American Strategic Investment Co.

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.

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

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.