3 unchanged sentences
Report of Independent Registered Public Accounting Firm (PCAOB ID # 248 )
−Removed: Consolidated Balance Sheets a s of December 31, 2024 and 2023
+Added: Consolidated Balance Sheets as of December 31, 2025 and 2024
Consolidated Statements of Operations for the Years Ended December 31, 2025 and 2024
40 unchanged sentences
We have served as the Company’s auditor since 2020.
−Removed: Arlington, Virginia
+Added: Philadelphia, Pennsylvania
March 17, 2026
110 unchanged sentences
Distributions from real estate ventures 289 586
+Added: Capitalized expenses for real estate ventures ( 1,249 ) —
Purchase of deferred compensation plan securities ( 477 ) ( 428 )
+Added: Proceeds from sales of deferred compensation plan securities 112 —
Purchase of fixed assets ( 380 ) ( 368 )
48 unchanged sentences
The Company does not record an allowance for doubtful accounts on accounts receivable from related parties due to the nature of the receivables and collection history.
−Removed: As of December 31, 2024, the Company's allowance for doubtful accounts was $ 0.1 million.
+Added: As of December 31, 2025, the Company had no recorded allowances for doubtful accounts.
Concentrations of Credit Risk
94 unchanged sentences
Due to the subjective and potentially volatile nature of this variable consideration, revenue is only recognized on Incentive Fees for each managed asset when 1) any material uncertainties associated with the valuation of real estate assets that drive Incentive Fees are substantially resolved and 2) it is probable that a significant reversal in the amount of related cumulative Incentive Fee revenue recognized will not occur.
−Removed: As a result, the Company only recognizes Incentive Fees at or near each asset's respective triggering event (as detailed in the 2022 AMA) when imputed profit can be reasonably calculated and relied upon to not materially change.
+Added: As a result, the Company only recognizes Incentive Fees at or near each asset's respective triggering event (as detailed in the 2022 AMA) when imputed profit can be reasonably calculated and the calculation has received consent from all parties, thereby confirming it can relied upon to not materially change.
Cost of Revenue
20 unchanged sentences
For awards with a performance-based vesting condition, the Company accrues stock-based compensation expense if it is probable that the performance condition will be achieved.
+Added: Advertising Costs
+Added: Advertising costs are expensed as incurred and typically relate to promotional materials and media expenses incurred to increase general brand exposure.
+Added: These costs amounted to $ 0.1 million and $ 0.1 million for the years ended December 31, 2025 and 2024, respectively.
Interest Income
28 unchanged sentences
(See Note 15 for the related segment disclosures).
−Removed: Recent Accounting Pronouncements - Not Yet Adopted
In December 2023, the FASB issued ASU 2023-09, “ Income Taxes (Topic 740):
1 unchanged sentence
” 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.
−Removed: This standard is effective for fiscal years beginning after December 15, 2024, with early adoption permitted and should be applied prospectively.
−Removed: The Company is currently evaluating the impact of this standard on its consolidated financial statements and related disclosures.
+Added: This standard is effective for fiscal years beginning after December 15, 2024, and early adoption was permitted.
+Added: The Company adopted the standard effective January 1, 2025 and included the required tax disclosure updates in the notes to its consolidated financial statements.
+Added: (See Note 11 for additional information).
+Added: Recent Accounting Pronouncements - Not Yet Adopted
In November 2024, the FASB issued ASU 2024-03, “ Income Statement – Reporting Comprehensive Income – Expense Disaggregation Disclosures (Subtopic 220-40):
15 unchanged sentences
Investments in Real Estate Ventures
−Removed: The following table summarizes the Company's investments in real estate ventures that are recorded on the consolidated balance sheets (in thousands):
+Added: The following table summarizes the Company's investments in real estate ventures (in thousands):
Investment Ownership % 2025 2024 Accounting Method
7 unchanged sentences
The Company’s maximum loss exposure on each of its investments in real estate ventures is equal to the carrying amount of the investment.
−Removed: Additional details on each investment are as follows:
−Removed: In April 2019, the Company entered into a master transfer agreement with CP Real Estate Services, LC (“CPRES”), an entity owned by Mr.
−Removed: Clemente, which entitled the Company to priority distribution of residual cash flow from its Class B membership interest in Comstock Investors X, L.C.
