American Strategic Investment Co.

Previous wording

These forward-looking statements are subject to risks, uncertainties, and other factors, many of which are outside of our control, which could cause actual results to differ materially from the results contemplated by the forward-looking statements. These risks and uncertainties include anticipated benefits of our election to terminate our status as a real estate investment trust; whether we will be able to successfully acquire new assets or businesses; potential adverse effects of the geopolitical instability; the ongoing military conflicts between Russia and Ukraine and Israel and Hamas, including related sanctions and other penalties imposed by the U.S. and European Union, and the related impact on us, our tenants and the global economy and financial markets; inflationary conditions and higher interest rate environment; economic uncertainties about the ultimate impact of tariffs imposed by, or imposed on, the United States and its trading relationships; that any potential future acquisition or disposition is subject to market conditions and capital availability and may not be identified or completed on favorable terms, or at all, and that we may not be able to regain compliance with New York Stock Exchange’s (“NYSE”) continued listing requirements and rules, and the NYSE may delist the Company’s common stock, which could negatively affect the Company, the price of the Company’s common stock and shareholders’ ability to sell the Company’s common stock. Some of the risks and uncertainties, although not all risks and uncertainties, that could cause our actual results to differ materially from those presented in our forward-looking statements are set forth in the Risk Factors section of our Annual Report on Form 10-K for the year ended December 31, 2024 filed with the Securities and Exchange Commission (“SEC”) on March 19, 2025 (the “2024 Annual Report”), this and our other Quarterly Reports on Form 10-Q and our other filings with the SEC.

Current wording

These forward-looking statements are subject to risks, uncertainties, and other factors, many of which are outside of our control, which could cause actual results to differ materially from the results contemplated by the forward-looking statements. These risks and uncertainties include anticipated benefits of our election to terminate our status as a real estate investment trust; whether we will be able to successfully acquire new assets or businesses; potential adverse effects of the geopolitical instability; the ongoing military conflicts between Russia and Ukraine, Israel and Hamas and the United States (“U.S.”) and Israel conflict with Iran, including related sanctions and other penalties imposed by the U.S. and European Union, and the related impact on us, our tenants and the global economy and financial markets; inflationary conditions and higher interest rate environment; economic uncertainties about the ultimate impact of tariffs imposed by, or imposed on, the United States and its trading relationships; that any potential future acquisition or disposition is subject to market conditions and capital availability and may not be identified or completed on favorable terms, or at all, and that we may not be able to regain compliance with New York Stock Exchange’s (“NYSE”) continued listing requirements and rules, and the NYSE may delist the Company’s common stock, which could negatively affect the Company, the price of the Company’s common stock and shareholders’ ability to sell the Company’s common stock. Some of the risks and uncertainties, although not all risks and uncertainties, that could cause our actual results to differ materially from those presented in our forward-looking statements are set forth in the Risk Factors section of our Annual Report on Form 10-K for the year ended December 31, 2025 filed with the Securities and Exchange Commission (“SEC”) on April 15, 2026 (the “2025 Annual Report”), this and our other Quarterly Reports on Form 10-Q and our other filings with the SEC.

Previous wording

We are an externally managed company that owns a portfolio of commercial real estate located within the five boroughs of New York City, primarily Manhattan. Our real estate assets consist of office properties and certain real estate assets that accompany office properties, including retail spaces and amenities and parking garages that do not accompany office spaces. As of September 30, 2025, we owned six properties consisting of approximately 0.7 million rentable square feet, acquired for an aggregate purchase price of $442.7 million with an overall occupancy of 80.9%, which excludes one property, 1140 Avenue of Americas, which is in consensual a foreclosure process.

