What changed in this filing

/stocks — the workspaceLOADING

Item 1. Financial Statements

2025-08-07 compared with 2025-05-12 · 89 added, 60 removed, 423 unchanged (26% of the section changed)

3 unchanged sentences

in thousands, except per share data)

March 31, December 31,

June 30, December 31,

Current assets:

27 unchanged sentences

59,780 shares authorized;

9,934 issued and 9,848 outstanding as of March 31, 2025;

9,936 issued and 9,850 outstanding as of June 30, 2025;

9,774 issued and 9,689 outstanding as of December 31, 2024

1 unchanged sentence

$ 0.01 par value;

220 shares authorized, issued, and outstanding as of March 31, 2025 and December 31, 2024

220 shares authorized, issued, and outstanding as of June 30, 2025 and December 31, 2024

Additional paid-in capital 202,748 202,702

8 unchanged sentences

in thousands, except per share data)

Three Months Ended March 31,

Three Months Ended June 30, Six Months Ended June 30,

2025 2024 2025 2024

Revenue $ 12,972 $ 10,753 $ 25,611 $ 21,391

25 unchanged sentences

Shares Amount Shares Amount APIC stock deficit Total

Three Months Ended March 31, 2025

Three and Six Months Ended June 30, 2025

Balance as of December 31, 2024 9,774 $ 97 220 $ 2 $ 202,702 $ ( 2,662 ) $ ( 147,770 ) $ 52,369

3 unchanged sentences

Balance as of March 31, 2025 9,934 $ 98 220 $ 2 $ 202,460 $ ( 2,662 ) $ ( 146,181 ) $ 53,717

Three Months Ended March 31, 2024

Issuance of common stock, net of shares withheld for taxes — — — — — — — —

Stock-based compensation 2 — — — 288 — — 288

Net income (loss) — — — — — — 1,446 1,446

Balance as of June 30, 2025 9,936 $ 98 220 $ 2 $ 202,748 $ ( 2,662 ) $ ( 144,735 ) $ 55,451

Three and Six Months Ended June 30, 2024

Balance as of December 31, 2023 9,525 $ 94 220 $ 2 $ 202,112 $ ( 2,662 ) $ ( 162,330 ) $ 37,216

3 unchanged sentences

Balance as of March 31, 2024 9,690 $ 96 220 $ 2 $ 201,912 $ ( 2,662 ) $ ( 161,420 ) $ 37,928

Issuance of common stock, net of shares withheld for taxes 10 — — — 3 — — 3

Stock-based compensation 5 — — — 290 — — 290

Net income (loss) — — — — — — 946 946

Balance as of June 30, 2024 9,705 $ 96 220 $ 2 $ 202,205 $ ( 2,662 ) $ ( 160,474 ) $ 39,167

See accompanying Notes to Condensed Consolidated Financial Statements

2 unchanged sentences

in thousands)

Three Months Ended March 31,

Six Months Ended June 30,

Operating Activities

6 unchanged sentences

Accrued interest income ( 73 ) ( 56 )

(Gain) loss on disposal of fixed assets 2 —

(Gain) loss on deferred compensation plan 8 1

11 unchanged sentences

Purchase of deferred compensation plan securities ( 397 ) ( 312 )

Proceeds from sales of deferred compensation plan securities 41 —

Purchase of fixed assets ( 189 ) ( 194 )

1 unchanged sentence

Financing Activities

Distributions from sales of deferred compensation plan securities ( 39 ) —

Proceeds from issuance of common stock related to equity awards 86 —

41 unchanged sentences

The standard also requires all annual disclosures currently required by ASC Topic 280 to be included in interim periods.

This standard is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024, with early adoption permitted and requires retrospective application to all prior periods presented in the financial statements.

This standard is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024, and requires retrospective application to all prior periods presented in the financial statements;

early adoption was permitted.

The Company adopted the standard effective January 1, 2024 and determined that adoption of the standard had no material impact on its consolidated financial statements.

4 unchanged sentences

” This guidance is a final standard on improvements to income tax disclosures and requires disaggregated information about a reporting entity's effective tax rate reconciliation as well as information on income taxes paid.

This standard is effective for fiscal years beginning after December 15, 2024, with early adoption permitted and should be applied prospectively.

This standard is effective for annual fiscal year reporting periods beginning after December 15, 2024, and should be applied prospectively;

early adoption is permitted.

The Company is currently evaluating the impact of this standard on its consolidated financial statements and related disclosures.

