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Presidio Property Trust, Inc.

For the period ended Jun 30, 2026. Filed Aug 13, 2026.

View on SEC.gov

About this filing

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.

Jun 30, 2026 · Filed Aug 13, 2026

SQFTW$0.01-0.9%Stored close · as of Nov 5, 2026

What changed in Management’s Discussion and Analysis?

Read the current filing

Previous report: 10-Q

Period ended 2026-03-31; filed 2026-05-15.

0001437749-26-017340

Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations

Current report: 10-Q

Period ended 2026-06-30; filed 2026-08-13.

0001437749-26-027591

Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations

The 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 76 previous paragraphs and 86 current paragraphs.

48 unchanged; 25 reworded; 3 added; 0 removed; 3 previous and 10 current paragraphs rearranged.

Tables are not compared: 13 previous and 13 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 (3)

Current report

Dispositions during the six months ended June 30, 2025***:***

Current report

The foreclosure sale for Shea Center II took place on July 1, 2026, with the property awarded to Argentic Services Company LP, who acquired the property by placing a minimum credit bid valued at $12.0 million. No cash consideration was exchanged.
Reworded paragraphs (25)

Previous wording

Dispositions during the three months ended March 31, 2026

Current wording

Dispositions during the six months ended June 30, 2026***:***

Previous wording

Revenues. Total revenues were approximately $3.8 million for the three months ended March 31, 2026, compared to approximately $4.1 million for the same period in 2025. As of March 31, 2026, we had approximately $100.5 million in net real estate assets including 75 model homes, compared to approximately $117.4 million in net real estate assets, including 84 model homes at March 31, 2025. The average number of model homes held during the three months ended March 31, 2026 and 2025 was approximately 78 and 81, respectively. The change in revenue is directly related to the decrease in commercial real estate rental income during the current period from the sale of Dakota Center.

Current wording

Revenues. Total revenues were approximately $3.8 million for the three months ended June 30, 2026, compared to approximately $4.4 million for the same period in 2025. As of June 30, 2026, we had approximately $95.0 million in net real estate assets including 71 model homes, compared to approximately $114.6 million in net real estate assets, including 87 model homes at June 30, 2025. The average number of model homes held during the three months ended June 30, 2026 and 2025 was approximately 73 and 85, respectively. Additionally, the change in revenue is directly related to the decrease in commercial real estate rental income during the current period from the sale of Dakota Center.

Previous wording

Rental Operating Costs. Rental operating costs totaled approximately $1.5 million for the*** three months ended March 31, 2026, ***compared to approximately $1.6 million for the same period in 2025. Rental operating costs as a percentage of total revenue was approximately 35% and 39% for the three months ended March 31, 2026 and 2025, respectively.

Current wording

Rental Operating Costs. Rental operating costs totaled approximately $1.3 million for the*** three months ended June 30, 2026, ***compared to approximately $1.5 million for the same period in 2025. Rental operating costs as a percentage of total revenue was approximately 33.0% and 33.4% for the three months ended June 30, 2026 and 2025, respectively.

Previous wording

Depreciation and Amortization. Depreciation and amortization expense wasapproximately $1.0 million and $1.2 millionfor thethree months ended March 31, 2026 and 2025, respectively. The decrease in depreciation and amortization expense isdirectly related to the decrease in commercial real estate rental income during the current period, from the sale of Dakota Center and the placement of Shea Center into receivership and listed as held for sale.

Current wording

Depreciation and Amortization. Depreciation and amortization expense wasapproximately $0.9 million and $1.2 millionfor thethree months ended June 30, 2026 and 2025, respectively. The decrease in depreciation and amortization expense isdirectly related to the decrease in commercial real estate rental income during the current period, from the sale of Dakota Center and Shea Center listed as held for sale.

Previous wording

Loss on Conduit remeasurement. As of March 31, 2026, we held 709,000 public common stock warrants of CDTTW, and 540,000 private common stock warrants, with a combined value of approximately $5,885. Conduit's public common stock warrants (CDTTW) and Private CDT Warrants presented on the consolidated balance sheets were measured at fair value using Level 1 and Level 3 market prices, taking into account the adoption of ASU 2022-03Fair Value Measurement of Equity Securities Subject to Contractual Sale Restrictions.

