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AH Realty Trust, Inc.

For the period ended Mar 31, 2026. Filed May 7, 2026.

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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.

Mar 31, 2026 · Filed May 7, 2026

AHRT$6.38-2.3%Stored close · as of Nov 6, 2026

What changed in Management’s Discussion and Analysis?

Read the current filing

Previous report: 10-Q

Period ended 2025-09-30; filed 2025-11-05.

0001569187-25-000180

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

Current report: 10-Q

Period ended 2026-03-31; filed 2026-05-07.

0001569187-26-000071

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 267 previous paragraphs and 264 current paragraphs.

146 unchanged; 48 reworded; 61 added; 71 removed; 2 previous and 9 current paragraphs rearranged.

Tables are not compared: 18 previous and 18 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 (61)

Current report

During the quarter ended March 31, 2026, the Company completed a strategic review of its business and elected to divest its real estate financing and multifamily segments, which, together with the general contracting and real estate services segment, are now reported as discontinued operations. The decision to exit the real estate financing and multifamily segments was made in connection with the Company’s broader initiative to simplify its business model and focus on its core retail and office real estate operations. Management believes that the divestiture of these segments will allow the Company to further strengthen its balance sheet and focus on its core competencies, while reducing complexity and risk associated with non-core activities.

Current report

The Company entered into a letter of intent relating to the potential sale of its construction business during the period, and subsequently closed on this sale on April 30, 2026. The transaction included a transition services agreement for a 90 day period of time following the closing to provide human resources, payroll services, and information technology services.

Current report

On March 13, 2026, certain wholly owned subsidiaries of the Company entered into a purchase and sale agreement with an unrelated third-party to sell eleven out of the Company's fourteen multifamily properties for a combined purchase price of $562.0 million in cash, subject to certain adjustments, with a $15.0 million non-refundable deposit (the "Multifamily Portfolio Sale"). The Multifamily Portfolio Sale is not contingent on the receipt of financing by the buyer. The Multifamily Portfolio Sale is expected to close in the second quarter of 2026. Two of the Company's other multifamily assets are actively being marketed and are expected to close by the end of the first quarter of 2027.

Current report

In addition, on March 27, 2026, the Company sold two of the real estate financing investments and on April 30, 2026, the investment secured by The Allure at Edinburgh was fully redeemed. The remaining investment, Solis Kennesaw, is expected to close by the end of the first quarter of 2027.

Current report

There can be no assurances that the Multifamily Portfolio Sale or the sale of the Company's other assets will occur on the timeline or on the terms the Company anticipates, if at all.

Current report

The material terms of these transactions included cash consideration, the transfer of related assets and liabilities, and the settlement of certain contingent obligations. As a result of these actions, the results of operations, assets, and liabilities of the general contracting and real estate services, multifamily, and real estate financing segments have been reclassified as discontinued operations for all periods presented.

Current report

The following discussion should be read in conjunction with the condensed consolidated financial statements and notes thereto appearing in Item 1 of this Quarterly Report on Form 10-Q. All historical financial information has been retrospectively adjusted to reflect the general contracting and real estate services, multifamily, and real estate financing businesses as discontinued operations. The decision to exit these segments resulted in the reclassification of approximately $32.5 million in revenue for the three months ended March 31, 2026 to discontinued operations.

Current report

Following the discontinuation of the general contracting and real estate services, multifamily, and real estate financing segments, we operate our business through two reportable segments:

Current report

Retail real estate: The Company’s retail portfolio is concentrated in high-barrier-to-entry markets and is anchored by credit-worthy tenants, including grocery stores and big-box retailers. As of March 31, 2026, the retail portfolio had a leased occupancy level of 94.8%, and renewal spreads (on a GAAP basis) of 10.7%.

Current report

Office real estate: The office portfolio consists primarily of Class A office space located in mixed-use town centers, such as the Town Center of Virginia Beach and Harbor Point in Baltimore. The segment continues to benefit from the "flight to quality" trend, maintaining an occupancy level of 96.0% and new leasing spreads (on a GAAP basis) of 9.6%.

Current report

•On February 16, 2026, we announced a fundamental business restructuring to eliminate complexity, strengthen the balance sheet, and relentlessly focus on operating a streamlined real estate platform. The restructuring includes:

Current report

•Exiting the multifamily property sector to unlock embedded value, reduce leverage, and sharpen focus on retail and office properties;

Current report

•Launching AH Realty Trust, effective March 2, 2026, a new corporate identity that reflects the fundamental restructuring of the business.

Current report

•As part of its ongoing governance enhancements supporting the Company’s strategic transformation, AH Realty Trust advanced its board refreshment process by nominating Theodore Bigman and Lori Wittman as independent directors; Dennis Gartman and George Allen will retire from the Board following the 2026 Annual Meeting and F. Blair Wimbush was appointed Chair of the Nominating and Corporate Governance Committee.

Current report

•On March 13, 2026, we entered into a binding purchase and sale agreement to sell an 11-asset multifamily portfolio for $562.0 million in cash, subject to certain adjustments.

Current report

•On March 27, 2026, we sold the Peachtree and North Creek real estate financing investments for an aggregate purchase price of $63.8 million and used the proceeds to pay down our debt.

Current report

•Through April 2, 2026, we repurchased 4.2 million shares of common stock for a total of $24.1 million.

Current report

•On April 30, 2026, we fully realized $17.2 million for The Allure at Edinburgh real estate financing investment and used the proceeds to pay down our debt.

Current report

•On April 30, 2026, we completed the sale of the construction business for $2.4 million.

Current report

•As of March 31, 2026, weighted average stabilized portfolio economic occupancy was 90.1%. Retail economic occupancy was 92.5% and office economic occupancy was 87.7%.

Current report

Office same store results for the three months ended March 31, 2026 and 2025 exclude Chronicle Mill Office due to being classified as held for sale and Southern Post Office.

