MAUI LAND & PINEAPPLE CO INC
For the period ended Mar 31, 2026. Filed May 15, 2026.
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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Mar 31, 2026 · Filed May 15, 2026
MLP$15.26+5.6%Stored close · as of Nov 6, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2025-09-30; filed 2025-11-14.
0001437749-25-035218
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2026-03-31; filed 2026-05-15.
0001437749-26-017407
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 65 previous paragraphs and 54 current paragraphs.
16 unchanged; 19 reworded; 19 added; 29 removed; 1 previous and 0 current paragraphs rearranged.
Tables are not compared: 8 previous and 9 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (19)
Current report
In recent years, we have continued to execute our strategic plan, which is focused on our mission to optimize our assets for their highest and most productive use. We have advanced a range of land development and asset utilization projects designed to build stronger and more vibrant communities and enhance long-term asset value. To support these efforts, we have strengthened our organizational foundation by adding key experts to our board of directors and management team, ensuring we can effectively develop and execute plans for each asset. We also established a land management team responsible for risk mitigation strategies and productive use of farm and ranch lands across our portfolio. These investments in local talent have enhanced our ability to manage assets effectively and execute value-creating projects. In 2024, we established new office locations in West Maui and Upcountry Maui deepen our presence within these communities, foster stronger relationships and ensure responsible stewardship of our assets.
Current report
During 2025, the team increased commercial property occupancy from 86% to 92%, including tenant relocations and improvements necessary to enhance the variety and quality of experiences in our town centers. During the two-year period from January 1, 2024 to December 31, 2025, we executed 42 new leases, 15 of which were executed in the year ended December 31, 2025. Of the total leases, 34 of them were commercial property leases covering 83,812 leasable square feet and 8 of them were land leases covering 1,131 acres.
Current report
During the three months ended March 31, 2026, we executed a 1,581-acre agricultural land lease in West Maui to return previously fallow pineapple fields to productive use through an agricultural ranching lease. In addition, we executed two industrial leases totaling 3,608 leasable square feet of commercial space in West Maui.
Current report
In 2024, our team began to self-perform priority land development projects, including the planning and engineering of Kapalua Resort projects and the preliminary subdivision of a 325-acre former ranch in Upcountry, Maui. Unimproved land in active planning and improvements will likely require three or more years before improvements are completed and revenue is realized.
Current report
For the Honokeana Homes State Temporary Housing Project, we have leased approximately 50 acres to the State of Hawai‘i and are administering the construction of necessary improvements to support temporary housing for individuals and families displaced by the Maui wildfires on August 8, 2023. The land is leased at no cost for a term of five years, plus the duration of time necessary to construct the temporary homes. The land is a portion of a larger, 1,377-acre parcel owned by the Company. The agreement provides the State of Hawaii will fund all costs to complete the project, including approximately $35.5 million to complete the necessary horizontal improvements. The Company has agreed to administer the construction of the horizontal improvements and, at the State of Hawaii’s election, the subsequent vertical improvements for which costs have not yet been estimated. We will provide these administration services to the State of Hawaii at cost and will not directly profit from these services. After the end of the lease, the State of Hawaii will remove any vertical improvements unless the Company requests that specific improvements remain. As of the date of this Quarterly Report, the project is on hold at the direction of the State of Hawaii. At the time of filing this Quarterly Report, we have not received an update on the project or an indication as to when the project will resume. As a result of this pause, during the three months ended March 31, 2026, we did not recognize any Honokeana Homes project revenue.
Current report
During the three months ended March 31, 2026, we continued to reposition the portfolio to maximize productivity, create new value, and contribute to meeting the needs of Maui’s local businesses and families. This progress was supported by growing deal flow with over $11.0 million in contracted land sales, $12.0 million of new listings, and stronger recurring revenue from commercial leasing and reactivation of underutilized agricultural lands.