Current wording

Loss on Conduit remeasurement. As of June 30, 2026, we held 709,000 public common stock warrants of CDTTW, and 540,000 private common stock warrants, with a combined value of approximately $11,628. Conduit's public common stock warrants (CDTTW) and Private CDT Warrants presented on the consolidated balance sheets were measured at fair value using Level 1 and Level 3 market prices, taking into account the adoption of ASU 2022-03Fair Value Measurement of Equity Securities Subject to Contractual Sale Restrictions.

Previous wording

General and Administrative Expenses. G&A expenses for the*** ***three months ended March 31, 2026 and 2025 totaled approximately $1.7 million and $1.7 million, respectively. G&A expenses as a percentage of total revenue was 44.4%and 40.3%for the three months ended March 31, 2026 and 2025, respectively. G&A expenses for the three months ended March 31, 2026 remained constant compared to the same period ending in 2025; however, the Company is actively looking to reduce G&A expenses during the year. There has been a reduction of employee headcount during the first quarter of 2026 with more expected this year. Starting in April 2026, the Chief Executive Officer has agreed to a voluntary 5% reduction in his annual salary. Additionally, the Board of Directors have approved the reduction by one Director starting in June 2026, which will provide additional G&A savings.

Current wording

General and Administrative Expenses. G&A expenses for the*** ***six months ended June 30, 2026 and 2025 totaled approximately $3.0 million and $2.9 million, respectively. G&A expenses as a percentage of total revenue was 39.7%and 33.9%for the six months ended June 30, 2026 and 2025, respectively. G&A expenses for the six months ended June 30, 2026 were up compared to the same period ending in 2025; however, the Company is actively looking to reduce G&A expenses during the year. There has been a reduction of employee headcount during the first and second quarter of 2026 with more expected this year. Starting in April 2026, the Chief Executive Officer has agreed to a voluntary 5% reduction in his annual salary. Additionally, the Board of Directors have approved the reduction of the size of the Board of Directors by one Director starting in June 2026, which will provide additional G&A savings.

Previous wording

Asset Impairments. We review the carrying value of each of our real estate properties regularly to determine if circumstances indicate an impairment in the carrying value of these investments exists. During the three months ended March 31, 2026 and 2025, we recognized non-cash impairment charges of approximately $524,373 and $26,943, respectively. Approximately $0.4 million of the impairment charge for the three months ended March 31, 2026 and 2025, was related to the Shea Center II.

Current wording

Asset Impairments. We review the carrying value of each of our real estate properties regularly to determine if circumstances indicate an impairment in the carrying value of these investments exists. During the six months ended June 30, 2026 and 2025, we recognized non-cash impairment charges of approximately $3.5 million and $4.3 million, respectively. Approximately $3.1 million and $0.9 million of the impairment charge for the six months ended June 30, 2026 and 2025, was related to the Shea Center II.

Previous wording

Interest Expense - mortgage notes. Interest expense, including amortization of deferred finance charges wasapproximately $2.1 millionfor thethree months ended March 31, 2026, compared toapproximately $1.5 millionfor the same period in 2025. The weighted average interest rate on our outstanding debt was 6.29% and 5.83% as of March 31, 2026 and 2025, respectively. Mortgage notes payable totaled approximately $82.4 million and $94.4 million as of March 31, 2026 and 2025, respectively. While mortgage interest expenses increased over the three months ended March 31, 2026 and 2025, approximately $0.7 million of the interest expense attributed tothe three months ended March 31, 2026 was related to one-time charge for the default interest on the loan for Dakota Center. Management expects future interest expenses to continue to decrease going forward for the year ended 2026. Additionally, during the three months ended March 31, 2026, we recorded defaulted interest expense of approximately $0.1 million related to the Shea Center II loan.

Current wording

Interest Expense - mortgage notes. Interest expense, including amortization of deferred finance charges, wasapproximately $3.2 millionfor thesix months ended June 30, 2026, compared toapproximately $3.0 millionfor the same period in 2025. The weighted average interest rate on our outstanding debt was 6.28% and 5.44% as of June 30, 2026 and 2025, respectively. Mortgage notes payable totaled approximately $80.9 million and $94.4 million as of June 30, 2026 and 2025, respectively. While mortgage interest expenses increased over the six months ended June 30, 2026 and 2025, approximately $0.2 million of the interest expense attributed tothesix months ended June 30, 2026 was related to one-time charge for the default interest on the loan for Dakota Center. Management expects future interest expenses to continue to decrease going forward for the year ending 2026. Additionally, during the six months ended June 30, 2026, we recorded defaulted interest expense of approximately $0.1 million related to the Shea Center II loan.

