lose the opportunity to reinvest the anticipated cash flows at a time when interest rates might be rising. The rate of prepayment depends on a variety of geographic, social and other functions, including prevailing market interest rates and general economic factors. The fair value of these securities is also highly sensitive to changes in interest rates. Note that the potential for appreciation, which could otherwise be expected to result from a decline in interest rates, may be limited by any increased prepayments. These securities may be harder to sell than other securities.
In addition to these risks, real estate equity securities (such as REIT stockssecurities and mortgage-backed securities)MBS) would be subject to many of the same general risks inherent in real estate investing, making mortgage loans and investing in debt securities. For more information on the risks associated with all of the Account’s investments, see Item 1A. Risk Factors, of the Account’s most recent prospectus.Account's Annual Report on Form 10-K for the year ended December 31, 2022, filed with the Securities and Exchange Commission on March 9, 2023, as such risk factors may be updated in Item 1A of this Form 10-Q or in subsequent reports.
46

ITEM 4. CONTROLS AND PROCEDURES
(a) The registrant maintains a system of disclosure controls and procedures that are designed to provide reasonable assurance that information required to be disclosed in the registrant’s reports under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms, and that such information is accumulated and communicated to management, including TIAA’s Executive Vice President, Institutional Investment & Endowment Services (Principalthe registrant’s Principal Executive Officer (“PEO”)) and TIAA’s Senior Executive Vice President and Chief Financial Officer (Principalthe Principal Financial Officer (“PFO”)), as appropriate, to allow timely decisions regarding required disclosure.
Under the supervision and participation of the registrant’s management, including the registrant’s PEO and PFO, the registrant conducted an evaluation of the effectiveness of the registrant’s disclosure controls and procedures as defined in Rule 13a-15(e) under the Exchange Act as of September 30, 2017.March 31, 2023. Based upon management’s review, the PEO and PFO concluded that the registrant’s disclosure controls and procedures, as of the end of the period covered by this report, were effective to provide reasonable assurance that material information required to be included in the Account's periodic reports is recorded, processed, summarizedobjectives of disclosure controls and reported within the time periods specified in the relevant SEC rules and forms.procedures are met.
(b) Changes in internal control over financial reporting. There have been no changes in the registrant’s internal control over financial reporting that occurred during the registrant’s last fiscal quarter that materially affected, or are reasonably likely to materially affect, the registrant’s internal control over financial reporting.

PART II. OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS.
In the normal course of business, the Account may be named, from time to time, as a defendantor may be involved in various legal actions, including arbitration, class actions and other litigation.
The Account establishes an accrual for all litigation and regulatory matters when it believes it is partyprobable that a loss has been incurred and the amount of the loss can be reasonably estimated. Once established, accruals are adjusted, as appropriate, in light of additional information. The amount of loss ultimately incurred in relation to various claims and routine litigation arising inthose matters may be higher or lower than the ordinary courseamounts accrued for those matters.
As of business. Managementthe date of this report, management of the Account does not believe that the results of any such claims or litigation, individually or in the aggregate, will have a material effect on the Account’s business, financial position or results of operations.
ITEM 1A. RISK FACTORS.
There have been no material changes fromContinued liquidity challenges could adversely impact the Account’s risk factorsoperations, financial condition, growth and prospects and possibly trigger the Account’s Liquidity Guarantee
The Account requires sufficient liquidity to fund ongoing Account-level loan and debt commitments to make payments on its debt obligations as previously reportedthey become due, satisfy contract owner redemption requests, fund purchases and maintenance of portfolio properties, and meet other cash and contractual commitments. Although the Account’s liquid assets continue to be available to purchase suitable real estate properties, meet the Account’s debt obligations, expense needs, and contract owner redemption requests (i.e., contract owner withdrawals or benefit payments), as noted above the Account has experienced a sustained decrease in liquid assets during the first quarter of 2023. The decrease in liquid assets during the first quarter of 2023 was largely attributable to continued market volatility and higher contract owner withdrawals driven by unfavorable market trends in the U.S. commercial real estate market, with elevated interest rates negatively impacting property values. If net outflows continue in line with recent trends, that could impair the Account’s Annual Reportability to fund its operations and meet its obligations as they become due. In such event, it is likely TIAA will be required to purchase liquidity units pursuant to the Liquidity Guarantee in the second or third quarters of 2023, depending on Form 10-K for the year ended December 31, 2016.pace of net outflows, and this could have a material adverse effect on the Account’s business, financial condition and results of operations.
47