+Added: Investments Recorded at Fair Value
+Added: Additional details on the Company's unconsolidated investments in real estate ventures that are recorded at fair value are as follows:
+Added: In April 2019, the Company entered into a master transfer agreement with CP Real Estate Services, LC (“CPRES”), an entity owned by Comstock’s Chief Executive Officer Christopher Clemente, that entitled the Company to priority distribution of residual cash flow from its Class B membership interest in Comstock Investors X, L.C.
("Investors X"), an unconsolidated variable interest entity that owns the Company's residual homebuilding operations.
3 unchanged sentences
In December 2019, the Company entered into a joint venture with CP to acquire The Hartford Building ("The Hartford"), a Class-A office building adjacent to Clarendon Station on Metro’s Orange Line in Arlington County, Virginia.
−Removed: Built in 2003, the 211,000 square foot, LEED Gold-certified building is located in the premier Rosslyn-Ballston corridor.
−Removed: In February 2020, the Company arranged for DivcoWest to purchase a majority ownership stake in The Hartford Building and secured a $ 87.0 million loan facility from MetLife.
−Removed: 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, for which it recognized $ 1.0 million of revenue for the year ended
−Removed: December 31, 2024.
+Added: Built in 2003, the 211,000 square foot, LEED Gold-certified, mixed-use building is located in the premier Rosslyn-Ballston corridor.
+Added: February 2020, the Company arranged for DivcoWest to purchase a majority ownership stake in The Hartford Building and secured an $ 87.0 million loan facility from MetLife.
+Added: 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 $ 0.9 million and $ 1.0 million of revenue for the years ended December 31, 2025 and 2024, respectively.
Fair value of the property is determined on a quarterly basis using an income approach model.
5 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.
−Removed: The Company also provides asset, residential, retail and parking property management services for the property in exchange for market-rate fees, for which it recognized $ 1.3 million of revenue for the year ended December 31, 2024.
−Removed: Fair value is determined on a quarterly basis using an income approach model.
+Added: As part of the transaction, the Company entered into asset management and property management agreements to provide asset, residential, retail, and parking services for the property in exchange for market-rate fees, under which it recognized $ 2.9 million and $ 1.3 million of revenue for the years ended December 31, 2025 and 2024, respectively.
+Added: Fair value of the property is determined on a quarterly basis using an income approach model.
As of December 31, 2025, the Company’s ownership interest in BLVD Forty Four was 5.0 %.
1 unchanged sentence
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.
−Removed: 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.
+Added: 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.
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.
−Removed: The Company also provides asset, residential, retail and parking property management services for the property in exchange for market-rate fees, for which it recognized $ 1.2 million of revenue for the year ended December 31, 2024.
−Removed: Fair value is determined on a quarterly basis using an income approach model.
+Added: As part of the transaction, the Company entered into asset management and property management agreements to provide asset, residential, retail, and parking services for the property in exchange for market-rate fees, under which it recognized $ 1.1 million and $ 1.2 million of revenue for the years ended December 31, 2025 and 2024, respectively.
+Added: Fair value of the property is determined on a quarterly basis using an income approach model.
As of December 31, 2025, the Company’s ownership interest in BLVD Ansel was 5.0 %.
14 unchanged sentences
(See Note 13 for additional information).
−Removed: In November 2024, the Company entered into a definitive purchase agreement for Comstock 41 with SCG Development Holdings, LLC ("SCG") that is contingent upon the successful rezoning of the property to allow for the development of an affordable housing project at the site.
+Added: In November 2024, the Company entered into a definitive purchase agreement for Comstock 41 with SCG Development Holdings, LLC ("SCG") that is contingent upon the successful rezoning of the property to allow for the development of an
+Added: affordable housing project at the site.
Upon closing, the Company will enter into an operating agreement and a development agreement with SCG, under which the Company will provide construction management services for the affordable housing project that will be fully financed by SCG.
−Removed: The Company will also be entitled to provide property management services once the development is ready for occupancy.
+Added: The Company will also be given the opportunity to provide property management services upon delivery.
+Added: In December 2025, the Company received legislative approval from the City of Rockville for the affordable housing development and the relocation of certain moderately-priced dwelling units (MPDUs) from BLVD Forty Four to Comstock 41.
+Added: The rezoning approval triggered a $ 1.6 million entitlement success fee based on a contingent fee agreement with BLVD Forty Four that was recognized as revenue for the year ended December 31, 2025.
+Added: (See Note 13 for additional information).
Other Investments
−Removed: In addition, the Company has a joint venture with Superior Title Services, Inc.
+Added: The Company has a joint venture with Superior Title Services, Inc.
("STS") to provide title insurance to its clients.