Previous wording

Income allocated to non-controlling interests. Income allocated to non-controlling interests for thethree months ended March 31, 2026 and 2025 totaled approximately $0.1 millionand $0.1 million, respectively. This was directly related to the gain on sales of model homes held byour affiliated limited partnerships.

Current wording

Income allocated to non-controlling interests. Income allocated to non-controlling interests for thesix months ended June 30, 2026 and 2025 totaled approximately $0.1 millionand $0.3 million, respectively. This was directly related to the gain on sales of model homes held byour affiliated limited partnerships.

Previous wording

Our anticipated future sources of liquidity may include existing cash and cash equivalents, cash flows from operations, refinancing of existing mortgages, future real estate sales, new borrowings from our model home lines of credit, and the sale of our equity or issuance of debt securities or bonds. Our cash and restricted cash at March 31, 2026 was approximately $5.2 million. Our future capital needs include paying down existing borrowings, maintaining our existing properties, funding tenant improvements, paying lease commissions (to the extent they are not covered by lender-held reserve deposits), and the payment of dividends to our stockholders. We also are actively seeking model home investments that are likely to produce income and achieve long-term gains in order to pay dividends to our stockholders. To ensure that we can effectively execute these objectives, we routinely review our liquidity requirements and continually evaluate all potential sources of liquidity.

Current wording

Our anticipated future sources of liquidity may include existing cash and cash equivalents, cash flows from operations, refinancing of existing mortgages, future real estate sales, new borrowings from our model home lines of credit, and the sale of our equity or issuance of debt securities or bonds. Our cash and restricted cash at June 30, 2026 was approximately $5.9 million. Our future capital needs include paying down existing borrowings, maintaining our existing properties, funding tenant improvements, paying lease commissions (to the extent they are not covered by lender-held reserve deposits), and the payment of dividends to our stockholders. We also are actively seeking model home investments that are likely to produce income and achieve long-term gains in order to pay dividends to our stockholders. To ensure that we can effectively execute these objectives, we routinely review our liquidity requirements and continually evaluate all potential sources of liquidity.

Previous wording

Our short-term liquidity needs include paying our current operating costs, satisfying the debt service requirements of our existing mortgages, completing tenant improvements, paying leasing commissions, and funding dividends to stockholders. Future principal payments due on mortgage notes payable, during the last three months of 2026 and in the year ending December 31, 2026 total approximately$20.4 million and $2.4 million, respectively, of which$3.8 million in 2025 and $2.0 million in 2026 are related to model home properties. The non-recourse loan for Shea Center matured on January 5, 2026. On January 14, 2026 the Dakota Center property sold to an unrelated third-party for approximately $4.7 million, net of selling costs. The lender received approximately $4.3 million from the sale of the property, which was applied to settle the net loan balance of approximately $8.9 million. The Company was not responsible for the remaining balance on this non-recourse loan, and the transaction resulted in a net gain of approximately $3.4 million. No other commercial property loans mature during 2026.

Current wording

Our short-term liquidity needs include paying our current operating costs, satisfying the debt service requirements of our existing mortgages, completing tenant improvements, paying leasing commissions, and funding dividends to stockholders. Future principal payments due on mortgage notes payable, during the last three months of 2026 and in the year ending December 31, 2026 total approximately$19.3 million and $2.6 million, respectively, of which$2.7 million in 2025 and $2.2 million in 2026 are related to model home properties. The non-recourse loan for Shea Center matured on January 5, 2026. On January 14, 2026, the Dakota Center property sold to an unrelated third-party for approximately $4.7 million, net of selling costs. The lender received approximately $4.3 million from the sale of the property, which was applied to settle the net loan balance of approximately $8.9 million. The Company was not responsible for the remaining balance on this non-recourse loan, and the transaction resulted in a net gain of approximately $3.4 million. No other commercial property loans mature during 2026.

Previous wording

On February 13, 2026, in connection with anex parte motion brought by the Lender, the Borrower entered into a stipulation with the Lender to appoint Trigild IVL (the “Receiver”) as receiver over the Property and for the entry of an Order for Appointment of Receiver (the “Order”). Pursuant to the Order, the Borrower, and certain defendant parties, which included the Company (the “Borrower Parties”) were enjoined and restrained from collecting any rents or fees from or incident to the Property and from interfering with the Property. The Borrower Parties agreed to turn over to the Receiver all sums in existence as of the date of entry of the Order that are related or pertain to, or are derived from, the Property. In addition, the Receiver was given possession of the Property and has full power and authority to operate, manage, and preserve the Property.

