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Howard Hughes Holdings Inc.

For the period ended Sep 30, 2025. Filed Nov 10, 2025.

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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 10, 2025

HHH$84.60-1.2%Stored close · as of Nov 10, 2026

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Condensed Consolidated Statements of Cash Flows

FINANCIAL STATEMENTSTable of Contents

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

Nine Months Ended September 30,
thousands20252024
CASH FLOWS FROM OPERATING ACTIVITIES
Net income (loss)$118,164$41,088
Net income (loss) from discontinued operations, net of taxes—(81,807)
Net income (loss) from continuing operations118,164122,895
Adjustments to reconcile net income (loss) to cash provided by (used in) operating activities:
Depreciation121,419120,404
Amortization14,57214,403
Amortization of deferred financing costs9,3309,122
Amortization of intangibles other than in-place leases9090
Straight-line rent amortization(5,058)(4,389)
Deferred income taxes29,51328,466
Restricted stock and stock option amortization15,99812,221
Net gain on sale of properties(29,834)(7,959)
Loss on sale of MUD receivables48,19751,525
Proceeds from sale of MUD receivables180,043176,680
(Gain) loss on extinguishment of debt480198
Equity in (earnings) losses from unconsolidated ventures, net of distributions8,9289,403
Provision for (recovery of) doubtful accounts2,087(1,017)
Master Planned Communities development expenditures(325,854)(284,984)
Master Planned Communities cost of sales146,087133,257
Condominium development expenditures(397,767)(453,896)
Condominium rights and units cost of sales1,11215,694
Net Changes:
Accounts receivable, net(33,056)(2,827)
Other assets, net(1,911)(9,811)
Condominium deposits, net201,543220,776
Deferred expenses, net(33,433)(25,015)
Accounts payable and other liabilities31,457(14,244)
Cash provided by (used in) operating activities of continuing operations102,107110,992
Cash provided by (used in) operating activities of discontinued operations—(51,495)
Cash provided by (used in) operating activities102,10759,497
CASH FLOWS FROM INVESTING ACTIVITIES
Property and equipment expenditures(1,156)(927)
Operating property improvements(33,086)(27,997)
Property development and redevelopment(128,465)(182,548)
Acquisition of assets(16,356)(18,456)
Proceeds from sales of properties, net12,33617,175
Reimbursements under tax increment financings and grants6,5838,258
Disbursement of loan to tenant(1,250)—
Proceeds from repayment of loan to tenant31—
Distributions from unconsolidated ventures2,3221,275
Investments in unconsolidated ventures, net(3,017)(3,500)
Net parent investment in discontinued operations—(169,825)
Cash provided by (used in) investing activities of continuing operations(162,058)(376,545)
Cash provided by (used in) investing activities of discontinued operations—130,246
Cash provided by (used in) investing activities(162,058)(246,299)
FINANCIAL STATEMENTSTable of Contents

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

Nine Months Ended September 30,
thousands20252024
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from mortgages, notes, and loans payable600,590476,748
Principal payments on mortgages, notes, and loans payable(442,362)(323,252)
Proceeds from issuance of common stock, net862,789—
Debt extinguishment costs(204)—
Special Improvement District bond funds released from (held in) escrow23,90016,793
Deferred financing costs and bond issuance costs(6,263)(1,085)
Taxes paid on stock options exercised and restricted stock vested(3,437)(2,157)
Stock options exercised24—
Sale of preferred stock in Seaport Entertainment Group Inc. subsidiary—9,850
Contributions from Teravalis noncontrolling interest owner215171
Cash provided by (used in) financing activities of continuing operations1,035,252177,068
Cash provided by (used in) financing activities of discontinued operations—(122,597)
Cash provided by (used in) financing activities1,035,25254,471
Net change in cash, cash equivalents, and restricted cash975,301(132,331)
Cash, cash equivalents, and restricted cash at beginning of period998,5031,053,057
Cash, cash equivalents, and restricted cash at end of period1,973,804920,726
Less: Cash, cash equivalents, and restricted cash of discontinued operations at end of period——
Cash, cash equivalents, and restricted cash of continuing operations at end of period$1,973,804$920,726
RECONCILIATION OF CASH, CASH EQUIVALENTS, AND RESTRICTED CASH
Cash and cash equivalents$1,456,934$400,728
Restricted cash516,870519,998
Cash, cash equivalents, and restricted cash of continuing operations at end of period$1,973,804$920,726
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION — CONTINUING OPERATIONS
Interest paid, net$236,950$251,528
Interest capitalized109,881114,694
Income taxes paid (refunded), net10,2333,958
NON-CASH TRANSACTIONS — CONTINUING OPERATIONS
Consideration from sale of properties$41,125$—
Special Improvement District bond transfers associated with land sales2,5869,997
Capitalized stock compensation2,3323,093
Accrued property improvements, developments, and redevelopments6,013(4,143)
Initial recognition of operating lease right-of-use asset—766
Initial recognition of operating lease obligation—766
NON-CASH TRANSACTIONS — DISCONTINUED OPERATIONS
Distribution of Seaport Entertainment Group Inc. to stockholders$—$361,210
FINANCIAL STATEMENTSFOOTNOTESTable of Contents

1. Presentation of Financial Statements and Significant Accounting Policies

General These unaudited Condensed Consolidated Financial Statements have been prepared by Howard Hughes Holdings Inc. (HHH or the Company) in accordance with accounting principles generally accepted in the United States of America (GAAP). References to HHH, the Company, we, us, and our refer to Howard Hughes Holdings Inc. and its consolidated subsidiaries, which includes The Howard Hughes Corporation (HHC), unless otherwise specifically stated. References to HHC or Howard Hughes Communities refer to The Howard Hughes Corporation and its consolidated subsidiaries, unless otherwise specifically stated.

In accordance with the instructions to Form 10-Q and Article 10 of Regulation S-X as issued by the Securities and Exchange Commission (the SEC), these Condensed Consolidated Financial Statements do not include all of the information and disclosures required by GAAP for complete financial statements. Readers of this quarterly report on Form 10-Q (Quarterly Report) should refer to the Howard Hughes Holdings Inc. audited Consolidated Financial Statements, which are included in its annual report on Form 10-K for the fiscal year ended December 31, 2024, filed with the SEC on February 26, 2025 (the Annual Report). In the opinion of management, all normal recurring adjustments necessary for a fair presentation of the financial position, results of operations, comprehensive income, cash flows, and equity for the interim periods have been included. The results for the three and nine months ended September 30, 2025, are not necessarily indicative of the results that may be expected for the year ending December 31, 2025, and future fiscal years.

Principles of Consolidation and Basis of Presentation The Condensed Consolidated Financial Statements include the accounts of Howard Hughes Holdings Inc. and its subsidiaries after elimination of intercompany balances and transactions. The Company also consolidates certain variable interest entities (VIEs) in accordance with Financial Accounting Standards Board’s (FASB) Accounting Standards Codification (ASC) 810 Consolidation. The outside equity interests in certain entities controlled by the Company are reflected in the Condensed Consolidated Financial Statements as noncontrolling interests.

On July 31, 2024, the spinoff of Seaport Entertainment Group Inc. and its subsidiaries (Seaport Entertainment or SEG) was completed (the Spinoff). As the Spinoff represents a strategic shift in the Company’s operations, the results of SEG are presented as discontinued operations in the Condensed Consolidated Statements of Operations and the Condensed Consolidated Statements of Cash Flows and, as such, have been excluded from both continuing operations and segment results for all periods presented. The Condensed Consolidated Statements of Comprehensive Income (Loss), and Equity are presented on a consolidated basis for both continuing operations and discontinued operations. The disclosures presented in the notes to the unaudited Condensed Consolidated Financial Statements are presented on a continuing operations basis unless otherwise noted. See Note 3 -Discontinued Operations for additional information.

Management has evaluated for disclosure or recognition all material events occurring subsequent to the date of the Condensed Consolidated Financial Statements up to the date and time this Quarterly Report was filed.

Restricted Cash Restricted cash reflects amounts segregated in escrow accounts in the name of the Company, primarily related to escrowed condominium deposits by buyers and other amounts related to taxes, insurance, and legally restricted security deposits and leasing costs.

Accounts Receivable, net Accounts receivable, net includes straight-line rent receivables, tenant receivables, related-party receivables, and other receivables. On a quarterly basis, management reviews the lease-related receivables, including straight-line rent receivables and tenant receivables, for collectability. This analysis includes a review of past due accounts and considers factors such as the credit quality of tenants, current economic conditions, and changes in customer payment trends. When full collection of a lease-related receivable or future lease payment is deemed to be not probable, a reserve for the receivable balance is charged against rental revenue and future rental revenue is recognized on a cash basis. The Company also records reserves for estimated losses if the estimated loss amount is probable and can be reasonably estimated.

Related-party receivables are primarily due from the Floreo joint venture. This balance includes reimbursable overhead costs incurred by the Company on behalf of Floreo and a $6.0 million guaranty fee associated with the increased borrowing capacity of Floreo’s bond financing in the first quarter of 2025. See Note 4 -Investments in Unconsolidated Ventures for additional information on the Floreo joint venture and Note 11 -Commitments and Contingencies for additional information on the guaranty fee.

FINANCIAL STATEMENTSFOOTNOTESTable of Contents

Other receivables are primarily related to short-term trade receivables. The Company is exposed to credit losses through the sale of goods and services to customers and assesses its exposure to credit loss related to these receivables on a quarterly basis based on historical collection experience and future expectations by portfolio. The Company records an allowance for credit losses if the estimated loss amount is probable.

