6 unchanged sentences
Management is responsible for establishing and maintaining adequate internal control over our financial reporting, as such term is defined in Rules 13a-15(f) and 15d-15(f) of the Exchange Act.
−Removed: We conducted an evaluation of the effectiveness of our internal control over financial reporting as of December 31, 2023, based on the Internal Control—Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission.
+Added: We conducted an evaluation of the effectiveness of our internal control over financial reporting as of December 31, 2024, based on the Internal Control—Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Tread way Commission.
Based on this evaluation, management concluded that our internal control over financial reporting was effective as of December 31, 2024.
13 unchanged sentences
Other Information
+Added: 10b5-1 Trading Plans
+Added: During the three months ended December 31, 2024, none of our officers or directors adopted or terminated any contract, instruction or written plan for the purchase or sale of our securities that was intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) or any "non-Rule 10b5-1 trading arrangement."
+Added: New Credit Facility
+Added: On March 19, 2025, Comstock Holding Companies, Inc.
+Added: (the “Company”) entered into a Revolving Capital Line of Credit Agreement (the “Loan Agreement”) with Comstock Partners, LC (“Lender”), an entity controlled by Christopher Clemente, the Chief Executive Officer of the Company, pursuant to which the Company secured a Ten Million Dollar ($10,000,000) capital line of credit (the “Loan”).
+Added: Under the terms of the Loan Agreement, the Loan provides for an initial variable interest rate of the WSJ Prime Rate plus one percent (1.00%) per annum on advances made under the Loan, payable monthly in arrears.
+Added: The five-year term facility allows for interim draws that carry a maturity date of twelve (12) months from the initial date of the disbursement unless a longer initial term is agreed to by the Lender.
+Added: The capital provided to the Company by the Loan will be utilized (i) to fund the cash requirements of the Company or any of its subsidiaries or affiliated entities engaged in real estate development, asset management and real estate related services;
+Added: (ii) to secure additional investment opportunities;
+Added: and (iii) for general corporate purposes.
+Added: The foregoing summary of the Loan Agreement is qualified in its entirety by the provisions of the Loan Agreement, which the Company has filed herewith in this Annual Report on Form 10-K.
The information required by Items 10 through 14 of this section is incorporated herein by reference to the definitive proxy statement for our 2025 Annual Meeting of Stockholders to be filed pursuant to Regulation 14A of the Exchange Act within 120 days after the close of our fiscal year-end.
5 unchanged sentences
Principal Accountant Fees and Services
−Removed: Exhibit and Financial Statement Schedules
+Added: Exhibits and Financial Statement Schedules
(a) The following documents are filed as part of this Annual Report on Form 10-K:
64 unchanged sentences
10-K 10.30 March 31, 2022
−Removed: 10.19+ Consultant Agreement dated November 3, 2021, by and between Comstock Holding Companies, Inc.
−Removed: and Ivy Zelman.
−Removed: 10-K 10.31 March 31, 2022
10.19 Deed of Lease dated January 1, 2022, by and between Comstock Reston Station Holdings, LC and ParkX Management, LC
11 unchanged sentences
and Comstock 41 Maryland, LLC, dated August 31, 2023
+Added: 10-K 10.25 March 21, 2024
10.25 Success Fee Agreement among Comstock 41 Maryland, LLC, CHCI Asset Management, LC, and Comstock 44 Maryland, LC, dated November 10, 2023
+Added: 10-K 10.26 March 21, 2024
+Added: 10.26 First Amendment to Master Asset Management Agreement, dated as of September 11, 2024 and effective as of July 1, 2024, between CHCI Asset Management, LC and Comstock Partners, LC
+Added: 8-K 10.1 September 17, 2024
+Added: 10.27* Revolving Capital Line of Credit Agreement dated March 19, 202 5 , Comstock Holding Companies, Inc.
+Added: and C omstock Par tners, LC
14.1 Code of Ethics
10-K 14.1 March 31, 2005
+Added: 19.1* Comstock Holding Companies, Inc.
+Added: Securities and Insider Trading Policy
21.1* List of subsidiaries
4 unchanged sentences
97+ Executive Compensation Recoupment Policy
+Added: 10-K 97 March 21, 2024
101.INS* Inline XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
23 unchanged sentences
MACCUTCHEON Director March 21, 2025
+Added: PAUL Director March 21, 2025
/s/ ROBERT P.
PINCUS Director March 21, 2025
−Removed: /s/ SOCRATES VERSES Director March 21, 2024
−Removed: Socrates Verses
−Removed: /s/ IVY ZELMAN Director March 21, 2024
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.