Current wording

We are an externally managed company that owns a portfolio of commercial real estate located within the five boroughs of New York City, primarily Manhattan. Our real estate assets consist of office properties and certain real estate assets that accompany office properties, including retail spaces and amenities and parking garages that do not accompany office spaces. As of March 31, 2026, we owned five properties consisting of approximately 0.7 million rentable square feet, acquired for an aggregate purchase price of $442.7 million with an overall occupancy of 76.4%, which excludes one property, 1140 Avenue of the Americas, which is in a consensual foreclosure process.

Previous wording

Substantially all of our business is conducted through the OP and its wholly owned subsidiaries. New York City Advisors, LLC (our “Advisor”) manages our day-to-day business with the assistance of New York City Properties, LLC (our “Property Manager”). Our Advisor and Property Manager are under common control with AR Global Investments, LLC (“AR Global”) and these related parties receive compensation and fees for providing services to us. We also reimburse these entities for certain expenses they incur in providing these services to us.

Current wording

Substantially all of our business is conducted through the OP and its wholly owned subsidiaries. Our Advisor manages our day-to-day business with the assistance of our Property Manager. Our Advisor and Property Manager are under common control with AR Global and these related parties receive compensation and fees for providing services to us. We also reimburse these entities for certain expenses they incur in providing these services to us.

Previous wording

The adverse economic impacts since the onset of the COVID-19 pandemic have caused us to experience challenges in leasing up available space and maintaining occupancy in our properties. These challenges with leasing activity have negatively impacted, and continue to impact, our results of operations, cash flows, and ability to comply with certain mortgage debt covenants. For additional information on our leasing activity for the nine months ended September 30, 2025 and 2024, please see Results of Operations — Leasing Activity below.

Current wording

The adverse economic impacts since the onset of the COVID-19 pandemic have caused us to experience challenges in leasing up available space and maintaining occupancy in our properties. These challenges with leasing activity have negatively impacted, and continue to impact, our results of operations, cash flows, and ability to comply with certain mortgage debt covenants. For additional information on our leasing activity for the three months ended March 31, 2026 and 2025, please see Results of Operations — Leasing Activity below.

Previous wording

As of September 30, 2025 two of our mortgages aggregating $50.0 million are in default and three of our mortgages aggregating $60.0 million in principal amount remained in a cash trap events, as described in detail further below in the Liquidity and Capital Resources section. The lenders holding one of such mortgages in default, which is in respect of our 1140 Avenue of Americas property, have accelerated the debt outstanding under the applicable loan agreement and in June 2025 initiated foreclosure litigation as a result of alleged defaults. In September 2025, the Company and the lender agreed to pursue a cooperative consensual foreclosure. On September 11, 2025, the Court appointed a receiver, and the Company ceased managing the property. As a result of the consensual foreclosure and the appointment of the receiver,the Company removed its related assets and liabilities from the consolidate balance sheet as of September 30, 2025. In addition, the 400 E. 67th Street/200 Riverside Boulevard property is also in default and the lenders have accelerated the debt outstanding under the applicable loan agreement. See also Note 5 – Mortgage Notes Payable, Net — Debt Covenant Non-Compliance, Cash Sweep Events, Notices of Defaults and of Acceleration and Foreclosure Litigation to our condensed consolidated financial statements in this Quarterly Report on Form 10-Q for further discussion.

Current wording

As of March 31, 2026 two of our mortgages encumbering three of our properties aggregating $60.0 million in principal are in default and/or remained in a cash trap events, as described in detail further below in the Liquidity and Capital Resources section. The lenders of one mortgage in default, which is in respect of our 1140 Avenue of the Americas property, have accelerated the debt outstanding under the applicable loan agreement and in June 2025 initiated foreclosure litigation as a result of alleged defaults. In September 2025, the Company and the lender agreed to pursue a cooperative consensual foreclosure. On September 11, 2025, the New York County Court appointed a receiver, and the Company ceased managing the property. As a result of the consensual foreclosure and the appointment of the receiver, the Company removed its related assets and liabilities from the consolidate balance sheet as of September 30, 2025. In addition, the 400 E. 67th Street/200 Riverside Blvd. properties are also in default and the lenders have accelerated the debt outstanding under the applicable loan agreement. See also Note 5 – Mortgage Notes Payable, Net — Debt Covenant Non-Compliance, Cash Sweep Events, Notices of Defaults and of Acceleration and Foreclosure Litigation to our condensed consolidated financial statements in this Quarterly Report on Form 10-Q for further discussion.

