MAUI LAND & PINEAPPLE CO INC

Previous wording

From January 1, 2025 to June 30, 2025, the team has increased commercial property occupancy from 86% to 89%, including tenant relocations and improvements necessary to enhance the variety and quality of experiences in our town centers. This effort will continue, along with capital improvements necessary to continue attracting top tier tenants. In addition to stable cashflow in a supply-constrained market, our commercial properties allow us to perform value-creating placemaking for our surrounding landholdings. We anticipate cashflow from our commercial properties to increase in the coming years, as we reach stabilization and fund the near-term costs for tenant improvements and leasing costs inherent with new tenancies.

Current wording

From January 1, 2025 to September 30, 2025, the team has increased commercial property occupancy from 86% to 91%, including tenant relocations and improvements necessary to enhance the variety and quality of experiences in our town centers. This effort will continue, along with capital improvements necessary to continue attracting top tier tenants. In addition to stable cashflow in a supply-constrained market, our commercial properties allow us to perform value-creating placemaking for our surrounding landholdings. We anticipate cashflow from our commercial properties to increase in the coming years, as we reach stabilization and fund the near-term costs for tenant improvements and leasing costs inherent with new tenancies.

Previous wording

Our strategic plan for land utilization aligns with our mission to meet the current and future needs of the community, in a significantly supply-constrained market. The plan identified four categories of improved and unimproved land actions as follows in the table below.

Current wording

Our strategic plan for land utilization aligns with our mission to meet the current and future needs of the community, in a significantly supply-constrained market. The plan identified four categories of improved and unimproved land actions.

Previous wording

We have recognized revenue from two non-strategic parcel sales in the first six months of 2025 and anticipate additional near-term sales revenues (1-3 years) from other remnant parcels for sale, along with improved land in active marketing for sale and/or development with partner(s).

Current wording

We have recognized revenue from 3 non-strategic parcel sales in the first nine months of 2025 and anticipate additional near-term sales revenues (1-3 years) from other remnant parcels for sale, along with improved land in active marketing for sale and/or development with partner(s).

Previous wording

Approximately $3.1 million was spent on behalf of the State of Hawai‘i during the six months ended June 30, 2025 to administer the State of Hawai‘i's improvements on the Honokeana Homes emergency relief project. On other projects, approximately $1,587,000 in development expenditures were made during the six months ended June 30, 2025. Expenditures on the Agave development amounted to $557,000 of the total $1,587,000 spent year to date.

Current wording

Approximately $3.4 million was spent on behalf of the State of Hawai‘i during the nine months ended September 30, 2025 to administer the State of Hawai‘i's improvements on the Honokeana Homes emergency relief project. Approximately $2,694,000 in development expenditures were made on other projects during the nine months ended September 30, 2025, including expenditures on the Agave development amounting to approximately $1.0 million.

Previous wording

As part of the effort to reactivate dormant croplands that were formerly irrigated, graded and actively farmed, we have initiated a new scalable business venture to cultivate agave. The business aligns with our focus on creating living wage jobs for local families, connecting people to the land, and boosting environmental and economic sustainability. Agave is a drought tolerant, low-maintenance crop attracting a growing global demand for agave-based added-value products. Our strategy complements our ongoing leasing and development projects, and utilizes our prime landholdings to enable revenue upside potential from vertical integration with on-island distillation, regenerative agri-tourism and global distribution. Planting has begun on the agave farm with over 12,000 plants currently in the ground.

Current wording

As part of the effort to reactivate dormant croplands that were formerly irrigated, graded and actively farmed, we have initiated a new scalable business venture to cultivate agave. The business aligns with our focus on creating living wage jobs for local families, connecting people to the land, and boosting environmental and economic sustainability. Agave is a drought tolerant, low-maintenance crop attracting a growing global demand for agave-based added-value products. Our strategy complements our ongoing leasing and development projects, and utilizes our prime landholdings to enable revenue upside potential from vertical integration with on-island distillation, regenerative agri-tourism and global distribution. Planting has begun on the agave farm this year with over 15,000 plants currently in the ground.

Previous wording

Three and Six Months Ended June 30, 2025 Compared to Three and Six Months Ended June 30, 2024

Current wording

Three and Nine Months Ended September 30, 2025 Compared to Three and Nine Months Ended September 30, 2024

Previous wording

Land development and sales operating revenues for the three months ended June 30, 2025, consisted of $0.9 million for the Honokeana Homes project revenue and a sale of a non-strategic remnant parcel amounting to $0.2 million, compared to $0 revenue for the Honokeana Homes project and a sale of an easement in the amount of $0.2 million for the three months ended June 30, 2024. Land development and sales operating revenues in the six months ended June 30, 2025, have primarily consisted of the project revenue from the Honokeana Homes project. There were two sales of real estate during the six months ended June 30, 2025 and one real estate sale during six months ended June 30, 2024. This is purposeful as we continue to evaluate our commercial assets and land holdings to determine the best utilization of our assets in West Maui and in Upcountry Maui in the town of Hali‘imaile to increase value.

