Howard Hughes Holdings Inc.

LIQUIDITY AND CAPITAL RESOURCES

We continue to maintain a strong balance sheet and endeavor to ensure that we maintain the financial flexibility and liquidity necessary to fund future growth. As of September 30, 2025, we had $1.5 billion of cash and cash equivalents, $515.0 million of undrawn capacity on our Secured Bridgeland Notes, and $772.4 million of undrawn lender commitments available to be drawn for property development, subject to certain restrictions.

Cash Flows

Operating Activities Each segment’s relative contribution to our cash flows from operating activities will likely vary significantly from year to year given the changing nature of our development focus. Other than our condominium properties, most of the properties and projects in our Strategic Developments segment do not generate revenues, and the cash flows and earnings may vary. Condominium deposits received from contracted units and by other various cash uses related to condominium development and sales activities are a substantial portion of our operating activities. Operating cash is utilized to fund ongoing development expenditures in our Strategic Developments and MPC segments.

The cash flows and earnings from the MPC business may fluctuate more than from our operating assets because the MPC business generates revenues from land sales rather than recurring contractual revenues from operating leases. MPC land sales are a substantial portion of our cash flows from operating activities and are partially offset by development costs associated with the land sales business and acquisitions of land that is intended to ultimately be developed and sold.

Net cash provided by operating activities of continuing operations was $102.1 million in the nine months ended September 30, 2025, and $111.0 million in the nine months ended September 30, 2024. The $8.9 million decrease in net cash provided by operating activities was primarily due to the receipt of an insurance reimbursement for the Waiea remediation in the prior-year period and increased MPC development expenditures, partially offset by an increase in MPC land sales and a decrease in cash used for condominium towers.

Investing Activities Net cash used in investing activities of continuing operations was $162.1 million in the nine months ended September 30, 2025, and $376.5 million in the nine months ended September 30, 2024. The $214.5 million decrease in net cash used in investing activities was primarily due to a decrease in cash used related to the net parent investment in discontinued operations and a decrease in cash used for property development.

Financing Activities Net cash provided by financing activities of continuing operations was $1.0 billion in the nine months ended September 30, 2025, and $177.1 million in the nine months ended September 30, 2024. The $858.2 million increase in cash provided by financing activities was primarily due to $862.8 million of net proceeds related to the Pershing Square Transaction, a $123.8 million increase in proceeds from mortgages, notes, and loans payable, a $7.1 million increase in Special Improvement District bond funds released from escrow, partially offset by an $119.1 million increase in cash used related to principal payments on mortgages, notes, and loans payable.

Short- and Long-Term Liquidity

Short-Term Liquidity In the next 12 months, we expect our primary sources of cash for our portfolio of master planned communities to include cash flow from MPC land sales and condominium closings, cash generated from our operating assets, first mortgage financings secured by our assets, and deposits from condominium sales (which are restricted to funding construction of the related developments). We expect our primary uses of cash for our portfolio of master planned communities to include condominium pre-development and development costs, debt principal payments and debt service costs, MPC land development costs, other strategic developments costs, and general operating costs. We believe that our sources of cash, including existing cash on hand, will provide sufficient liquidity to meet our existing obligations and anticipated ordinary course operating expenses for at least the next 12 months.

The Company is continuing to evaluate opportunities to deploy the $900 million of capital received as part of the Pershing Square Transaction to acquire or make investments in operating companies as part of the Company’s new strategy of becoming a diversified holding company.

Long-Term Liquidity The development and redevelopment opportunities in Strategic Developments and Operating Assets are capital intensive and will require significant additional funding, if and when pursued. Any additional funding beyond those sources listed above would be raised with a mix of construction, bridge, and long-term financings, by entering into joint venture arrangements, as well as future equity raises.

We cannot provide assurance that financing arrangements for our properties will be on favorable terms or occur at all, which could have a negative impact on our liquidity and capital resources. In addition, we typically must provide completion guarantees to lenders in connection with their financing for our projects.

Contractual Cash Obligations and Commitments The following table aggregates our contractual cash obligations and commitments as of September 30, 2025:

(a)Interest is based on the borrowings that are presently outstanding and current floating interest rates.

Debt As of September 30, 2025, the Company had $5.3 billion of outstanding debt and $772.4 million of undrawn lender commitment available to be drawn for property development, subject to certain restrictions. Refer to Note 8 -Mortgages, Notes, and Loans Payable, Net in the Notes to Condensed Consolidated Financial Statements under Item 1 of this Quarterly Report for additional detail. Our proportionate share of the debt of our unconsolidated ventures totaled $206.8 million as of September 30, 2025. 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 in the Notes to Condensed Consolidated Financial Statements under Item 1 of this Quarterly Report for additional information related to the Company’s collateral maintenance obligation.

Debt Compliance As of September 30, 2025, the Company was not in compliance with certain property-level debt covenants, which did not have a material impact on the Company’s liquidity or its ability to operate these assets. 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.

Net Debt The following table summarizes our net debt on a segment basis as of September 30, 2025. Net debt is defined as Mortgages, notes, and loans payable, net, including our ownership share of debt of our unconsolidated ventures, reduced by liquidity sources to satisfy such obligations such as our ownership share of Cash and cash equivalents and SID, MUD, and TIF receivables. Although net debt is a non-GAAP financial measure, we believe that such information is useful to our investors and other users of our financial statements as net debt and its components are important indicators of our overall liquidity, capital structure, and financial position. However, it should not be used as an alternative to our debt calculated in accordance with GAAP.