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS.
Not applicable.
ITEM 3. DEFAULTS UPON SENIOR SECURITIES.
Not applicable.
ITEM 4. MINE SAFETY DISCLOSURES.
Not applicable.
ITEM 5. OTHER INFORMATION.
The Code of Ethics for TIAA’s senior financial officers, including its principal executive officer, principal financial officer, principal accounting officer, or controller, and persons performing similar functions, has been filed as an exhibit to the Account’s Annual Report on Form 10-K for the year ended December 31, 2016 and can also be found on the following web site, http://www.tiaa.org/public/prospectuses/index.html.Not applicable.



48

ITEM 6. EXHIBITS
(1)(A)
(3)(A)
(B)
(4)(A)
(B)
(C)
(D)
(D)
(E)
(E)
(F)
(F)
(10)(A)
(G)
(H)
(I)
(J)
(K)
(L)
(M)
(N)
(O)
(P)
(Q)
(10)(A)
(B)
(C)
49

(101)The following financial information from the Quarterly Report on Form 10-Q for the period ended September 30, 2017,March 31, 2023 (Unaudited), formatted in XBRL (Extensible Business Reporting Language): (i) the Consolidated Statements of Assets and Liabilities as of March 31, 2023 (Unaudited), (ii) the Consolidated Statements of Operations for the three months ended March 31, 2023 and 2022 (Unaudited), (iii) the Consolidated Statements of Changes in Net Assets for the three months ended March 31, 2023 and 2022 (Unaudited), (iv) the Consolidated Statements of Cash Flows for the three months ended March 31, 2023 and 2022 (Unaudited), and (v) the Notes to the Consolidated Financial Statements.Statements (Unaudited).**
*Filed herewith.
**Furnished electronically herewith.
(1)
*Filed herewith.
**Furnished electronically herewith.

