Brandywine Realty Trust

Item 1A. Risk Factors

As of JuneSeptember 30, 2024, there have been no material changes to the Risk Factors disclosed in Part I. Item 1A. Risk Factors in our Annual Report on Form 10-K for the year ended December 31, 2023, with the exception of the risk factor below.

We have experienced, and may again experience a, data security breach that may cause damage to o and our business and reputation.

In the ordinary course of our business, we maintain sensitive data, including our proprietary financial information, business information and the information of our tenants and business partners, in our data centers and Quarterly Report on our networks. Security breaches or disruptions, mainly through cyber-attack or cyber intrusion, including by computer hackers, Form 10-Q foreign governments and cyber terrorists, have generally increased in number, intensity and sophistication. Notwithstanding the security measures u the quarter endertaken, our information technology has been, and may in the future be, vulnerable to attacks or breaches. One such event occurred on May 1d June 30, 2024 when we detected unauthorized occurrences by a third party on portions of our information technology systems that consisted of the third partys unauthorized access to, and deployment of encryption to, a portion of our internal corporation information technology systems and the exfiltration of certain files, including files containing personal information. There can be no assurance that our security efforts and measures will be effective or that attempted security breaches or disruptions would not be successful or damaging. Protected information, networks, systems and facilities remain vulnerable because the techniques used in such attempted security breaches evolve and may not be recognized or detected until launched against a target. Accordingly, we may be unable to anticipate these techniques or implement adequate security barriers or other preventative measures.

Data security breaches, including the one noted above, have in the past, and may in the future, result in one or more of the following harms:

disrupt the proper functioning of our networks and systems and therefore our operations and/or those of our tenants;

result in misstated financial reports, violations of loan covenants, missed reporting deadlines, and/or missed permitting deadlines;

result in our inability to properly monitor our compliance with the rules and regulations regarding our qualification as a REIT;

result in the unauthorized access to, and destruction, loss, theft, misappropriation, or release of proprietary, confidential, sensitive, or otherwise valuable information of ours or others, which others could use to compete against us or for disruptive, destructive, or otherwise harmful purposes and outcomes;

require significant management attention and resources to remedy any damages that result;

subject us to claims and lawsuits for breach of contract, damages, credits, penalties, or other agreements; and/or

damage our reputation among our tenants and investors generally.

While we maintain insurance coverage that may, subject to policy terms and conditions including deductibles, cover specific aspects of cyber risks, such insurance coverage may be insufficient to cover all losses.

Third parties to whom we outsource certain of our functions are also subject to the risks outlined above. We review and assess the cybersecurity controls of our third-party service providers and vendors, as appropriate, and make changes to our business processes to manage these risks. Data breaches and/or the insolvency of such third parties and vendors may result in us incurring costs and may have other negative consequences..