The following table represents the components of Accounts receivable, net of amounts considered uncollectible, in the accompanying Condensed Consolidated Balance Sheets:

thousandsSeptember 30, 2025December 31, 2024
Straight-line rent receivables$95,860$91,050
Tenant receivables5,0611,638
Related-party receivables16,8366,908
Other receivables7,2615,589
Accounts receivable, net (a)$125,018$105,185

(a)As of September 30, 2025, the total reserve balance for amounts considered uncollectible was $7.1 million, comprised of $7.0 million attributable to lease-related receivables and $0.1 million attributable to the allowance for credit losses related to other accounts receivables. As of December 31, 2024, the total reserve balance was $8.2 million, comprised of $8.1 million attributable to lease-related receivables and $0.1 million attributable to the allowance for credit losses related to other accounts receivables.

The following table summarizes the impacts of the collectability reserves in the accompanying Condensed Consolidated Statements of Operations:

thousandsThree Months Ended September 30,Nine Months Ended September 30,
Statements of Operations Location2025202420252024
Rental revenue$494$(426)$1,983$(1,200)
Provision for (recovery of) doubtful accounts(345)19041327
Total (income) expense impact$149$(236)$2,024$(873)

MUD Receivables Sales In September 2024, the Company entered into a transaction in which it transferred the reimbursement rights for $186.0 million of existing MUD receivables and $9.3 million of related accrued interest, as well as $40.0 million of anticipated future MUD receivables, for total cash consideration of $176.7 million. Using the relative fair value method, $146.7 million of the cash consideration was allocated to the sale of the existing MUD receivables and $30.0 million was allocated to the sale of the anticipated future MUD receivables. As a result of the sale, the Company derecognized the existing MUD receivables and related accrued interest, resulting in a loss on sale of $51.5 million in the Condensed Consolidated Statements of Operations in the third quarter of 2024. Due to an adjustment to the allocation between projects, a slight reduction in the loss was recognized in the fourth quarter of 2024, and the final impact of this sale was a loss of $48.7 million.

In May 2025, the Company entered into a transaction in which it transferred the reimbursement rights to $147.0 million of existing MUD receivables and $14.1 million of related accrued interest, as well as $95.9 million of anticipated future MUD receivables, for total cash consideration of $180.0 million. Using the relative fair value method, $112.8 million of the cash consideration was allocated to the sale of the existing MUD receivables and $67.2 million was allocated to the sale of the anticipated future MUD receivables. As a result of the sale, the Company derecognized the existing MUD receivables and related accrued interest, resulting in a loss on sale of $48.2 million in the Condensed Consolidated Statements of Operations.

For both transactions, the Company is required to complete future development activities. As such, liabilities associated with the future development spend were recorded at amortized cost in Accounts payable and other liabilities on the Condensed Consolidated Balance Sheets. The associated discounts, which represent the differences between the total future development spend and the allocated cash proceeds, are being amortized into interest expense over the expected development period using the effective interest method. As of September 30, 2025, the total remaining liability was $68.9 million and the total unamortized discount was $18.1 million. Interest expense related to the discount amortization was $7.2 million for the three months ended September 30, 2025, and $16.4 million for the nine months ended September 30, 2025.

FINANCIAL STATEMENTSFOOTNOTESTable of Contents

Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions. These estimates and assumptions affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting periods. The estimates and assumptions include, but are not limited to, capitalization of development costs, provision for income taxes, recoverable amounts of receivables and deferred tax assets, initial valuations of tangible and intangible assets acquired, and the related useful lives of assets upon which depreciation and amortization is based. Estimates and assumptions have also been made with respect to future revenues and costs, and the fair value of warrants, debt, and options granted. Master Planned Communities (MPC) cost of sales estimates are highly judgmental as they are sensitive to cost escalation, sales price escalation, and lot absorption, which are subject to judgment and affected by expectations about future market or economic conditions. Additionally, the future cash flow estimates and fair values used for impairment analysis are highly judgmental and reflect current and projected trends in rental, occupancy, pricing, development costs, sales pace, capitalization rates, selling costs, and estimated holding periods for the applicable assets. Both MPC cost of sale estimates and estimates used in impairment analysis are affected by expectations about future market or economic conditions. Actual results could differ from these and other estimates.

Consolidated Variable Interest Entities

Teravalis At September 30, 2025, and December 31, 2024, the Company owned an 88.0% interest in Teravalis, the Company’s newest large-scale master planned community in the West Valley of Phoenix, Arizona, and a third party owned the remaining 12.0%. Teravalis was determined to be a VIE, and as the Company has the power to direct the activities that most significantly impact its economic performance, the Company is considered the primary beneficiary and consolidates Teravalis.

Under the terms of the LLC agreement, cash distributions and the recognition of income-producing activities will be pro rata based on economic ownership interest. As of September 30, 2025, the Company’s Condensed Consolidated Balance Sheets included $543.1 million of MPC assets and $65.2 million of Noncontrolling interest related to Teravalis. As of December 31, 2024, the Company’s Condensed Consolidated Balance Sheets included $542.1 million of MPC assets and $65.1 million of Noncontrolling interest related to Teravalis.

‘Ilima The Company entered into a joint venture agreement with Discovery Land Company (Discovery) to form Block E Ward Village (‘Ilima) for the purpose of developing, constructing, and operating a residential condominium tower in Ward Village. ‘Ilima was determined to be a VIE, and as the Company has the power to direct the activities that most significantly impact its economic performance, the Company is considered the primary beneficiary and consolidates ‘Ilima. Pre-sales for ‘Ilima commenced in June 2025. The Company currently funds 100% of the predevelopment activity.

Once pre-sales targets are met and construction financing is obtained, the Company will contribute land and Discovery will contribute to up $5.0 million. All other necessary capital contributions will be funded by the Company. After completion of the condominium tower and closing of condominium sales, cash distributions and the recognition of income-producing activities will be pro rata based on ownership interest. At September 30, 2025, and December 31, 2024, the Company owned approximately 100% of this venture.

The Company’s Condensed Consolidated Balance Sheets included the following amounts related to ‘Ilima.

thousandsSeptember 30, 2025December 31, 2024
Buildings and equipment$6,670$698
Less: accumulated depreciation(718)(19)
Developments14,7587,747
Net investment in real estate20,7108,426
Cash and cash equivalents22,685271
Restricted cash72,432—
Accounts receivable, net24—
Deferred expenses, net11,841—
Other assets, net165—
Total assets$127,857$8,697
Accounts payable and other liabilities$90,706$159
Total liabilities$90,706$159

Noncontrolling Interests As of September 30, 2025, and December 31, 2024, noncontrolling interests were primarily related to the 12.0% noncontrolling interest in Teravalis.

FINANCIAL STATEMENTSFOOTNOTESTable of Contents

Financing Receivable Credit Losses The Company is exposed to credit losses through the sale of goods and services to the Company’s customers. Receivables held by the Company primarily relate to short-term trade receivables, discussed above, and financing receivables, which include MUD receivables, Special Improvement District (SID) bonds, Tax Increment Financing (TIF) receivables, net investments in lease receivables, and notes receivable. The Company assesses its exposure to credit loss based on historical collection experience and future expectations by portfolio segment. Historical collection experience is evaluated on a quarterly basis by the Company.

The amortized cost basis of financing receivables, consisting primarily of MUD receivables, totaled $515.0 million as of September 30, 2025, and $569.1 million as of December 31, 2024. The MUD receivable balance included accrued interest of $48.8 million as of September 30, 2025, and $44.0 million as of December 31, 2024. There was no material activity in the allowance for credit losses for financing receivables for the three and nine months ended September 30, 2025 and 2024.

Financing receivables are considered to be past due once they are 30 days contractually past due under the terms of the agreement. The Company does not have significant receivables that are past due or on nonaccrual status. There have been no significant write-offs or recoveries of amounts previously written off during the current period for financing receivables.

2. Pershing Square Transaction

On May 5, 2025, the Company entered into a Share Purchase Agreement (Purchase Agreement), by and between the Company and Pershing Square Holdco, L.P. (PS Holdco), pursuant to which the Company sold to PS Holdco 9,000,000 newly issued shares of the Company’s common stock at a purchase price of $100 per share, for an aggregate purchase price of $900 million (the Pershing Square Transaction). In connection with the Purchase Agreement, the Company also entered into several other agreements, dated May 5, 2025, with PS Holdco and Pershing Square Capital Management, L.P. (together, Pershing Square), including a Services Agreement, a Shareholder Agreement, a Standstill Agreement, and a Registration Rights Agreement.

As of September 30, 2025, Pershing Square beneficially owned approximately 46.9% of the Company’s outstanding shares of common stock. The Company expects to use the proceeds from the transaction to acquire or make investments in operating companies as part of the Company’s new strategy of becoming a diversified holding company.

Transaction Costs The Company incurred $38.3 million in costs directly attributable to the Pershing Square Transaction. As required by the Purchase Agreement, these transaction costs included the reimbursement of $25.0 million of reasonable and documented expenses incurred by Pershing Square in connection with the negotiation and execution of the transaction. These reimbursement costs were treated as a reduction of the proceeds and recorded directly in Additional paid-in capital on the Condensed Consolidated Balance Sheets. The remaining $13.3 million of costs were incurred directly by the Company and included $12.2 million of costs attributable to the sale of common stock recognized in Additional paid-in capital and $1.1 million of costs which were expensed as incurred as General and administrative expenses in the Condensed Consolidated Statements of Operations.

Services Agreement Pursuant to the terms of the Services Agreement, Pershing Square will support the Company’s new diversified holding company strategy by providing services to the Company, such as (i) investment advisory services, (ii) making recommendations with respect to hedging, balance sheet optimization and capital allocation, (iii) executing transactions, (iv) assisting the Company with business and corporate development functions, (v) making voting recommendations for the Company’s investments, (vi) assisting with and advising on fundraising, (vii) monitoring operations of the Company and its investments, subject to the day-to-day authority and responsibility of management of the Company, (viii) providing recommendations for persons to serve as designees or deputies of the Chief Investment Officer, (ix) engaging and supervising third-party service providers, (x) making dividend payment recommendations, and (xi) providing other services as may be agreed upon. The Services Agreement will have an initialten-year term and will have successive renewal terms often years.