Current report

Rental revenues for the three months ended March 31, 2026 increased $2.1 million, or 4.3%, as compared to the three months ended March 31, 2025 as follows (in thousands):

Current report

Office rental revenues for the three months ended March 31, 2026 increased $0.9 million, or 3.9%, as compared to the three months ended March 31, 2025, primarily due to increased occupancy at The Interlock Office and Thames Street Wharf. O

Current report

Other rental revenues for the three months ended March 31, 2026 increased $0.7 million, or 21.8%, as compared to the three months ended March 31, 2025, primarily due to the consolidation of Allied | Harbor Point garage activity in the second quarter of 2025, partially offset by a decrease in parking income at The Interlock due to decreased rates, which is partially offset by higher volume.

Current report

Rental expenses for the three months ended March 31, 2026 increased $1.5 million, or 13.1%, as compared to the three months ended March 31, 2025 as follows (in thousands):

Current report

Retail rental expenses for the three months ended March 31, 2026 increased $0.3 million, or 6.8%, as compared to the three months ended March 31, 2025, primarily due to increased utilities across the Harbor Point properties, partially offset by decreased sales tax expense at Delray Beach Plaza due to Florida no longer assessing the charge, and decreased snow removal at Red Mill Commons.

Current report

Office rental expenses for the three months ended March 31, 2026 increased $1.0 million or 16.7%, as compared to the three months ended March 31, 2025, primarily due to increased utilities across the Harbor Point properties and higher expenses at The Interlock Office and Southern Post Office due to increased occupancy.

Current report

Other rental expenses for the three months ended March 31, 2026 increased $0.2 million, or 18.3%, as compared to the three months ended March 31, 2025, primarily due to the consolidation of Allied | Harbor Point garage in the second quarter of 2025 and increased operating expenses at Smith's Landing.

Current report

Office real estate taxes for the three months ended March 31, 2026 decreased $0.1 million, or 4.6%, as compared to the three months ended March 31, 2025, primarily due to tax credits becoming effective at Southern Post Office and a decreased assessment and decreased tax rates at One City Center Office.

Current report

Depreciation and amortization for the three months ended March 31, 2026 decreased $0.8 million, or 4.1% as compared to the three months ended March 31, 2025, primarily due to the non-material correction of a prior year depreciation calculation that resulted in lower expense in the current period.

Current report

Interest expense for the three months ended March 31, 2026 increased $1.3 million, or 10.8%, as compared to the three months ended March 31, 2025 due to increased debt balances due to the consolidation of Allied | Harbor Point and acquisition of Solis Gainesville II in 2025, partially offset by declining SOFR rates on our variable-rate debt portfolio.

Current report

Multifamily segment NOI for the three months ended March 31, 2026 increased $1.1 million or 14.0% as compared to the three months ended March 31, 2025 primarily due to the consolidation of Allied | Harbor Point in the second quarter of 2025 and the acquisition of Solis Gainesville II in the fourth quarter of 2025, partially offset by reduced revenue at Greenside Apartments as a result of the restoration project currently underway.

Showing the first 40 of 61 passages. Open the source sections for the rest.

Removed paragraphs (71)

Previous report

•our failure to generate income in our general contracting and real estate services segment in amounts that we anticipate;

Previous report

On April 29, 2025, we entered into a binding term sheet with our partner for the Harbor Point Parcel 4 project, which set forth the terms upon which we acquired the remaining partnership interest of the partner in the joint venture that owns Harbor Point Parcel 4, also known as Allied | Harbor Point. On June 10, 2025, we completed the transaction. See note 5 of the condensed consolidated financial statements included in Item 1 of this Quarterly Report on Form 10-Q for further details.

Previous report

On October 3, 2022, we entered into a $19.6 million preferred equity investment for the development of a multifamily property located in Gainesville, Georgia (Solis Gainesville II). This project is located nearby our recently completed multifamily development project in Gainesville, The Everly. The preferred equity investment has economic and other terms consistent with a note receivable, including a mandatory redemption or maturity on October 3, 2026, and it is accounted for as a note receivable. Our investment bore interest at a rate of 14.0% effective through the first 24 months of the investment, after which it bore interest at a rate of 10%. As of January 1, 2025, the investment bears interest at a rate of 6% through maturity. Additionally, the investment earns an unused commitment fee of 10.0% on the unfunded portion of the investment's maximum loan commitment, effective January 1, 2023, and an equity fee on our commitment of $0.3 million, which is amortized through the date of redemption. Both the interest and unused commitment fee compound annually. The preferred equity investment is subject to a minimum interest guarantee of $5.9 million over the life of the investment, which represents approximately 24 months of interest.

Previous report

On July 10, 2024, we signed an amendment to the operating agreement for the entity through which we own our real estate financing investment with respect to Solis Gainesville II to reduce the preference rate on the investment from 10% to 6% starting on January 1, 2025. We also received a call option to purchase a controlling interest in the entity that owns Solis Gainesville II at fair market value during the period from January 1, 2025 to December 31, 2025, which option also gives us a right of first refusal to buy the property during the same period.

Previous report

The balance on the Solis Gainesville II note was $26.5 million as of September 30, 2025, which includes $6.5 million of cumulative accrued interest, $0.4 million of cumulative accrued unused commitment fees and a discount of $0.1 million due to unamortized equity fees. During the three and nine months ended September 30, 2025, we recognized $0.4 million and $1.2 million, respectively, of interest income on the note. As of September 30, 2025, this note was fully funded and the development property was approximately 90% leased.

Previous report

On May 25, 2023, we entered into a $37.9 million preferred equity investment for the development of a multifamily property located in Marietta, Georgia. The investment has economic terms consistent with a note receivable, including a mandatory redemption or maturity on May 25, 2027, and it is accounted for as a note receivable. Our investment originally bore interest at a rate of 14.0% for the first 24 months. On May 25, 2025, the investment began bearing interest at a rate of 9.0% for the following twelve months. On May 25, 2026, the investment will again bear interest at a rate of 14.0% through maturity. The interest compounds annually. We also earn an unused commitment fee of 11.0% on the unfunded portion of the investment's maximum commitment, which does not compound, and an equity fee on our commitment of $0.6 million which is amortized through the date of redemption. The preferred equity investment is subject to a minimum interest guarantee of $13.1 million over the life of the investment, which represents approximately 27 months of interest.