Current wording

Land development and sales operating revenues for the three months ended September 30, 2025, consisted of $0.2 million for the Honokeana Homes project revenue and sales of non-strategic remnant parcels amounting to $0.6 million, compared to $0 revenue for the Honokeana Homes project and no sales of real estate happened during the three months ended September 30, 2024. Land development and sales operating revenues in the nine months ended September 30, 2025, have primarily consisted of the project revenue from the Honokeana Homes project. There were three sales of real estate during the nine months ended September 30, 2025 and one real estate sale during nine months ended September 30, 2024. The cadence of sales of real estate is variable from period to period as we continue to evaluate our commercial assets and land holdings to determine the best utilization of our assets in West Maui and in Upcountry Maui in the town of Hali‘imaile to increase value.

Previous wording

Land development and sales operating expenses for the three months ended June 30, 2025, were comprised of $0.9 million in Honokeana Homes project direct costs. Approximately $187,000 in development costs were incurred during the three months ended June 30, 2024. Approximately $3.3 million was spent towards real estate development expenditures during the six months ended June 30, 2025 related to the Honokeana Homes project compared to approximately $450,000 that was spent towards real estate development made during the six months ended June 30, 2024.

Current wording

Land development and sales operating costs and expenses for the three months ended September 30, 2025, were comprised of $0.2 million in Honokeana Homes project direct costs. Approximately $0.2 million in development costs were incurred during the three months ended September 30, 2024. During the nine months ended September 30, 2025, approximately $3.4 million of the operating costs and expenses was spent towards real estate development expenditures related to the Honokeana Homes project compared to approximately $0.7 million that was spent towards real estate development expenditures during the nine months ended September 30, 2024.

Previous wording

Operating revenues from leasing activities for the three months ended June 30, 2025, were comprised of $2.2 million from commercial, industrial, and agricultural leases, and $1.0 million comprised of $39,000 of licensing fees from our registered trademarks and trade names, approximately $0.8 million from potable and non-potable water system revenues, and $85,000 in grant revenue from the State of Hawai‘i for conservation management of our Pu‘u Kukui Watershed. Operating revenues from leasing activities for the three months ended June 30, 2024, were comprised of $1.7 million from commercial, industrial, and agricultural leases, and the remaining $0.4 million consisted of $36,000 of licensing fees from our registered trademarks and trade names, approximately $0.3 million from potable and non-potable water system revenues, and $85,000 in grant revenue from the State of Hawai‘i for conservation management of our Pu‘u Kukui Watershed.

Current wording

Operating revenues from leasing activities for the three months ended September 30, 2025, were comprised of $2.4 million from commercial, industrial, and agricultural leases, and $1.0 million comprised of $33,000 of licensing fees from our registered trademarks and trade names, approximately $0.8 million from potable and non-potable water system revenues, and $85,000 in grant revenue from the State of Hawai‘i for conservation management of our Pu‘u Kukui Watershed. Operating revenues from leasing activities for the three months ended September 30, 2024, were comprised of $2.2 million from commercial, industrial, and agricultural leases, and the remaining $0.5 million consisted of $0.1 million of licensing fees from our registered trademarks and trade names, approximately $0.3 million from potable and non-potable water system sales and $0.1 million in grant revenue from the State of Hawai‘i for conservation management of our Pu‘u Kukui Watershed.

Previous wording

Operating revenues from leasing activities for the six months ended June 30, 2025, were comprised primarily of $4.6 million from commercial, industrial, and agricultural leases, and the remaining $1.8 million was primarily comprised of $72,000 of licensing fees from our registered trademarks and trade names, approximately $1.6 millions from potable and non-potable water system sales and $171,000 in grant revenue from the State of Hawai‘i for conservation management of our Pu‘u Kukui Watershed. Operating revenues from leasing activities for the six months ended June 30, 2024, were comprised primarily of $3.4 million from commercial, industrial, and agricultural leases, and the remaining $0.9 million was primarily comprised of $69,000 of licensing fees from our registered trademarks and trade names, approximately $0.5 millions from potable and non-potable water system sales and $170,000 in grant revenue from the State of Hawai‘i for conservation management of our Pu‘u Kukui Watershed.