FINANCIAL STATEMENTSFOOTNOTESTable of Contents

The Company will pay Pershing Square a quarterly base advisory fee of $3.75 million and a quarterly variable advisory fee equal to 0.375% of the excess value of the quarter-end stock price of the Company’s common stock minus the reference price of $66.15, multiplied by the existing share count as of the transaction date, which will not increase with the issuance of new shares of common stock. The base fee and the reference share price are subject to annual adjustment based on the Core Personal Consumption Expenditures (PCE) Price Index. The total advisory fee recognized in General and administrative expenses in the Condensed Consolidated Statements of Operations was $7.1 million for the three months ended September 30, 2025, and $10.0 million for the nine months ended September 30, 2025. As of September 30, 2025, the Condensed Consolidated Balance Sheets reflect accounts payable of $3.4 million due to Pershing Square with respect to the advisory fees.

3. Discontinued Operations

On July 31, 2024, the Spinoff of SEG was completed. The Spinoff included all assets previously included in the Company’s Seaport segment and the Las Vegas Aviators and the Las Vegas Ballpark, which were previously included in the Operating Assets segment. As the Spinoff represents a strategic shift in the Company’s operations, the results of SEG are included as discontinued operations for all periods presented.

The following table presents key components of Net income (loss) from discontinued operations, net of taxes:

thousandsThree Months Ended September 30, 2024Nine Months Ended September 30, 2024
Total revenues$12,251$60,846
Total operating expenses18,01988,381
General and administrative (a)15,80132,870
Depreciation and amortization2,58616,717
Other income (loss), net32(67)
Interest income (expense), net(1,658)(7,414)
Gain (loss) on extinguishment of debt(1,563)(1,563)
Equity in earnings (losses) from unconsolidated ventures(2,129)(18,960)
Net income (loss) from discontinued operations before income taxes(29,473)(105,126)
Income tax expense (benefit)(5,442)(23,319)
Net income (loss) from discontinued operations, net of taxes$(24,031)$(81,807)

(a)General and administrative expenses relate to costs incurred during the year to complete the spinoff of Seaport Entertainment.

Continuing Involvement with SEG In connection with the Spinoff, HHH entered into several agreements with Seaport Entertainment that governed the execution of the transaction and the relationship of the parties following the Spinoff including a Separation and Distribution Agreement, Transition Services Agreement, Tax Matters Agreement, Employee Matters Agreement, Guaranty Agreement, and various other agreements. All agreements expired on August 1, 2025, and as such, HHH has no continuing obligations to or from SEG under these agreements.

Seaport Entertainment Guaranty Following the execution of the Spinoff, HHH continues to provide a full backstop guaranty for SEG’s outstanding mortgage related to its 250 Water Street property (Water Street Property). See Note 11 -Commitments and Contingencies for additional information.

4. Investments in Unconsolidated Ventures

In the ordinary course of business, the Company enters into partnerships and ventures with an emphasis on investments associated with the development and operation of real estate assets. As of September 30, 2025, the Company does not consolidate the investments below as it does not have a controlling financial interest in these investments. As such, the Company primarily reports its interests in accordance with the equity method. As of September 30, 2025, these ventures had debt totaling $416.4 million, with the Company’s proportionate share of this debt totaling $206.8 million. All of this indebtedness is without recourse to the Company, with the exception of the collateral maintenance obligation for Floreo. See Note 11 -Commitments and Contingencies for additional information related to the Company’s collateral maintenance obligation.

FINANCIAL STATEMENTSFOOTNOTESTable of Contents

Investments in unconsolidated ventures consist of the following:

Ownership Interest (a) · Carrying Value · Share of Earnings/Dividends
September 30, · December 31, · September 30, · December 31, · Three Months Ended September 30, · Nine Months Ended September 30,
thousands except percentages · 2025 · 2024 · 2025 · 2024 · 2025 · 2024 · 2025 · 2024
Equity Method Investments
Operating Assets:
Operating equity investments (b)VariousVarious$10,135$7,036$135$(2,110)$(1,152)$802
Master Planned Communities:
The Summit (c)50%50%30,35537,409(2,085)(547)(7,055)(11,142)
Floreo (d)50%50%60,06360,788(636)908(725)2,675
Strategic Developments:
West End Alexandria (c)58%58%60,74460,51357114231178
Other50%50%4141—5—15
161,338165,787(2,529)(1,630)(8,701)(7,472)
Other investments (e)3,7793,779——5,6053,242
Investments in unconsolidated ventures$165,117$169,566$(2,529)$(1,630)$(3,096)$(4,230)

(a)Ownership interests presented reflect the Company’s stated ownership interest or if applicable, the Company’s final profit-sharing interest after receipt of any preferred returns based on the venture’s distribution priorities.

(b)Two of the operating equity investments were in a combined deficit position of $21.8 million at September 30, 2025, and $18.0 million at December 31, 2024, and presented in Accounts payable and other liabilities on the Condensed Consolidated Balance Sheets.

(c)For these equity method investments, various provisions in the venture operating agreements regarding distributions of cash flow based on capital account balances, allocations of profits and losses, and preferred returns may result in the Company’s economic interest differing from its stated interest or final profit-sharing interest. For these investments, the Company recognizes income or loss based on the venture’s distribution priorities, which could fluctuate over time and may be different from its stated ownership or final profit-sharing interest.

(d)Classified as a VIE; however, the Company is not the primary beneficiary and accounts for its investment in accordance with the equity method. Refer to discussion below for additional information.

(e)Other investments represent investments not accounted for under the equity method. There were no impairments, or upward or downward adjustments to the carrying amounts of these securities either during current year or cumulatively.

The Summit In 2015, the Company formed DLV/HHPI Summerlin, LLC (The Summit) with Discovery to develop a custom home community in Summerlin.

Phase I The Company contributed land with a carrying value of $13.4 million and transferred SID bonds related to such land with a carrying value of $1.3 million to The Summit at the agreed upon capital contribution value of $125.4 million, or $226,000 per acre, and has no further capital obligations. Discovery is required to fund up to a maximum of $30.0 million of cash as their capital contribution, of which $3.8 million has been contributed as of September 30, 2025. The Company has received its preferred return distributions and recognizes its share of income or loss for Phase I based on its final profit-sharing interest.

Phase II In July 2022, the Company contributed an additional 54 acres to The Summit (Phase II land) with a fair value of $21.5 million. The Company recognized an incremental equity method investment at fair value and recognized a gain of $13.5 million recorded in Equity in earnings (losses) from unconsolidated ventures. This gain is the result of marking the cost basis of the land contributed to its estimated fair value at the time of contribution. The Phase II land is adjacent to the existing Summit development and includes approximately 28 custom home sites. The first lot sales closed in the first quarter of 2023. The Company recognizes its share of income or loss for Phase II based on the joint venture’s distribution priorities in the amended Summit LLC agreement, which could fluctuate over time. Upon receipt of the Company’s preferred returns, distributions and recognition of income or loss will be allocated to the Company based on its final profit-sharing interest.

Floreo In the fourth quarter of 2021, simultaneous with the Teravalis land acquisition, the Company closed on the acquisition of a 50% interest in Trillium Development Holding Company, LLC (Floreo) for $59.0 million and entered into a Limited Liability Company Agreement (LLC Agreement) with JDM Partners and El Dorado Holdings to develop Floreo, the first village within the new Teravalis MPC, on 3,029 acres of land in the greater Phoenix, Arizona area. The first land sales closed in the first quarter of 2024.

FINANCIAL STATEMENTSFOOTNOTESTable of Contents

In October 2022, Floreo closed on a $165.0 million bond financing. In February 2025, the borrowing capacity on the bond was increased to $365.0 million. Outstanding borrowings as of September 30, 2025, were $225.0 million. The Company provided a guaranty on this financing in the form of a collateral maintenance obligation and received an initial guaranty fee of $5.0 million and will receive an additional guaranty fee of $6.0 million associated with the increased borrowing capacity. The financing and related guaranty provided by the Company triggered a reconsideration event and as of December 31, 2022, Floreo was classified as a VIE. Due to rights held by other members, the Company does not have a controlling financial interest in Floreo and is not the primary beneficiary. As of September 30, 2025, the Company’s maximum exposure to loss on this investment is limited to the $60.1 million aggregate carrying value as the Company has not made any other firm commitments to fund amounts on behalf of this VIE, and cash collateral that the Company may be obligated to post related to its collateral maintenance obligation. See Note 11 -Commitments and Contingenciesfor additional information related to the Company’s collateral maintenance obligation.

West End Alexandria In the fourth quarter of 2021, the Company entered into an Asset Contribution Agreement with Landmark Land Holdings, LLC (West End Alexandria) to redevelop a 52-acre site previously known as Landmark Mall. Other equity owners include Foulger-Pratt Development, LLC (Foulger-Pratt) and Seritage SRC Finance (Seritage). The Company conveyed its 33-acre Landmark Mall property with an agreed upon fair value of $56.0 million and Seritage conveyed an additional 19 acres of land with an agreed upon fair value of $30.0 million to West End Alexandria in exchange for equity interests. Additionally, Foulger-Pratt agreed to contribute $10.0 million to West End Alexandria. Also in the fourth quarter of 2021, West End Alexandria executed a Purchase and Sale Agreement with the City of Alexandria to sell approximately 11 acres to the City of Alexandria. The City will lease this land to Inova Health Care Services for construction of a new hospital.

Development plans for the remaining 41-acre property include approximately four million square feet of residential, retail, commercial, and entertainment offerings integrated into a cohesive neighborhood with a central plaza, a network of parks, and public transportation. Foulger-Pratt will manage construction of the development. Demolition was completed in 2023, with completion of infrastructure work expected in 2026.

The Company does not have the ability to control the activities that most impact the economic performance of the venture as Foulger-Pratt is the managing member and manages all development activities. As such, the Company accounts for its ownership interest in accordance with the equity method.

5. Acquisitions and Dispositions

Acquisitions

Strategic Developments In May 2025, the Company acquired the 7 Waterway office property and the adjacent parking garage for $16.3 million in an asset acquisition. The approximately 186,369 square-foot office property is located in The Woodlands.