Current report
Segment Reorganization
Current report
As a result of the Company's continuing growth, the Company revised its reportable segments during the first quarter of 2026 to better reflect its business strategy, align its management reporting and increase transparency for investors. Under the revised segment structure, the Company has four operating segments: Land Development and Sales, Commercial Real Estate Leasing, Land Leasing and Management, and Agribusiness Venture. Segment operating results are regularly reviewed by the Company's CODM determined in accordance with applicable accounting guidance. All prior period comparative information has been recast to reflect the revised segment structure. See Note 15 - Reportable Operating Segments, to our condensed consolidated interim financial statements included herein for additional information.
Current report
Land development and sales operating revenues include the sales of our real estate inventory. The decrease in our Land Development and Sales revenues and expenses for the three months ended March 31, 2026 compared to the three months ended March 31, 2025 was primarily attributed to the absence of construction revenues from the Honokeana Homes Temporary Housing Project during the three months ended March 31, 2026. The project has been on hold by the State of Hawaii, Department of Transportation since April 2025 and have not been informed whether or when the project may resume.
Current report
Consistent with the decline in operating revenues, no construction costs were incurred during the three months ended March 31, 2026 due to the pause in the Honokeana Homes Project. There were no significant real estate development expenditures during this period.
Current report
COMMERCIAL REAL ESTATE LEASING
Current report
Operating revenues from commercial real estate leasing activities for the three months ended March 31, 2026, were from commercial and industrial leases within the Company’s three commercial town centers located in Kapalua, Haliimaile and Alaeloa (Napili). Both operating revenues and expenses were consistent during the three months ended March 31, 2026 compared to three months ended March 31, 2025.
Current report
LAND LEASING AND MANAGEMENT
Current report
Operating revenues from land leasing and management activities were consistent for the three months ended March 31, 2026 compared to the three month period ended March 31, 2025. Revenues were comprised of agricultural leases, ground and surface water distribution, and grant revenue from the State of Hawai‘i for conservation management of our Pu‘u Kukui Watershed.
Current report
The increase in land leasing and management operating costs and expenses of approximately $1.1 million for the three months ended March 31, 2026, compared to the three months ended March 31, 2025, was primarily due to land management, conservation, watershed management, and utilities infrastructure costs of operations and administrative expenses. Operating costs and expenses increased by approximately $0.7 million and indirect and administrative expenses increased by approximately $0.4 million.
Current report
AGRIBUSINESS VENTURE
Current report
Agribusiness venture consists primarily of the Company’s farming operations and related agricultural initiatives. While this segment is currently pre‑revenue, it incurs operating and development costs associated with land preparation and cultivation. The Company expects this segment to generate revenues in future periods through the sales of mature agave and potential farm-to-bottle joint venture arrangements. For the three months ended March 31, 2026, the Agribusiness venture segment recorded operating costs and expenses of $0.1 million, consisting primarily of labor, and agricultural development expenditures. Because no corresponding activity existed in the prior-year period, a comparative discussion of results is not applicable.
Current report
We account for share-based compensation, including grants of restricted shares of common stock and options to purchase common shares, as compensation expense over the respective vesting periods in the consolidated financial statements based on their fair values on the grant dates. The impact of any forfeitures that may occur prior to vesting is estimated and considered in the expense recognized. The decrease in share-based compensation expenses were primarily attributed to decrease in non-cash stock compensation costs during the three months ended March 31, 2026 due to valuation expenses for stock options issued to our directors and the Chief Executive Officer. Beginning in 2025, the Compensation Committee eliminated the use of options and replaced them with restricted stock grants. This change provides more predictable value to directors and executives while maintaining alignment with shareholders and reduces the number of underlying shares used to compensate our directors and executive officers and the related compensation expense.
Current report
Net cash used by our operating activities for the three months ended March 31, 2026 was $2.0 million and net cash provided by our operating activities was $0.2 million for the three months ended March 31, 2025.
Removed paragraphs (29)
Previous report
We own and manage a diverse portfolio including over 22,000 acres of land on the island of Maui, Hawai‘i along with approximately 247,000 square feet of commercial real estate. For over a century, we have built a legacy of thoughtful stewardship through conservation, agriculture, community building and land management. Our current portfolio of assets includes unimproved land, entitled land allowing for various residential and mixed-use construction, and completed commercial properties.