Previous wording

Our portfolio is primarily comprised of office and retail tenants. We have collected 98% of cash rent due across our entire portfolio for the nine months ended September 30, 2025 (based on annualized straight-line rent as of September 30, 2025). We expect our cash rent collections will stay at that level, however there can be no assurance that we will be able to collect cash rent due in the future.

Current wording

Our portfolio is primarily comprised of office and retail tenants. We have collected 98% of cash rent due across our entire portfolio for the three months ended March 31, 2026 (based on annualized straight-line rent as of March 31, 2026). We expect our cash rent collections will stay at that level, however there can be no assurance that we will be able to collect cash rent due in the future.

Previous wording

(3)On November 6, 2025, the Company received a notice of acceleration from the special servicer on behalf of the lender with respect to the loan secured by the property (See Note 16 – Subsequent Events—Notice of Defaults and of Acceleration to our condensed consolidated financial statements in this Quarterly Report on Form 10-Q for further discussion)

Current wording

(2)On November 6, 2025, the Company received a notice of acceleration from the special servicer on behalf of the lender with respect to the loan secured by the property (See Note 5— Mortgage Notes Payable, Net to our condensed consolidated financial statements in this Quarterly Report on Form 10-Q for further discussion).

Previous wording

The following table is a summary of our quarterly leasing activity during the nine months ended September 30, 2025:

Current wording

The following table is a summary of our quarterly leasing activity during the three months ended March 31, 2026:

Previous wording

The following table is a summary of our quarterly leasing activity during the nine months ended September 30, 2024:

Current wording

The following table is a summary of our quarterly leasing activity during the three months ended March 31, 2025:

Previous wording

Our total overall portfolio occupancy decreased as of September 30, 2025 to 80.9% from a total portfolio occupancy of 85.9% as of September 30, 2024 from the following:

Current wording

Our total overall portfolio occupancy decreased as of March 31, 2026 to 76.4% from a total portfolio occupancy of 82.0% as of March 31, 2025 from the following:

Previous wording

•Occupancy at 400 E. 67th Street was at 44.3% for the period ended September 30, 2025 as compared to 100% for the period ended September 30, 2024. During the quarter ended September 30, 2024, a tenant located at our 400 E. 67th Street vacated its current space, however, per their agreement with us, the tenant is required to pay rent for the remainder of term of their existing lease which expired in the third quarter of 2025.

Current wording

•Occupancy at our property located at 400 E. 67th Street remained the same at 44.3% for the period ended March 31, 2026 and 2025.

Previous wording

•Occupancy at our property located at 200 Riverside remained the same at 100% for the period ended September 30, 2025 and 2024.

Current wording

•Occupancy at our property located at 200 Riverside Blvd. remained the same at 100% for the period ended March 31, 2026 and 2025.

Previous wording

•Occupancy at 123 William Street decreased to 80.0% as of September 30, 2025 compared to 88.8% as of September 30, 2024. The decrease in occupancy was due to a lease amendment and a tenant occupying less space and an early termination with a tenant during the quarter ended September 30, 2025.

Current wording

•Occupancy at 123 William Street decreased to 73.8% as of March 31, 2026 compared to 84.4% as of March 31, 2025. The decrease in occupancy was due to a lease amendment and a tenant occupying less space and an early termination with a tenant during the quarter ended September 30, 2025.

Previous wording

As of September 30, 2025, we owned six properties, with one property, 1140 Avenue of Americas, in a consensual foreclosure process, all of which were acquired prior to January 1, 2024. Our results of operations for the three months ended September 30, 2025 as compared to the three months ended September 30, 2024 primarily reflect changes due to leasing activity and occupancy.