Current wording

On February 13, 2026, in connection with anex parte motion brought by the Lender, the Borrower entered into a stipulation with the Lender to appoint Trigild IVL (the “Receiver”) as receiver over the Property and for the entry of an Order for Appointment of Receiver (the “Order”). Pursuant to the Order, the Borrower, and certain defendant parties, which included the Company (the “Borrower Parties”) were enjoined and restrained from collecting any rents or fees from or incident to the Property and from interfering with the Property. The Borrower Parties agreed to turn over to the Receiver all sums in existence as of the date of entry of the Order that are related or pertain to, or are derived from, the Property. In addition, the Receiver was given possession of the Property and has full power and authority to operate, manage, and preserve the Property. In the case of our non-recourse loan for Shea Center II, our obligation will be settled through the foreclosure process with the lender. On July 1, 2026, the foreclosure for Shea Center II took place with the property going to Argentic Services Company LP, who acquired the property by placing a minimum credit bid valued at $12.0 million, and no cash consideration was exchanged.

Previous wording

While we will continue to pursue value creating investments, the Board of Directors believes there is significant embedded value in our assets that is yet to be realized by the market. In December 2024, the Board of Directors authorized a stock repurchase program of up to $6.0 million of outstanding shares of our Series A Common Stock and up to $4.0 million of our Series D Preferred Stock, which the Board of Directors did not renew in December 2025. During the year ended December 31, 2025, we repurchased 16,080 shares of our Series A Common Stock, with an average price of $4.79 per share, including a commission of $0.025 per share, for a total cost of $77,092 for the Series A Common Stock. This does not include the shares repurchased in the fixed price self-tender offer (the "Tender Offer") during April-May 2025. During the year ended December 31, 2025, the Company repurchased 23,346 shares of our Series D Preferred Stock at an average price of approximately $14.76 per share, including a commission of $0.035 per share, for a total cost of $344,503 for the Series D Preferred Stock. Any repurchased shares are treated as authorized and unissued in accordance with Maryland law and shown as a reduction of stockholders’ equity at cost. There were no repurchases of Series A Common Stock or Series D Preferred Stock during three months ended March 31, 2026 as there were no repurchase plans in place.

Current wording

While we will continue to pursue value creating investments, the Board of Directors believes there is significant embedded value in our assets that is yet to be realized by the market. In December 2024, the Board of Directors authorized a stock repurchase program of up to $6.0 million of outstanding shares of our Series A Common Stock and up to $4.0 million of our Series D Preferred Stock, which the Board of Directors did not renew in December 2025. During the year ended December 31, 2025, we repurchased 16,080 shares of our Series A Common Stock, with an average price of $4.79 per share, including a commission of $0.025 per share, for a total cost of $77,092 for the Series A Common Stock. This does not include the shares repurchased in the fixed price self-tender offer (the "Tender Offer") during April-May 2025. During the year ended December 31, 2025, the Company repurchased 23,346 shares of our Series D Preferred Stock at an average price of approximately $14.76 per share, including a commission of $0.035 per share, for a total cost of $344,503 for the Series D Preferred Stock. Any repurchased shares are treated as authorized and unissued in accordance with Maryland law and shown as a reduction of stockholders’ equity at cost. There were no repurchases of Series A Common Stock or Series D Preferred Stock during six months ended June 30, 2026 as there were no repurchase plans in place.

Previous wording

For the three months ended March 31, 2026, the Company did not declare a cash dividend on shares of Series A Common Stock. For the three months ended March 31, 2026, the Company did not declare and did not pay dividends on shares of Series D Preferred Stock. As of January 28, 2026, the Board of Directors has suspended the Company’s monthly dividend on its Series D Preferred Stock commencing with the January 2026 monthly dividend that would have been paid on February 15, 2026. Since the Company’s Board of Directors did not declare a dividend during the three months ended March 31, 2026, an accrual was not recorded on the balance sheet. However, undeclared preferred stock dividends are reflected in earnings per share as discussed in ASC 260-10-45-11. In accordance with the terms of the Series D Preferred Stock, Preferred stock dividends that are not declared accumulate and are added to the liquidation preference as of the scheduled payment date for the respective series of the preferred stock. No interest, or sum of money in lieu of interest, is payable in respect of any dividend payments on the Series D Preferred Stock that are in arrears. As of March 31, 2026 and December 31, 2025, the cumulative preferred dividends in arrears on the Series D preferred stock was $0.6 million and $0, respectively.