Previous report
In April 2023, a leadership transition was initiated by appointing a new Chief Executive Officer and new Chairperson of the Board, both of whom are experienced in large scale real estate portfolio management including master planning, community building, and asset management. The strengthening of our team continued with the addition of team members with localized experience including planning, engineering, permitting, community development, land and natural resource stewardship, sustainable agriculture, and asset management.
Previous report
To continue our over 100-year legacy, we are driven by a renewed mission to strategically maximize the use of our assets, resulting in added value to the Company and improved quality of life on Maui for future generations.
Previous report
As a result of this strategic planning effort, our team is underway with concurrent activities to activate our land holdings to meet the long-term needs of the community, including the provision of land for agriculture and housing.
Previous report
Planting of agave was initiated in the second quarter of 2025 and the growth cycle of the plants are anticipated to be seven to nine years until achieving maturity for production in food/beverage production. During the course of the agave growth cycle, cash for the venture may be funded with working capital or investment opportunities may be pursued. Revenues will be recognized as the agave, agave byproducts and finished products are sold for manufacturing, distribution or retail sales.
Previous report
In connection with the Honokeana Homes project, we have agreed to lease up to 50 acres to the State of Hawai‘i for up to seven years with no lease revenue, to support the needs of victims of the 2023 Lahaina wildfire. The State of Hawai‘i set aside an initial $35.5 million for the project to fund hard and soft costs related to horizontal improvements on the land. We have agreed to administer the horizontal improvements utilizing third party contractors, on a cost recovery basis with no direct profit from the administrative work.
Previous report
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 report
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 report
In September, the Company announced a strategic review of water source and transmission assets and formed a new Board subcommittee chaired by Director Ken Ota, an authority on water systems throughout Maui with years of experience in water related development and construction. The Company owns critical water-related assets on Maui, including source, storage, and transmission systems. In Upcountry Maui, assets include the Pi‘iholo Well, with an estimated capacity of over 1 million gallons per day, along with land for additional well sites, pumps and storage facilities. West Maui water assets include a collection of high-quality groundwater wells and a surface water system that provides the County of Maui with a large portion of Lahaina’s drinking water and irrigation water for Kapalua and the surrounding areas.
Previous report
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 report
In December 2021, we entered into an agreement to sell the Kapalua Central Resort project for $40.0 million. On May 13, 2022, terms of the agreement were amended to include a closing condition requiring the Maui Planning Commission to approve an application to extend our Special Management Area (SMA) permit issued by the County of Maui for an additional five years. We allowed the sale agreement to expire on April 11, 2023, however, the Kapalua Central Resort project continues to be marketed for sale or development with partner(s) and the application for the SMA permit extension remains ongoing. The development plans for our real estate holdings remain subject to our ongoing review and evaluation.
Previous report
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 report
Land development and sales are cyclical and depend on several factors, such as interest rate impacts on financing and demand. Results from one period are not indicative of future performance trends in this business segment. Prior to the Maui wildfires, which occurred on August 8, 2023, there was a shortage of primary housing supply on Maui. While the provision of land to generate primary housing and additional jobs was a priority of ours prior to the wildfires, the loss of over 2,000 homes and over 3,000 jobs in the Maui wildfire accelerated our efforts to get land into productive use to meet these critical needs.
Previous report
LEASING
Previous report
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 report
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 report
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 report
RESORT AMENITIES AND OTHER
Previous report
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 report
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 report
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 report
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 report
On August 5, 2024, R. Scot Sellers, a director and Chairperson of the Board, Stephen M. Case, a director, and Race A. Randle, Chief Executive Officer, voluntarily executed agreements to cancel previously granted stock options and common stock grants. The Equity Plan was amended in February 2023 to increase the limit on the number of shares to be awarded during a plan year to 400,000 shares. In 2023, Mr. Sellers received options to purchase 63,500 shares and 18,804 shares of common stock that exceeded the 400,000 share limit. In February 2024, Mr. Randle received 28,511 shares of common stock that exceeded the 400,000 share limit. In addition, although grants to Mr. Case did not exceed the Equity Plan limit, he voluntarily opted to cancel the common stock grants and options issued to him in 2023 amounting to 6,659 shares and 56,000 shares, respectively, and options and restricted shares issued in 2024 amounting to 3,124 shares and 56,000 shares, respectively. The cancellation of the options and common stock grants resulted in recognizing the remaining unvested awards of options and common stock grants immediately. In the third quarter of 2024, $631,000 was recognized as expense due to the cancellations, $402,000 due to the cancellation of Mr. Case’s options and common stock grants and $229,000 due to the cancellation of Mr. Randle’s common stock grants.