Operating Assets In June 2024, the Company acquired the 6 Waterway office property and the adjacent parking garage for $19.2 million in an asset acquisition. The approximately 141,763 square-foot office property is located in The Woodlands.

Dispositions Gains and losses on asset dispositions are recorded to Gain (loss) on sale or disposal of real estate and other assets, net in the Condensed Consolidated Statements of Operations, unless otherwise noted.

Strategic Developments The Grogan’s Mill Library and Community Center was developed in connection with a land swap agreement entered into with Montgomery County, Texas. In July 2025, upon completion of construction, the Company transferred the Grogan's Mill Library and Community Center to Montgomery County in exchange for a land parcel on the Waterway in The Woodlands (Town Green), resulting in a gain of $10.1 million. Town Green was measured at fair value and is held in the strategic segment for future development. See Note 9 -Fair Value for additional information.

Operating Assets In September 2025, the Company completed the sale oftwo land parcels, which included a 6,890 square foot retail space, in Ward Village for total proceeds of $6.0 million, resulting in a gain of $4.4 million.

In January 2025, the Company completed the sale oftwo land parcels, which included a 13,870 square foot retail space, in Ward Village for total consideration of $12.2 million, resulting in a gain of $10.0 million.

During 2024, the Company completed the sale offour non-core ground leases in The Woodlands, for total proceeds of $9.6 million, resulting in a gain of $6.7 million.

FINANCIAL STATEMENTSFOOTNOTESTable of Contents

In December 2024, the Company completed the sale of Lakeland Village Center at Bridgeland, a 67,947-square-foot retail property in Bridgeland, for $28.0 million, resulting in a gain of $11.4 million.

In February 2024, the Company completed the sale of Creekside Park Medical Plaza, a 32,689 square-foot medical office building in The Woodlands, for $14.0 million, resulting in a gain of $4.8 million.

6. Impairment

The Company reviews its long-lived assets for potential impairment indicators when events or changes in circumstances indicate that the carrying amount may not be recoverable. Impairment or disposal of long‑lived assets in accordance with ASC 360, Property, Plant, and Equipment, requires that if impairment indicators exist and expected undiscounted cash flows generated by the asset over an anticipated holding period are less than its carrying amount, an impairment provision should be recorded to write down the carrying amount of the asset to its fair value. The impairment analysis does not consider the timing of future cash flows and whether the asset is expected to earn an above- or below-market rate of return. No impairment charges were recorded in continuing operations during the three and nine months ended September 30, 2025 and 2024.

The Company periodically evaluates strategic alternatives with respect to each property and may revise the strategy from time to time, including the intent to hold the asset on a long-term basis or the timing of potential asset dispositions. For example, the Company may decide to sell property that is held for use, and the sale price may be less than the carrying amount. As a result, changes in strategy could result in impairment charges in future periods.

The Company evaluates each investment in an unconsolidated venture discussed in Note 4 -Investments in Unconsolidated Ventures periodically for recoverability and valuation declines that are other-than-temporary. If the decrease in value of an investment is deemed to be other-than-temporary, the investment is reduced to its estimated fair value. No impairment charges were recorded in continuing operations during the three and nine months ended September 30, 2025 and 2024.

7. Other Assets and Liabilities

Other Assets, Net The following table summarizes the significant components of Other assets, net:

thousandsSeptember 30, 2025December 31, 2024
Special Improvement District receivable, net$76,358$97,432
Security, escrow, and other deposits60,15066,348
In-place leases, net29,67932,995
Other28,57428,433
Prepaid expenses28,16822,791
Tenant incentives and other receivables, net13,97012,567
Intangibles, net3,2383,359
Notes receivable, net3,234870
Interest rate derivative assets3,0459,082
TIF receivable, net2,8464,340
Net investment in lease receivable2,7882,809
Condominium inventory370525
Other assets, net$252,420$281,551
FINANCIAL STATEMENTSFOOTNOTESTable of Contents

Accounts Payable and Other Liabilities The following table summarizes the significant components of Accounts payable and other liabilities:

thousandsSeptember 30, 2025December 31, 2024
Condominium deposit liabilities$661,231$459,683
Construction payables295,714252,619
Deferred income184,391125,784
MUD sale liability68,89819,468
Tenant and other deposits41,97247,112
Accrued real estate taxes41,07729,284
Accounts payable and accrued expenses30,01748,317
Other25,79828,188
Accrued interest25,19551,828
Accrued payroll and other employee liabilities23,52732,154
Interest rate derivative liabilities547—
Accounts payable and other liabilities$1,398,367$1,094,437

8. Mortgages, Notes, and Loans Payable, Net

Mortgages, Notes, and Loans Payable, Net All mortgages, notes, and loans payable of HHH are held by HHC and its subsidiaries.

thousandsSeptember 30, 2025December 31, 2024
Fixed-rate debt
Senior unsecured notes$2,050,000$2,050,000
Secured mortgages payable1,719,3961,635,750
Special Improvement District bonds79,28883,779
Variable-rate debt (a)
Secured Bridgeland Notes85,000283,000
Secured mortgages payable1,390,3961,115,908
Unamortized deferred financing costs (b)(36,711)(40,968)
Mortgages, notes, and loans payable, net$5,287,369$5,127,469

(a)The Company has entered into derivative instruments to manage the variable interest rate exposure. See Note 10 -Derivative Instruments and Hedging Activities for additional information.

(b)Deferred financing costs are amortized to interest expense over the initial contractual term of the respective financing agreements using the effective interest method (or other methods which approximate the effective interest method).

As of September 30, 2025, land, buildings and equipment, developments, and other collateral with a net book value of $5.0 billion have been pledged as collateral for the Company’s mortgages, notes, and loans payable.

Senior Unsecured Notes During 2020 and 2021, the Company issued $2.1 billion of aggregate principal of senior unsecured notes. These notes have fixed rates of interest that are payable semi-annually and are interest only until maturity. These debt obligations are redeemable prior to the maturity date subject to a “make-whole” premium which decreases annually until 2026 at which time the redemption make-whole premium is no longer applicable. The following table summarizes the Company’s senior unsecured notes by issuance date:

$ in thousandsPrincipalMaturity DateInterest Rate
August 2020$750,000August 20285.375%
February 2021650,000February 20294.125%
February 2021650,000February 20314.375%
Senior unsecured notes$2,050,000
FINANCIAL STATEMENTSFOOTNOTESTable of Contents

Secured Mortgages Payable The Company’s outstanding mortgages are collateralized by certain of the Company’s real estate assets. Certain of the Company’s loans contain provisions that grant the lender a security interest in the operating cash flow of the property that represents the collateral for the loan. Certain mortgage notes may be prepaid subject to a prepayment penalty equal to a yield maintenance premium, defeasance, or a percentage of the loan balance. Construction loans related to the Company’s development properties are generally variable-rate, interest-only, and have maturities offive years or less. Debt obligations related to the Company’s operating properties generally require monthly installments of principal and interest. The Company’s secured mortgages mature over various terms through September 2052.

The following table summarizes the Company’s Secured mortgages payable:

September 30, 2025December 31, 2024
$ in thousandsPrincipalRange of Interest RatesWeighted-average Interest RateWeighted-average Years to MaturityPrincipalRange of Interest RatesWeighted-average Interest RateWeighted-average Years to Maturity
Fixed rate (a)$1,719,3963.13% - 8.67%4.89%5.3$1,635,7503.13% - 8.67%4.74%5.8
Variable rate (b)1,390,3966.11% - 9.25%7.54%1.11,115,9086.43% - 9.42%7.67%1.7
Secured mortgages payable$3,109,7923.13% - 9.25%6.07%3.4$2,751,6583.13% - 9.42%5.93%4.1

(a)Interest rates presented are based upon the coupon rates of the Company’s fixed-rate debt obligations.

(b)Interest rates presented are based on the applicable reference interest rates as of September 30, 2025, and December 31, 2024, excluding the effects of interest rate derivatives.

The Company has entered into derivative instruments to manage its variable interest rate exposure. The weighted-average interest rate of the Company’s variable-rate mortgages payable, inclusive of interest rate derivatives, was 7.26% as of September 30, 2025, and 7.02% as of December 31, 2024. See Note 10 -Derivative Instruments and Hedging Activities for additional information.

During 2025, the Company’s mortgage activity included draws on existing mortgages of $484.5 million, refinancings of $114.2 million, and repayments of $98.7 million. As of September 30, 2025, the Company’s secured mortgage loans had $772.4 million of undrawn lender commitment available to be drawn for property development, subject to certain restrictions.

Special Improvement District Bonds The Summerlin MPC uses SID bonds to finance certain common infrastructure improvements. These bonds are issued by the municipalities and are secured by the assessments on the land. The majority of proceeds from each bond issued is held in a construction escrow and disbursed to the Company as infrastructure projects are completed, inspected by the municipalities, and approved for reimbursement. Accordingly, the SID bonds have been classified as debt, and the Summerlin MPC pays the debt service on the bonds semi‑annually. As Summerlin sells land, the buyers assume a proportionate share of the bond obligation at closing, and the residential sales contracts provide for the reimbursement of the principal amounts that the Company previously paid with respect to such proportionate share of the bond. These bonds bear interest at fixed rates ranging from 4.13% to 6.05% with maturities ranging from 2025 to 2054 as of September 30, 2025, and December 31, 2024. During the nine months ended September 30, 2025, obligations of $2.6 million were assumed by buyers andno SID bonds were issued.

Secured Bridgeland Notes The Company’s $600.0 million secured notes mature in 2029 and are secured by MUD receivables and land in Bridgeland. The loan requires a 10% fully refundable deposit on the outstanding balance and has an interest rate of 6.59%. In the second quarter of 2025, $198.0 million was repaid primarily using the proceeds from the sale of MUD receivables, bringing outstanding borrowings to $85.0 million as of September 30, 2025.