1 unchanged sentence

Disaggregation of Income Statement Expenses .” This guidance requires disclosure of disaggregated information about certain financial statement expense line items presented on the consolidated statements of operations in the notes to the financial statements on an interim and annual basis.

The standard can be applied either prospectively or retrospectively and is effective for fiscal years beginning after December 15, 2026, and interim periods within fiscal years beginning after December 15, 2027, with early adoption permitted.

early adoption is permitted.

The Company is currently evaluating the impact of this standard on its consolidated financial statements and related disclosures.

1 unchanged sentence

The following table summarizes the Company's investments in real estate ventures (in thousands):

March 31, December 31,

June 30, December 31,

Investment Ownership % 2025 2024 Accounting Method

11 unchanged sentences

("Investors X"), an unconsolidated variable interest entity that owns the Company's residual homebuilding operations.

As of March 31, 2025, all residential lots have been sold.

As of June 30, 2025, all residential lots have been sold.

The proceeds from the lot sales will be distributed to the Company as remaining land development work associated with these projects is completed.

5 unchanged sentences

In February 2020, the Company arranged for DivcoWest to purchase a majority ownership stake in The Hartford and secured a $ 87.0 million loan facility from MetLife.

As part of the transaction, the Company entered into asset management and property management agreements to manage the property in exchange for market-rate fees.

It recognized $ 0.3 million and $ 0.3 million of revenue for the three months ended March 31, 2025 and 2024, respectively.

Fair value of the property is determined on a quarterly basis using an income approach model.

As of March 31, 2025, the Company’s ownership interest in the Hartford was 2.5 %.

As part of the transaction, the Company entered into asset management and property management agreements to manage the property in exchange for market-rate fees, under which it recognized $ 0.2 million and $ 0.6 million of revenue for the three and six months ended June 30, 2025, respectively.

It recognized $ 0.2 million and $ 0.5 million of revenue for the three and six months ended June 30, 2024, respectively.

value of the property is determined on a quarterly basis using an income approach model.

As of June 30, 2025, the Company’s ownership interest in the Hartford was 2.5 %.

(See Note 12 for additional information).

3 unchanged sentences

In connection with the transaction, the Company received an acquisition fee and is entitled to receive investment related income and promote distributions in connection with its equity interest in the asset.

The Company also provides asset, residential, retail and parking property management services for the property in exchange for market-rate fees.

It recognized $ 0.4 million and $ 0.3 million of revenue for the three months ended March 31, 2025 and 2024, respectively.

As part of the transaction, the Company entered into asset management and property management agreements to provide asset, residential, retail, and parking property management services in exchange for market-rate fees, under which it recognized $ 0.3 million and $ 0.7 million of revenue for the three and six months ended June 30, 2025, respectively.

It recognized $ 0.3 million and $ 0.7 million of revenue for the three and six months ended June 30, 2024, respectively.

Fair value of the property is determined on a quarterly basis using an income approach model.

As of March 31, 2025, the Company’s ownership interest in BLVD Forty Four was 5.0 %.

As of June 30, 2025, the Company’s ownership interest in BLVD Forty Four was 5.0 %.

(See Note 12 for additional information).

In March 2022, the Company entered into a joint venture with CP to acquire BLVD Ansel, a newly completed 18-story, luxury high-rise apartment building with 250 units located adjacent to the Rockville Metro Station and BLVD Forty Four in Rockville, Maryland.

BLVD Ansel features approximately 20,000 square feet of retail space, 611 parking spaces, and expansive amenities including multiple private workspaces designed to meet the needs of remote-working residents.

BLVD Ansel features approximately 20,000 square feet of retail, 611 parking spaces, and expansive amenities including multiple private workspaces designed to meet the needs of remote-working residents.

The Company also provides asset, residential, retail and parking property management services for the property in exchange for market-rate fees.

It recognized $ 0.3 million and $ 0.3 million of revenue for the three months ended March 31, 2025 and 2024, respectively.

As part of the transaction, the Company entered into asset management and property management agreements to provide asset, residential, retail and parking property management services in exchange for market-rate fees, under which it recognized $ 0.3 million and $ 0.6 million of revenue for the three and six months ended June 30, 2025, respectively.

It recognized $ 0.3 million and $ 0.6 million of revenue for the three and six months ended June 30, 2024, respectively.

Fair value is determined on a quarterly basis using an income approach model.