Current wording

As of March 31, 2026, we owned five properties, with one property, 1140 Avenue of the Americas, in a consensual foreclosure process, all of which were acquired prior to January 1, 2025. Our results of operations for the three months ended March 31, 2026 as compared to the three months ended March 31, 2025 primarily reflect changes due to leasing activity and occupancy.

Previous wording

Net income (loss) attributable to common stockholders was $35.8 million for the quarter ended September 30, 2025, as compared to $34.5 million for the quarter ended September 30, 2024. The change in net income (loss) income attributable to common stockholders is discussed in detail for each line item of the condensed consolidated statements of operations in the sections that follow.

Current wording

Net loss attributable to common stockholders was $7.8 million for the quarter ended March 31, 2026, as compared to $8.6 million for the quarter ended March 31, 2025. The change in net loss attributable to common stockholders is discussed in detail for each line item of the condensed consolidated statements of operations in the sections that follow.

Previous wording

Revenue from tenants decreased to $12.3 millionfor the three months ended September 30, 2025 as compared to $15.4 million for the three months ended September 30, 2024 primarily due to the sale of 9 Times Square during the three months ended December 31, 2024, resulting in a $3.2 million decrease in revenue from tenants.

Current wording

Revenue from tenants decreased to $7.3 millionfor the three months ended March 31, 2026 as compared to $12.3 million for the three months ended March 31, 2025 primarily due to the disposition of our 1140 Avenue of the Americas property during the year ended December 31, 2025, resulting in a $5.0 million decrease in revenue from tenants.

Previous wording

We incurred$1.9 million and $2.0 million in fees for asset and property management services paid to our Advisor and Property Manager for the three months ended September 30, 2025 and 2024, respectively. See Note 10 — Related Party Transactions and Arrangements to our condensed consolidated financial statements in this Quarterly Report on Form 10-Q for more information on fees incurred from our Advisor and Property Manager.

Current wording

We incurred$1.6 million and $1.9 million in fees for asset and property management services paid to our Advisor and Property Manager for the three months ended March 31, 2026 and 2025, respectively. See Note 10 — Related Party Transactions and Arrangements to our condensed consolidated financial statements in this Quarterly Report on Form 10-Q for more information on fees incurred from our Advisor and Property Manager.

Previous wording

Property operating expenses decreased to $6.6 million for the three months ended September 30, 2025 as compared to $8.6 million for the three months ended September 30, 2024. The decrease in expenses is primarily related to the sale of 9 Times Square during the three months ended December 31, 2024.

Current wording

Property operating expenses decreased to $4.6 million for the three months ended March 31, 2026 as compared to $8.1 million for the three months ended March 31, 2025. The decrease in expenses is primarily related to the disposition of our 1140 Avenue of the Americas property during the year ended December 31, 2025.

Previous wording

During the three months ended September 30, 2025, we recorded a gain on disposition of real estate investments of $44.3 million related to our 1140 Avenue of Americas property.

Current wording

During the three months ended March 31, 2026, we recorded a gain on disposition of real estate investments of $2.3 million related to our 1140 Avenue of the Americas property, which represents the Company’s right to debt extinguishment on additional default interest incurred for the three months ended March 31, 2026 once the foreclosure process on the 1140 Avenue of the Americas property is completed. We did not record any gain on disposition of real estate investments for the three months ended March 31, 2025.

Previous wording

Equity-based compensation remained consistent at$0.3 million for the nine months ended September 30, 2025 and 2024. These amounts are comprised of restricted share amortization expense.

Current wording

Equity-based compensation remained materially consistent at $0.1 million for the three months ended March 31, 2026 and 2025. These amounts are comprised of restricted share amortization expense.

Previous wording

Property operating expenses decreased to $22.8 million for the nine months ended September 30, 2025 as compared to$25.4 millionfor the nine months ended September 30, 2024. The decrease in expenses is primarily related to the sale of 9 Times Square during the three months ended December 31, 2024.