Debt Compliance On certain of its debt obligations, the Company has the option to exercise extension options, subject to certain terms, which may include minimum debt service coverage, minimum occupancy levels or condominium sales levels, as applicable, and other performance criteria. In certain cases, due to property performance not meeting identified covenants, the Company may be required to pay down a portion of the loan to exercise the extension option.

As of September 30, 2025, the Company was not in compliance with certain property-level debt covenants. As a result, the excess net cash flow after debt service from the underlying properties became restricted. While the restricted cash could not be used for general corporate purposes, it could be used to fund operations of the underlying assets and did not have a material impact on the Company’s liquidity or its ability to operate these assets.

FINANCIAL STATEMENTSFOOTNOTESTable of Contents

9. Fair Value

ASC 820, Fair Value Measurement, emphasizes that fair value is a market-based measurement that should be determined using assumptions market participants would use in pricing an asset or liability. The standard establishes a hierarchical disclosure framework that prioritizes and ranks the level of market price observability used in measuring assets or liabilities at fair value. Market price observability is impacted by a number of factors, including the type of investment and the characteristics specific to the asset or liability. Assets or liabilities with readily available active quoted prices, or for which fair value can be measured from actively quoted prices, generally will have a higher degree of market price observability and a lesser degree of judgment used in measuring fair value.

The following table presents the fair value measurement hierarchy levels required under ASC 820 for the Company’s assets that are measured at fair value on a recurring basis. The Company does not have any liabilities that are measured at a fair value on a recurring basis for the periods presented.

September 30, 2025 · December 31, 2024
Fair Value Measurements Using · Fair Value Measurements Using
thousandsTotalQuoted Prices in Active Markets for Identical Assets(Level 1)Significant Other Observable Inputs (Level 2)Significant Unobservable Inputs(Level 3)TotalQuoted Prices in Active Markets for Identical Assets(Level 1)Significant Other Observable Inputs(Level 2)Significant Unobservable Inputs(Level 3)
Interest rate derivative assets$3,045$—$3,045$—$9,082$—$9,082$—
Interest rate derivative liabilities547—547—————

The fair values of interest rate derivatives are determined using the market standard methodology of netting the discounted future fixed cash payments and the discounted expected variable cash receipts. The variable cash receipts are based on an expectation of future interest rates derived from observable market interest rate curves.

The estimated fair values of the Company’s financial instruments that are not measured at fair value on a recurring basis are as follows:

September 30, 2025 · December 31, 2024
thousandsFair Value HierarchyCarrying AmountEstimated Fair ValueCarrying AmountEstimated Fair Value
Assets:
Cash, cash equivalents, and restricted cash (a)Level 1$1,973,804$1,973,804$998,503$998,503
Accounts receivable, net (b)Level 3125,018125,018105,185105,185
Notes receivable, net (c)Level 33,2343,234870870
Liabilities:
Fixed-rate debt (d)Level 23,848,6843,694,9203,769,5293,495,298
Variable-rate debt (d)Level 21,475,3961,475,3961,398,9081,398,908

(a)Cash, cash equivalents, and restricted cash include demand deposits, money market mutual funds, and U.S. Treasury bills with original maturities of 90 days or less.

(b)Accounts receivable, net is shown net of an allowance of $7.1 million at September 30, 2025, and $8.2 million at December 31, 2024. Refer to Note 1 -Presentation of Financial Statements and Significant Accounting Policies for additional information on the allowance.

(c)Notes receivable, net is shown net of an immaterial allowance at September 30, 2025, and December 31, 2024.

(d)Excludes related unamortized financing costs.

The carrying amounts of Cash, cash equivalents, and restricted cash; Accounts receivable, net; and Notes receivable, net approximate fair value because of the short‑term maturity of these instruments.

FINANCIAL STATEMENTSFOOTNOTESTable of Contents

The fair value of the Company’s Senior unsecured notes, included in fixed-rate debt in the table above, is based upon the trade price closest to the end of the period presented. The fair value of other fixed-rate debt in the table above was estimated based on a discounted future cash payment model, which includes risk premiums and risk-free rates derived from the Secured Overnight Financing Rate (SOFR) or U.S. Treasury obligation interest rates as of September 30, 2025. Refer to Note 8 -Mortgages, Notes, and Loans Payable, Net for additional information. The discount rates reflect the Company’s judgment as to what the approximate current lending rates for loans or groups of loans with similar maturities and credit quality would be if credit markets were operating efficiently and assuming that the debt is outstanding through maturity.

The carrying amounts for the Company’s variable-rate debt approximate fair value given that the interest rates are variable and adjust with current market rates for instruments with similar risks and maturities.

The below table includes a non-financial asset received as consideration in a land swap transaction and measured at fair value on a non-recurring basis:

Fair Value Measurements Using
thousandsSegmentTotal Fair Value MeasurementQuoted Prices in Active Markets for Identical Assets (Level 1)Significant Other Observable Inputs(Level 2)Significant Unobservable Inputs(Level 3)
Town Green (a)Strategic Developments$28,900$—$—$28,900

(a)The fair value was determined based on an independent property appraisal using market‑participant assumptions as of June 2025. Refer to Note 5 -Acquisitions and Dispositions for additional information.

10. Derivative Instruments and Hedging Activities

The Company is exposed to interest rate risk related to its variable interest rate debt, and it manages this risk by utilizing interest rate derivatives. The Company uses interest rate swaps, collars, and caps to add stability to interest costs by reducing the Company’s exposure to interest rate movements. Interest rate swaps designated as cash flow hedges involve the receipt of variable amounts from a counterparty in exchange for the Company’s fixed‑rate payments over the life of the agreements without exchange of the underlying notional amount. Interest rate collars designated as cash flow hedges involve the receipt of variable amounts from a counterparty if interest rates rise above an established ceiling rate and payment of variable amounts to a counterparty if interest rates fall below an established floor rate, in exchange for an upfront premium. No payments or receipts are exchanged on interest rate collar contracts unless interest rates rise above or fall below the established ceiling and floor rates. Interest rate caps designated as cash flow hedges involve the receipt of variable amounts from a counterparty if interest rates rise above the strike rate on the contract in exchange for an upfront premium. Certain of the Company’s interest rate caps are not currently designated as hedges, and therefore, any gains or losses are recognized in current-period earnings within Interest expense in the Condensed Consolidated Statements of Operations. These derivatives are recorded on a gross basis at fair value on the Condensed Consolidated Balance Sheets.

Assessments of hedge effectiveness are performed quarterly using regression analysis. The change in the fair value of derivatives designated and qualifying as cash flow hedges is recorded in Accumulated other comprehensive income (loss) (AOCI) and is subsequently reclassified into earnings in the period that the hedged forecasted transaction affects earnings within the same income statement line item being hedged. Derivatives accounted for as cash flow hedges are classified in the same category in the Condensed Consolidated Statements of Cash Flows as the items being hedged. Gains and losses from derivative financial instruments are reported in Cash provided by (used in) operating activities within the Condensed Consolidated Statements of Cash Flows.

The Company is exposed to credit risk in the event of non-performance by its derivative counterparties. To mitigate its credit risk, the Company reviews the creditworthiness of counterparties and enters into agreements with those that are considered credit-worthy, such as large financial institutions with favorable credit ratings. There were no derivative counterparty defaults as of September 30, 2025, or December 31, 2024.

If the derivative contracts are terminated prior to their maturity, the amounts previously recorded in AOCI are recognized in earnings over the period that the hedged transaction impacts earnings. The Company recorded an immaterial reduction in interest expense in 2024 and 2025 related to the amortization of terminated swaps.

FINANCIAL STATEMENTSFOOTNOTESTable of Contents

Amounts reported in AOCI related to derivatives are reclassified to Interest expense as interest payments are made on the Company’s variable‑rate debt. Over the next 12 months, the Company estimates that $1.9 million of net gain will be reclassified to Interest expense including amounts related to the amortization of terminated swaps.

The following table summarizes certain terms of the Company’s derivative contracts. The Company reports derivative assets in Other assets, net and derivative liabilities in Accounts payable and other liabilities.

Fair Value Asset (Liability)
thousands · Notional Amount · Fixed Interest Rate (a) · Effective Date · Maturity Date · September 30, 2025 · December 31, 2024
Derivative instruments not designated as hedging instruments: (b)
Interest rate collar$219,0802.00% - 4.50%6/1/20236/1/2025$—$35
Interest rate collar234,3642.00% - 4.50%6/1/20236/1/2025—34
Interest rate cap (c)75,0002.50%10/12/20219/29/2025—919
Interest rate cap59,5002.50%10/12/20219/29/2025—729
Interest rate cap250,0004.50%6/17/20257/1/20265—
Interest rate cap66,7066.00%6/20/20247/15/2026—30
Interest rate cap8,3206.00%6/20/20247/15/2026—4
Interest rate cap100,6145.25%12/2/202412/15/20264297
Derivative instruments designated as hedging instruments:
Interest rate cap127,0003.50%11/7/202411/7/202571725
Interest rate cap72,5815.00%12/22/202212/21/2025—15
Interest rate swap79,6903.97%5/1/20254/15/2026(23)—
Interest rate swap32,4003.98%7/10/20258/1/2026(92)—
Interest rate swap175,0003.69%1/3/20231/1/2027(432)1,062
Interest rate swap40,8001.68%3/1/20222/18/20271,0341,979
Interest rate swap34,0234.89%11/1/20191/1/20321,9313,253
Total fair value derivative assets$3,045$9,082
Total fair value derivative liabilities(547)—
Total fair value derivative asset (liability), net$2,498$9,082

(a)These rates represent the swap rate and cap strike rate on the Company’s interest rate swaps, caps, and collars.

(b)Interest related to these contracts was $0.1 million expense for the three months ended September 30, 2025, $0.4 million income for the nine months ended September 30, 2025, $2.1 million expense for the three months ended September 30, 2024, and $1.0 million income for the nine months ended September 30, 2024.