As of March 31, 2025, the Company’s ownership interest in BLVD Ansel was 5.0 %.

As of June 30, 2025, the Company’s ownership interest in BLVD Ansel was 5.0 %.

(See Note 12 for additional information).

4 unchanged sentences

Change in fair value 29

Balance as of March 31, 2025 $ 4,612

Balance as of June 30, 2025 $ 4,626

In December 2023, the Company completed the acquisition of an 18,150 square foot land parcel located at 41 Maryland Avenue in Rockville, Maryland (“Comstock 41”) through a wholly owned subsidiary for $ 1.5 million.

8 unchanged sentences

("STS") to provide title insurance to its clients.

The Company records this co-investment using the equity method of accounting and adjusts the carrying value of the investment for its proportionate share of net income and distributions.

The Company records this co-investment using the equity method of accounting and adjusts the carrying value of the investment for

its proportionate share of net income and distributions.

The carrying value of the STS investment is recorded in "other assets" on the Company's consolidated statement of balance sheets.

The Company's proportionate share of STS net income and distributions are recorded in gain (loss) on real estate ventures in the consolidated statements of operations and was immaterial for the three months ended March 31, 2025 and 2024 .

The Company has operating leases for office space leased in various buildings for its own use.

4 unchanged sentences

The following table summarizes operating lease costs, by type (in thousands):

Three Months Ended March 31,

Three Months Ended June 30, Six Months Ended June 30,

2025 2024 2025 2024

Operating lease costs

3 unchanged sentences

The following table presents supplemental cash flow information related to the Company's operating leases (in thousands):

Three Months Ended March 31,

Three Months Ended June 30, Six Months Ended June 30,

2025 2024 2025 2024

Cash paid for lease liabilities:

Operating cash flows from operating leases $ 400 $ 377 $ 796 $ 775

As of March 31, 2025, the Company's operating leases had a weighted-average remaining lease term of 5.5 years and a weighted-average discount rate of 4.64 %.

As of June 30, 2025, the Company's operating leases had a weighted-average remaining lease term of 5.3 years and a weighted-average discount rate of 4.65 %.

The following table summarizes future lease payments (in thousands):

5 unchanged sentences

Total lease liabilities $ 5,818

The Company does not have any leases which have not yet commenced as of March 31, 2025.

The Company does not have any leases which have not yet commenced as of June 30, 2025.

In March 2025, the Company entered into a five-year Revolving Capital Line of Credit Agreement with CP, pursuant to which the Company secured a $ 10.0 million capital line of credit with a variable interest rate of the Wall Street Journal Prime Rate plus 1.00 % per annum that is scheduled to expire in March 2030 (the “Credit Facility”).

As of March 31, 2025, the full balance of the Credit Facility remained available for use up through the expiration date, and the Company had no outstanding debt or financing arrangements for which future payments are due.

As of June 30, 2025, the full balance of the Credit Facility remained available for use up through the expiration date, and the Company had no outstanding debt or financing arrangements for which future payments are due.

Commitments and Contingencies

7 unchanged sentences

Fair Value Disclosures

As of March 31, 2025, the carrying amount of cash and cash equivalents, accounts receivable, other current assets, and accounts payable approximated fair value because of the short-term nature of these instruments.

As of March 31, 2025, deferred compensation plan assets, which are Company-funded investments that are meant to correlate with participant-directed hypothetical investments in stock and bond mutual funds, are measured using quoted prices in active markets based on the market price per unit multiplied by the number of units held (Level 1).

As of June 30, 2025, the carrying amount of cash and cash equivalents, accounts receivable, other current assets, and accounts payable approximated fair value because of the short-term nature of these instruments.

As of June 30, 2025, deferred compensation plan assets, which are Company-funded investments that are meant to correlate with participant-directed hypothetical investments in stock and bond mutual funds, are measured using quoted prices in active markets based on the market price per unit multiplied by the number of units held (Level 1).

Corresponding deferred compensation plan liabilities reflect the fair value of the aforementioned hypothetical investments and are based on inputs derived principally from observable market data (Level 2) through their direct correlation with the deferred compensation plan assets.

As of March 31, 2025, the Company had certain equity method investments in real estate ventures that it elected to record at fair value using significant unobservable inputs (Level 3).

As of June 30, 2025, the Company had certain equity method investments in real estate ventures that it elected to record at fair value using significant unobservable inputs (Level 3).

(See Note 3 for additional information).