Current wording

General and administrative expenses decreased to $2.3 million for the three months ended March 31, 2026 as compared to $3.1 million for three months ended March 31, 2025. The decrease in expenses is primarily due to lower external audit fees during thethree months ended March 31, 2026.

Previous wording

Total reimbursement expenses for administrative and personnel services provided by the Advisor, were$0.9 million during the three months ended September 30, 2025 and $0.8 million, during the three months ended September 30, 2024.

Current wording

Total reimbursement expenses for administrative and personnel services provided by the Advisor, were$1.3 million during the three months ended March 31, 2026 and $1.6 million, during the three months ended March 31, 2025.

Previous wording

Pursuant to our Advisory Agreement, reimbursement for administrative and overhead expenses and reimbursements for salaries, wages, and benefits are subject to annual limits. Of which$3.0 million ($2.6 million before the three months ended March 31, 2024) is related to salaries, wages, and benefits and$0.4 million related to administrative and overhead expenses. See Note 10 — Related Party Transactions and Arrangements to our condensed consolidated financial statements included in this Quarterly Report on Form 10-Q for further details.

Current wording

Pursuant to our Advisory Agreement, reimbursement for administrative and overhead expenses and reimbursements for salaries, wages, and benefits are subject to annual limits, of which,$3.0 millionis related to salaries, wages, and benefits and$0.4 million related to administrative and overhead expenses. See Note 10 — Related Party Transactions and Arrangements to our condensed consolidated financial statements included in this Quarterly Report on Form 10-Q for further details.

Previous wording

Depreciation and amortization expense decreased to $3.1 million for the three months ended September 30, 2025 as compared to $4.4 million for the three months ended September 30, 2024. The decrease was primarily due to a lower depreciable asset base between periods primarily relating to the sale of our 9 Times Square property in the fourth quarter of 2024. For more information, please see our 2024 Annual Report.

Current wording

Depreciation and amortization expense decreased to $2.5 million for the three months ended March 31, 2026 as compared to $3.6 million for the three months ended March 31, 2025. The decrease was primarily due to a lower depreciable asset base between periods primarily relating to the disposition of our 1140 Avenue of the Americas property during the year ended December 31, 2025. For more information, please see our 2025 Annual Report.

Previous wording

General and administrative expenses remained materially consistent at $1.8 million for the three months ended September 30, 2025 as compared to $1.8 million for three months ended September 30, 2024.

Current wording

Interest expense remained materially consistent at $4.0 million for the three months ended March 31, 2026, as compared to$4.1 millionfor the three months ended March 31, 2025.

Previous wording

Interest expense increased to $3.2 million for the nine months ended September 30, 2025 as compared to $0.0 for the nine months ended September 30, 2024. The increase in interest expense associated with property in receivership is due to the court appointment of a receiver for 1140 Avenue of Americas.

Current wording

Interest expense increased to $2.3 million for the three months ended March 31, 2026 as compared to $0.0 for the three months ended March 31, 2025. The increase in interest expense associated with property in receivership is due to the court appointment of a receiver for 1140 Avenue of the Americas.

Previous wording

The following table represents a reconciliation of our net cash provided by (used in) operations from our net loss for the nine months ended September 30, 2025 and 2024:

Current wording

The following table represents a reconciliation of our net cash used in operations from our net loss for the three months ended March 31, 2026 and 2025:

Previous wording

The following table represents a reconciliation of our net cash provided by (used in) investing activities for the nine months ended September 30, 2025 and 2024:

Current wording

The following table represents a reconciliation of our net cash used in investing activities for the three months ended March 31, 2026 and 2025:

Previous wording

There was no cash provided by or used in financing activities for the nine months ended September 30, 2025. The following table represents a reconciliation of our net cash provided by financing activities for the nine months ended September 30, 2024.

