What changed in this filing

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Item 9A. Controls and Procedures

2021-03-10 compared with 2020-03-13 · 53 added, 59 removed, 165 unchanged (40% of the section changed)

35 unchanged sentences

/s/ DELOITTE & TOUCHE LLP

Costa Mesa, CA

Costa Mesa, California

March 9, 2021

10 unchanged sentences

The following table contains certain information with respect to our equity compensation plan in effect as of December 31, 2020.

Plan category

Number of securities to be issued

Plan category Number of securities to be issued

upon exercise of

outstanding options, warrants and rights

Weighted-average

(a) Weighted-average

exercise price of

options, warrants and rights

Number of securities remaining available for future issuance under equity compensation plans (excluding securities reflected in column (a))

(b) Number of securities remaining available for future issuance under equity compensation plans (excluding securities reflected in column (a))

Equity compensation plans approved by shareholders — — 4,689,214

(1) In June 2019, our Board adopted and our shareholders approved the Five Point Holdings, LLC Amended

and Restated 2016 Incentive Award Plan.

(2) Reflects vested restricted share units that have not yet settled.

Certain Relationships and Related Transactions, and Director Independence

5 unchanged sentences

The following financial statements are contained in Item 8.

Financial Statements

Page in this Report

Financial Statements Page in this Report

Report of Independent Registered Public Accounting Firm

1 unchanged sentence

Consolidated Statements of Operations for the years ended December 31, 2020, 2019 and 2018

Consolidated Statements of Comprehensive Income (Loss) for the years ended December 31, 2019, 2018 and 2017

Consolidated Statements of Comprehensive (Loss) Income for the years ended December 31, 2020, 2019 and 2018

Consolidated Statements of Capital for the years ended December 31, 2020, 2019 and 2018

2 unchanged sentences

The following financial statement schedule is included in this Report:

Financial Statement Schedule

Page in this Report

Financial Statement Schedule Page in this Report

Schedule III—Real Estate and Accumulated Depreciation

1 unchanged sentence

The following exhibits are filed with this Report or incorporated by reference:

Exhibit Description

Exhibit Exhibit Description

Certificate of Formation of Registrant, as amended (Exhibit 3.1 to Registrant's Registration Statement on Form S-11 filed April 7, 2017 is incorporated herein by this reference)

Second Amended and Restated Limited Liability Company Agreement of Five Point Holdings, LLC (Exhibit 3.1 to Registrant's Current Report on Form 8-K dated May 15, 2017 is incorporated herein by this reference)

Description of Shares **

Description of Shares (Exhibit 4.1 of the Company's Annual Report on Form 10-K for the year ended December 31, 2019 is incorporated herein by this reference)

Limited Partnership Agreement of Five Point Operating Company, LP, dated as of October 1, 2017 (Exhibit 10.1 to the Current Report on Form 8-K filed on October 2, 2017 is incorporated herein by this reference)

50 unchanged sentences

Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002**

XBRL Instance Document - the instance document does not appear in the Interactive Data File because XBRL tags are embedded within the Inline XBRL document

XBRL Taxonomy Extension Schema Document

XBRL Taxonomy Extension Calculation Linkbase Document

XBRL Taxonomy Extension Definition Linkbase Document

XBRL Taxonomy Extension Label Linkbase Document

XBRL Taxonomy Extension Presentation Linkbase Document

101.INS XBRL Instance Document - the instance document does not appear in the Interactive Data File because XBRL tags are embedded within the Inline XBRL document

101.SCH XBRL Taxonomy Extension Schema Document

101.CAL XBRL Taxonomy Extension Calculation Linkbase Document

101.DEF XBRL Taxonomy Extension Definition Linkbase Document

101.LAB XBRL Taxonomy Extension Label Linkbase Document

101.PRE XBRL Taxonomy Extension Presentation Linkbase Document

104 Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101).

10 unchanged sentences

Principal Executive Officer:

/s/ Emile Haddad

Chairman of the Board, President, and Chief Executive Officer

Emile Haddad /s/ Emile Haddad

Chairman of the Board, President, and Chief Executive Officer Date:

March 9, 2021

Principal Financial and Accounting Officer:

/s/ Erik Higgins

Chief Financial Officer and Vice President

March 13, 2020

Richard Beckwitt

/s/ Richard Beckwitt

/s/ Gary Hunt

March 13, 2020

Kathleen Brown

/s/ Kathleen Brown

/s/ Jonathan M.