6 unchanged sentences

Shares of Class B common stock are convertible into an equivalent number of shares of our Class A common stock upon transfer.

As of March 31, 2025, the Company had not declared any dividends.

As of June 30, 2025, the Company had not declared any dividends.

Stock-based Compensation

3 unchanged sentences

The 2019 Plan originally authorized 2.5 million shares of the Company's Class A common stock for issuance.

As of March 31, 2025, there were 1.3 million shares of Class A common stock available for issuance under the 2019 Plan.

During the three months ended March 31, 2025 and 2024, the Company recorded stock-based compensation expense of $ 0.3 million and $ 0.2 million, respectively.

As of June 30, 2025, there were 1.3 million shares of Class A common stock available for issuance under the 2019 Plan.

During the three and six months ended June 30, 2025, the Company recorded stock-based compensation expense of $ 0.3 million and $ 0.5 million, respectively.

During the three and six months ended June 30, 2024, the Company recorded stock-based compensation expense of $ 0.3 million and $ 0.5 million, respectively.

Stock-based compensation costs are included in selling, general, and administrative expense on the Company's consolidated statements of operations.

As of March 31, 2025, there was $ 1.6 million of total unrecognized stock-based compensation, which is expected to be recognized over a weighted-average period of 2.1 years.

As of June 30, 2025, there was $ 1.3 million of total unrecognized stock-based compensation, which is expected to be recognized over a weighted-average period of 1.9 years.

Restricted Stock Units

10 unchanged sentences

Canceled/Forfeited ( 11 ) 5.18

Balance as of March 31, 2025 467 $ 5.37

Vested and expected to vest after March 31, 2025 468 $ 5.37

Balance as of June 30, 2025 467 $ 5.37

Vested and expected to vest after June 30, 2025 470 $ 5.37

Represents additional restricted stock units that vested and were released as a result of the satisfaction of a performance vesting condition.

The total intrinsic value of RSUs that vested during the three months ended March 31, 2025 and 2024 was $ 1.6 million and $ 1.2 million, respectively.

The total intrinsic value of RSUs that vested during the six months ended June 30, 2025 and 2024 was $ 1.6 million and $ 1.2 million, respectively.

Stock Options

7 unchanged sentences

Canceled/Forfeited — —

Balance as of March 31, 2025 65 $ 2.94 3.4 $ 369

Exercisable as of March 31, 2025 65 $ 2.94 3.4 $ 369

The total intrinsic value of stock options exercised during the three months ended March 31, 2025 was $ 0.2 million.

There were no stock options exercised during the three months ended March 31, 2024.

All of the Company's revenue for the three months ended March 31, 2025 and 2024 was generated in the United States.

Balance as of June 30, 2025 65 $ 2.94 3.1 $ 465

Exercisable as of June 30, 2025 65 $ 2.94 3.1 $ 465

The total intrinsic value of stock options exercised during the six months ended June 30, 2025 and 2024 was $ 0.2 million and immaterial, respectively.

All of the Company's revenue for the three and six months ended June 30, 2025 and 2024 was generated in the United States.

The following tables summarize the Company’s revenue by line of business, customer type, and contract fee type (in thousands):

Three Months Ended March 31,

Three Months Ended June 30, Six Months Ended June 30,

2025 2024 2025 2024

Revenue by Line of Business

3 unchanged sentences

Total revenue $ 12,972 $ 10,753 $ 25,611 $ 21,391

Three Months Ended March 31,

Three Months Ended June 30, Six Months Ended June 30,

2025 2024 2025 2024

Revenue by Customer Type

2 unchanged sentences

Total revenue $ 12,972 $ 10,753 $ 25,611 $ 21,391

Three Months Ended March 31,

Three Months Ended June 30, Six Months Ended June 30,

2025 2024 2025 2024

Revenue by Timing

2 unchanged sentences

Total revenue $ 12,972 $ 10,753 $ 25,611 $ 21,391

Three Months Ended March 31,

Three Months Ended June 30, Six Months Ended June 30,

2025 2024 2025 2024

Revenue by Contract Fee Type (1)

1 unchanged sentence

$ 8,369 $ 7,846 $ 16,993 $ 16,100

2,989 1,907 5,640 3,571

Fixed fee (4)

1,614 1,000 2,978 1,720

Total revenue $ 12,972 $ 10,753 $ 25,611 $ 21,391

5 unchanged sentences

(See Note 12 for additional information).