Current wording

The following table represents a reconciliation of our net cash provided by financing activities for the three months ended March 31, 2026 and 2025.

Previous wording

As of September 30, 2025, we had cash and cash equivalents of$3.4 million as compared to $9.8 million for the year ended December 31, 2024.

Current wording

As of March 31, 2026, we had cash and cash equivalents of$2.5 million as compared to $1.3 million for the year ended December 31, 2025.

Previous wording

We had restricted cash of $7.1 million as of September 30, 2025 as compared to $9.2 million as of December 31, 2024. Our restricted cash balance includes cash sweeps for 400 E 67th Street for $4.1 million and $4.2 million as of September 30, 2025 and December 31, 2024. The remaining balance of restricted cash is comprised of various escrow accounts and other cash accounts with restricted uses. We are able to use a portion of our restricted cash for certain property operating expenses and capital expenditures. As a result, some of the property operating expenses and capital expenditures that will be paid with restricted cash may reside in accounts payable and accrued expenses on our condensed consolidated balance sheet as of September 30, 2025.

Current wording

We had restricted cash of $5.7 million as of March 31, 2026 as compared to $6.8 million as of December 31, 2025. Our restricted cash balance includes cash sweeps for 400 E 67th Street for $3.0 million and $3.7 million as of March 31, 2026 and December 31, 2025, respectively. The remaining balance of restricted cash is comprised of various escrow accounts and other cash accounts with restricted uses. We are able to use a portion of our restricted cash for certain property operating expenses and capital expenditures. As a result, some of the property operating expenses and capital expenditures that will be paid with restricted cash may reside in accounts payable and accrued expenses on our condensed consolidated balance sheet as of March 31, 2026.

Previous wording

As of September 30, 2025, we are operating under two cash traps at 400 E. 67th Street and 8713 Fifth Avenue, which together, represent 10% of the rentable square feet in our portfolio as of September 30, 2025. However, our 8713 Fifth Avenue property has not generated enough excess cash after debt service and as of September 30, 2025 there is no related cash maintained in a segregated and restricted cash account for that property. Additionally, as of September 30, 2025, we are operating under one cash sweep at our 400 E. 67th Street/200 Riverside Blvd. properties. Under these lease sweep periods, any excess cash generated, if any, is to be held in a segregated reserve account controlled by the lender as additional collateral. This swept cash is classified as restricted cash on our condensed consolidated balance sheet. As of September 30, 2025 we had $4.1 million retained by the lender in a restricted cash account for our 400 E. 67th Street/200 Riverside Blvd. property. For additional information please see Note 5 —Mortgage Notes Payable, Netto our condensed consolidated financial statements included in this Quarterly Report on Form 10-Q.

Current wording

As of March 31, 2026, we are operating under three cash traps at 400 E. 67th Street/200 Riverside Blvd. and 8713 Fifth Avenue, which together, represent 19% of the rentable square feet in our portfolio as of March 31, 2026. However, our 8713 Fifth Avenue property has not generated enough excess cash after debt service and as of March 31, 2026 there is no related cash maintained in a segregated and restricted cash account for that property. Additionally, as of March 31, 2026, we are operating under one cash sweep at our 400 E. 67th Street/200 Riverside Blvd. properties. Under these lease sweep periods, any excess cash generated, if any, is to be held in a segregated reserve account controlled by the lender as additional collateral. This swept cash is classified as restricted cash on our condensed consolidated balance sheet. As of March 31, 2026 we had $3.0 million retained by the lender in a restricted cash account for our 400 E. 67th Street/200 Riverside Blvd. properties. For additional information please see Note 5 —Mortgage Notes Payable, Netto our condensed consolidated financial statements included in this Quarterly Report on Form 10-Q.