Previous report
While the Company will continue to use equity as part of its compensation strategy, it does not anticipate using options. We expect a decrease in share-based compensation expenses in the future as a result.
Previous report
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 report
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 report
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 report
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 report
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.
Reworded paragraphs (19)
Previous wording
Maui Land & Pineapple Company, Inc. is a Delaware corporation and the successor to a business organized in 1909 as a Hawai‘i corporation. The Company reincorporated from Hawai‘i to Delaware pursuant to a plan of conversion completed on July 18, 2022. Total authorized capital stock of the Company includes 48,000,000 shares, consisting of 43,000,000 shares of common stock, par value $0.0001 per share, and 5,000,000 shares of preferred stock, par value $0.0001 per share. Shares of the Company’s common stock are listed on the New York Stock Exchange under the ticker symbol “MLP.” The Company consists of a landholding and operating parent company, its principal subsidiary, Kapalua Land Company, Ltd., and certain other subsidiaries
Current wording
Maui Land & Pineapple Company, Inc. is a Delaware corporation and the successor to a business organized in 1909 as a Hawaii corporation. The Company reincorporated from Hawaii to Delaware pursuant to a plan of conversion completed on July 18, 2022. Total authorized capital stock of the Company includes 48,000,000 shares, consisting of 43,000,000 shares of common stock, par value $0.0001 per share, and 5,000,000 shares of preferred stock, par value $0.0001 per share. Shares of the Company’s common stock are listed on the New York Stock Exchange under the ticker symbol “MLP.” The Company consists of a landholding and operating parent company, its principal subsidiary, Kapalua Land Company, Ltd., and certain other subsidiaries
Previous wording
As a key initiative of our strategic mission, we have advanced efforts to maximize the productivity of our leasable land and commercial properties. At September 30, 2025, our commercial properties and land were occupied at the following levels, with the net increase (decrease) in leased area as of September 30, 2025, compared to December 31, 2024:
Current wording
In 2025, we continued to advance efforts to maximize the productivity of our leasable land and commercial properties. We identified and addressed deferred maintenance and capital improvements in our town centers, enabling us to create spaces for many businesses who lost their locations in the 2023 Maui wildfires. This effort has increased occupancy and leasing revenue in 2025 while adding vibrancy and creating a sense of place in our communities. As of March 31, 2026, our commercial properties and land were occupied at the following levels:
Previous 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.
Current wording
This effort will continue, along with strategic 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 stabilize in the coming years as the Maui market continues to recover from the 2023 Maui wildfires, and we complete the 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.
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 as follows in the table below.
Previous 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).
Current wording
Near-term sales revenues (1-3 years) may be anticipated from our remnant and non-strategic parcels held for sale, as well as from improved land in active marketing for sale and/or development.
Previous wording
Unimproved land in active planning and improvements will likely require three or more years before improvements are completed and revenue generation is realized. Funding for soft cost improvements, if not covered by our commercial properties and land leasing cashflow, will likely be provided by remnant non-strategic parcel sales and our revolving line of credit. As infrastructure and site improvement hard costs are warranted, capital will primarily be provided by project presale deposits and construction financing.
Current wording
In the three months ended March 31, 2026, there were no remnant parcel sales, however in 2025, we sold six remnant land parcels for aggregate proceeds of $2.4 million. Additionally, we executed a $10.0 million purchase agreement with Harvest Church for a 6.5-acre parcel to be used for its Kapalua campus. We currently expect the closing to occur in 2027, subject to customary closing conditions. Funding for soft cost improvements, if not covered by our commercial properties and land leasing cashflow, will likely be provided by remnant non-strategic parcel sales and our revolving line of credit. As we incur infrastructure and other site improvement hard costs on new projects, we expect to fund them primarily through project presale deposits and construction financing.