Current wording

For the six months ended June 30, 2026, the Company did not declare a cash dividend on shares of Series A Common Stock. For the six months ended June 30, 2026, the Company did not declare and did not pay dividends on shares of Series D Preferred Stock. As of January 28, 2026, the Board of Directors has suspended the Company’s monthly dividend on its Series D Preferred Stock commencing with the January 2026 monthly dividend that would have been paid on February 15, 2026. Since the Company’s Board of Directors did not declare a dividend during the six months ended June 30, 2026, an accrual was not recorded on the balance sheet. However, undeclared preferred stock dividends are reflected in earnings per share as discussed in ASC 260-10-45-11. In accordance with the terms of the Series D Preferred Stock, preferred stock dividends that are not declared accumulate and are added to the liquidation preference as of the scheduled payment date for the respective series of the preferred stock. No interest, or sum of money in lieu of interest, is payable in respect of any dividend payments on the Series D Preferred Stock that are in arrears. As of June 30, 2026 and December 31, 2025, the cumulative preferred dividends in arrears on the Series D preferred stock was $1.1 million and $0, respectively.

Previous wording

The Board and the Company intend to reassess, on a quarterly basis, when accrued dividends on the Series D Preferred Stock may be paid and when the monthly dividend payments can be reinstated. Under the guidance of ASC 260-10-45-11, if the Company's Board of Directors do not declare a dividend in a given period, an accrual is not recorded on the balance sheet, however; undeclared preferred stock dividends are reflected in earnings per share. Preferred stock dividends that are not declared accumulate and are added to the liquidation preference as of the scheduled payment date for the respective series of the preferred stock. Cash permitting, the Company intends to continue to pay dividends on a monthly basis to holders of our Series D Preferred Stock going forward, but there can be no guarantee the Board of Directors will approve any future dividends. The Company has not decided when it will resume dividends to our common stockholders on a quarterly basis. As of March 31, 2026 and December 31, 2025, the cumulative preferred dividends in arrears on the Series D preferred stock was $0.6 million and $0, respectively.

Current wording

The Board and the Company intend to reassess, on a quarterly basis, when accrued dividends on the Series D Preferred Stock may be paid and when the monthly dividend payments can be reinstated. Under the guidance of ASC 260-10-45-11, if the Company's Board of Directors does not declare a dividend in a given period, an accrual is not recorded on the balance sheet, however; undeclared preferred stock dividends are reflected in earnings per share. Preferred stock dividends that are not declared accumulate and are added to the liquidation preference as of the scheduled payment date for the respective series of the preferred stock. Cash permitting, the Company intends to continue to pay dividends on a monthly basis to holders of our Series D Preferred Stock going forward, but there can be no guarantee the Board of Directors will approve any future dividends. The Company has not decided when it will resume dividends to our common stockholders on a quarterly basis.

Previous wording

At March 31, 2026 and December 31, 2025, we had approximately $5.2 million and $7.4 millionin cash equivalents, respectively, including $3.6 million and $5.7 millionof restricted cash, respectively. Our cash equivalents and restricted cash consist of invested cash, cash in our operating accounts, short-term bonds and cash held in bank accounts at third-party institutions. During 2026 and 2025, we did not experience any loss or lack of access to our cash or cash equivalents. Including any cash committed to current capital expenditures on our properties, the Company may spend approximately $0.6 million on capital expenditures, net of any construction financing (some of which is held in deposits reserve accounts by our lenders) during the rest of the year. We intend to use the remainder of our existing cash and cash equivalents for asset/property acquis itions, reduction of principal debt, general corporate purposes, common stock repurchases (if market conditionsare met), or dividends to our stockholders.

Current wording

At June 30, 2026 and December 31, 2025, we had approximately $5.9 million and $7.4 millionin cash equivalents, respectively, including $4.4 million and $5.7 millionof restricted cash, respectively. Our cash equivalents and restricted cash consist of invested cash, cash in our operating accounts, short-term bonds and cash held in bank accounts at third-party institutions. During 2026 and 2025, we did not experience any loss or lack of access to our cash or cash equivalents. Including any cash committed to current capital expenditures on our properties, the Company may spend approximately $1.6 million on capital expenditures, net of any construction financing (some of which is held in deposits reserve accounts by our lenders) during the rest of the year. We intend to use the remainder of our existing cash and cash equivalents for asset/property acquis itions, reduction of principal debt, general corporate purposes, common stock repurchases (if market conditionsare met), or dividends to our stockholders.