Previous report

The balance on the Solis Kennesaw note was $49.4 million as of September 30, 2025, which includes $8.9 million of cumulative accrued interest, $2.9 million of cumulative accrued unused commitment fees and a discount of $0.2 million due to unamortized equity fees. During the three and nine months ended September 30, 2025, we recognized $1.1 million and $3.8 million, respectively, of interest income on the note. As of September 30, 2025, this note was fully funded and the development property was approximately 55% leased.

Previous report

On July 26, 2023, we entered into a $28.4 million preferred equity investment for the development of a multifamily property located in Peachtree Corners, Georgia ("Solis Peachtree Corners"). The preferred equity investment has economic and other terms consistent with a note receivable, including a mandatory redemption feature effective on October 27, 2027, and it is accounted for as a note receivable. Our investment bears interest at a rate of 15.0% for the first 27 months. On November 1, 2025, the investment began bearing interest at a rate of 9.0% for 12 months. On November 1, 2026, the investment will again bear interest at a rate of 15.0% through maturity. The interest compounds annually. We also earn an unused commitment fee of 10.0% on the unfunded portion of the investment's maximum loan commitment, which also compounds annually, and an equity fee on our commitment of $0.4 million, which is amortized through the date of redemption. The preferred equity investment is subject to a minimum interest guarantee of $12.0 million over the life of the investment, which represents approximately 30 months of interest.

Previous report

The balance on the Solis Peachtree Corners note was $37.4 million as of September 30, 2025, which includes $7.0 million of cumulative accrued interest, $2.1 million of cumulative accrued unused commitment fees and a discount of $0.2 million due to unamortized equity fees. During the three and nine months ended September 30, 2025, we recognized $1.4 million and $3.8 million, respectively, of interest income on the note. As of September 30, 2025, this note was fully funded and the development property was approximately 28% leased.

Previous report

On July 26, 2023, we entered into a $9.2 million preferred equity investment for the development of a multifamily property located in Chesapeake, Virginia ("The Allure at Edinburgh"). The preferred equity investment has economic and other terms consistent with a note receivable, including a mandatory redemption feature effective on January 16, 2028, and it is accounted for as a note receivable. Our investment originally bore interest at a rate of 15.0%, which did not compound. On February 3, 2025, The Allure at Edinburgh obtained a certificate of occupancy, resulting in the investment bearing interest at a rate of 10.0%. The common equity partner in the development property holds an option to sell the property to us at a predetermined amount if certain conditions are met. We also hold an option to purchase the property at any time prior to maturity of the preferred equity investment, and at the same predetermined amount as the common equity partner's option to sell.

Previous report

The balance on The Allure at Edinburgh note was $11.9 million as of September 30, 2025, which includes $2.7 million of cumulative accrued interest. During the three and nine months ended September 30, 2025, we recognized $0.2 million and $0.7 million, respectively, of interest income on the note. As of September 30, 2025, this note was fully funded and the development property was approximately 98% leased.

Previous report

On July 10, 2024, we entered into a $27.0 million preferred equity investment for the development of a multifamily property located in Huntersville, North Carolina ("Solis North Creek"). The preferred equity investment has economic terms consistent with a note receivable, including a mandatory redemption feature effective on August 8, 2030, and it is accounted for as a note receivable. Our investment bears interest at a rate of 12.0% for the first 24 months. Beginning on July 10, 2026, the investment will bear interest at a rate of 9.0% for 12 months. On July 10, 2027, the investment will again bear interest at 12.0% through maturity. The interest compounds annually. We also earn an unused commitment fee of 4.5% on the unfunded portion of the investment's maximum loan commitment, which also compounds annually. The preferred equity investment was initially subject to a minimum interest guarantee of $8.9 million over the life of the investment.

Previous report

On August 8, 2024, we signed an amendment to the operating agreement for the entity through which we own our real estate financing investment with respect to Solis North Creek to reduce the equity funding requirement from $27.0 million to $26.8 million and the minimum interest guarantee from $8.9 million to $8.8 million.

Previous report

The balance on the Solis North Creek note was $29.2 million as of September 30, 2025, which includes $1.4 million of cumulative accrued interest and $1.0 million of cumulative accrued unused commitment fees. During the three and nine months ended September 30, 2025, we recognized $0.8 million and $1.7 million, respectively, of interest income on the note. As of September 30, 2025, this note was fully funded.

Previous report

•Third-party construction backlog as of September 30, 2025 was $83.9 million and construction gross profit for thethird quarter was $2.1 million.

Previous report

•During thethird quarter of 2025, unrealized losses on non-designated interest rate derivatives that negatively affected FFO were $8.1 million. As of September 30, 2025, the value of the Company’s entire interest rate derivative portfolio, net of unrealized losses, was $13.4 million. These unrealized losses are excluded from normalized FFO.

Previous report

•On October 16, 2025, we announced that our Board of Directors unanimously appointed Shawn J. Tibbetts as Chairman of the Board, effective January 1, 2026. This appointment represents the final step in the succession plan initiated in 2024. Mr. Tibbetts will continue to serve as President and Chief Executive Officer, and Louis S. Haddad will continue to serve as a director on our Board of Directors.

Previous report

2.7%, compared to the nine months ended September 30, 2024 due to the disposition of the Market at Mill Creek and Nexton Square properties, partially offset by the commencement of operations at Southern Post Retail.

Previous report

Retail same store rental revenues, property expenses, and NOI for the three and nine months ended September 30, 2025 and 2024 were as follows (in thousands):

Previous report

Retail same store NOI for the three and nine months ended September 30, 2025 was materially consistent with the three and nine months ended September 30, 2024.

Previous report

Office same store results for the three and nine months ended September 30, 2025 and 2024 exclude Southern Post Office and Allied | Harbor Point Office Garage.

Previous report

Office same store rental revenues, property expenses, and NOI for the three and nine months ended September 30, 2025 and 2024 were as follows (in thousands):

Previous report

Office same store NOI for the three and nine months ended September 30, 2025 increased $0.7 million and $2.2 million, or 4.5% and 5.0%, respectively, as compared to the three and nine months ended September 30, 2024, primarily due to new tenants at The Interlock Office and Wills Wharf Office properties.