Current wording

Operating revenues from leasing activities for the nine months ended September 30, 2025, were comprised primarily of $7.1 million from commercial, industrial, and agricultural leases, and the remaining $2.8 million was primarily comprised of $0.1 million of licensing fees from our registered trademarks and trade names, approximately $2.4 millions from potable and non-potable water system sales and $0.2 million in grant revenue from the State of Hawai‘i for conservation management of our Pu‘u Kukui Watershed. Operating revenues from leasing activities for the nine months ended September 30, 2024, were comprised primarily of $5.9 million from commercial, industrial, and agricultural leases, and the remaining $1.2 million was primarily comprised of $0.1 million of licensing fees from our registered trademarks and trade names, approximately $0.8 millions from potable and non-potable water system sales and $0.3 million in grant revenue from the State of Hawai‘i for conservation management of our Pu‘u Kukui Watershed.

Previous wording

Certain rental income is contingent upon the sales of tenants exceeding a defined threshold and recognized as a percentage of sales after those thresholds are achieved. As the COVID-19 pandemic waned, visitor traffic to Maui began to increase and these percentage rents, leasing revenues in general and land licensing from adventure tourism tenants were returning to pre-pandemic levels until the occurrence of the devastating Maui wildfires on August 8, 2023. The wildfires directly and critically impacted West Maui and took its toll on percentage rents and revenues for tourism based tenants. The $3.2 million in operating revenues for the three months ended June 30, 2025 compared to the $2.2 million for the three months ended June 30, 2024 and the $6.4 million of operating revenues from leasing activities for the six months ended June 30, 2025, compared to $4.4 million for the six months ended June 30, 2024 is an indication that tourism and visitor traffic is returning to pre-pandemic levels. The increase in operating revenues at June 30, 2025 compared to June 30, 2024, is reflective of our efforts to re-tenant, re-merchandise and convert below market leases to current market rate leases throughout the three commercial centers owned by the Company in the Kapalua Resort, Hali‘imaile Town and the Alaeloa Business Center.

Current wording

Certain rental income is contingent upon the sales of tenants exceeding a defined threshold and recognized as a percentage of sales after those thresholds are achieved. As the COVID-19 pandemic waned, visitor traffic to Maui began to increase and these percentage rents, leasing revenues in general and land licensing from adventure tourism tenants were returning to pre-pandemic levels until the devastating Maui wildfires on August 8, 2023. The wildfires directly and critically impacted West Maui and took its toll on percentage rents and revenues for tourism based tenants. The $3.5 million in operating revenues for the three months ended September 30, 2025, compared to the $2.7 million for the three months ended September 30, 2024 and the $9.9 million of operating revenues from leasing activities for the nine months ended September 30, 2025, compared to $7.1 million for the nine months ended September 30, 2024 is an indication that tourism and visitor traffic is returning to pre-pandemic levels. The increase in operating revenues at September 30, 2025, compared to September 30, 2024, is reflective of our efforts to re-tenant, re-merchandise and convert below market leases to current market rate leases throughout the three commercial centers owned by the Company in the Kapalua Resort, Hali‘imaile Town and the Alaeloa Business Center and increases in water sales revenues.

Previous wording

The increase in leasing operating costs and expenses for the three and six months ended June 30, 2025, compared to the three and six months ended June 30, 2024, can be attributed to increased leases executed in 2025 resulting in higher property maintenance costs for our commercial leasing portfolio properties, increased property management fees and commissions driven by the increased occupancy of our leasing portfolio, and the costs associated with our efforts to improve the tenant composition in our leasing portfolio.

Current wording

The increase in leasing operating costs and expenses for the three and nine months ended September 30, 2025, compared to the three and nine months ended September 30, 2024, can be attributed to increased leases executed in 2025 resulting in higher property maintenance costs for our commercial leasing portfolio properties, increased property management fees and commissions driven by the increased occupancy of our leasing portfolio, and the costs associated with our efforts to improve the tenant composition in our leasing portfolio.

Previous wording

The operating revenues for the three and six months ended June 30, 2025, remained stable compared to the three and six months ended June 30, 2024. There has been a steady intake of new memberships to the Kapalua Club being sold across periods.

Current wording

The operating revenues for the three and nine months ended September 30, 2025, remained stable compared to the three and nine months ended September 30, 2024. There has been a steady intake of new memberships to the Kapalua Club being sold across periods.

Previous wording

Operating costs and expenses decreased for the three months ended June 30, 2025, compared to the three months ended June 30, 2024, primarily due to decreased fees for golf true ups due to restructuring of golf privileges made in 2024. Operating costs and expenses increased for the six months ended June 30, 2025, compared to the six month period ended June 30, 2024, due to bad debt write offs incurred in the first quarter of 2025.