−Removed: The Company records this co-investment using the equity method of accounting and adjusts the carrying value of the investment for
−Removed: its proportionate share of net income and distributions.
+Added: 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 net income and distributions are recorded in gain (loss) on real estate ventures in the consolidated statements of operations and was immaterial for the years ended December 31, 2025 and 2024, respectively.
+Added: In September 2025, the Company entered into a Purchase and Sale Agreement (the "Purchase Agreement") with a seller relating to the purchase of a 400 + unit multifamily building located in Rockville, Maryland, pursuant to which it paid a $ 1.0 million deposit that will be applied to the purchase price at closing.
+Added: The deposit, as well as other costs directly related to this potential acquisition, are currently recorded on the Company's consolidated balance sheet in "prepaid expenses and other current assets." Closing of the acquisition is currently anticipated to occur in the first quarter of 2026.
+Added: The Company has executed a letter of agreement with an institutional partner to form a joint venture upon closing on the acquisition that would result in the Company retaining a minority equity interest in the joint venture while providing asset management and property management services for the acquired asset.
+Added: The letter of agreement stipulates that any non-refundable deposits and due diligence expenses will be shared by both parties.
Investment Financial Information
23 unchanged sentences
Year Ending December 31, Operating Leases
−Removed: Thereafter 1,073
Total future lease payments 5,994
1 unchanged sentence
Total lease liabilities $ 5,350
−Removed: The Company does not have any lease liabilities which have not yet commenced as of December 31, 2024.
−Removed: In March 2020, the Company entered into a five-year Revolving Capital Line of Credit Agreement with CPRES, 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 scheduled to expire in March 2025 (the “Credit Facility”).
+Added: As of December 31, 2025, the Company does not have any liabilities related to leases that have not yet commenced.
+Added: 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 scheduled to expire in March 2030 (the “Credit Facility”).
As of December 31, 2025, the full balance of the Credit Facility remained available for use and the Company had no outstanding debt or financing arrangements for which future payments are due.
−Removed: On March 19, 2025, the Company entered into an agreement with CP to secure a new $ 10.0 million capital line of credit with the same variable interest rate structure as the Credit Facility that is scheduled to expire in March 2030 (the "New Credit Facility").
Commitments and Contingencies
22 unchanged sentences
On February 12, 2019, the Company approved the 2019 Omnibus Incentive Plan (the “2019 Plan”), which replaced the 2004 Long-Term Compensation Plan (the “2004 Plan”).
−Removed: The 2019 Plan provides for the issuance of stock options, stock appreciation rights ("SARs"), restricted stock, restricted stock units, dividend equivalents, performance awards, and stock or other stock-based
+Added: The 2019 Plan provides for the issuance of stock options, stock appreciation rights ("SARs"), restricted stock, restricted stock units, dividend equivalents, performance awards, and stock or other stock-based awards.
The 2019 Plan mandates that all lapsed, forfeited, expired, terminated, cancelled and withheld shares, including those from the predecessor plan, be returned to the 2019 Plan and made available for issuance.
13 unchanged sentences
Granted 144 7.91
+Added: Performance awards (1)
Released ( 206 ) 3.94
1 unchanged sentence
Balance as of December 31, 2025 441 $ 5.37
+Added: Vested and expected to vest after December 31, 2025 445 $ 5.37
+Added: 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 years ended December 31, 2025 and 2024 was $ 1.7 million and $ 1.5 million, respectively.
8 unchanged sentences
Canceled/Forfeited — —
−Removed: Expired ( 3 ) 7.63
Balance as of December 31, 2025 50 $ 3.30 2.5 $ 416
Exercisable as of December 31, 2025 50 $ 3.30 2.5 $ 416
−Removed: The total intrinsic value of stock options exercised during the year ended December 31, 2024 was $ 0.1 million.
−Removed: There were no stock options exercised during the year ended December 31, 2023 .
+Added: The total intrinsic value of stock options exercised during the years ended December 31, 2025 and 2024 was $ 0.4 million and $ 0.1 million, respectively.
All the Company's revenue was for the years ended December 31, 2025 and 2024 was generated in the United States.
4 unchanged sentences
Property management (1)
+Added: 11,879 11,612
Parking management 14,362 8,185
Total revenue $ 62,861 $ 51,294
+Added: CHCI Commercial and CHCI Residential
Year Ended December 31,
13 unchanged sentences
16,932 14,001
+Added: Fixed fee (4)
Total revenue $ 62,861 $ 51,294
5 unchanged sentences
(See Note 13 for additional information).