Previous report

Multifamily segment NOI for the three and nine months ended September 30, 2025 increased $1.3 million and $2.3 million, or 16.5% and 9.1%, respectively, as compared to the three and nine months ended September 30, 2024 primarily due to higher occupancy and stabilization in the second quarter of 2025 at Chandler Residences, and the consolidation of Allied | Harbor Point in the second quarter of 2025.

Previous report

Multifamily same store results for the three and nine months ended September 30, 2025 and 2024 exclude Chandler Residences, Allied | Harbor Point and Greenside Apartments.

Previous report

Multifamily same store rental revenues, property expenses and NOI for the three and nine months ended September 30, 2025 and 2024 were as follows (in thousands):

Previous report

Multifamily same store NOI for the three and nine months ended September 30, 2025 was materially consistent with the three and nine months ended September 30, 2024.

Previous report

(2)The operating margin percentage for the three months ended September 30, 2025 is higher than typical levels due to the recognition of cost savings on a third-party project completed during the quarter.

Showing the first 40 of 71 passages. Open the source sections for the rest.

Reworded paragraphs (48)

Previous wording

References to "we," "our," "us," and "our company" refer to Armada Hoffler Properties, Inc., a Maryland corporation, together with our consolidated subsidiaries, including Armada Hoffler, L.P., a Virginia limited partnership (the "Operating Partnership"), of which we are the sole general partner. The following discussion should be read in conjunction with the financial statements and notes thereto appearing elsewhere in this report.

Current wording

References to "we," "our," "us," and "our company" refer to AH Realty Trust, Inc., a Maryland corporation, together with our consolidated subsidiaries, including AH Realty Trust, LP, a Virginia limited partnership (the "Operating Partnership"), of which we are the sole general partner. The following discussion should be read in conjunction with the financial statements and notes thereto appearing elsewhere in this report.

Current wording

•risks related to the orderly wind-down and disposition of our general contracting and real estate services business;

Previous wording

We are a vertically-integrated, self-managed REIT with over four decades of experience managing high-quality properties located primarily in the Mid-Atlantic and Southeastern United States. Our focus is to deliver long-term, sustainable shareholder value by consistently investing in and operating the highest-quality assets, maintaining a robust and resilient balance sheet, and fostering a dynamic, highly skilled team. In addition to the ownership of our operating property portfolio, we historically have developed and built properties for our own account and through joint ventures between us and unaffiliated partners and invested in development projects through real estate financing arrangements.

Current wording

We are a self-managed REIT with over four decades of experience managing high-quality properties located primarily in the Mid-Atlantic and Southeastern United States. Our focus is to deliver long-term, sustainable shareholder value by consistently investing in and operating the highest-quality assets, maintaining a robust and resilient balance sheet, and fostering a dynamic, highly skilled team. We focus on well-positioned secondary and tertiary markets that demonstrate strong population growth, favorable demand drivers, and attractive long-term fundamentals.

Previous wording

•Net loss attributable to common stockholders and holders ("OP Unitholders") of units of limited partnership interest in the Operating Partnership ("OP Units") of $3.6 million, or $0.04 per diluted share, compared to net loss attributable to common stockholders and OP Unitholders of $10.4 million, or $0.11 per diluted share, for the three months ended September 30, 2024.

Current wording

•Net loss attributable to common stockholders and holders ("OP Unitholders") of units of limited partnership interest in the Operating Partnership ("OP Units") of $33.3 million, or $0.33 per diluted share, compared to net loss attributable to common stockholders and OP Unitholders of $7.2 million, or $0.07 per diluted share, for the three months ended March 31, 2025.

Previous wording

•Funds from operations attributable to common stockholders and OP Unitholders ("FFO") of $20.2 million, or $0.20 per diluted share, compared to $12.7 million, or $0.14 per diluted share, for the three months ended September 30, 2024. See "Non-GAAP Financial Measures."

Current wording

•Funds from operations attributable to common stockholders and OP Unitholders ("FFO") of $20.6 million, or $0.20 per diluted share, compared to $17.2 million, or $0.17 per diluted share, for the three months ended March 31, 2025. See "Non-GAAP Financial Measures."

Previous wording

•Normalized funds from operations attributable to common stockholders and OP Unitholders ("Normalized FFO") of $29.6 million, or $0.29 per diluted share, compared to $31.4 million, or $0.35 per diluted share, for the three months ended September 30, 2024. See "Non-GAAP Financial Measures."

Current wording

•FFO, As Adjusted from operations attributable to common stockholders and OP Unitholders ("FFO, As Adjusted") of $15.1 million, or $0.15 per diluted share, compared to $14.6 million, or $0.14 per diluted share, for the three months ended March 31, 2025. See "Non-GAAP Financial Measures."

Previous wording

•As of September 30, 2025, weighted average stabilized portfolio occupancy was 95.7%. Retail occupancy was 96.0%, office occupancy was 96.5%, and multifamily occupancy was 94.2%.

Current wording

•As of March 31, 2026, weighted average stabilized portfolio leased occupancy was 95.4%. Retail leased occupancy was 94.8% and office leased occupancy was 96.0%.

Previous wording

•Executed 25 commercial lease renewals and 7 new commercial leases during thethird quarter for an aggregate of 269,756 of net rentable square feet.

Current wording

•Executed 20 commercial lease renewals and 11 new commercial leases during thefirst quarter for an aggregate of 130,667 of net rentable square feet.

Previous wording

•Same Store Net Operating Income ("NOI") increased 1.0% on a GAAP basis compared to the quarter ended September 30, 2024.

Current wording

•Same Store Net Operating Income ("NOI") increased 2.2% for the retail segment and 0.7% for the office segment on a cash basis compared to the quarter ended March 31, 2025.

