What changed in this filing

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Item 1. Financial Statements

2025-05-12 compared with 2024-11-06 · 216 added, 316 removed, 479 unchanged (53% of the section changed)

3 unchanged sentences

(In thousands, except share and per-share data)

September 30, 2024 December 31, 2023

March 31, 2025 December 31, 2024

Real estate, at cost $ 1,326,588 $ 1,324,632

10 unchanged sentences

Series D cumulative term preferred stock, net, $ 0.001 par value, $ 25.00 per share liquidation preference;

3,600,000 shares authorized, 2,415,000 shares issued and outstanding as of September 30, 2024, and December 31, 2023

3,600,000 shares authorized, 2,415,000 shares issued and outstanding as of March 31, 2025, and December 31, 2024

60,032 59,930

6 unchanged sentences

Series B cumulative redeemable preferred stock, $ 0.001 par value, $ 25.00 per share liquidation preference;

6,340,889 shares authorized, 5,840,889 shares issued and outstanding as of September 30, 2024;

6,456,065 shares authorized, 5,956,065 shares issued and outstanding as of December 31, 2023

6,340,889 shares authorized, 5,840,889 shares issued and outstanding as of March 31, 2025, and December 31, 2024

Series C cumulative redeemable preferred stock, $ 0.001 par value, $ 25.00 per share liquidation preference;

25,700,791 shares authorized, 9,954,863 shares issued and outstanding as of September 30, 2024;

25,902,437 shares authorized, 10,156,509 shares issued and outstanding as of December 31, 2023

25,700,791 shares authorized, 9,954,863 shares issued and outstanding as of March 31, 2025, and December 31, 2024

Series E cumulative redeemable preferred stock, $ 0.001 par value, $ 25.00 per share liquidation preference;

15,998,400 shares authorized, 251,576 shares issued and outstanding as of September 30, 2024;

15,997,600 shares authorized, 251,636 shares issued and outstanding as of March 31, 2025;

15,998,400 shares authorized, 252,436 shares issued and outstanding as of December 31, 2024

Common stock, $ 0.001 par value;

48,359,920 shares authorized, 35,838,442 shares issued and outstanding as of September 30, 2024;

48,360,720 shares authorized, 36,184,658 shares issued and outstanding as of March 31, 2025;

48,359,920 shares authorized, 36,184,658 shares issued and outstanding as of December 31, 2024

10 unchanged sentences

(In thousands, except share and per-share data)

For the Three Months Ended September 30, For the Nine Months Ended September 30,

2024 2023 2024 2023

For the Three Months Ended March 31,

OPERATING REVENUES:

6 unchanged sentences

Base management fee 2,058 2,156

Incentive fee 109 789 109 789

Capital gains fee 188 —

Administration fee 642 603

General and administrative expenses 682 566

Impairment charge 2,106 — 2,106 —

Total operating expenses 15,808 14,136 42,232 41,276

Incentive fee waiver ( 109 ) — ( 109 ) —

Total operating expenses, net of credits to fees 13,127 12,991

OTHER (EXPENSE) INCOME:

OTHER INCOME (EXPENSE):

Other income 1,952 2,428

1 unchanged sentence

Dividends declared on cumulative term preferred stock ( 755 ) ( 755 )

(Loss) gain on dispositions of real estate assets, net ( 832 ) ( 4 ) 6,641 5,910

Property and casualty loss, net ( 275 ) — ( 284 ) ( 1,016 )

Gain (loss) from investments in unconsolidated entities 28 ( 24 ) ( 143 ) ( 84 )

Total other expense, net ( 6,866 ) ( 6,257 ) ( 9,247 ) ( 11,924 )

Gain on dispositions of real estate assets, net 15,410 10,273

Property and casualty recovery, net 137 —

Loss from investments in unconsolidated entities ( 136 ) ( 85 )

Total other income, net 11,431 6,306

NET INCOME 15,108 13,567

2 unchanged sentences

Dividends declared on cumulative redeemable preferred stock ( 6,002 ) ( 6,118 )

Gain (loss) on extinguishment of cumulative redeemable preferred stock, net 231 — 505 ( 46 )

NET LOSS ATTRIBUTABLE TO COMMON STOCKHOLDERS $ ( 5,787 ) $ ( 2,964 ) $ ( 4,992 ) $ ( 5,557 )

NET LOSS PER COMMON SHARE:

NET INCOME ATTRIBUTABLE TO COMMON STOCKHOLDERS $ 9,106 $ 7,449

NET INCOME PER COMMON SHARE:

Basic and diluted $ 0.25 $ 0.21

3 unchanged sentences

Change in fair value related to interest rate hedging instruments ( 1,318 ) 1,008

COMPREHENSIVE (LOSS) INCOME ( 2,559 ) 4,698 11,159 14,010

Comprehensive (loss) income attributable to non-controlling interests — — — —

COMPREHENSIVE (LOSS) INCOME ATTRIBUTABLE TO THE COMPANY $ ( 2,559 ) $ 4,698 $ 11,159 $ 14,010

COMPREHENSIVE INCOME 13,790 14,575

Comprehensive income attributable to non-controlling interests — —

COMPREHENSIVE INCOME ATTRIBUTABLE TO THE COMPANY $ 13,790 $ 14,575

The accompanying notes are an integral part of these condensed consolidated financial statements.