−Removed: For the years ended December 31, 2024, and 2023 the Company recognized revenue from incentive fees of $ 1.5 million and $ 4.8 million, respectively.
−Removed: All incentive fee revenue recognized to date has been related to services performed in prior periods for which revenue recognition criteria were previously constrained.
+Added: For the year ended December 31, 2025, the Company recognized no revenue from incentive fees.
+Added: For the year ended December 31, 2024, $ 1.5 million of revenue from incentive fees was recognized.
+Added: Incentive fee revenue recognized prior to fiscal year 2025 was related to services performed in prior periods for which revenue recognition criteria were previously constrained.
The following table summarizes the components of the provision for (benefit from) income tax (in thousands):
1 unchanged sentence
Federal $ — $ —
−Removed: State — ( 102 )
Total current taxes — —
4 unchanged sentences
Provision for (benefit from) income taxes $ ( 4,174 ) $ ( 3,835 )
−Removed: The following table presents a reconciliation the statutory federal income tax rate to the Company's effective income tax rate:
+Added: The following table presents a reconciliation of the statutory federal income tax rate to the Company's effective income tax rate (in thousands):
Year Ended December 31,
−Removed: Federal statutory rate 21.00 % 21.00 %
+Added: Statutory rate $ 2,704 21.00 % $ 2,252 21.00 %
State income taxes—net of federal benefit (1)
−Removed: Permanent differences 0.55 % 0.50 %
−Removed: Return to provision 0.01 % ( 0.99 ) %
+Added: ( 770 ) ( 5.98 ) % ( 608 ) ( 5.67 ) %
Change in valuation allowance ( 6,117 ) ( 47.50 ) % ( 5,404 ) ( 50.39 ) %
−Removed: Change in state tax rate ( 0.14 ) % ( 0.21 ) %
+Added: Nontaxable or nondeductible items:
+Added: 162(m) compensation disallowance 167 1.30 % 96 0.90 %
+Added: Stock compensation ( 252 ) ( 1.96 ) % ( 131 ) ( 1.23 ) %
Other 94 0.73 % ( 40 ) ( 0.38 ) %
Effective tax rate $ ( 4,174 ) ( 32.41 ) % $ ( 3,835 ) ( 35.77 ) %
+Added: State taxes in Virginia made up the majority (greater than 50%) of the tax effect in this category.
The Company's effective tax rates for the years ended December 31, 2025 and 2024 differ from the U.S.
−Removed: federal statutory tax rate of 21%, primarily due to state income taxes and the impact of valuation allowance releases of $ 6.5 million and $ 1.5 million, respectively.
+Added: federal statutory tax rate of 21%, primarily due to state income taxes and the impact of valuation allowance releases related to projected increases in future period income forecasts.
+Added: The following table summarizes changes in the Company's deferred tax valuation allowance balance (in thousands):
+Added: Year Ended December 31,
+Added: Valuation allowance - Beginning balance $ ( 17,146 ) $ ( 23,666 )
+Added: Valuation allowance release 7,497 6,506
+Added: Adjustment from impact of blended tax rate — 14
+Added: Valuation allowance - Ending balance $ ( 9,649 ) $ ( 17,146 )
Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes.
26 unchanged sentences
All of our income tax returns remain subject to examination by federal and state tax authorities due to the availability of our NOL carryforwards.
+Added: In July 2025, the U.S.
+Added: government enacted budget reconciliation legislation known as the One Big Beautiful Bill Act of 2025, which included a broad range of tax reform provisions affecting businesses, including extending and modifying certain key Tax Cuts & Jobs Act provisions (both domestic and international), expanding certain Inflation Reduction Act incentives while accelerating the phase-out of others.
+Added: The provisions of the legislation have multiple effective dates, with certain provisions effective starting in 2025 and others being implemented up through 2027.
+Added: The impact to the Company’s income tax expense and effective tax rate for the year ended December 31, 2025 associated with this legislation is immaterial.
Net Income (Loss) Per Share
12 unchanged sentences
Stock options — 1
−Removed: Warrants — 46
Related Party Transactions
+Added: Asset Management Agreements
In June 2022, CHCI Asset Management, L.C.
−Removed: (“CAM”), an entity wholly owned by the Company, entered into a new master asset management agreement with CP (the “2022 AMA”) that superseded in its entirety the previous asset management agreement between CAM and CPRES dated April 30, 2019 (the “2019 AMA”).