(c)The Company voluntarily terminated this interest rate cap in the second quarter of 2025.

The tables below present the effect of the Company’s derivative financial instruments in the Condensed Consolidated Statements of Operations:

Amount of Gain (Loss) Recognized in AOCI on Derivatives
Derivatives in Cash Flow Hedging RelationshipsThree Months Ended September 30,Nine Months Ended September 30,
thousands2025202420252024
Interest rate derivatives$146$(4,116)$(1,065)$950
Location of Gain (Loss) Reclassified from AOCI into Statements of OperationsAmount of Gain (Loss) Reclassified from AOCI into Statements of Operations
Three Months Ended September 30,Nine Months Ended September 30,
thousands2025202420252024
Interest expense$838$1,194$2,319$3,597

Credit-risk-related Contingent Features The Company has agreements at the property level with certain derivative counterparties that contain a provision where if the Company defaults on the related property-level indebtedness, including default where repayment of the indebtedness has not been accelerated by the lender, then the Company could also be declared in default on its related derivative obligations. The fair value of derivatives in a net liability position related to these agreements was $0.4 million as of September 30, 2025.

FINANCIAL STATEMENTSFOOTNOTESTable of Contents

11. Commitments and Contingencies

Litigation In the normal course of business, from time to time, the Company is involved in legal proceedings relating to the ownership and operations of its properties. In management’s opinion, the liabilities, if any, that may ultimately result from normal course of business legal actions are not expected to have a material effect on the Company’s consolidated financial position, results of operations, or liquidity.

Columbia The Company is currently developing certain property it owns in the Merriweather District (formerly Downtown Columbia), which is subject to certain recorded documents, covenants, and restrictions (the Covenants). Under the Covenants, HHH is the master developer of the Merriweather District. In 2017, IMH Columbia, LLC (IMH) purchased the site of a former Sheraton Hotel (the Hotel Lot) subject to the Covenants. IMH has made demands that HHH accede to IMH’s development plans for the Hotel Lot and HHH has exercised its right under the Covenants to object to IMH’s plans for the Hotel Lot. IMH filed a complaint seeking (1) a declaration that HHH gave its consent, under the Covenants, to IMH’s proposed changes in use and onsite parking, or that the limitations under the Covenants are obsolete and unenforceable, (2) damages reimbursing the costs and expenses IMH claims to have incurred in reliance on HHH's alleged consent to IMH’s proposed development, (3) damages related to the expectation of lost profits, which IMH alleged were caused by HHH breaching the Covenants by prohibiting IMH from proceeding with its proposed development, and (4) declarations finding that HHH breached the shared parking related Covenants relating to HHH’s own property. The jury trial concluded in April 2024, and the jury found partially in favor of IMH and awarded damages of $17.0 million, which will accrue post-judgment interest of 10% annually from the date of the final judgment. The Company has appealed the judgment, and the Court of Appeals heard oral arguments in September 2025. The Company will continue to defend the matter as it believes that these claims are without merit and that it has substantial legal and factual defenses to the claims and allegations contained in the complaint.

Timarron Park On June 14, 2018, the Company was served with a petition involving approximately 500 individuals or entities who claim that their properties, located in the Timarron Park neighborhood of The Woodlands, were damaged by flood waters that resulted from the unprecedented rainfall that occurred throughout Harris County and surrounding areas during Hurricane Harvey in August 2017. The complaint was filed in State Court in Harris County of the State of Texas. In general, the plaintiffs allege negligence in the development of Timarron Park and violations of Texas’ Deceptive Trade Practices Act and name as defendants The Howard Hughes Corporation, The Woodlands Land Development Company, andtwo unaffiliated parties involved in the planning and engineering of Timarron Park. The plaintiffs are seeking restitution for damages to their properties and diminution of their property values. On August 9, 2022, the Court granted the Company’s summary judgment motions and dismissed the plaintiffs’ claims. The plaintiffs filed a motion for a new trial, which was denied. Plaintiffs appealed. In November 2024, a three-judge panel of the Court of Appeals affirmed the trial court’s judgment in the Company’s favor. Plaintiffs have filed a motion for rehearing, which is currently pending before the Court of Appeals. The Company will continue to defend the matter as it believes that these claims are without merit and that it has substantial legal and factual defenses to the claims and allegations contained in the complaint. Based upon the present status of this matter, the Company does not believe it is probable that a loss will be incurred. Accordingly, the Company has not recorded a charge as a result of this action.

Kō'ula In January 2025, the Association of Unit Owners of Kō'ula filedtwo complaints against the Company and the general contractor, with one complaint alleging multiple code violations and construction defects (Defect Action) and the other claiming that the Company understated operating costs and disproportionately allocated common expenses to the detriment of unit owners (Budget Action). The Company’s insurance carrier has agreed to defend the Defect Action, while coverage for the Budget Action was denied. The Company filed a motion to consolidate both complaints, which was granted in June 2025, with the court’s order regarding the same was entered in September 2025. The Company has not accrued any amount related to this claim as the damage is undetermined and no estimate can be made at this time.

Letters of Credit and Surety Bonds As of September 30, 2025, the Company had outstanding letters of credit totaling $4.1 million and surety bonds totaling $376.6 million. As of December 31, 2024, the Company had outstanding letters of credit totaling $3.9 million and surety bonds totaling $353.8 million. These letters of credit and surety bonds were issued primarily in connection with insurance requirements, special real estate assessments, and construction obligations.

Operating Leases The Company leases land or buildings at certain properties from third parties, which are recorded in Operating lease right-of-use assets and Operating lease obligations on the Condensed Consolidated Balance Sheets. See Note 16 -Leases for further discussion.

FINANCIAL STATEMENTSFOOTNOTESTable of Contents

Guaranty Agreements The Company evaluates the likelihood of future performance under the below guarantees and, as of September 30, 2025, and December 31, 2024, there were no events requiring financial performance under these guarantees.

Seaport Entertainment Guaranty Immediately prior to the Spinoff, 250 Seaport District, LLC (SEG Borrower), then a subsidiary of HHH, refinanced the existing mortgage loan related to the Water Street Property. This included the repayment of the existing mortgage loan payable with a carrying value of $113.4 million and the incurrence of $61.3 million in new mortgage indebtedness (SEG Term Loan). As part of the refinancing, SEG Borrower also entered into a total return swap with a third-party lender to provide credit support for the SEG Term Loan, which was supported by a guaranty provided by a separate subsidiary of HHH (HHH Guarantor). The SEG Term Loan and related total return swap were included in the liabilities transferred to Seaport Entertainment upon completion of the Spinoff. As a result, following the Spinoff, HHH Guarantor now provides a full backstop guaranty for the SEG Term Loan.

The SEG Term Loan agreement is scheduled to mature on July 1, 2029. Collateral for the loan includes the Water Street Property which was transferred to SEG upon completion of the Spinoff. Under the terms of SEG’s loan agreement, the Loan-to-Value (LTV) ratio must not exceed certain thresholds. In the event the LTV ratio exceeds the applicable threshold, SEG must pay down the loan to an amount that would result in an LTV ratio under the applicable threshold. In the event SEG fails to make any necessary payments when due, HHH Guarantor is required to make all payments in full.

In consideration of HHH Guarantor providing such guaranty, SEG pays the Company an annualized guaranty fee equal to 2.0% of the total outstanding principal, paid monthly. The Company’s maximum exposure under this guaranty is equal to the outstanding principal and interest balance at the end of each period. Given the value of the Water Street Property collateral, the Company does not expect to have to perform under this guaranty.

In August 2025, SEG announced that it had entered into an agreement for the sale of 250 Water Street and expects to close on the sale before the end of 2025. However, the sale of 250 Water Street is subject to certain closing conditions, which are not currently satisfied. Accordingly, there can be no assurances that the sale of 250 Water Street will be completed on the terms or timing disclosed by SEG. If SEG completes the sale, the backstop guaranty will be dissolved.

Floreo Guaranty In October 2022, Floreo, the Company’s 50%-owned joint venture in Teravalis, closed on a $165 million bond financing with a maturity date of October 1, 2027. In February 2025, the borrowing capacity on the bond was increased to $365.0 million and the maturity was extended to December 1, 2029. Outstanding borrowings as of September 30, 2025, were $225.0 million. A wholly owned subsidiary of the Company (HHC Subsidiary) provided a guaranty for the bond in the form of a collateral maintenance commitment under which it will post refundable cash collateral if the LTV ratio exceeds 50%. A separate wholly owned subsidiary of the Company also provided a backstop guaranty requiring the payment of cash collateral in the event HHC Subsidiary fails to make necessary payments when due. In February 2025, in connection with the increase of the borrowing capacity, the potential cash collateral commitment associated with this guaranty increased from $50.0 million to $100.0 million. The cash collateral becomes nonrefundable if Floreo defaults on the bond obligation.

The Company received a fee of $5.0 million in exchange for providing the initial guaranty and will receive an additional guaranty fee of $6.0 million associated with the increased borrowing capacity. This deferred income was recorded in Accounts payable and other liabilities on the Condensed Consolidated Balance Sheets as of September 30, 2025, and December 31, 2024, and will be recognized in Other income (loss), net in a manner that corresponds to the bond repayment by Floreo. The Company’s maximum exposure under this guaranty is equal to the cash collateral that the Company may be obligated to post. As of September 30, 2025, the Company has not posted any cash collateral. Given the existence of other collateral including the undeveloped land owned by Floreo, the entity’s extensive and discretionary development plan, and its eligibility for reimbursement of a significant part of the development costs from the Community Facility District in Arizona, the Company does not expect to have to post collateral.

Merriweather District (formerly Downtown Columbia) To the extent that increases in taxes do not cover debt service payments on the Redevelopment District TIF bonds issued by Howard County, Maryland, the Company’s wholly owned subsidiary is obligated to pay special taxes. Management has concluded that, as of September 30, 2025, any obligations to pay special taxes are not probable.

