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INTERGROUP CORP

For the period ended Jun 30, 2026. Filed Sep 28, 2026.

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A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.

FY2026 · Filed Sep 28, 2026

INTG$38.91+0.9%Stored close · as of Nov 10, 2026

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Contents

Item 15. Exhibits and Financial Statement Schedules

(a)(1) Financial Statements

The following consolidated financial statements of the Company are included in Part II, Item 8 of this Report at pages 21 through 52:

Report of Independent Registered Public Accounting Firm – Whitley Penn LLP

Report of Independent Registered Public Accounting Firm – WithumSmith+Brown, PC

Consolidated Balance Sheets - June 30, 2026 and 2025

Consolidated Statements of Operations – for the years ended June 30, 2026 and 2025

Consolidated Statements of Shareholders’ Deficit - for the years ended June 30, 2026 and 2025

Consolidated Statements of Cash Flows - for the years ended June 30, 2026 and 2025

Notes to the Consolidated Financial Statements

(a)(2) Financial Statement Schedules

All other schedules for which provision is made in Regulation S-X have been omitted because they are not required, not applicable, or the required information is included in the consolidated financial statements or notes to the consolidated financial statements.

(a)(3) Exhibits

Unless otherwise indicated below, the following exhibits are filed herewith or incorporated by reference.

Charter, Bylaws, and Securities

3.1Restated Certificate of Incorporation of The InterGroup Corporation, dated March 9, 1998 (incorporated by reference to Exhibit 3 to the Company’s Form 10-QSB/A for the quarter ended March 31, 1998, filed May 19, 1998).
3.2Certificate of Amendment to Certificate of Incorporation, dated October 2, 1998 (incorporated by reference to Exhibit 3 to the Company’s Form 10-QSB for the quarter ended September 30, 1998, filed November 13, 1998).Amended
3.3Certificate of Amendment of Certificate of Incorporation filed with the Delaware Secretary of State on August 6, 2007 (incorporated by reference to Exhibit 3.4 to the Company’s Form 10-KSB for the year ended June 30, 2007, filed September 28, 2007).
3.4Amended and Restated Bylaws of The InterGroup Corporation, effective December 10, 2007 (incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K filed December 12, 2007).
4.1Description of the Registrant’s Common Stock Registered Pursuant to Section 12 of the Securities Exchange Act of 1934 (filed herewith).
10.1The InterGroup Corporation 2010 Omnibus Employee Incentive Plan (incorporated by reference to prior filings).
10.6Loan Agreement, dated March 28, 2025, by and among Justice Operating Company, LLC and Prime Finance (senior mortgage loan) (incorporated by reference to Exhibit 10.6 to Portsmouth Square, Inc.’s Form 10-K for the fiscal year ended June 30, 2025, filed on September 29, 2025.
10.7Mezzanine Loan Amendment, dated March 28, 2025, by and among Justice Mezzanine Company, LLC and CRED REIT Holdco LLC (incorporated by reference to Exhibit 10.7_to Portsmouth Square, Inc.’s Form 10-K for the fiscal year ended June 30, 2025, filed on September 29, 2025.
10.8Cash Management Agreement, dated March 28, 2025, by and among Justice Operating Company, LLC, Prime Finance, and Wells Fargo Bank, N.A. (incorporated by reference to Exhibit 10.8 to Portsmouth Square, Inc.’s Form 10-K for the fiscal year ended June 30, 2025, filed on September 29, 2025.
10.9Related-Party Revolving Credit Facility between Portsmouth Square, Inc. and The InterGroup Corporation, as amended (incorporated by reference to Exhibit 10.9 to Portsmouth Square, Inc.’s Form 10-K for the fiscal year ended June 30, 2026, filed on September 28, 2026).
10.10Amendment to Related-Party Revolving Credit Facility between Portsmouth Square, Inc. and The InterGroup Corporation, dated August 31, 2026, extending the maturity date to July 31, 2029 (incorporated by reference to Exhibit 10.10 to Portsmouth Square, Inc.’s Form 10-K for the fiscal year ended June 30, 2026, filed on September 28, 2026).

Other Exhibits

14Code of Ethics (filed herewith).
19.Insider Trading Policy, effective July 17, 2026.
21.1Subsidiaries of the Registrant (filed herewith).
23.1Consent of Whitley Penn LLP (filed herewith).
23.2Consent of WithumSmith+Brown, PC, former independent registered public accounting firm, relating to its report on the Company’s consolidated financial statements for the fiscal year ended June 30, 2025 (filed herewith).
31.1Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (filed herewith).
31.2Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (filed herewith).
32.1Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (furnished herewith).
32.2Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (furnished herewith).
97Policy Regarding Erroneously Awarded Compensation (incorporated by reference to Exhibit 97 to the Company’s Form 10-K filed on September 29, 2025).

Inline XBRL Exhibits

101.INSInline XBRL Instance Document
101.SCHInline XBRL Taxonomy Extension Schema Document
101.CALInline XBRL Taxonomy Extension Calculation Linkbase Document
101.DEFInline XBRL Taxonomy Extension Definition Linkbase Document
101.LABInline XBRL Taxonomy Extension Label Linkbase Document
101.PREInline XBRL Taxonomy Extension Presentation Linkbase Document
104Cover Page Interactive Data File (embedded within the Inline XBRL document)
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