(1)Previously filed and incorporated herein by reference to Exhibit 1(A) to the Account’s Registration Statement on Form S-1, filed with the Commission on March 15, 2013 (File No. 333-187309).
(2)Previously filed and incorporated herein by reference to Exhibit 3(A) to the Account’s Registration Statement on Form S-1, filed with the Commission on April 22, 2015 (File No. 333-202583).
(3)Previously filed and incorporated herein by reference to Exhibit 3(B) to the Account’s Registration Statement on Form S-1, filed with the Commission on April 22, 2015 (File No. 333-202583).
(4)Previously filed and incorporated herein by reference to the Account’s Post-Effective Amendment No. 2 to the Registration Statement on Form S-1, filed with the Commission on April 30, 1996 (File No. 33-92990).
(5)Previously filed and incorporated herein by reference to Exhibit 4(A) to the Account’s Post-Effective Amendment No. 1 to the Registration Statement on Form S-1, filed with the Commission on May 2, 2005 (File No. 333-121493).
(6)Previously filed and incorporated herein by reference to the Account’s Pre-Effective Amendment No. 1 to the Registration Statement on Form S-1, filed with the Commission on April 29, 2004 (File No. 333-113602).
(7)Previously filed and incorporated by reference to Exhibit 4(C) to the Account’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2010 and filed with the Commission on November 12, 2010 (File No. 33-92990).
(8)Previously filed and incorporated herein by reference to Exhibit 10(B) to the Account's Annual Report on Form 10-K for the fiscal year ended December 31, 2012 and filed with the Commission on March 14, 2013 (File No. 33-92990).
(9)Previously filed and incorporated herein by reference to Exhibit 4(D)(1) and 4(D)(2) to the Account’s Registration Statement on Form S-1, filed with the Commission on March 21, 2017 (File No. 333-216849).
(10)Previously filed and incorporated herein by reference to Exhibit 4(E)(1) and 4(E)(2) to the Account’s Registration Statement on Form S-1, filed with the Commission on March 21, 2017 (File No. 333-216849).
(11)Previously filed and incorporated herein by reference to Exhibit 4(F)(1) and 4(F)(2) to the Account’s Registration Statement on Form S-1, filed with the Commission on March 21, 2017 (File No. 333-216849).
(12)Previously filed and incorporated herein by reference to Exhibit 4(G) to the Account’s Annual Report on Form 10-K, filed with the Commission on March 15, 2018 (File No. 333-216849).
(13)Previously filed and incorporated herein by reference to Exhibit 4(H) to the Account’s Annual Report on Form 10-K, filed with the Commission on March 15, 2018 (File No. 333-216849).
(14)Previously filed and incorporated herein by reference to Exhibit 4(I) to the Account’s Annual Report on Form 10-K, filed with the Commission on March 15, 2018 (File No. 333-216849).
(15)Previously filed and incorporated by reference to Exhibit 10.1 to the Account's Current Report on Form 8-K, filed with the Commission on February 16, 2022 (File No. 33-92990).
(16)Previously filed and incorporated herein by reference to Exhibit 4(J)(1) and 4(J)(2) to the Account’s Current Report on Form 10-K, filed with the Commission on March 14, 2019 (File No. 33-92990).
(17)Previously filed and incorporated herein by reference to Exhibit 4(K) to the Account’s Current Report on Form 10-K, filed with the Commission on March 14, 2019 (File No. 33-92990).
(18)Previously filed and incorporated herein by reference to Exhibit 4(L)(1) and 4(L)(2) to the Account's Current Report on Form 10-K, filed with the Commission on March 12, 2020 (File No. 33-92990).
(19)Previously filed and incorporated herein by reference to Exhibit 4(M) to the Account’s Current Report on Form 10-K, filed with the Commission on March 11, 2021 (File No. 33-92990).
(20)Previously filed and incorporated herein by reference to Exhibit 4(N) to the Account’s Current Report on Form 10-K, filed with the Commission on March 11, 2021 (File No. 33-92990).
(21)Previously filed and incorporated herein by reference to Exhibit 4(O) to the Account’s Current Report on Form 10-K, filed with the Commission on March 11, 2021 (File No. 33-92990).
(22)Previously filed and incorporated herein by reference to Exhibit 4(P) to the Account’s Current Report on Form 10-K, filed with the Commission on March 11, 2021 (File No. 33-92990).
(23)Previously filed and incorporated herein by reference to Exhibit 4(Q) to the Account’s Current Report on Form 10-K, filed with the Commission on March 11, 2021 (File No. 33-92990).