The Company recognized no revenue from incentive fees for the three months ended March 31, 2025 and 2024.

The Company recognized no revenue from incentive fees for the three and six months ended June 30, 2025 and 2024.

The Company has significant deferred tax assets that stem from net operating loss ("NOL") carryforwards generated prior to 2019 when the Company's primary focus was on homebuilding activities.

2 unchanged sentences

The balance of the deferred tax asset valuation allowance is assessed on a quarterly basis and adjusted as needed.

The Company's effective tax rates for the three months ended March 31, 2025 and 2024 differ from the U.S.

The Company's effective tax rates for the six months ended June 30, 2025 and 2024 differ from the U.S.

federal statutory tax rate of 21%, primarily due to the impact of state income taxes, permanent tax differences, and stock compensation shortfall/windfall adjustments.

On July 4, 2025, the U.S.

government enacted budget reconciliation legislation known as the One Big Beautiful Bill Act of 2025 ("OBBBA") which includes both tax and non-tax provisions.

The Company will continue to assess its impact, however the changes resulting from the tax provisions in OBBBA are not expected to have a material impact on the Company’s financial results.

Net Income (Loss) Per Share

The following table sets forth the calculation of basic and diluted net income (loss) per share (in thousands, except per share data):

Three Months Ended March 31,

Three Months Ended June 30, Six Months Ended June 30,

2025 2024 2025 2024

Net income (loss) - Basic and Diluted $ 1,446 $ 946 $ 3,035 $ 1,856

6 unchanged sentences

The following common share equivalents have been excluded from the computation of diluted net income (loss) per share because their effect was anti-dilutive (in thousands):

Three Months Ended March 31,

Three Months Ended June 30, Six Months Ended June 30,

2025 2024 2025 2024

Restricted stock units — 1 — —

7 unchanged sentences

The 2022 AMA engaged CAM to manage and administer CP’s commercial real estate portfolio (the "Anchor Portfolio") and the day-to-day operations of CP and each property-owning subsidiary of CP (collectively, the “CP Entities”).

CAM will provide investment advisory, development, and asset management services necessary to build out, stabilize and manage the Anchor Portfolio, which currently consists primarily of two of the larger transit-oriented, mixed-use developments located on Washington D.C.

CAM will provide

investment advisory, development, and asset management services necessary to build out, stabilize and manage the Anchor Portfolio, which currently consists primarily of two of the larger transit-oriented, mixed-use developments located on Washington D.C.

Metro’s Silver Line (Reston Station and Loudoun Station) that are owned by CP Entities and ultimately controlled by Mr.

31 unchanged sentences

The 2022 AMA will terminate on January 1, 2035 (“Initial Term”) and will automatically renew for successive additional one year terms (each an “Extension Term”) unless CP delivers written notice of non-renewal of the 2022 AMA at least 180 days prior to the termination date of the Initial Term or any Extension Term.

Twenty-four months after the effective date of the 2022 AMA,

CP is entitled to terminate the 2022 AMA without cause upon 180 days advance written notice to CAM.

Twenty-four months after the effective date of the 2022 AMA, CP is entitled to terminate the 2022 AMA without cause upon 180 days advance written notice to CAM.

In the event of such a termination and in addition to the payment of any accrued annual fees due and payable as of the termination date under the 2022 AMA, CP is required to pay a termination fee equal to two times the Cost-Plus Fee or Market Rate Fee paid to CAM for the calendar year immediately preceding the termination.

19 unchanged sentences

("Investors X"), an unconsolidated variable interest entity that owns the Company's residual homebuilding operations.

The Company considers Investors X to be a variable interest entity over which it does not have the power to direct activities that most significantly impact economic performance, therefore it is not the primary beneficiary of Investors X and does not have to consolidate the entity into its financial results.

The Company considers Investors X to be a variable interest entity over which it does not have the power to direct activities that most significantly impact

economic performance, therefore it is not the primary beneficiary of Investors X and does not have to consolidate the entity into its financial results.

(See Note 3 for additional information).

31 unchanged sentences

The financial information reviewed by the CODM includes the following disaggregation of operating expenses for the Company's single reportable operating segment (in thousands):

Three Months Ended March 31,

Three Months Ended June 30, Six Months Ended June 30,

2025 2024 2025 2024

Asset management and corporate operating expenses $ 5,627 $ 5,242 $ 11,536 $ 10,789

6 unchanged sentences

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.

What changed 10-Q

Item 1. Financial Statements