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Howard Hughes Holdings Inc.

For the period ended Jun 30, 2025. Filed Aug 6, 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.

Jun 30, 2025 · Filed Aug 6, 2025

HHH$77.73-0.4%Stored close · as of Nov 6, 2026

What changed in Management’s Discussion and Analysis?

Read the current filing

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 72 previous paragraphs and 75 current paragraphs.

58 unchanged; 10 reworded; 7 added; 4 removed; 0 previous and 0 current paragraphs rearranged.

Tables are not compared: 6 previous and 6 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 (7)

Current report

– statements regarding the expected changes to our strategy following the transactions with Pershing Square

Current report

On May 5, 2025, the Company sold 9,000,000 newly issued shares of the Company’s common stock to Pershing Square for an aggregate purchase price of $900 million. This represented a significant milestone for the Company, and we continue to evaluate opportunities to deploy this capital. Over time, we expect HHH will be transformed into a premier diversified holding company, with our portfolio of master planned communities at its foundation. Refer to Note 2 -Pershing Square Transaction in the Notes to Condensed Consolidated Financial Statements under Item 1 of this Quarterly Report for additional information on the transactions with Pershing Square.

Current report

Second Quarter 2025 Highlights

Current report

–Retail NOI decreased $1.1 million primarily due to the collection of previously reserved accounts receivable in Ward Village in 2024.

Current report

–The increase in EBT was primarily attributable to lower depreciation expense and the recognition of a gain on the sale of a land parcel in the Merriweather District in the current period.

Current report

–During June 2025, we launched pre-sales for our two new Ward Village condominiums, Melia and ‘Ilima. Pre-sales activity for these towers has been strong, however as of June 30, 2025, all pre-sold units were still within the contractual 30-day rescission period.

Current report

–Completed construction on the redevelopment of Grogan’s Mill Retail in The Woodlands. As of June 30, 2025, this 31,000-square-foot retail center was 55% leased.
Removed paragraphs (4)

Previous report

Information provided in this report does not take into account the anticipated changes in our business as a result of the shift in our strategic direction following the recent transactions with Pershing Square. Refer to Note 17 -Subsequent Events in the Notes to Condensed Consolidated Financial Statements under Item 1 of this Quarterly Report for additional information on the transactions with Pershing Square.

Previous report

First Quarter 2025 Highlights

Previous report

–The increase in EBT was primarily attributable to final Waiea remediation expenditures incurred in the prior period that did not occur in the current period, partially offset by a loss on deconsolidation of the Victoria Place homeowners’ association in the current quarter as ownership and control was passed to the residents.

Previous report

–As of March 31, 2025,95.6% of the units at our four towers under construction, The Park Ward Village, Ulana Ward Village, Kalae, and The Ritz-Carlton Condominiums, are under contract.
Reworded paragraphs (10)

Previous wording

–our indebtedness, including our$750,000,000 5.375% Senior Notes due 2028,$650,000,000 4.125% Senior Notes due 2029 and$650,000,000 4.375% Senior Notes due 2031, contain restrictions that may limit our ability to operate our business

Current wording

–our indebtedness, including our$750,000,000 5.375% senior unsecured notes due 2028,$650,000,000 4.125% senior unsecured notes due 2029 and$650,000,000 4.375% senior unsecured notes due 2031, contain restrictions that may limit our ability to operate our business

Previous wording

–Net income from continuing operations increased to income of $10.8 million in the current quarter, compared to a loss of $21.0 million in the prior-year period. This improvement was primarily driven by increased MPC residential land sales.

Current wording

–Net income from continuing operations decreased to a net loss of $12.1 million in the current quarter, compared to net income of $47.4 million in the prior-year period. This decrease was primarily driven by a loss on the sale of MUD receivables.

Previous wording

–We continue to maintain a strong liquidity position with $493.7 million of cash and cash equivalents, $1.0 billion of undrawn lender commitment available to be drawn for property development, and limited near-term debt maturities, all as of March 31, 2025.

Current wording

–We continue to maintain a strong liquidity position with $1.4 billion of cash and cash equivalents, $515.0 million of undrawn capacity on our Secured Bridgeland Notes, $880.5 million of undrawn lender commitments available to be drawn for property development, subject to certain restrictions, and limited near-term debt maturities, all as of June 30, 2025.

Previous wording

–Operating Assets NOI totaled $64.0 million in the current quarter, a $3.7 million increase compared to $60.4 million in the prior-year period.

Current wording

–Operating Assets NOI totaled $66.9 million in the current quarter, a $3.5 million increase compared to $63.3 million in the prior-year period.

Previous wording

–Multifamily NOI increased $2.0 million primarily due to continued lease-up at Tanager Echo in Summerlin, Marlow in Downtown Columbia, and Wingspan in Bridgeland.

Current wording

–Multifamily NOI increased $2.7 million primarily due to continued lease-up at Tanager Echo in Summerlin, Marlow in Merriweather District, and Wingspan in Bridgeland.

Previous wording

–Office NOI increased $2.3 million primarily due to strong leasing activity and abatement expirations at various properties in The Woodlands and Summerlin, most notably at 9950 Woodloch Forest and 1700 Pavilion. These increases were partially offset by lower occupancy at certain properties in Downtown Columbia and The Woodlands.

Current wording

–Office NOI increased $1.9 million primarily due to strong leasing activity and abatement expirations at various properties in The Woodlands, Merriweather District, and Summerlin, most notably at 9950 Woodloch Forest, 6100 Merriweather, and 1700 Pavilion, partially offset by decreases related to lower occupancy at certain properties in Merriweather District and The Woodlands, most notably at Merriweather Row and 3831 Technology Forest.

Previous wording

–MPC EBT totaled $63.3 million in the current quarter, a $39.0 million increase compared to $24.3 million in the prior-year period.

Current wording

–MPC EBT totaled $102.4 million in the current quarter, a $20.8 million decrease compared to $123.2 million in the prior-year period.

Previous wording

–The increase in EBT was primarily due to higher residential land sales, net of costs, at Summerlin due to an increase in superpad acres sold in the current quarter.

Current wording

–The decrease in EBT was primarily due to the timing of residential land sales, net of costs across our MPCs.

Previous wording

–Strategic Developments EBT increased $4.2 million to a loss of $1.2 million in the current quarter, compared to a loss of $5.4 million in the prior-year period.

Current wording

–Strategic Developments EBT increased $3.9 million to income of $1.0 million in the current quarter, compared to a loss of $3.0 million in the prior-year period.

Previous wording

–We contracted 26 units at The Launiu during the current quarter and of March 31, 2025, this development project was 63.7% pre-sold.

Current wording

–We contracted 15 units at The Launiu during the current quarter and as of June 30, 2025, this development project was 66.8% pre-sold. Construction is expected to commence on The Launiu later in 2025.