Previous wording

As of September 30, 2025, we operated our business in five segments: (i) retail real estate, (ii) office real estate, (iii) multifamily real estate, (iv) general contracting and real estate services, and (v) real estate financing. Our general contracting and real estate services segment is conducted through our taxable REIT subsidiary ("TRS"). "NOI" is the primary measure used by our chief operating decision-maker to assess segment performance and allocate our resources among our segments. We calculate NOI as segment revenues less segment expenses. Segment revenues include rental revenues for our property segments, general contracting and real estate services revenues for our general contracting and real estate services segment, and interest income for our real estate financing segment. Segment expenses include rental expenses and real estate taxes for our property segments, general contracting and real estate services expenses for our general contracting and real estate services segment, and interest expense for our real estate financing segment. NOI is not a measure of operating income or cash flows from operating activities as measured by accounting principles generally accepted in the United States ("GAAP") and is not indicative of cash available to fund cash needs. As a result, NOI should not be considered an alternative to cash flows as a measure of liquidity. Not all companies calculate NOI in the same manner. We consider NOI to be an appropriate supplemental measure to net income because it assists both investors and management in understanding the core operations of our real estate, construction and real estate financing businesses. See Note 3 to our condensed consolidated financial statements in Item 1 of this Quarterly Report on Form 10-Q for a reconciliation of NOI to net income, the most directly comparable GAAP measure.

Current wording

NOI is the primary measure used by our chief operating decision-maker to assess segment performance and allocate our resources among our segments. We calculate NOI as segment revenues less segment expenses. Segment revenues include rental revenues and segment expenses include rental expenses and real estate taxes for our property segments. NOI is not a measure of operating income or cash flows from operating activities as measured by accounting principles generally accepted in the United States ("GAAP") and is not indicative of cash available to fund cash needs. As a result, NOI should not be considered an alternative to cash flows as a measure of liquidity. Not all companies calculate NOI in the same manner. We consider NOI to be an appropriate supplemental measure to net income because it assists both investors and management in understanding the core operations of our real estate businesses. See Note 3 to our condensed consolidated financial statements in Item 1 of this Quarterly Report on Form 10-Q for a reconciliation of NOI to net income, the most directly comparable GAAP measure.

Previous wording

Retail rental revenues, property expenses, and NOI for the three and nine months ended September 30, 2025 and 2024 were as follows (in thousands):

Current wording

Retail rental revenues, property expenses, and NOI for the three months ended March 31, 2026 and 2025 were as follows (in thousands):

Previous wording

Retail segment NOI for the three months ended September 30, 2025 was materially consistent with the three months ended September 30, 2024. Retail segment NOI for the nine months ended September 30, 2025 decreased $1.5 million, or

Current wording

Retail segment NOI for the three months ended March 31, 2026 was materially consistent with the three months ended March 31, 2025.

Previous wording

Retail same store results for the three and nine months ended September 30, 2025 and 2024 exclude Southern Post Retail, Allied | Harbor Point Retail, and Columbus Village II due to redevelopment, and Market at Mill Creek and Nexton Square due to their disposition in December 2024.

Current wording

Retail same store results for the three months ended March 31, 2026 and 2025 exclude Allied | Harbor Point Retail, Liberty Retail, The Edison Retail, Point Street Retail, and Chronicle Mill Retail due to being classified as held for sale. They also exclude Market at Mill Creek and Nexton Square due to their disposition in December 2024 and Southern Post Retail.

Previous wording

Office rental revenues, property expenses, and NOI for the three and nine months ended September 30, 2025 and 2024 were as follows (in thousands):

Current wording

Office rental revenues, property expenses, and NOI for the three months ended March 31, 2026 and 2025 were as follows (in thousands):

Previous wording

Office segment NOI for thethree months ended September 30, 2025 decreased $2.3 million or 11.8%, primarily due to the receipt of a termination fee from one of our tenants at Wills Wharf in the third quarter of 2024, partially offset by the receipt of assignment fees from one of our tenants at The Interlock Office in the third quarter of 2025. Office segment NOI for thenine months ended September 30, 2025 was materially consistent with thenine months ended September 30, 2024, due to the receipt of a termination fee from one of our tenants at Wills Wharf in the third quarter of 2024, offset by the receipt of assignment fees from one of our tenants at The Interlock Office in the third quarter of 2025, the commencement of operations at Southern Post Office, and the consolidation of Allied | Harbor Point Office Garage.

Current wording

Office segment NOI for thethree months ended March 31, 2026 was materially consistent with the three months ended March 31, 2025.

Previous wording

The following table summarizes the results of operations for the three and nine months ended September 30, 2025 and 2024 (unaudited, in thousands):

Current wording

The following table summarizes the results of operations for the three months ended March 31, 2026 and 2025 (unaudited, in thousands):

Previous wording

Real estate taxes for the three months ended September 30, 2025 were materially consistent as compared to the three months ended September 30, 2024. Real estate taxes for the nine months ended and September 30, 2025 increased $0.7 million, or 3.8%, as compared to the nine months ended September 30, 2024 as follows (in thousands):

Current wording

Real estate taxes for the three months ended March 31, 2026 were materially consistent as compared to the three months ended March 31, 2025 as follows (in thousands):

Previous wording

Office rental revenues for the three months ended September 30, 2025 decreased $1.8 million, or 6.3%, as compared to the three months ended September 30, 2024, primarily due to the receipt of termination fees from one of our tenants at Wills Wharf in the third quarter of 2024, partially offset by the receipt of assignment fees from one of our tenants at The Interlock Office in the third quarter of 2025. Office rental revenues for the nine months ended September 30, 2025 were materially consistent with the three and nine months ended September 30, 2024, due to the receipt of a termination fee from one of our tenants at Wills Wharf in the third quarter of 2024, offset by the receipt of assignment fees from one of our tenants at The Interlock Office in the third quarter of 2025, the commencement of operations at Southern Post Office, and the consolidation of Allied | Harbor Point Office Garage.

Current wording

Other real estate taxes for the three months ended March 31, 2026 were materially consistent with the three months ended March 31, 2025.