Previous wording

As of March 31, 2026, all our commercial properties, except 300 N.P. which has no debt, had fixed-rate mortgage notes payable in the aggregate principal amount of $58.5 million, collateralized by a total of seven commercial properties with loan terms at issuance ranging from 5 to 10 years. The weighted-average interest rate on these mortgage notes payable as of March 31, 2026, was approximately 5.78%, and our debt to estimated market value for our commercial properties was approximately 72.0%. During the next 12 months, none of our commercial property loans will mature. The non-recourse loan on the Dakota Center property matured on July 6, 2024; during

Current wording

As of June 30, 2026, all our commercial properties, except 300 N.P. which has no debt, had fixed-rate mortgage notes payable in the aggregate principal amount of $58.4 million, collateralized by a total of seven commercial properties with loan terms at issuance ranging from 5 to 10 years. The weighted-average interest rate on these mortgage notes payable as of June 30, 2026, was approximately 5.93% , and our debt to estimated market value for our commercial properties was approximately 69.2%. During the next 12 months, none of our commercial property loans will mature. The non-recourse loan on the Dakota Center property matured on July 6, 2024. In the month of

Previous wording

July 2025, the lender approved a purchase offer from a third party for $5,125,000, and as of January 14, 2026, Dakota Center had sold for a value of $5,125,000. During January 2026, the Company received notice that the Company's failure to repay in full by January 5, 2026 the indebtedness related to the loan agreement governing Shea Center II had triggered a default event. On February 13, 2026 the Company received notification that the Shea Center II property governed by the loan agreement was moved into receivership. The foreclosure sale and public auction is scheduled for June 17, 2026.

Current wording

July 2025, the lender approved a purchase offer from a third party for $5,125,000, and as of January 14, 2026, Dakota Center had sold for a value of $5,125,000. During January 2026, the Company received notice that the Company's failure to repay in full by January 5, 2026 the indebtedness related to the loan agreement governing Shea Center II had triggered a default event. On February 13, 2026 the Company received notification that the Shea Center II property governed by the loan agreement was moved into receivership.

Previous wording

As of March 31, 2026, the Company had fixed-rate mortgage notes payable related to model homes in the aggregate principal amount of $23.9 million, collateralized by a total of 75 Model Homes. These loans generally have a term at issuance of three to five years. As of March 31, 2026, the average loan balance per home outstanding and the weighted-average interest rate on these mortgage loans are approximately $323,577 and 7.13%, respectively. Our debt to estimated market value on all our model home properties is approximately 59.0%. We have been able to refinance maturing mortgages to extend maturity dates and we have not experienced any notable difficulties financing our acquisitions. The Company anticipates that any new mortgages used to acquire commercial properties or model homes in the near future will be at rates higher than our currently weighted average interest rate.

Current wording

As of June 30, 2026, the Company had fixed-rate mortgage notes payable related to model homes in the aggregate principal amount of $22.5 million, collateralized by a total of 71 Model Homes. These loans generally have a term at issuance of three to five years. As of June 30, 2026, the average loan balance per home outstanding and the weighted-average interest rate on these mortgage loans are approximately $316,844 and 7.18%, respectively. Our debt to estimated market value on all our model home properties is approximately 62.4%. We have been able to refinance maturing mortgages to extend maturity dates and we have not experienced any notable difficulties financing our acquisitions. The Company anticipates that any new mortgages used to acquire commercial properties or model homes in the near future will be at rates higher than our currently weighted average interest rate.

Previous wording

Cash Flow for thethree months ended March 31, 2026, and March 31, 2025

Current wording

Cash Flow for thesix months ended June 30, 2026, and June 30, 2025

Previous wording

*Operating Activities:*Net cash used in operating activities for thethree months ended March 31, 2026, totaled approximately$1.0 million, as compared to cash used in operating activities of$0.1 million for thethree months ended March 31, 2025. The change in net cash used in operating activities is primarily due to the sale of Dakota Center, combined with other changes in net income, which fluctuates due to new leases, leasing renewals, tenant move outs and model home sales and acquisitions, as well as changes in non-cash addbacks or subtractions such as straight-line rent, are the primary drivers of the increase in cash used in operating activities.