+Added: (“CAM”), an entity wholly owned by the Company, entered into a new master asset management agreement with CP (the “2022 AMA”) that superseded in its entirety the previous asset management agreement between CAM and CPRES dated April 30, 2019.
Entry into the 2022 AMA was unanimously approved by the independent directors of the Company.
36 unchanged sentences
Residential, Commercial, and Parking Property Management Agreements
−Removed: The Company entered into separate residential property management agreements with properties owned by CP Entities under which the Company receives fees to manage and operate the properties, including tenant communications, leasing of apartment units, rent collections, building maintenance and day-to-day operations, engagement and supervision of contractors and vendors providing services for the buildings, and budget preparation and oversight.
+Added: The Company entered into separate residential property management agreements with properties owned by CP Entities under which the Company receives fees to manage and operate the properties, including tenant communications, leasing of apartment
+Added: units, rent collections, building maintenance and day-to-day operations, engagement and supervision of contractors and vendors providing services for the buildings, and budget preparation and oversight.
The Company entered into separate commercial property and parking management agreements with several properties owned by CP Entities under which the Company receives fees to manage and operate the office and retail portions of the properties, including tenant communications, rent collections, building maintenance and day-to-day operations, engagement and supervision of contractors and vendors providing services for the buildings, and budget preparation and oversight.
These property management agreements each have initial terms of one year with successive, automatic one-year renewal terms.
−Removed: The Company generally receives base management fees under these agreements based upon a percentage of gross rental revenues for the
−Removed: portions of the buildings being managed in addition to reimbursement of specified expenses, including employment expenses of personnel employed by the Company in the management and operation of each property.
+Added: The Company generally receives base management fees under these agreements based upon a percentage of gross rental revenues for the portions of the buildings being managed in addition to reimbursement of specified expenses, including employment expenses of personnel employed by the Company in the management and operation of each property.
Construction Management Agreements
5 unchanged sentences
Business Management Agreements
−Removed: In July 2019, CAM entered into a Business Management Agreement (the “BC Management Agreement”) with CPRES, whereby CAM provides CPRES with professional management and consultation services, including, without limitation, consultation on land development and real estate transactions, for a residential community located in Monteverde, Florida.
−Removed: On January 1, 2023, a successor contract for the BC Management Agreement was executed by DCS Real Estate Investments, LC, an entity controlled by a member of CP.
−Removed: The BC Management Agreement provided that DCS Real Estate Investments, LC pay CAM an annual management fee equal to $ 0.4 million and reimburse CAM for certain expenses.
+Added: In January 2023, CAM entered into a Business Management Agreement (the “BC Management Agreement”) with DCS Real Estate Investments, LC, an entity controlled by a member of CP.
+Added: The BC Management Agreement provided that DCS Real Estate Investments, LC pay CAM an annual management fee equal to $ 0.4 million to reimburse CAM for certain expenses.
The BC Management Agreement was terminated effective December 31, 2024.
−Removed: On February 1, 2024, CAM entered into a Business Management Agreement (the “SH Management Agreement”) with Springfield Holdings, LLC (“Springfield”), an entity controlled by a member of CP, whereby CAM provides Springfield with professional management and consultation on land development and real estate services for a residential community located in Ranson, West Virginia.
−Removed: The initial term of the SH Management Agreement expires on December 31, 2024 with automatic one-year renewals.
−Removed: The SH Management Agreement provides that Springfield will reimburse CAM for certain immaterial title, survey, and architectural expenses at cost.
+Added: In February 2024, CAM entered into a Business Management Agreement (the “SH Management Agreement”) with Springfield Holdings, LLC (“Springfield”), an entity controlled by a member of CP, whereby CAM provides Springfield with professional management and consultation on land development and real estate services for a residential community located in Ranson, West Virginia.
+Added: The initial term of the SH Management Agreement extended through December 31, 2024 with automatic one-year renewals.
+Added: The SH Management Agreement provides that Springfield will reimburse CAM for certain pre-development expenses at cost.
In April 2019, the Company entered into a master transfer agreement with CPRES that entitled the Company to priority distribution of residual cash flow from its Class B membership interest in Comstock Investors X, L.C.
6 unchanged sentences
In February 2020, the Company, CP and DWF VI 3101 Wilson Member, LLC (“DWF”), an unaffiliated, third party, equity investor in The Hartford, entered into a limited liability company agreement (the “DWC Operating Agreement”) to form DWC 3101 Wilson Venture, LLC (“DWC”) to, among other things, acquire, own and hold all interests in The Hartford.