Previous wording

General and administrative expenses for the three months ended September 30, 2025 decreased 14.3% as compared to the three months ended September 30, 2024 due to the severance costs in the third quarter of 2024. General and administrative expenses for the nine months ended September 30, 2025 increased 14.6% as compared to the nine months ended September 30, 2024, primarily due to the double-issuance of stock compensation due to a modification in the structure of executive compensation grants, including the impact of grants in the current year that are related to the prior year's performance and grants that are related to the current year's performance. New grants are now issued in the year in which performance relates. There also was a one-time acceleration of 100% of stock compensation awarded to our former Chief Executive Officer in relation to prior year performance, and a one-time special award granted in June 2025.

Current wording

General and administrative expenses for the three months ended March 31, 2026 decreased $2.4 million, or 34.1% as compared to the three months ended March 31, 2025 due to the double-issuance of stock compensation in 2025 due to a modification in the structure of executive compensation grants, including the impact of grants in the current year that are related to the prior year's performance and grants that are related to the current year's performance. New grants are now issued in the year in which performance relates. There also was a one-time acceleration of 100% of stock compensation awarded to our former Chief Executive Officer in relation to prior year performance.

Previous wording

Acquisition, development, and other pursuit costs for the three months ended September 30, 2025 and 2024 were immaterial. Acquisition, development, and other pursuit costs for the nine months ended September 30, 2025 were immaterial. Acquisition, development, and other pursuit costs for the nine months ended September 30, 2025 decreased as compared to the nine months ended September 30, 2024 due to the write off of development costs related to an undeveloped land parcel in predevelopment located in Charlotte, North Carolina.

Current wording

Acquisition, development, and other pursuit costs for the three months ended March 31, 2026 and 2025 were immaterial.

Previous wording

Interest income for the three and nine months ended September 30, 2025 decreased $0.5 million and $1.4 million, or 11.4% and 10.2%, respectively, as compared to the three and nine months ended September 30, 2024, primarily due to the payoff of the Solis City Park II investment in July 2024, as well as decreased interest rates for Solis Gainesville II, The Allure at Edinburgh, and Solis Kennesaw, partially offset by increased principal balances for other real estate financing investments.

Current wording

Interest income for the three months ended March 31, 2026 and 2025 was immaterial.

Previous wording

Equity in loss of unconsolidated real estate entities for the three and nine months ended September 30, 2025 relates to the commencement of operations at Harbor Point Parcel 3 and Allied | Harbor Point in the first quarter of 2025 and the fourth quarter of 2024, respectively. Allied | Harbor Point was consolidated in the second quarter of 2025. Refer to Note 5 for more information.

Current wording

Equity in income (loss) of unconsolidated real estate entities for the three months ended March 31, 2026 increased $1.7 million due to the consolidation of Allied | Harbor Point in the second quarter of 2025. The loss in 2025 related to the commencement of operations at Allied | Harbor Point through the lease-up period. The equity in income of unconsolidated real estate entities for the three months ended March 31, 2026 represents the Company's share of net income from Harbor Point Parcel 3.

Previous wording

The change in fair value of derivatives and other for the three and nine months ended September 30, 2025 included an increase in interest receipts for non-designated derivatives due to a higher notional amount of derivatives not designated as cash flow hedges outstanding, and a decrease in the fair value of our derivative instruments due to decreases in the forward SOFR curve.

Current wording

The change in fair value of derivatives and other for the three months ended March 31, 2026 included a decrease in interest receipts for non-designated derivatives due to declining SOFR rates on our non-designated hedges, and a smaller decrease in the fair value of our derivative instruments due to the changes in the forward SOFR curve.

Previous wording

Changes in other income (expense), net for the three and nine months ended September 30, 2025 were immaterial.

Current wording

Changes in other income (expense), net for the three months ended March 31, 2026 were immaterial.

Previous wording

General contracting and real estate services revenues, expenses, and gross profit for the three and nine months ended September 30, 2025 and 2024 were as follows ($ in thousands):

Current wording

General contracting and real estate services revenues, expenses, and gross profit for the three months ended March 31, 2026 and 2025 were as follows ($ in thousands):

Previous wording

(1)50% of the gross profit attributable to our T. Rowe Price Global HQ project is not reflected within general contracting & real estate services revenues due to elimination. For the Allied | Harbor Point development project, 77% of gross profit was eliminated through April 2025. In April 2025 the project was brought on balance sheet through consolidation and as a result, all associated revenue and cost are eliminated in consolidation. The Company remains entitled to receive cash proceeds related to the eliminated amounts. Prior to the impact of these gross profit eliminations, operating margin was 8.9% and 4.7% for the three and nine months ended September 30, 2025, respectively, and 3.2% and 3.7% for the three and nine months ended September 30, 2024, respectively.

Current wording

(1)50% of the gross profit attributable to our T. Rowe Price Global HQ project is not reflected within general contracting & real estate services revenues due to elimination. For the Allied | Harbor Point development project, 77% of gross profit was eliminated through April 2025. In April 2025 the project was brought on balance sheet through consolidation and as a result, all associated revenue and cost are eliminated in consolidation. The Company remains entitled to receive cash proceeds related to the eliminated amounts. Prior to the impact of these gross profit eliminations, operating margin was 0.6% for the three months ended March 31, 2026, and 3.1% for the three months ended March 31, 2025.

Previous wording

General contracting and real estate services segment gross profit for the three and nine months ended September 30, 2025 decreased $1.3 million and $7.0 million, respectively, as compared to the three and nine months ended September 30, 2024, primarily reflecting the reduction in revenue as third-party project backlog was completed. $1.4 million of the gross profit recognized for the three and nine months ended September 30, 2025 was due to savings recognized on the Solis Kennesaw contract during the period.

Current wording

General contracting and real estate services segment gross profit for the three months ended March 31, 2026 decreased $1.3 million, as compared to the three months ended March 31, 2025, primarily reflecting the reduction in revenue as third-party project backlog was completed.