March 13, 2020

William Browning

/s/ William Browning

Stuart Miller

/s/ Stuart Miller

March 13, 2020

Erik Higgins /s/ Erik Higgins

Chief Financial Officer and Vice President Date:

March 9, 2021

Evan Carruthers

/s/ Evan Carruthers

Michael Rossi

/s/ Michael Rossi

Kathleen Brown /s/ Kathleen Brown Gary Hunt /s/ Gary Hunt

March 9, 2021 Date:

March 9, 2021

William Browning /s/ William Browning Stuart Miller /s/ Stuart Miller

March 9, 2021 Date:

March 9, 2021

Jonathan Foster

/s/ Jonathan Foster

Michael Winer

/s/ Michael Winer

Evan Carruthers /s/ Evan Carruthers Michael Rossi /s/ Michael Rossi

March 9, 2021 Date:

March 9, 2021

Jonathan Foster /s/ Jonathan Foster Michael Winer /s/ Michael Winer

March 9, 2021 Date:

March 9, 2021

1 unchanged sentence

December 31, 2020

($ in thousands)

($ in thousands) Initial Cost

Costs Capitalized

3 unchanged sentences

Close of Period (b)

Valencia (formerly Newhall Ranch)- Land under development

Candlestick and The San Francisco Shipyard- Land under development

Agriculture- Operating property

Other Properties

Costs capitalized subsequent to acquisitions are net of land sales for real estate development properties and net of disposals, transfers and impairment write-downs for operating properties.

The aggregate cost of land and improvements for federal income tax purposes is approximately $ 2.4 billion (unaudited).

Encumbrances Land

Land Buildings

Improvements Total

Depreciation Date of

Construction Date

Valencia (formerly Newhall Ranch)- Land under development Los Angeles

County, CA $ — $ 111,172 $ — $ 656,150 $ — $ 767,322 $ — $ 767,322 $ — 2009 N/A

Candlestick and The San Francisco Shipyard- Land under development San

CA — 1,038,154 — 185,383 — 1,223,537 — 1,223,537 — 2016 N/A

Agriculture- Operating property Los Angeles

County, CA — 40,634 1,114 ( 13,477 ) 1,846 27,157 2,960 30,117 (c)

1,891 2009 (d)

Total $ — $ 1,189,960 $ 1,114 $ 828,056 $ 1,846 $ 2,018,016 $ 2,960 $ 2,020,976 (e)

(a) Costs capitalized subsequent to acquisitions are net of land sales for real estate development properties and net of disposals, transfers and impairment write-downs for operating properties.

(b) The aggregate cost of land and improvements for federal income tax purposes is approximately $ 2.2 billion (unaudited).

This basis does not reflect the Company’s deferred tax assets and liabilities as these amounts are computed based upon the Company’s outside basis in their partnership interest.

Included in properties and equipment, net in the consolidated balance sheet.

See Note 2 of the Notes to Consolidated Financial Statements for information related to depreciation.

Reconciliation of “Real Estate and Accumulated Depreciation”:

(d) See Note 2 of the Notes to Consolidated Financial Statements for information related to depreciation.

(e) Reconciliation of “Real Estate and Accumulated Depreciation”:

Reconciliation of Real Estate

2020 2019 2018

(In thousands)

1 unchanged sentence

Improvements and additions (1)

189,395 290,813 283,836

Cost of real estate sold (2)

( 85,953 ) ( 96,897 ) ( 9,586 )

Reimbursements and disposals (3)

( 2,243 ) ( 198 ) ( 9,388 )

Balance at end of year $ 2,020,976 $ 1,919,777 $ 1,726,059

3 unchanged sentences

Reconciliation of Accumulated Depreciation

2020 2019 2018

(In thousands)

Balance at beginning of year $ 1,758 $ 1,587 $ 3,407

Additions 133 176 187

Disposals — ( 5 ) ( 2,007 )

Balance at end of year $ 1,891 $ 1,758 $ 1,587

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-K

Item 9A. Controls and Procedures