BRT Apartments Corp.
For the period ended Dec 31, 2025. Filed Mar 13, 2026.
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FY2025 · Filed Mar 13, 2026
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Item 9B. Other Information
Incentive and Repurchase Plans
On March 11, 2026, our board of directors
adopted, subject to stockholder approval, our 2026 Incentive Plan pursuant to which up to 1,000,000 shares of the Company’s common stock (and certain cash payments pursuant to dividend equivalent rights) may be issued to our employees, officers, directors and certain others pursuant to grants of, among other things, stock options, restricted stock, RSUs, performance share awards and any one or more of the foregoing; and
increased, by approximately $5 million, the value of the shares that can be repurchased pursuant to our repurchase plan to up to $10 million, and extended the repurchase plan through December 31, 2028.
Disclosure of 10b5-1 Plans
None of our officers or directors had any contract, instruction, or written plan for the purchase or sale of our securities that was intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) or any "non-Rule 10b5-1 trading arrangement" in effect at any time during the three months ended December 31, 2025.
Impact of the One Big Beautiful Bill Act on the Company and its Stockholders
The discussion under "Federal Income Tax Considerations" in our prospectus dated April 28, 2023, as the same may have been amended or supplemented from time-to-time (the “Prospectus”), is hereby modified to reflect legislation commonly
referred to as the One Big Beautiful Bill Act. Capitalized terms used in this section without being defined herein shall have the
meanings ascribed to them by the Prospectus.
Enactment of the One Big Beautiful Bill Act: On July 4, 2025, legislation commonly referred to as the One Big Beautiful
Bill Act (the “OBBBA”) was enacted into law. Among other changes, the OBBBA included a number of changes to the Code
that affect the U.S. federal income tax laws applicable to REITs and their security holders. The most significant of those
changes are described below. Prospective investors should consult their tax advisors regarding the effects of the OBBBA on
their investment.
REIT Asset Tests: The OBBBA increases the ownership limit applicable to TRSs for taxable years ending after December
31, 2025. For taxable years ending after December 31, 2017 through December 31, 2025, not more than 20% of the value of our
total assets may be represented by securities of one or more TRSs. For taxable years ending after December 31, 2025, not more
than 25% of the value of our total assets may be represented by securities of one or more TRSs.
Pass-Through Business Income Tax Rate Lowered through Deduction: The OBBBA permanently extends the provisions
allowing individuals and some trusts and estates to deduct up to 20% of “qualified REIT dividends,” which are REIT dividends
other than capital gain dividends, dividends designated as eligible for capital gain tax rates and certain other income items
discussed under “Impact of the Tax Cuts and Jobs Act on the Company and its Stockholders-Pass-Through Business Income
Tax Rate Lowered through Deduction.”
Limitations on Interest Deductibility: The OBBBA eases the limitation on the deduction for net interest expense discussed
under “Impact of the Tax Cuts and Jobs Act on the Company and its Stockholders-Limitations on Interest Deductibility,” by
modifying the definition of “adjusted taxable income” which is one of the limitations on the deduction. For taxable years
beginning after December 21, 2025, adjusted taxable income will again be calculated before any deductions for depreciation,
amortization, and depletion.
Revised Individual Tax Rates and Deductions: The OBBBA permanently extends the individual income tax changes
discussed under“Impact of the Tax Cuts and Jobs Act on the Company and its Stockholders-Revised Individual Tax rates and
Deduction.”
The changes made by the OBBBA are complex and we cannot predict the long-term impact of the OBBBA, other new U.S. federal tax laws, and whether, when and how the OBBBA and other new U.S. federal tax laws will be affected by any
administrative and judicial interpretations. Prospective investors should consult their tax advisors regarding the effects of the
OBBBA on their investment.
Item 9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections.
Not applicable
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.