Previous wording

The changes in third party construction backlog for the three and nine months ended September 30, 2025 and 2024 were as follows (in thousands):

Current wording

The changes in third party construction backlog for the three months ended March 31, 2026 and 2025 were as follows (in thousands):

Previous wording

Multifamily rental revenues, property expenses, and NOI for the three and nine months ended September 30, 2025 and 2024 were as follows (in thousands):

Current wording

Multifamily rental revenues, property expenses, and NOI for the three months ended March 31, 2026 and 2025 were as follows (in thousands):

Previous wording

Real estate financing interest income, interest expense, and gross profit for the three and nine months ended September 30, 2025 and 2024 were as follows (in thousands):

Current wording

Real estate financing interest income, interest expense, and gross profit for the three months ended March 31, 2026 and 2025 were as follows (in thousands):

Previous wording

We believe our primary short-term liquidity requirements consist of general contractor expenses, operating expenses, and other expenditures associated with our properties, including tenant improvements, leasing commissions and leasing incentives, dividend payments to our stockholders required to maintain our REIT qualification, debt service, capital expenditures, new real estate development projects, mezzanine loan funding requirements, and strategic acquisitions. We expect to meet our short-term liquidity requirements through net cash provided by operations, reserves established from existing cash, borrowings under construction loans to fund new real estate development and construction, borrowings available under our credit facility (as defined below), and net proceeds from the opportunistic sale of common stock through our ATM Program, which is discussed below.

Current wording

We believe our primary short-term liquidity requirements consist of general contractor expenses, operating expenses, and other expenditures associated with our properties, including tenant improvements, leasing commissions and leasing incentives, dividend payments to our stockholders required to maintain our REIT qualification, debt service, capital expenditures, new real estate development projects, mezzanine loan funding requirements, and strategic acquisitions. We expect to meet our short-term liquidity requirements through net cash provided by operations, reserves established from existing cash, borrowings available under our credit facility (as defined below), and net proceeds from the opportunistic sale of common stock through our ATM Program, which is discussed below.

Previous wording

Our long-term liquidity needs consist primarily of funds necessary for the repayment of debt at or prior to maturity, general contracting expenses, property development and acquisitions, tenant improvements, and capital improvements. We expect to meet our long-term liquidity requirements with net cash from operations, long-term secured and unsecured indebtedness, the issuance of equity and debt securities, and the opportunistic disposition of non-core properties. We also may fund property development and acquisitions and capital improvements using our credit facility pending long-term financing.

Current wording

Our long-term liquidity needs consist primarily of funds necessary for the repayment of debt at or prior to maturity, property development and acquisitions, tenant improvements, and capital improvements. We expect to meet our long-term liquidity requirements with net cash from operations, long-term secured and unsecured indebtedness, the issuance of equity and debt securities, and the opportunistic disposition of non-core properties. We also may fund acquisitions and capital improvements using our credit facility pending long-term financing.

Previous wording

As of September 30, 2025, we had unrestricted cash and cash equivalents of $46.5 million available for both current liquidity needs as well as development and redevelopment activities. We also had restricted cash in escrow of $3.3 million, some of which is available for capital expenditures and certain operating expenses at our operating properties. As of September 30, 2025, we had $85.8 million of available borrowings under our revolving credit facility to meet our short-term liquidity requirements. During the three months ended September 30, 2025, we decreased outstanding borrowings on our revolving credit facility by $9.0 million.

Current wording

As of March 31, 2026, we had unrestricted cash and cash equivalents of $28.5 million attributable to continuing operations available for both current liquidity needs as well as development and redevelopment activities. We also had restricted cash in escrow of $2.0 million attributable to continuing operations, some of which is available for capital expenditures and certain operating expenses at our operating properties. As of March 31, 2026, we had $80.3 million of available borrowings under our revolving credit facility to meet our short-term liquidity requirements. During the three months ended March 31, 2026, we decreased outstanding borrowings on our revolving credit facility by $30.0 million from proceeds from the sale of Solis Peachtree Corners and Solis North Creek.

Previous wording

During the year ended December 31, 2022, we began to implement a strategic transformation of the composition of borrowings by refinancing secured property debt with unsecured property debt in order to increase the flexibility of our financing cash flows. We continue to implement this transformation in the current fiscal year. As of September 30, 2025, unsecured debt represented 60.2% of our total borrowings compared to 55.9% as of September 30, 2024.

Current wording

During the year ended December 31, 2022, we began to implement a strategic transformation of the composition of borrowings by refinancing secured property debt with unsecured property debt in order to increase the flexibility of our financing cash flows. Additionally, we have begun transforming our debt portfolio from variable-rate to fixed-rate borrowings. We continued to implement this transformation during the three months ended March 31, 2026 and intend to continue to implement this transformation in the current fiscal year. As of March 31, 2026, fixed-rate debt and variable-rate debt before the impact of derivatives represented 21.7% and 78.3%, respectively, compared to 16.6% and 83.4% as of March 31, 2025. As of March 31, 2026, unsecured debt represented 60.7% of our total borrowings compared to 56.5% as of March 31, 2025. However, we intend to maintain a certain level of property secured debt as part of our risk management strategy.

Previous wording

As of September 30, 2025, we had $30.0 million in loans that will mature during the remainder of 2025 for which we plan to extend the maturity through available extension options or refinance.

Current wording

As of March 31, 2026, we had $384.4 million in loans that will mature during the remainder of 2026 for which we plan to extend the maturity through available extension options or refinance. We are in the process of refinancing the loans secured by the Thames Street and Constellation Energy Building properties, as well as the TD term loan facility.

Previous wording

During the nine months ended September 30, 2025, we did not issue any shares of common stock or Series A Preferred Stock under the ATM Program. Shares having an aggregate offering price of $178.5 million remained unsold under the ATM Program as of October 31, 2025.

Current wording

During the three months ended March 31, 2026, we did not issue any shares of common stock or Series A Preferred Stock under the ATM Program. Shares having an aggregate offering price of $178.5 million remained unsold under the ATM Program as of May 1, 2026.

Previous wording

During the nine months ended September 30, 2025, we did not repurchase any shares of common stock or Series A Preferred Stock. As of September 30, 2025, $37.4 million remained available for repurchases under the Share Repurchase Program.

Current wording

During the three months ended March 31, 2026, we repurchased 3,654,759 shares of common stock for a total of $21.0 million, at a weighted average price of $5.72. During the three months ended March 31, 2026, we did not repurchase any shares of Series A Preferred Stock. As of March 31, 2026, $16.4 million remained available for repurchases under the Share Repurchase Program. On April 2, 2026, the Company repurchased 578,476 shares of common stock for a total of $3.2 million, at a weighted average price of $5.61.