Current wording

Operating costs and expenses decreased for the three months ended September 30, 2025, compared to the three months ended September 30, 2024, primarily due to decreased fees for golf true ups due to restructuring of golf privileges made in 2024. Operating costs and expenses increased for the nine months ended September 30, 2025, compared to the nine month period ended September 30, 2024, due to bad debt write offs incurred in the first quarter of 2025.

Previous wording

General and administrative costs and share-based compensation for the three months ended June 30, 2025, decreased by approximately $1.0 million, compared to the three months ended June 30, 2024, primarily attributable to a reduction in share-based compensation. General and administrative costs and share-based compensation for the six months ended June 30, 2025 remained consistent at $4.8 million, compared to the six months ended June 30, 2024.

Current wording

General and administrative costs and share-based compensation for the three months ended September 30, 2025, decreased by approximately $1.5 million, compared to the three months ended September 30, 2024, primarily attributable to a reduction in share-based compensation. General and administrative costs and share-based compensation for the nine months ended September 30, 2025, decreased by approximately $1.3 million, compared to the nine months ended September 30, 2024, primarily attributable to the same reason.

Previous wording

Share-based compensation for the six months ended June 30, 2025 amounted to $2.3 million, compared to $2.6 million for the six months ended June 30, 2024. The $0.3 million decrease is attributed to directors stock options that were fully vested at the end of first quarter of 2025. These differences are explained in the paragraphs below.

Current wording

Share-based compensation for the nine months ended September 30, 2025 amounted to $3.1 million, compared to $4.7 million for the nine months ended September 30, 2024. The $1.6 million decrease is attributed to directors stock options that were fully vested at the end of first quarter of 2025. These differences are explained in the paragraphs below.

Previous wording

An option to purchase 400,000 shares of our common stock under the 2017 Equity and Incentive Award Plan (the Plan) was granted to our Chief Executive Officer during the three months ended March 31, 2024, none of these shares vested during this period. Additional information of the option issuance to the Chief Executive Officer is detailed in Note 13, Share-Based Compensation, to our unaudited condensed consolidated interim financial statements. During the six months ended June 30, 2025, 229,709 shares of underlying stock options vested which were comprised of 96,375 option shares issued to directors in May 2024, 133,334 option shares issued to the Chairperson of the Board in March 2023 and 133,334 option shares issued to the Chief Executive Officer in January 2024. For the six months ended June 30, 2024, director options to purchase 82,000 shares and 243,709 shares vested for annual board and committee service and the Chairman of the Board, respectively.

Current wording

An option to purchase 400,000 shares of our common stock under the 2017 Equity and Incentive Award Plan (the Plan) was granted to our Chief Executive Officer during the three months ended March 31, 2024, 133,333 of these shares vested during the three months ended September 30, 2025. Additional information of the option issuance to the Chief Executive Officer is detailed in Note 13, Share-Based Compensation, to our unaudited condensed consolidated interim financial statements. During the nine months ended September 30, 2025, 229,709 shares of underlying stock options vested which were comprised of 96,375 underlying stock options issued to directors in May 2024, 133,334 option shares issued to the Chairperson of the Board in March 2023. For the nine months ended September 30, 2024, 422,084 shares of stock options vested which were comprised of 82,000 option shares issued to directors in May 2023, 340,084 underlying stock options issued to directors in May 2024 and 133,334 option shares issued to the Chairman of the Board in March 2023.

Previous wording

Other income of $0.5 million and $0.2 million was earned during the six months ended June 30, 2025 and 2024. During the six months ended June 30, 2025 other income was due to interest earned on savings and dividends earned on an investment bond fund of varying maturities and Employe Retention Credit revenue. During the six months ended June 30, 2024, other income was due to interest earned on savings and dividends earned on an investment bond fund of varying maturities. We do not maintain nor possess any off-balance sheet financings nor transactions.

Current wording

Other income of $0.5 million and $0.3 million was earned during the nine months ended September 30, 2025, and 2024. During the nine months ended September 30, 2025 other income was due to interest earned on savings and dividends earned on an investment bond fund of varying maturities and Employe Retention Credit revenue. During the nine months ended September 30, 2024, other income was due to interest earned on savings and dividends earned on an investment bond fund of varying maturities. We do not maintain nor possess any off-balance sheet financings nor transactions.

Previous wording

Our cash and cash equivalents were $6.5 million and $6.8 million (audited) at June 30, 2025, and December 31, 2024, respectively.