−Removed: In furtherance thereof, on February 7, 2020, the original operating agreement was amended and restated (the “A&R Operating Agreement”) to memorialize the Company’s and CP’s assignment of 100 % of its membership interests in The Hartford to DWC.
+Added: In furtherance
+Added: thereof, on February 7, 2020, the original operating agreement was amended and restated (the “A&R Operating Agreement”) to memorialize the Company’s and CP’s assignment of 100 % of its membership interests in The Hartford to DWC.
As a result, DWC is the sole member of The Hartford Owner.
6 unchanged sentences
Given that the Company is not the entity most closely associated with the properties, it concluded that it is not the primary beneficiary and does not have a controlling financial interest in either property.
+Added: In conjunction with the acquisition of Comstock 41, in 2023 the Company entered into an amendment to the existing asset management agreement with CP to introduce an acquisition pursuit fee of $ 0.1 million and contingent entitlement success fee to pursue potential relocation of moderately-priced dwelling units ("MPDUs") from BLVD Forty Four to Comstock 41.
+Added: The acquisition pursuit fee was earned and recognized upon the completion of the Comstock 41 acquisition.
+Added: The entitlement success fee is set to equal 25 % of the economic value created by the relocation of the MPDUs, as agreed upon by both parties, and due upon approval by local government agencies.
+Added: In December 2025, the Company received legislative approval from the City of Rockville and recognized a $ 1.6 million entitlement success fee based on the agreement with BLVD Forty Four.
(See Note 4 for additional information).
−Removed: In conjunction with the acquisition of Comstock 41, the Company entered into an amendment to the existing asset management agreement with CP to introduce an acquisition pursuit fee of $ 0.1 million and contingent entitlement success fee to pursue potential relocation of moderately-priced dwelling units ("MPDUs") from BLVD Forty Four to Comstock 41.
−Removed: The acquisition pursuit fee was earned and recognized as revenue for the year ended December 31, 2023, upon the completion of the Comstock 41 acquisition.
−Removed: The entitlement success fee, if earned, will equal 25 % of the economic value created by the relocation of the MPDUs (subject to reasonable agreed upon changes at the time of the calculation) and due upon approval of a finalized amendment to the existing project development plan by local government agencies.
Corporate Leases
1 unchanged sentence
In November 2022, the Company executed a 3,778 square foot lease expansion agreement with terms that align with the original agreement.
−Removed: ( See Note 6 for additional information).
In January 2022, ParkX Management, LC, a subsidiary of the Company, entered into a separate five-year lease agreement with an affiliate controlled and owned by Mr.
15 unchanged sentences
Fair value changes to NQDC Plan liabilities are recorded as a benefit plan-related operating expense and the net investment income (loss) from NQDC Plan assets is recorded as other income (expense) in our consolidated statements of income.
−Removed: As of December 31, 2024, total NQDC plan assets and liabilities were $ 0.4 million and $ 0.5 million, respectively.
+Added: As of December 31, 2025, total NQDC plan assets and
+Added: liabilities were $ 0.9 million and $ 1.0 million, respectively.
During the year ended December 31, 2025, there were $ 0.1 million in distributions from the Company's NQDC Plan.
14 unchanged sentences
Total operating costs and expenses $ 50,931 $ 41,007
+Added: Subsequent Events
+Added: On March 13, 2026, the Company announced that it had entered into a letter of intent to establish a joint venture with Jericho Energy Ventures, Inc.
+Added: ("Jericho"), a Canadian-based diversified energy company, to pursue the development of large-scale data center campuses in Oklahoma.
+Added: The joint venture will focus on assembling a strategic portfolio of land that integrates approximately 18,000 acres of Jericho's subsurface land and energy assets with surface land interests, capitalizing on Jericho's direct access to an abundance of natural gas resources that can be utilized to deliver low-cost, high-performance power solutions and potential carbon sequestration with the capability to support the development of large-scale AI data center campuses.
+Added: Pursuant to terms of the letter of intent, and to further align the party's joint interests, the Company made a $ 1.5 million initial investment in Jericho through a non-brokered private placement.
+Added: In return, the Company received 25,684,932 variable voting shares of Jericho, as well as warrants to purchase up to 12,842,466 additional variable voting shares at an exercise price of $ 0.20 CAD that are exercisable for a period of 24 months from the date of issuance.
Changes in and Disagreements with Accountants on Accounting and Financial Disclosures
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.