Current wording

*Operating Activities:*Net cash used in operating activities for thesix months ended June 30, 2026, totaled approximately$24,839, as compared to cash used in operating activities of$1.0 million for thesix months ended June 30, 2025. The change in net cash used in operating activities is primarily due to the sale of Dakota Center, combined with other changes in net income, which fluctuates due to new leases, leasing renewals, tenant move outs and model home sales and acquisitions, as well as changes in non-cash addbacks or subtractions such as straight-line rent, are the primary drivers of the increase in cash used in operating activities.

Previous wording

*Investing Activities:*Net cash provided by investing activities for thethree months ended March 31, 2026, was approximately$6.9 million compared to approximately$13.6 million used in investing activities during the same period in 2025. The change from each period was primarily related to the sale of our commercial properties in February 2025 for approximately$4.7 million, net of selling costs, and the sale of model home properties for approximately $7.4 million during thethree months ended March 31, 2026. There were no similar commercial property sales during the three months ended March 31, 2025, however, model home sales during the three months ended March 31, 2025 totaled approximately $22.3 million. Cash used in real estate acquisition and capital improvement totaled approximately $0.2 million, for the three months ended March 31, 2026 compared to $4.8 million for the same period in 2025.

Current wording

*Investing Activities:*Net cash provided by investing activities for thesix months ended June 30, 2026, was approximately$8.3 million compared to approximately$11.4 million used in investing activities during the same period in 2025. The change from each period was primarily related to the sale of our commercial and model home properties, totaling approximately $8.7 million during thesix months ended June 30, 2026, compared to approximately $21.5 million during the six months ended June 30, 2025. Cash used in real estate acquisition and capital improvement totaled approximately $0.5 million, for the six months ended June 30, 2026 compared to $10.2 million for the same period in 2025.

Previous wording

We currently project that we could spend up to $0.6 million (some of which is held in deposits reserve accounts by our lenders) on capital improvements, tenant improvements and leasing costs for properties within our portfolio during the next 12 months. Capital expenditures may fluctuate in any given period subject to the nature, extent, and timing of improvements required to the properties. We may spend more on capital expenditures in the future due to rising construction costs. Tenant improvements and leasing costs may also fluctuate in any given year depending upon factors such as the property, the term of the lease, the type of lease, the involvement of external leasing agents and overall market conditions.

Current wording

We currently project that we could spend up to $1.6 million (some of which is held in deposits reserve accounts by our lenders) on capital improvements, tenant improvements and leasing costs for properties within our portfolio during the next 12 months. Capital expenditures may fluctuate in any given period subject to the nature, extent, and timing of improvements required to the properties. We may spend more on capital expenditures in the future due to rising construction costs. Tenant improvements and leasing costs may also fluctuate in any given year depending upon factors such as the property, the term of the lease, the type of lease, the involvement of external leasing agents and overall market conditions.

Previous wording

*Financing Activities:*Net cash used in financing activities during thethree months ended March 31, 2026, was$8.2 million compared to$9.5 million provided by financing activities for the same period in 2025 and was primarily due to the following activities for thethree months ended March 31, 2026:

Current wording

*Financing Activities:*Net cash used in financing activities during thesix months ended June 30, 2026, was$9.8 million compared to$11.1 million provided by financing activities for the same period in 2025 and was primarily due to the following activities for thesix months ended June 30, 2026:
Rearranged current paragraphs (10)

Current report — wording carried from elsewhere

General and Administrative Expenses. G&A expenses for the*** ***three months ended June 30, 2026 and 2025 totaled approximately $1.3 million and $1.2 million, respectively. G&A expenses as a percentage of total revenue was 35.2%and 27.9%for the three months ended June 30, 2026 and 2025, respectively. G&A expenses for the three months ended June 30, 2026 were slightly up compared to the same period ending in 2025 due to costs associated with downsizing our staff; however, the Company is still actively looking to reduce G&A expenses during the year. There has been a reduction of employee headcount during the first and second quarters of 2026 with more expected this year. Starting in April 2026, the Chief Executive Officer has agreed to a voluntary 5% reduction in his annual salary. Additionally, the size of the Board of Directors was reduced by one director starting in June 2026, which will provide additional G&A savings.