Previous wording

We define our leverage as the ratio between our net debt, which is calculated as our gross debt of $251.0 million less cash and cash equivalents of $3.4 million divided by our gross asset value, which is calculated as the carrying value of our total assets of $448.1 million plus our accumulated depreciation and amortization of $80.5 million. As of September 30, 2025, our net debt was $247.6 million, our gross asset value was $422.3 million and our leverage was 58.6%.

Current wording

We define our leverage as the ratio between our net debt, which is calculated as our gross debt of $251.0 million less cash and cash equivalents of $2.5 million divided by our gross asset value, which is calculated as the carrying value of our total assets of $445.0 million plus our accumulated depreciation and amortization of $82.9 million less our contract asset of $110.9 million. As of March 31, 2026, our net debt was $248.5 million, our gross asset value was $417.0 million and our leverage was 59.6%.

Previous wording

As of September 30, 2025 our gross borrowings totaled $251.0 million, which bore interest at a weighted-average annual rate of 5.33% and had a weighted-average maturity of 3.8 years. All of our properties are encumbered under mortgage notes payable, with one property, 1140 Avenue of Americas, in a consensual foreclosure process, and are not available to satisfy other debts and obligations, or to serve as collateral with respect to new indebtedness, as applicable, unless the existing indebtedness associated with the property is satisfied.

Current wording

As of March 31, 2026 our gross borrowings totaled $251.0 million, which bore interest at a weighted-average annual rate of 4.56%, excluding default interest, and had a weighted-average maturity of 1.3 years. All of our properties are encumbered under mortgage notes payable, and are not available to satisfy other debts and obligations, or to serve as collateral with respect to new indebtedness, as applicable, unless the existing indebtedness associated with the property is satisfied.

Previous wording

We had four mortgage loans secured by our five properties with an aggregate balance of$251.0 million as of September 30, 2025 with a weighted-average effective interest rate of 5.33%. All our mortgage loans bear interest at a fixed rate. This excludes our 1140 Avenue of Americas property, which is in a consensual foreclosure process.

Current wording

We had four mortgage loans secured by our five properties with an aggregate balance of$251.0 million as of March 31, 2026 with a weighted-average effective interest rate of 4.56%, excluding default interest. All our mortgage loans bear interest at a fixed rate. This excludes our 1140 Avenue of the Americas property, which is in a consensual foreclosure process.

Previous wording

We have breached both a debt service coverage provision and a reserve fund provision under our non-recourse mortgage secured by the 1140 Avenue of the Americas property in each of the last 20 quarters ended September 30, 2025. The principal amount of the loan was $99.0 million and reflected as debt associated with property in receivership on the condensed consolidated balance sheet as of September 30, 2025 (refer to Note 6 - Property Dispositions).

Current wording

We have breached both a debt service coverage provision and a reserve fund provision under our non-recourse mortgage secured by the 1140 Avenue of the Americas property in each of the last 22 quarters ended March 31, 2026. The principal amount of the loan was $99.0 million and reflected as debt associated with property in receivership on the condensed consolidated balance sheet as of March 31, 2026 (refer to Note 6 - Property Disposition to our condensed consolidated financial statements included in this Quarterly Report on Form 10-Q).

Previous wording

On June 27, 2025, the trustee appointed to act on behalf of the lenders filed a complaint with the Supreme Court of the State of New York in the County of New York (the “Court”), naming the OP and our subsidiary borrower under such loan agreement as defendants, requesting the Court initiate foreclosure proceedings on the mortgage on the property and that the OP and such borrower pay the lenders the amount of the debt, inclusive of certain accrued fees and expenses, remaining unsatisfied after the sale of the property. On July 21, 2025, the trustee filed a motion with the Court to appoint a receiver with respect to the property. On August 6, 2025, we filed our answer to such complaint, which admitted in part, denied in part the material allegations and stated that we have insufficient knowledge and information upon which to form a belief as to whether we have, as of yet, unstated affirmative defenses available. Notwithstanding the OP being named as defendant in the complaint, the complaint does not allege events giving rise to a recourse obligation by the OP under the guaranty agreement related to the loan agreement, and we do not believe that any of the allegations against the OP are sufficient to trigger any such recourse obligation of the OP under the guaranty agreement.