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(24)Previously filed and incorporated herein by reference to Exhibit 4(C)(2) to the Account’s Current Report on Form 10-K, filed with the Commission on March 9, 2023 (File No. 33-92990).
(25)Previously filed and incorporated herein by reference to Exhibit 4(E)(3) to the Account’s Current Report on Form 10-K, filed with the Commission on March 9, 2023 (File No. 33-92990).
(26)Previously filed and incorporated herein by reference to Exhibit 4(E)(4) to the Account’s Current Report on Form 10-K, filed with the Commission on March 9, 2023 (File No. 33-92990).
(27)Previously filed and incorporated herein by reference to Exhibit 4(F)(3) to the Account’s Current Report on Form 10-K, filed with the Commission on March 9, 2023 (File No. 33-92990).
(28)Previously filed and incorporated herein by reference to Exhibit 4(F)(4) to the Account’s Current Report on Form 10-K, filed with the Commission on March 9, 2023 (File No. 33-92990).
(29)Previously filed and incorporated herein by reference to the Account’s Current Report on Form 8-K, filed with the Commission on March 24, 2023 (File No. 33-92990)
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Previously filed and incorporated herein by reference to Exhibit 1(A) to the Account’s Registration Statement on Form S-1, filed with the Commission on March 15, 2013 (File No. 333-187309).
(2)
Previously filed and incorporated herein by reference to Exhibit 3(A) to the Account’s Registration Statement on Form S-1, filed with the Commission on April 22, 2015 (File No. 333-202583).
(3)
Previously filed and incorporated herein by reference to Exhibit 3(B) to the Account’s Registration Statement on Form S-1, filed with the Commission on April 22, 2015 (File No. 333-202583).
(4)
Previously filed and incorporated herein by reference to the Account’s Post-Effective Amendment No. 2 to the Registration Statement on Form S-1, filed with the Commission on April 30, 1996 (File No. 33-92990).
(5)
Previously filed and incorporated herein by reference to the Account’s Post-Effective Amendment No. 1 to the Registration Statement on Form S-1, filed with the Commission on May 2, 2005 (File No. 333-121493).
(6)
Previously filed and incorporated herein by reference to the Account’s Pre-Effective Amendment No. 1 to the Registration Statement on Form S-1, filed with the Commission on April 29, 2004 (File No. 333-113602).
(7)
Previously filed and incorporated by reference to Exhibit 4(C) to the Account’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2010, filed with the Commission on November 12, 2010 (File No. 33-92990).
(8)
Previously filed and incorporated herein by reference to Exhibit 10.1 to the Account’s Current Report on Form 8-K, filed with the Commission on February 6, 2015 (File No. 33-92990).
(9)
Previously filed and incorporated herein by reference to Exhibit 10(D) to the Account’s Annual Report on Form 10-K for the fiscal year ended December 31, 2012, filed with the Commission on March 14, 2013 (File No. 33-92990).
(10)
Previously filed and incorporated herein by reference to Exhibit 4(D)(1) and 4(D)(2) to the Account’s Registration Statement on Form S-1, filed with the Commission on March 21, 2017 (File No. 333-216849).
(11)
Previously filed and incorporated herein by reference to Exhibit 4(E)(1) and 4(E)(2) to the Account’s Registration Statement on Form S-1, filed with the Commission on March 21, 2017 (File No. 333-216849).
(12)
Previously filed and incorporated herein by reference to Exhibit 4(F)(1) and 4(F)(2) to the Account’s Registration Statement on Form S-1, filed with the Commission on March 21, 2017 (File No. 333-216849).


SIGNATURES


Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant, TIAA Real Estate Account, has duly caused this Report to be signed on its behalf by the undersigned, thereunto duly authorized, in New York, New York, on the 7th5thday of November, 2017.
May 2023.
TIAA REAL ESTATE ACCOUNT
TIAA REAL ESTATE ACCOUNT
By:
By:TEACHERS INSURANCE AND ANNUITY ASSOCIATION OF AMERICA
November 7, 2017By:/s/ Carol W. DeckbarChristine E. Dugan
May 5, 2023
Carol W. Deckbar
Christine E. Dugan
Executive Vice President Institutional Investment & Endowment Services
and Product General Manager –Institutional Lifetime Income, Teachers Insurance and Annuity Association of America
(Principal (Principal Executive Officer)
November 7, 2017May 5, 2023By:/s/ Virginia M. WilsonChristopher Baraks
Virginia M. WilsonChristopher Baraks
Senior Executive Vice President, Chief Accounting Officer and Chief Financial Officer,
Corporate Controller of Teachers Insurance and Annuity Association of America
(Principal (Principal Financial and Accounting Officer)



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