Current wording

Our cash and cash equivalents were $4.9 million and $6.8 million at September 30, 2025, and December 31, 2024, respectively.

Previous wording

We also had investments in a bond fund with varying maturities in the amount of $0.5 million and $2.7 million at June 30, 2025, and December 31, 2024, respectively. Our investments consist of corporate bond securities maturing on various dates through November 2025. These bond investments yield approximately 3.7% at June 30, 2025. We intend to hold our bond securities until maturity.

Current wording

We also had investments in a bond fund with varying maturities in the amount of $0.1 million and $2.7 million at September 30, 2025, and December 31, 2024, respectively. Our investments consist of corporate bond securities maturing on various dates through November 2025. These bond investments yield approximately 4.35% at September 30, 2025. We intend to hold our bond securities until maturity.

Previous wording

We were in compliance with the covenants of our Credit Facility at June 30, 2025. We may borrow under our credit facility to invest in, and build value in, our assets and fund working capital if economic conditions are negatively impacted in future periods. The Company is currently in discussions with the bank and potential lenders seeking proposals for a credit facility with effective date of December 31, 2025 as the Company's current facility expires on December 30, 2025.

Current wording

We were in compliance with the covenants of our Credit Facility at September 30, 2025. We may borrow under our credit facility to invest in, and build value in, our assets and fund working capital if economic conditions are negatively impacted in future periods. The Company is currently in the final stages of renewing its Credit Facility with its bank with an effective date of December 31, 2025 as the Company's current facility expires on December 30, 2025.

Previous wording

Net cash used in operating activities for the six months ended June 30, 2025 was $0.7 million and $0.5 million for the six months ended June 30, 2024.

Current wording

Net cash used in operating activities for the nine months ended September 30, 2025, was $1.6 million compared to $0.1 million provided by operating activities during the nine months ended September 30, 2024.

Previous wording

There was land development revenue during the six months ended June 30, 2025 in the amount of $3.4 million primarily related to the Honokeana Homes project and two sales of real estate. During the six months ended June 30, 2024, there was one sale of real estate.

Current wording

There was land development revenue during the nine months ended September 30, 2025, in the amount of $4.2 million primarily related to the Honokeana Homes project and two sales of real estate. During the nine months ended September 30, 2024, there was one sale of real estate.

Previous wording

Interest income earned from our money market and bond investments was $0.2 million and $0.2 million for the six months ended June 30, 2025, and 2024, respectively.

Current wording

Interest income earned from our money market and bond investments was $0.2 million and $0.3 million for the nine months ended September 30, 2025, and 2024, respectively.

Previous wording

The outstanding balance of our Credit Facility was $3,000,000 at June 30, 2025. There were no interest payments due on our Credit Facility during the six months ended June 30, 2025.

Current wording

The outstanding balance of our Credit Facility was $3,000,000 at September 30, 2025. There were no interest payments due on our Credit Facility during the nine months ended September 30, 2025.

Previous wording

Aggregate contributions in the amount of $1,060,000 were required to be made to our defined benefit pension plan during the six months ended June 30, 2025.

Current wording

Aggregate contributions in the amount of $1,060,000 were required to be made to our defined benefit pension plan during the nine months ended September 30, 2025.

Previous wording

Net cash provided by investing activities for the six months ended June 30, 2025, was $0.7 million compared to $1.3 million used during the six months ended June 30, 2024. The increase in cash provided can be attributed to $2.2 million in maturities of debt securities, with no purchases of new debt securities during the six months ended June 30, 2025. The increase was offset by $2.1 million in payments for property and deferred development costs during the six months ended June 30, 2025, compared to $1.2 million spend on similar costs during the six months ended June 30, 2024.

Current wording

Net cash provided by investing activities for the nine months ended September 30, 2025, was approximately $90,000 compared to $2.6 million used during the nine months ended September 30, 2024. The increase in cash provided can be attributed to $2.6 million in maturities of debt securities, with no purchases of new debt securities during the nine months ended September 30, 2025. The increase was offset by $3.6 million in payments for property and deferred development costs during the nine months ended September 30, 2025, compared to $2.6 million spent on similar costs during the nine months ended September 30, 2024.

Previous wording

Net cash used in financing activities for the six months ended June 30, 2025, was $0.3 million compared to $78,000 for the six months ended June 20, 2024, and can primarily be attributed to payments on long term debt.

Current wording

Net cash used in financing activities for the nine months ended September 30, 2025, was $0.3 million compared to $2.9 million provided during the nine months ended September 20, 2024, and can primarily be attributed to payments on long term debt in the nine months ended September 30, 2025, and borrowing in the nine months ended September 30, 2024.