Current wording

On June 27, 2025, the trustee appointed to act on behalf of the lenders filed a complaint with the New York County Court, naming the OP and our subsidiary borrower under such loan agreement as defendants, requesting the New York County Court initiate foreclosure proceedings on the mortgage on the property and that the OP and such borrower pay the lenders the amount of the debt, inclusive of certain accrued fees and expenses, remaining unsatisfied after the sale of the property. On July 21, 2025, the trustee filed a motion with the New York County Court to appoint a receiver with respect to the property. On August 6, 2025, we filed our answer to such complaint, which admitted in part, denied in part the material allegations and stated that we have insufficient knowledge and information upon which to form a belief as to whether we have, as of yet, unstated affirmative defenses available. Notwithstanding the OP being named as defendant in the complaint, the complaint does not allege events giving rise to a recourse obligation by the OP under the guaranty agreement related to the loan agreement, and we do not believe that any of the allegations against the OP are sufficient to trigger any such recourse obligation of the OP under the guaranty agreement.

Previous wording

In September 2025, we agreed with the Lender to pursue a consensual foreclosure. On September 11, 2025, the Court appointed a receiver and we ceased managing the property. As a result of the consensual foreclosure and the appointment of the receiver, we removed our related assets and liabilities from the condensed consolidated balance sheet as of September 30, 2025 and recognized a gain of $44.3 million which is reflected in the condensed consolidated statements of operations for the three and nine months ended September 30, 2025.

Current wording

In September 2025, we agreed with the lender to pursue a consensual foreclosure. On September 11, 2025, the New York County Court appointed a receiver and we ceased managing the property. As a result of the consensual foreclosure and the appointment of the receiver, we removed our related assets and liabilities from the condensed consolidated balance sheet as of December 31, 2025 and recognized a gain of $47.9 million which is reflected in the consolidated statements of operations for the year ended December 31, 2025. As of March 31, 2026, the foreclosure has not concluded and therefore we continue to record accrued default interest. As a result, during the three months ended March 31, 2026 the Company recognized an additional gain of $2.3 million which is reflected in the condensed consolidated statements of operations for the three months ended March 31, 2026.

Previous wording

We also recorded a contract asset of $106.3 million and the related debt associated with property under receivership and accrued interest associated with property under receivership of $99.0 million and $7.3 million, respectively, are included in our consolidated balance sheet as of September 30, 2025. This contract asset represents our right to debt extinguishment once the foreclosure process on the 1140 Avenue of Americas property is completed.

Current wording

We also recorded a contract asset of $108.6 million and the related debt associated with property under receivership and accrued interest associated with property under receivership of $99.0 million and $9.6 million, respectively, are included in the consolidated balance sheet as of December 31, 2025. This contract asset represents our right to debt extinguishment once the foreclosure process on the 1140 Avenue of the Americas property is completed. As a result of the additional gain recognized during the three months ended March 31, 2026, the total contract asset recorded on the balance sheet as of March 31, 2026 is $110.9 million and the total accrued interest associated with property under receivership recorded on the balance sheet as of March 31, 2026 is $11.9 million.

Previous wording

In addition, the 1140 Avenue of Americas property includes a ground lease agreement, for more information on the ground lease please see Note 9 - Commitments and Contingencies. Upon disposition of the 1140 Avenue of Americas property, we removed the related ROU asset and lease liability from the condensed consolidated balance sheet.

Current wording

In addition, the 1140 Avenue of the Americas property includes a ground lease agreement, for more information on the ground lease please see Note 9 - Commitments and Contingencies to our condensed consolidated financial statements included in this Quarterly Report on Form 10-Q. Upon disposition of the 1140 Avenue of the Americas property, we removed the related ROU asset and lease liability from the condensed consolidated balance sheet.