Previous wording

The revolving credit facility bears interest at SOFR plus a margin ranging from 1.30% to 1.85% and a credit spread adjustment of 0.10%, and the term loan facility bears interest at SOFR plus a margin ranging from 1.25% to 1.80% and a credit spread adjustment of 0.10%, in each case depending on our total leverage. We also are obligated to pay an unused commitment fee of 15 or 25 basis points on the unused portions of the commitments under the revolving credit facility, depending on the amount of borrowings under the revolving credit facility. If the Company or the Operating Partnership attains investment grade credit ratings from both S&P Global Ratings and Moody’s Investors Service, Inc., we may elect to have borrowings become subject to interest rates based on such credit ratings. Our unencumbered borrowing pool will support revolving borrowings of up to $285.7 million, as of September 30, 2025.

Current wording

The revolving credit facility bears interest at SOFR plus a margin ranging from 1.30% to 1.85% and a credit spread adjustment of 0.10%, and the term loan facility bears interest at SOFR plus a margin ranging from 1.25% to 1.80% and a credit spread adjustment of 0.10%, in each case depending on our total leverage. We also are obligated to pay an unused commitment fee of 15 or 25 basis points on the unused portions of the commitments under the revolving credit facility, depending on the amount of borrowings under the revolving credit facility. If the Company or the Operating Partnership attains investment grade credit ratings from both S&P Global Ratings and Moody’s Investors Service, Inc., we may elect to have borrowings become subject to interest rates based on such credit ratings. Our unencumbered borrowing pool will support revolving borrowings of up to $291.3 million, as of March 31, 2026.

Previous wording

On July 22, 2025, we and the Operating Partnership entered into a note purchase agreement (the “Note Purchase Agreement”), with institutional investors, pursuant to which the Operating Partnership sold, and the institutional investors purchased,which $115.0 million aggregate principal amount of unsecured notes, consisting of (a) $25.0 million aggregate principal amount of of 5.57% Senior Notes, Series A, due July 22, 2028, (b) $45.0 million aggregate principal amount of 5.78% Senior Notes, Series B, due July 22, 2030, and (c) $45.0 million aggregate principal amount of 6.09% Senior Notes, Series C, due July 22, 2032 (collectively, the "Notes").

Current wording

On July 22, 2025, we and the Operating Partnership entered into a note purchase agreement (the “Note Purchase Agreement”) with institutional investors pursuant to which the Operating Partnership sold, and the institutional investors purchased, $115.0 million aggregate principal amount of unsecured notes, consisting of (a) $25.0 million aggregate principal amount of 5.57% Senior Notes, Series A, due July 22, 2028, (b) $45.0 million aggregate principal amount of 5.78% Senior Notes, Series B, due July 22, 2030, and (c) $45.0 million aggregate principal amount of 6.09% Senior Notes, Series C, due July 22, 2032 (collectively, the "Notes").

Showing the first 40 of 48 pairs. Open the source sections for the rest.

Rearranged current paragraphs (9)

Current report — wording carried from elsewhere

•Divesting construction and real estate financing businesses; and

Current report — wording carried from elsewhere

As of March 31, 2026, we operated our business in two segments: (i) retail real estate and (ii) office real estate.

Current report — wording carried from elsewhere

Retail same store rental revenues, property expenses, and NOI for the three months ended March 31, 2026 and 2025 were as follows (in thousands):

Current report — wording carried from elsewhere

Retail same store NOI for the three months ended March 31, 2026 was materially consistent with the three months ended March 31, 2025.

Current report — wording carried from elsewhere

Office same store rental revenues, property expenses, and NOI for the three months ended March 31, 2026 and 2025 were as follows (in thousands):

Current report — wording carried from elsewhere

Office same store NOI for the three months ended March 31, 2026 was materially consistent with the three months ended March 31, 2025.

Current report — wording carried from elsewhere

Retail rental revenues for the three months ended March 31, 2026 was materially consistent with the three months ended March 31, 2025.

Current report — wording carried from elsewhere

Retail real estate taxes for the three months ended March 31, 2026 was materially consistent with the three months ended March 31, 2025.

Current report — wording carried from elsewhere

satisfaction of certain financial and nonfinancial covenants and involve, to varying degrees, elements of credit risk in excess of the amount recognized in the consolidated balance sheets. The commitments may or may not be funded depending on a variety of circumstances including timing, credit metric hurdles, and other nonfinancial events occurring.
Rearranged previous paragraphs (2)

Previous report — wording carried elsewhere

•On July 22, 2025, we, as parent guarantor, and the Operating Partnership, as borrower, entered into a note purchase agreement with institutional investors, pursuant to which the Operating Partnership sold, and the institutional investors purchased, an aggregate of $115.0 million aggregate principal amount of senior unsecured notes of the Operating Partnership, consisting of (a) $25.0 million aggregate principal amount of 5.57% Senior Notes, Series A, due July 22, 2028, (b) $45.0 million aggregate principal amount of 5.78% Senior Notes, Series B, due July 22, 2030 and (c) $45.0 million aggregate principal amount of 6.09% Senior Notes, Series C, due July 22, 2032 (collectively, the “Notes”). The issue price for the Notes was 100% of the aggregate principal amount thereof. We utilized the net proceeds of the sale of the Notes to repay the $65 million construction loan secured by the Southern Post mixed-use asset and $48.0 million under the revolving credit facility.

Previous report — wording carried elsewhere

(2) Accounts for the double-issuance of stock compensation due to a modification in the structure of executive compensation grants, removing the impact of grants in the current year that are related to the prior year's performance. New grants are now issued in the year in which performance relates. Adjustment also removes impact of a one-time acceleration of 100% of stock compensation awarded to our former Chief Executive Officer in relation to prior year performance. This adjustment accounts for the duplicate expense, but does not adjust for the double issuance of shares. This adjustment also specifically excludes the impact of the special awards granted in June 2025 to a select group of employees, including our executive officers.