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American Strategic Investment Co.

For the period ended Sep 30, 2025. Filed Nov 19, 2025.

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.

Sep 30, 2025 · Filed Nov 19, 2025

NYC$5.76-2.5%Stored close · as of Nov 9, 2026

What changed in Risk Factors?

Read the current filing

Previous report: 10-Q

Period ended 2025-06-30; filed 2025-08-08.

0001628280-25-039258

Item 1A. Risk Factors

Current report: 10-Q

Period ended 2025-09-30; filed 2025-11-19.

0001595527-25-000014

Item 1A. Risk Factors

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 4 previous paragraphs and 6 current paragraphs.

1 unchanged; 1 reworded; 4 added; 2 removed; 0 previous and 0 current paragraphs rearranged.

Tables are not compared: 0 previous and 0 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 (4)

Current report

Our failure to meet the NYSE’s continued listing requirements could result in the suspension and delisting of our Class A common stock.

Current report

Our Class A common stock is listed on the NYSE. The NYSE requires listed companies to continue to satisfy certain

Current report

quantitative and qualitative standards. On August 26, 2025, we received a written notice from the NYSE that we were not in compliance with Section 802.01B of the NYSE Listed Company Manual because our 30-trading-day average global market capitalization was approximately $34.3 million and our stockholders’ equity as of June 30, 2025 was approximately $35.5 million, each below the $50 million thresholds required by that rule. We have submitted a business plan to the NYSE that we believe demonstrates our potential to regain compliance within 18 months of receipt of the notice in accordance with NYSE procedures. If the NYSE accepts our plan, we will be subject to quarterly monitoring for compliance with that plan; if the NYSE does not accept our plan, our securities would be subject to suspension and delisting proceedings. The notice had no immediate effect on the listing of our Class A common stock, which continues to trade on the NYSE subject to our compliance with other NYSE continued listing requirements.

Current report

If our Class A common stock were delisted from the NYSE, trading could become more difficult for investors, potentially leading to declines in our share price and liquidity. Without a NYSE listing, stockholders may find it more difficult to obtain quotations, and trading volume could diminish. Delisting could also result in negative publicity and make it more difficult for us to raise additional capital. Although our Class A common stock might be eligible to trade on an over-the-counter quotation system, such as the OTCQB or Pink market, we cannot assure you that an active trading market would develop or be sustained there, or that we would be able to list on another national securities exchange.
Removed paragraphs (2)

Previous report

The 1140 Avenue of the Americas property is subject to litigation and potential foreclosure.

Previous report

During June and July 2025, the trustee acting on behalf of the lenders for the 1140 Avenue of the Americas property filed a complaint and a motion in the Supreme Court of the State of New York, naming the OP and the Company’s subsidiary borrower as defendants and seeking among other things, foreclosure of the property and appointment of a receiver. For U.S. federal income tax purposes, a foreclosure of the 1140 Avenue of the Americas property would be treated as a sale of the property for a purchase price equal to the outstanding balance of the debt secured by the mortgage. If the outstanding balance of the debt secured by the mortgage exceeds the Company’s tax basis in the property, the Company would recognize taxable income on foreclosure but would not receive any cash proceeds. In addition, foreclosure of the property may be a lengthy process and may involve significant expenses and attention from management. Although the lenders did not allege events giving rise to a recourse obligation by the OP under the guaranty provided by the OP related to the borrower’s obligation under the applicable loan agreement, the OP was named as a defendant in the complaint and there can be no assurance as to the determination of such matter if such allegations are made. In the event that there is recourse, resulting in the OP being liable for the deficit between the proceeds from a foreclosure sale and the value of the amounts outstanding under the loan, such liability could result in a material adverse effect on the Company’s financial position.
Reworded paragraphs (1)

Previous wording

Other than as set forth below, there have been no material changes to the risk factors disclosed in Part I, Item 1A. “Risk Factors” of our 2024 Annual Report, as amended and we direct your attention to those risk factors.

Current wording

Except for the risk factor below, there have been no material changes to the risk factors disclosed in Part I, Item 1A. “Risk Factors” of our 2024 Annual Report, as amended by our Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2025, and we direct your attention to those risk factors.