FINANCIAL STATEMENTSFOOTNOTESTable of Contents

Ward Village As part of the Company’s development permits with the Hawai‘i Community Development Authority for the condominium towers at Ward Village, the Company entered into a guaranty whereby it is required to reserve 20% of the residential units for local residents who meet certain maximum income and net worth requirements. This guaranty, which is triggered once the necessary permits are granted and construction commences, was satisfied for Waiea, Anaha, and Ae`o, with the opening of Ke Kilohana, which is a workforce tower fully earmarked to fulfill this obligation for the first four towers. The reserved units for ‘A‘ali‘i tower are included in the ‘A‘ali‘i tower. Units for Kō'ula, Victoria Place, The Park Ward Village, and Kalae will be satisfied with the construction of Ulana Ward Village, which is a second workforce tower fully earmarked to fulfill the remaining reserved housing guaranty in the community. Construction on Ulana Ward Village began in early 2023, and was completed in November 2025.

12. Income Taxes

Three Months Ended September 30,Nine Months Ended September 30,
thousands except percentages2025202420252024
Income tax expense (benefit)$38,898$10,195$38,513$17,236
Income (loss) from continuing operations before income taxes158,300106,723156,677140,131
Effective tax rate24.6%9.6%24.6%12.3%

The Company’s tax provision for interim periods is determined using an estimate of its annual current and deferred effective tax rates, adjusted for discrete items. The Company’s effective tax rate is typically impacted by non-deductible executive compensation and other permanent differences as well as state income taxes, which cause the Company’s effective tax rate to deviate from the federal statutory rate. For the three and nine months ended September 30, 2024, the effective tax rate was also impacted by a partial release of valuation allowances on the Company’s deferred tax assets as well as a net increase in expense related to the revaluation of deferred tax assets and liabilities as a result of the spinoff of Seaport Entertainment Group Inc. in the third quarter of 2024.

FINANCIAL STATEMENTSFOOTNOTESTable of Contents

13. Accumulated Other Comprehensive Income (Loss)

The following tables summarize changes in AOCI, all of which are presented net of tax:

thousands
Balance at June 30, 2025$(724)
Derivative instruments:
Other comprehensive income (loss) before reclassifications146
(Gain) loss reclassified to net income(838)
Net current-period other comprehensive income (loss)(692)
Balance at September 30, 2025$(1,416)
Balance at June 30, 2024$3,935
Derivative instruments:
Other comprehensive income (loss) before reclassifications(4,116)
(Gain) loss reclassified to net income(1,194)
Net current-period other comprehensive income (loss)(5,310)
Balance at September 30, 2024$(1,375)
thousands
Balance at December 31, 2024$1,968
Derivative instruments:
Other comprehensive income (loss) before reclassifications(1,065)
(Gain) loss reclassified to net income(2,319)
Net current-period other comprehensive Income (loss)(3,384)
Balance at September 30, 2025$(1,416)
Balance at December 31, 2023$1,272
Derivative instruments:
Other comprehensive income (loss) before reclassifications950
(Gain) loss reclassified to net income(3,597)
Net current-period other comprehensive income (loss)(2,647)
Balance at September 30, 2024$(1,375)

The following table summarizes the amounts reclassified out of AOCI:

Accumulated Other Comprehensive Income (Loss) ComponentsAmounts reclassified from Accumulated other comprehensive income (loss)
Three Months Ended September 30, · Nine Months Ended September 30, · Affected line items in the Statements of Operations
thousands · 2025 · 2024 · 2025 · 2024
(Gains) losses on cash flow hedges$(1,103)$(1,548)$(3,053)$(4,662)Interest expense
Income tax expense (benefit)2653547341,065Income tax expense (benefit)
Total reclassifications of (income) loss, net of tax$(838)$(1,194)$(2,319)$(3,597)
FINANCIAL STATEMENTSFOOTNOTESTable of Contents

14. Earnings Per Share

Basic earnings (loss) per share (EPS) is computed by dividing net income (loss) available to common stockholders by the weighted-average number of common shares outstanding. Diluted EPS is computed after adjusting the numerator and denominator of the basic EPS computation for the effects of all potentially dilutive common shares. The dilutive effect of options and non-vested stock issued under stock-based compensation plans is computed using the treasury stock method.

Information related to the Company’s EPS calculations is summarized as follows:

Three Months Ended September 30,Nine Months Ended September 30,
thousands except per share amounts2025202420252024
Net income (loss)
Net income (loss) from continuing operations$119,402$96,528$118,164$122,895
Net (income) loss attributable to noncontrolling interests106273(267)297
Net income (loss) from continuing operations attributable to common stockholders119,50896,801117,897123,192
Net income (loss) from discontinued operations—(24,031)—(81,807)
Net income (loss) attributable to common stockholders$119,508$72,770$117,897$41,385
Shares
Weighted-average common shares outstanding — basic58,82949,69754,67449,682
Restricted stock and stock options2946527938
Weighted-average common shares outstanding — diluted59,12349,76254,95349,720
Net income (loss) per common share
Basic income (loss) per share — continuing operations$2.03$1.95$2.16$2.48
Basic income (loss) per share — discontinued operations$—$(0.48)$—$(1.65)
Basic income (loss) per share attributable to common stockholders$2.03$1.46$2.16$0.83
Diluted income (loss) per share — continuing operations$2.02$1.95$2.15$2.48
Diluted income (loss) per share — discontinued operations$—$(0.48)$—$(1.65)
Diluted income (loss) per share attributable to common stockholders$2.02$1.46$2.15$0.83
Anti-dilutive shares excluded from diluted EPS
Restricted stock and stock options143255146270

Common Stock Repurchases In March 2022, the Board authorized a share repurchase program pursuant to which the Company may, from time to time, purchase up to $250.0 million of its common stock through open-market transactions. In 2022, the Company repurchased approximately $235.0 million of common stock. The date and time of any additional repurchases will depend upon market conditions and the program may be suspended or discontinued at any time.

15. Revenues

Revenues from contracts with customers (excluding lease-related revenues) are recognized when control of the promised goods or services is transferred to the Company’s customers in an amount that reflects the consideration the Company expects to be entitled to in exchange for those goods or services. Revenue and cost of sales for condominium units sold are not recognized until the construction is complete, the sale closes, and the title to the property has transferred to the buyer (point in time). Additionally, certain real estate selling costs, such as the costs related to the Company’s condominium model units, are either expensed immediately or capitalized as property and equipment and depreciated over their estimated useful life.

FINANCIAL STATEMENTSFOOTNOTESTable of Contents

The following presents the Company’s revenues disaggregated by revenue source:

Three Months Ended September 30,Nine Months Ended September 30,
thousands2025202420252024
Revenues from contracts with customers
Recognized at a point in time:
Condominium rights and unit sales$142$3$677$26
Master Planned Communities land sales248,467198,239445,150385,444
Builder price participation16,0129,59239,43735,063
Total264,621207,834485,264420,533
Recognized at a point in time or over time:
Other land, rental, and property revenues14,23710,70034,29731,105
Rental and lease-related revenues
Rental revenue111,377108,613330,882315,461
Total revenues$390,235$327,147$850,443$767,099

Contract Assets and Liabilities Contract assets are the Company’s right to consideration in exchange for goods or services that have been transferred to a customer, excluding any amounts presented as a receivable. Contract liabilities are the Company’s obligation to transfer goods or services to a customer for which the Company has received consideration.

There were no contract assets for the periods presented. The contract liabilities primarily relate to escrowed condominium deposits, MPC land sales deposits, and deferred MPC land sales related to unsatisfied land improvements. The beginning and ending balances of contract liabilities and significant activity during the periods presented are as follows:

thousands
Balance at December 31, 2024$584,536
Consideration earned during the period(73,901)
Consideration received during the period308,900
Balance at September 30, 2025$819,535
Balance at December 31, 2023$575,621
Consideration earned during the period(79,388)
Consideration received during the period328,893
Balance at September 30, 2024$825,126

Remaining Unsatisfied Performance Obligations The Company’s remaining unsatisfied performance obligations represent a measure of the total dollar value of work to be performed on contracts executed and in progress. These performance obligations primarily relate to the completion of condominium construction and transfer of control to a buyer, as well as the completion of contracted MPC land sales and related land improvements. These obligations are associated with contracts that generally are non-cancelable by the customer after 30 days for all Ward Village condominiums and after 6 days for The Ritz-Carlton Residences; however, purchasers of condominium units have the right to cancel the contract should the Company elect not to construct the condominium unit within a certain period of time or materially change the design of the condominium unit. The aggregate amount of the transaction price allocated to the Company’s remaining unsatisfied performance obligations as of September 30, 2025, was $4.5 billion. The Company expects to recognize this amount as revenue over the following periods:

thousandsLess than 1 year1-2 years3 years and thereafter
Total remaining unsatisfied performance obligations$1,279,933$434,183$2,786,837

The Company’s remaining performance obligations are adjusted to reflect any known project cancellations, revisions to project scope and cost, and deferrals, as appropriate. These amounts exclude estimated amounts of variable consideration which are constrained, such as builder price participation.

FINANCIAL STATEMENTSFOOTNOTESTable of Contents

16. Leases

The Company has lease agreements with lease and non-lease components and has elected to aggregate these components into a single component for all classes of underlying assets. Certain of the Company’s lease agreements include non-lease components such as fixed common area maintenance charges.

Lessee Arrangements The Company determines whether an arrangement is a lease at inception. Operating leases are included in Operating lease right-of-use assets and Operating lease obligations on the Condensed Consolidated Balance Sheets. Right-of-use assets represent the Company’s right to use an underlying asset for the lease term and lease liabilities represent the Company’s obligation to make lease payments arising from the lease. Operating lease right-of-use assets and liabilities are recognized at commencement date based on the present value of future minimum lease payments over the lease term. As most of the Company’s leases do not provide an implicit rate, the Company uses an estimate of the incremental borrowing rate based on the information available at the lease commencement date in determining the present value of future lease payments. The Operating lease right-of-use asset also includes any lease payments made, less any lease incentives and initial direct costs incurred. The Company does not have any finance leases.