Previous wording
Unimproved land identified for long-term lease and ongoing asset management may be expected to be leased or licensed for diversified agricultural, conservation, and cultural uses for the next ten or more years. This land includes the Pu’u Kukui Watershed, which is over 8,600 acres and is actively managed to maximize rainfall capture and recharge of the aquifer which provides approximately 70% of the water consumed in West Maui.
Current wording
We expect unimproved land identified for long-term leasing and ongoing asset management to be leased or licensed for diversified agricultural, conservation, and cultural uses for at least the next ten years. Approximately 1,026 acres have been leased to Ka Ike Ranch, a local family-owned and operated business committed to local food production and sustainable ranching. Our unimproved land portfolio also includes the Pu’u Kukui Watershed, which encompasses over 8,600 acres and is actively managed to maximize rainfall capture and recharge of the aquifer which provides approximately 70% of the water consumed in West Maui. We remain focused on increasing occupancy of these agricultural lands to enhance productivity through economic activity and local food production.
Previous wording
Three and Nine Months Ended September 30, 2025 Compared to Three and Nine Months Ended September 30, 2024
Current wording
Three Months Ended March 31, 2026 Compared to Three Months Ended March 31, 2025
Previous wording
Our resort amenities and other segments include the operations of the Kapalua Club, a private, non-equity club that provides its members special programs and access and other privileges at certain of the amenities at the Kapalua Resort, including a 30,000 square foot full-service spa and fitness center, a private pool-side dining beach club, and two 18-hole championship golf courses. The Kapalua Club does not own or operate any resort amenities and the member dues collected are primarily used to pay contracted fees to provide access for its members to the spa, beach club and other resort amenities. The Kapalua Club was restructured in 2023. Its revised policies and practices have been implemented to better align club dues and club expenses. The Kapalua Club began to accept new membership applications beginning late 2023.
Current wording
Operating revenues generated during the three months ended March 31, 2026 within the land development and sales segment were derived from the operations of the Kapalua Club and licensing fees associated with our registered trademarks and trade names. The Kapalua Club is a private, non-equity club that provides its members special programs, access and other privileges at certain of the amenities at the Kapalua Resort including a 30,000 square foot full-service spa and fitness center, a private pool-side dining beach club, and two 18-hole championship golf courses. The Kapalua Club does not own or operate any resort amenities. The member dues collected are primarily used to pay contracted fees that provide members with access to the spa, beach club and other resort amenities. Operating costs and expenses associated with operation of the Kapalua Club and licensing fees decreased to $0.3 million during the three months ended March 31, 2026 compared with $0.6 million during the three months ended March 31, 2025 primarily due to reductions in amenity fees.
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 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.
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 increased and these percentage rents, leasing revenues in general, and land licensing from adventure tourism tenants were returning to pre-pandemic levels until the 2023 Maui wildfires. The wildfires impacted West Maui tourism and reduced percentage rents and licensing revenues for tourism-based tenants. Revenue recognized from percentage rents during the three months ended March 31, 2026 amounted to $0.7 million as compared to $0.6 million during the three months ended March 31, 2025. Tourist traffic has started increasing again post-wildfire, and as a result, it is anticipated that percentage rents will return to pre-wildfire levels in 2026 to 2027.
Previous 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.
Current wording
General and administrative costs and share-based compensation for the three months ended March 31, 2026 amounted to $2.2 million, compared to $3.0 million for the three months ended March 31, 2025.
Previous 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.
Current wording
Other income of $0.1 million was earned during the three month period ended March 31, 2025. During the three months ended March 31, 2025, other income was due to interest earned on savings and dividends earned on an investment bond fund of varying maturities. There was no significant other income earned during the three month period ended March 31, 2026.
Previous wording
Our cash and cash equivalents were $4.9 million and $6.8 million at September 30, 2025, and December 31, 2024, respectively.
Current wording
Our cash and cash equivalents were $3.8 million and $5.3 million at March 31, 2026 and December 31, 2025, respectively.