2 unchanged sentences

(In thousands, except share data)

Three Months Ended September 30, 2024

Preferred Stock Series C

Preferred Stock Series E

Preferred Stock Common Stock Additional

Capital Distributions

Earnings Accumulated

Comprehensive

Stockholders’

Interests Total

Balance at June 30, 2024 5,901,330 $ 6 10,070,467 $ 10 247,981 $ — 35,838,442 $ 36 $ 853,302 $ ( 153,226 ) $ 8,341 $ 708,469 $ — $ 708,469

Redemptions of Series B Preferred Stock, net ( 60,441 ) — — — — — — — ( 1,345 ) 49 — ( 1,296 ) — ( 1,296 )

Redemptions of Series C Preferred Stock, net — — ( 115,604 ) — — — — — ( 2,622 ) 182 — ( 2,440 ) — ( 2,440 )

Issuance of Series E Preferred Stock, net — — — — 3,595 — — — 76 — — 76 — 76

Net income — — — — — — — — — 6 — 6 — 6

Dividends—cumulative redeemable preferred stock — — — — — — — — — ( 6,024 ) — ( 6,024 ) — ( 6,024 )

Distributions—OP Units and common stock — — — — — — — — — ( 5,021 ) — ( 5,021 ) — ( 5,021 )

Comprehensive loss attributable to the Company — — — — — — — — — — ( 2,566 ) ( 2,566 ) — ( 2,566 )

Balance at September 30, 2024 5,840,889 $ 6 9,954,863 $ 10 251,576 $ — 35,838,442 $ 36 $ 849,411 $ ( 164,034 ) $ 5,775 $ 691,204 $ — $ 691,204

Nine Months Ended September 30, 2024

Three Months Ended March 31, 2025

Preferred Stock Series C

7 unchanged sentences

Balance at December 31, 2024 5,840,889 $ 6 9,954,863 $ 10 252,436 $ — 36,184,658 $ 36 $ 854,059 $ ( 174,561 ) $ 7,632 $ 687,182 $ — $ 687,182

Redemptions of Series B Preferred Stock, net ( 115,176 ) — — — — — — — ( 2,562 ) 133 — ( 2,429 ) — ( 2,429 )

Redemptions of Series C Preferred Stock, net — — ( 201,646 ) — — — — — ( 4,574 ) 372 — ( 4,202 ) — ( 4,202 )

Issuance of Series E Preferred Stock, net — — — — — — — — ( 4 ) — — ( 4 ) — ( 4 )

Net income — — — — — — — — — 12,750 — 12,750 — 12,750

Dividends—cumulative redeemable preferred stock — — — — — — — — — ( 18,247 ) — ( 18,247 ) — ( 18,247 )

Distributions—OP Units and common stock — — — — — — — — — ( 15,031 ) — ( 15,031 ) — ( 15,031 )

Comprehensive loss attributable to the Company — — — — — — — — — — ( 1,591 ) ( 1,591 ) — ( 1,591 )

Balance at September 30, 2024 5,840,889 $ 6 9,954,863 $ 10 251,576 $ — 35,838,442 $ 36 $ 849,411 $ ( 164,034 ) $ 5,775 $ 691,204 $ — $ 691,204

The accompanying notes are an integral part of these condensed consolidated financial statements.

GLADSTONE LAND CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF EQUITY (Continued)

(In thousands, except share data)

Three Months Ended September 30, 2023

Preferred Stock Series C

Preferred Stock Series E

Preferred Stock Common Stock Additional

Capital Distributions

Earnings Accumulated

Comprehensive

Stockholders’

Interests Total

Balance at June 30, 2023 5,956,065 $ 6 10,156,509 $ 10 135,409 $ — 35,780,082 $ 36 $ 852,967 $ ( 126,799 ) $ 8,714 $ 734,934 $ — $ 734,934

Issuance of Series E Preferred Stock, net — — — — 87,672 — — — 1,958 — — 1,958 — 1,958

Redemptions of Series E Preferred Stock, net — — — — ( 800 ) — — — ( 18 ) — — ( 18 ) — ( 18 )

Issuance of common stock, net — — — — — — 58,360 — 1,002 — — 1,002 — 1,002

Net income — — — — — — — — — 15,108 — 15,108 — 15,108

1 unchanged sentence

Distributions—OP Units and common stock — — — — — — — — — ( 5,070 ) — ( 5,070 ) — ( 5,070 )

Comprehensive income attributable to the Company — — — — — — — — — — 1,557 1,557 — 1,557

Balance at September 30, 2023 5,956,065 $ 6 10,156,509 $ 10 221,481 $ — 35,838,442 $ 36 $ 855,891 $ ( 134,728 ) $ 10,271 $ 731,486 $ — $ 731,486

Nine Months Ended September 30, 2023

Comprehensive loss attributable to the Company — — — — — — — — — — ( 1,318 ) ( 1,318 ) — ( 1,318 )