The Company’s lessee agreements consist of operating leases primarily for ground leases and other real estate. The Company’s leases have remaining lease terms of approximately 1 year to approximately 24 years, excluding extension options. The Company considers its strategic plan and the life of associated agreements in determining when options to extend or terminate lease terms are reasonably certain of being exercised. Leases with an initial term of 12 months or less are not recorded on the Condensed Consolidated Balance Sheets; the Company recognizes lease expense for these leases on a straight-line basis over the lease term. Certain of the Company’s lease agreements include variable lease payments based on a percentage of income generated through subleases, changes in price indices and market rates, and other costs arising from operating, maintenance, and taxes. The Company’s lease agreements do not contain residual value guarantees or restrictive covenants. The Company leases certain buildings constructed on its ground leases to third parties.

The Company’s leased assets and liabilities are as follows:

thousandsSeptember 30, 2025December 31, 2024
Operating lease right-of-use assets$5,382$5,806
Operating lease obligations5,2535,456

Future minimum lease payments as of September 30, 2025, are as follows:

thousandsOperating Leases
Remainder of 2025$480
2026956
2027898
2028616
2029622
Thereafter5,681
Total lease payments9,253
Less: imputed interest(4,000)
Present value of lease liabilities$5,253

Other information related to the Company’s lessee agreements is as follows:

Supplemental Condensed Consolidated Statements of Cash Flows InformationNine Months Ended September 30,
thousands20252024
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows on operating leases$513$649
FINANCIAL STATEMENTSFOOTNOTESTable of Contents
Other InformationSeptember 30, 2025September 30, 2024
Weighted-average remaining lease term (years)
Operating leases16.516.4
Weighted-average discount rate
Operating leases7.2%7.1%

Lessor Arrangements The Company receives rental income from the leasing of retail, office, multifamily, and other space under operating leases, as well as certain variable tenant recoveries. Operating leases for retail, office, and other properties are with a variety of tenants and have a remaining average term of approximately five years. Lease terms generally vary among tenants and may include early termination options, extension options, and fixed rental rate increases or rental rate increases based on an index. Multifamily leases generally have a term of 12 months or less. Minimum rent revenues related to operating leases are as follows:

Three Months Ended September 30,Nine Months Ended September 30,
thousands2025202420252024
Total minimum rent payments$62,312$59,985$184,318$174,390

Total future minimum rents associated with operating leases are as follows as of September 30, 2025:

thousandsTotal Minimum Rent
Remainder of 2025$61,724
2026248,596
2027243,524
2028222,154
2029201,917
Thereafter781,994
Total$1,759,909

Minimum rent revenues are recognized on a straight‑line basis over the terms of the related leases when collectability is reasonably assured and the tenant has taken possession of, or controls, the physical use of the leased asset. Percentage rent in lieu of fixed minimum rent is recognized as sales are reported from tenants. Minimum rent revenues reported in the Condensed Consolidated Statements of Operations also include amortization related to above-market and below‑market tenant leases on acquired properties.

17. Segments

The Company hasthree business segments, Operating Assets, MPC, and Strategic Developments, which are organized based on the different products and services that each segment offers, and are separately managed as each requires different operating strategies or management expertise reflective of management’s operating philosophies and methods. The Company’s segments or assets within such segments could change in the future as development of certain properties commences or other operational or management changes occur. All operations are within the United States.

Activity within each of the Company’s reportable segments is as follows:

–Operating Assets – consists of developed or acquired retail, office, and multifamily properties along with other real estate investments. These properties are currently generating rental revenues and may be redeveloped, repositioned, or sold to improve segment performance or to recycle capital.

–MPC – consists of the development and sale of land in large‑scale, long‑term community development projects in and around Las Vegas, Nevada; Houston, Texas; and Phoenix, Arizona. Revenues are primarily generated through the sale of residential and commercial land to homebuilders and developers.

–Strategic Developments – consists of residential condominium and commercial property projects currently under development and all other properties held for development which have no substantial operations. Revenues are primarily generated from the sale of condominium units.

FINANCIAL STATEMENTSFOOTNOTESTable of Contents

The Chief Operating Decision Maker (CODM), which is the Company’s Chief Executive Officer, may use different operating measures to assess operating results and allocate resources among thethree segments, however the measure that is most consistent with the amounts included in the Condensed Consolidated Financial Statements is earnings before taxes (EBT). EBT, as it relates to each business segment, includes the revenues and expenses of each segment, as shown below. EBT excludes corporate expenses and other items that are not allocable to the segments. The CODM utilizes EBT to evaluate the current financial performance and project the future financial performance of each segment to determine the allocation of capital resources. This measure is also used to evaluate the need for operational adjustments, such as adjustments to prices, cost structures, and product mix necessary to achieve profitability targets.

Segment operating results are as follows:

thousandsOperating Assets SegmentMPC SegmentStrategic Developments Segment
Total revenues$117,182$271,575$1,460
Condominium rights and unit cost of sales——(59)
Master Planned Communities cost of sales—(78,280)—
Operating costs(37,052)(4,892)(3,944)
Rental property real estate taxes(15,006)—(624)
(Provision for) recovery of doubtful accounts345——
Segment operating income (loss)65,469188,403(3,167)
Depreciation and amortization(43,411)(110)(1,988)
Interest income (expense), net(34,006)19,4144,311
Other income (loss), net363192,066
Equity in earnings (losses) from unconsolidated ventures135(2,721)57
Gain (loss) on sale or disposal of real estate and other assets, net4,385—10,064
Gain (loss) on extinguishment of debt(173)——
Segment EBT$(7,238)$205,005$11,343
Total revenues$114,019$212,607$505
Condominium rights and unit cost of sales——(11,833)
Master Planned Communities cost of sales—(72,582)—
Operating costs(34,918)(11,950)(3,973)
Rental property real estate taxes(13,879)—(605)
(Provision for) recovery of doubtful accounts(190)——
Segment operating income (loss)65,032128,075(15,906)
Depreciation and amortization(42,252)(109)(960)
Interest income (expense), net(36,661)16,4254,353
Other income (loss), net(54)—90,089
Equity in earnings (losses) from unconsolidated ventures(2,109)361118
Gain (loss) on sale or disposal of real estate and other assets, net3,165——
Segment EBT$(12,879)$144,752$77,694
FINANCIAL STATEMENTSFOOTNOTESTable of Contents
thousandsOperating Assets SegmentMPC SegmentStrategic Developments Segment
Total revenues$347,630$499,730$3,028
Condominium rights and unit cost of sales——(1,112)
Master Planned Communities cost of sales—(148,672)—
Operating costs(105,449)(30,399)(11,280)
Rental property real estate taxes(44,507)—(1,787)
(Provision for) recovery of doubtful accounts(41)——
Segment operating income (loss)197,633320,659(11,151)
Depreciation and amortization(128,839)(309)(4,222)
Interest income (expense), net(102,397)54,30713,590
Other income (loss), net80154936
Equity in earnings (losses) from unconsolidated ventures4,453(7,780)231
Gain (loss) on sale or disposal of real estate and other assets, net14,3633,75011,721
Gain (loss) on extinguishment of debt(480)——
Segment EBT$(14,466)$370,681$11,105
Total revenues$331,779$433,663$1,607
Condominium rights and unit cost of sales——(15,694)
Master Planned Communities cost of sales—(143,254)—
Operating costs(100,518)(37,210)(11,684)
Rental property real estate taxes(41,906)—(1,893)
(Provision for) recovery of doubtful accounts(327)——
Segment operating income (loss)189,028253,199(27,664)
Depreciation and amortization(125,903)(327)(6,257)
Interest income (expense), net(103,768)47,83912,971
Other income (loss), net896—90,075
Equity in earnings (losses) from unconsolidated ventures4,044(8,467)193
Gain (loss) on sale or disposal of real estate and other assets, net7,959——
Gain (loss) on extinguishment of debt(198)——
Segment EBT$(27,942)$292,244$69,318

The following represents the reconciliation of segment EBT to Net income (loss) attributable to common stockholders in the Condensed Consolidated Statements of Operations:

Three Months Ended September 30,Nine Months Ended September 30,
thousands2025202420252024
Operating Assets EBT$(7,238)$(12,879)$(14,466)$(27,942)
MPC EBT205,005144,752370,681292,244
Strategic Developments EBT11,34377,69411,10569,318
General and administrative expense(28,281)(24,862)(85,269)(68,930)
Gain (loss) on sale of MUD receivables—(51,525)(48,197)(51,525)
Corporate interest expense, net(18,288)(22,578)(62,408)(60,369)
Corporate income, expenses, and other items(4,241)(3,879)(14,769)(12,665)
Net income (loss) from continuing operations before income tax$158,300$106,723$156,677$140,131
FINANCIAL STATEMENTSFOOTNOTESTable of Contents

The following represents the reconciliation of segment revenue to Total revenue in the Condensed Consolidated Statements of Operations:

Three Months Ended September 30,Nine Months Ended September 30,
thousands2025202420252024
Operating Assets revenue$117,182$114,019$347,630$331,779
MPC revenue271,575212,607499,730433,663
Strategic Developments revenue1,4605053,0281,607
Corporate income18165550
Total revenues$390,235$327,147$850,443$767,099

The assets by segment and the reconciliation of total segment assets to Total assets on the Condensed Consolidated Balance Sheets are summarized as follows:

thousandsSeptember 30, 2025December 31, 2024
Operating Assets$3,516,354$3,548,162
Master Planned Communities3,378,4233,373,827
Strategic Developments2,506,3491,836,791
Corporate1,294,993452,456
Total assets$10,696,119$9,211,236

The following represents capital expenditures by segment:

Nine Months Ended September 30,
thousands20252024
Operating Assets$30,036$42,712
Master Planned Communities118189
Strategic Developments153,794179,479
ContentsView on SEC.gov

The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.