Current report — wording carried from elsewhere

Asset Impairments. We review the carrying value of each of our real estate properties regularly to determine if circumstances indicate an impairment in the carrying value of these investments exists. During the three months ended June 30, 2026 and 2025, we recognized non-cash impairment charges of approximately $3.0 million and $4.3 million, respectively. Approximately $2.6 million and $0.9 million of the impairment charges for the three months ended June 30, 2026 and 2025, was related to the Shea Center II. Additionally, during the three months ended June 30, 2025, we recorded an impairment charge on the Dakota Center property for approximately $3.3 million.

Current report — wording carried from elsewhere

Interest Expense - mortgage notes. Interest expense, including amortization of deferred finance charges, wasapproximately $1.2 millionfor thethree months ended June 30, 2026, compared toapproximately $1.5 millionfor the same period in 2025. The weighted average interest rate on our outstanding debt was 6.28% and 5.44% as of June 30, 2026 and 2025, respectively. Mortgage notes payable totaled approximately $80.9 million and $92.9 million as of June 30, 2026 and 2025, respectively. Management expects future interest expenses to continue to decrease going forward for the year ending 2026 with the loss of the Shea Center II property on July 1, 2026 and related mortgage.

Current report — wording carried from elsewhere

Income allocated to non-controlling interests. Income allocated to non-controlling interests for thethree months ended June 30, 2026 and 2025 totaled approximately $40,230 of expenseand $0.2 million of income, respectively. This was directly related to the gain on sales of model homes held byour affiliated limited partnerships.

Current report — wording carried from elsewhere

RESULTS OF OPERATIONS FOR THE six MONTHS ENDED June 30, 2026 and 2025

Current report — wording carried from elsewhere

Revenues. Total revenues were approximately $7.6 million for the six months ended June 30, 2026, compared to approximately $8.5 million for the same period in 2025. As of June 30, 2026, we had approximately $95.0 million in net real estate assets including 71 model homes, compared to approximately $114.6 million in net real estate assets, including 87 model homes at June 30, 2025. The average number of model homes held during the six months ended June 30, 2026 and 2025 was approximately 75 and 83, respectively. The change in revenue is directly related to the decrease in commercial real estate rental income during the current period from the sale of Dakota Center in January 2026, as well as the sale of two commercial properties on February 7, 2025.

Current report — wording carried from elsewhere

Rental Operating Costs. Rental operating costs totaled approximately $2.8 million for the*** six months ended June 30, 2026, ***compared to approximately $3.1 million for the same period in 2025. Rental operating costs as a percentage of total revenue was approximately 36.9% and 36.2% for the six months ended June 30, 2026 and 2025, respectively.

Current report — wording carried from elsewhere

Depreciation and Amortization. Depreciation and amortization expense wasapproximately $1.9 million and $2.5 million for thesix months ended June 30, 2026 and 2025, respectively. The decrease in depreciation and amortization expense isdirectly related to the decrease in commercial real estate rental income during the current period, from the sale of Dakota Center and the placement of Shea Center into receivership and listed as held for sale.

Current report — wording carried from elsewhere

Gain (Loss) on Sale of Real Estate Assets, net. The change in gain or loss on the sale of real estate assets is dependent on the mix of properties sold and the market conditions at the time of the sale. See "Significant Transactions in 2026 and 2025" above for further detail.

Current report — wording carried from elsewhere

Loss on Conduit remeasurement. As of June 30, 2026, we held 709,000 public common stock warrants of CDTTW, and 540,000 private common stock warrants, with a combined value of approximately $11,628. Conduit's public common stock warrants (CDTTW) and Private CDT Warrants presented on the consolidated balance sheets were measured at fair value using Level 1 and Level 3 market prices, taking into account the adoption of ASU 2022-03*Fair Value Measurement of Equity Securities Subject to Contractual Sale Restrictions.*During the six months ended June 30, 2026, we recorded a gain on Conduit's marketable securities connected to the CDT warrants of $7,728, compared to a loss of approximately $184,459 during the six months ended June 30, 2025.
Rearranged previous paragraphs (3)

Previous report — wording carried elsewhere

Acquisitions during the three months ended March 31, 2025

Previous report — wording carried elsewhere

Dispositions during the three months ended March 31, 2025

Previous report — wording carried elsewhere

In the case of our non-recourse loan for Shea Center II, our obligation will be settled through the foreclosure process with the lender.