Previous wording
At September 30, 2025, $12.0 million was available from our $15 million revolving line of credit facility (“Credit Facility”) with First Hawaiian Bank (“Bank”), as the Company borrowed $3,000,000 in 2024. The Credit Facility, which matures on December 31, 2025, provides for revolving or term loan borrowing options. Interest on revolving loan borrowings is calculated using the Bank’s prime rate minus 1.125 percentage points. Interest on term loan borrowing is fixed at the Bank’s commercial loan rates with interest rate swap options available. We have pledged approximately 30,000 square feet of commercial leased space in the Kapalua Resort as security for the Credit Facility. Net proceeds from the sale of any collateral are required to be repaid toward outstanding borrowings and will permanently reduce the Credit Facility’s revolving commitment amount. There are no commitment fees on the unused portion of the Credit Facility.
Current wording
At March 31, 2026, we had $18.5 million of available credit under a revolving line of credit facility with First Hawaiian Bank (the “Bank”) (the “Credit Facility”). On December 22, 2025, we executed a Sixth Loan Modification Agreement and Third Amended and Restated Credit Agreement with the Bank (collectively the “Agreements”) increasing the credit limit from $15.0 million to $25.0 million and extending the maturity date of the Credit Facility to December 31, 2030. The Agreements provide revolving or term loan borrowing options. Interest on revolving borrowing is calculated based on the Bank’s prime rate minus 1.125 percentage points. Interest on term loan borrowing is fixed at the Bank’s commercial loan rates with interest rate swap options available. We have pledged approximately 30,000 square feet of commercial leased space in the Kapalua Resort as collateral; for the Credit Facility. Net proceeds from the sale of any collateral are required to be repaid toward outstanding borrowings and will permanently reduce the Credit Facility’s revolving commitment amount. There are no commitment fees on the unused portion of the Credit Facility. The terms of the Credit Facility include various representations, warranties, affirmative, negative, and financial covenants and events of default customary for financings of this type. Financial covenants include a minimum liquidity (as defined) of $2.0 million, a maximum of $45.0 million in total liabilities, and a limitation on new indebtedness.
Previous 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.
Current wording
We were in compliance with the covenants of the Credit Facility at March 31, 2026.
Previous 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.
Current wording
There was land development revenue during the three months ended March 31, 2025 in the amount of $2.3 million that was attributed to the Honokeana Homes project, however, there was no such revenue during the three months ended March 31, 2026.
Previous 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.
Current wording
Other income was comprised of interest income earned from our money market and bond investments was $0.1 million for the three months ended March 31, 2025. There were approximately $38,000 in interest income earned during the three months ended March 31, 2026.
Previous 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.
Current wording
The outstanding balance of our Credit Facility was $6,500,000 at March 31, 2026.
Previous wording
Our business initiatives include investing in our operating infrastructure and continued planning and entitlement efforts on our development projects. At times, this may require borrowing under our Credit Facility or other indebtedness, repayment of which may be dependent on selling of our real estate assets at acceptable prices in condensed timeframes. We may also elect to raise additional capital through the sale of equity, from time to time. We believe our cash and investment balances, cash provided from ongoing operating activities, and available borrowings under our Credit Facility, will provide sufficient liquidity to enable us to meet our working capital requirements, contractual obligations, and timely service our debt obligations for the next twelve months and the foreseeable longer term.
Current wording
Our business initiatives include investing in our operating infrastructure and continued planning and entitlement efforts on our development projects. At times, this may require borrowing under our Credit Facility or other indebtedness, repayment of which may be dependent on selling of our real estate assets at acceptable prices in condensed timeframes. We believe our cash and investment balances, cash provided from ongoing operating activities, and available borrowings under our Credit Facility, will provide sufficient liquidity to enable us to meet our working capital requirements, contractual obligations, and timely service our debt obligations for the next twelve months and the foreseeable longer term.
Rearranged previous paragraphs (1)
Previous report — wording carried elsewhere
The terms of the Credit Facility include various representations, warranties, affirmative, negative and financial covenants and events of default customary for financings of this type. Financial covenants include a minimum liquidity (as defined in the Credit Facility) of $2.0 million, a maximum of $45.0 million in total liabilities, and a limitation on new indebtedness.