Balance at March 31, 2025 5,840,889 $ 6 9,954,863 $ 10 251,636 $ — 36,184,658 $ 36 $ 854,037 $ ( 170,525 ) $ 6,314 $ 689,878 $ — $ 689,878

Three Months Ended March 31, 2024

Preferred Stock Series C

7 unchanged sentences

Balance at December 31, 2023 5,956,065 $ 6 10,156,509 $ 10 235,841 $ — 35,838,442 $ 36 $ 856,206 $ ( 144,011 ) $ 7,366 $ 719,613 $ — $ 719,613

Issuance of Series C Preferred Stock, net — — 14,069 — — — — — 298 — — 298 — 298

Redemptions of Series C Preferred Stock, net — — ( 48,913 ) — — — — — ( 1,110 ) ( 46 ) — ( 1,156 ) — ( 1,156 )

Issuance of Series E Preferred Stock, net — — — — 11,340 — — — 249 — — 249 — 249

Redemption of Series E Preferred Stock, net — — — — ( 1,600 ) — — — ( 36 ) — — ( 36 ) — ( 36 )

Issuance of common stock, net — — — — — — 788,045 1 15,079 — — 15,080 — 15,080

Net income — — — — — — — — — 13,567 — 13,567 — 13,567

2 unchanged sentences

Comprehensive income attributable to the Company — — — — — — — — — — 1,008 1,008 — 1,008

Balance at September 30, 2023 5,956,065 $ 6 10,156,509 $ 10 221,481 $ — 35,838,442 $ 36 $ 855,891 $ ( 134,728 ) $ 10,271 $ 731,486 $ — $ 731,486

Balance at March 31, 2024 5,956,065 $ 6 10,156,509 $ 10 247,181 $ — 35,838,442 $ 36 $ 856,455 $ ( 141,562 ) $ 8,374 $ 723,319 $ — $ 723,319

The accompanying notes are an integral part of these condensed consolidated financial statements

2 unchanged sentences

(In thousands)

For the Nine Months Ended September 30,

For the Three Months Ended March 31,

CASH FLOWS FROM OPERATING ACTIVITIES:

2 unchanged sentences

Depreciation and amortization 8,429 8,789

Impairment charge 2,106 —

Amortization of debt issuance costs 365 243

4 unchanged sentences

Gain on dispositions of real estate assets, net ( 15,410 ) ( 10,273 )

Property and casualty loss, net 284 1,016

Property and casualty recovery, net ( 137 ) —

Changes in operating assets and liabilities:

6 unchanged sentences

Proceeds from dispositions of real estate assets, net 62,012 63,997

Deposits on prospective real estate acquisitions and investments — ( 145 )

Net cash provided by (used in) investing activities 60,039 ( 1,086 )

Net cash provided by investing activities 60,216 62,519

CASH FLOWS FROM FINANCING ACTIVITIES:

Repayments of lines of credit ( 3,400 ) —

Repayments of notes and bonds payable ( 25,546 ) ( 22,071 )

6 unchanged sentences

Net cash used in financing activities ( 40,041 ) ( 32,955 )

NET DECREASE IN CASH AND CASH EQUIVALENTS ( 5,358 ) ( 36,061 )

NET INCREASE IN CASH AND CASH EQUIVALENTS 24,642 32,984

CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 18,275 18,571

2 unchanged sentences

Real estate additions included in Accounts payable and accrued expenses and Due to related parties, net $ 847 $ 689

Tenant-funded improvements included within Real estate, at cost — 25

Stock offering and OP Unit issuance costs included in Accounts payable and accrued expenses and Due to related parties, net 10 —

Financing fees included in Accounts payable and accrued expenses and Due to related parties, net 22 19

Dividends paid on Series C Preferred Stock via additional share issuances — 320

The accompanying notes are an integral part of these condensed consolidated financial statements.

4 unchanged sentences

Gladstone Land Corporation (“we,” “us,” or the “Company”) is an agricultural real estate investment trust (“REIT”) that was re-incorporated in Maryland on March 24, 2011, having been originally incorporated in California on June 14, 1997.

We are primarily in the business of owning and leasing farmland, and we conduct substantially all of our operations through a subsidiary, Gladstone Land Limited Partnership (the “Operating Partnership”), a Delaware limited partnership.

We are primarily in the business of owning and leasing farmland, occasionally through lease structures that include a variable rent component based on the gross revenues generated from certain farms in lieu of fixed base rent.

From time to time, and on a temporary basis, we may also directly operate certain of our farms via management agreements with third-party operators and/or through a taxable REIT subsidiary (“TRS”).

As of March 31, 2025, we owned 150 farms totaling 103,001 acres across 15 states in the U.S.

and 55,350 acre-feet of water assets in California.

In addition, as of March 31, 2025, two of our properties (comprising four farms) were being directly operated.

We conduct substantially all of our operations through a subsidiary, Gladstone Land Limited Partnership (the “Operating Partnership”), a Delaware limited partnership.

As we currently control the sole general partner of the Operating Partnership and own, directly or indirectly, a majority of the common units of limited partnership interest in the Operating Partnership (“OP Units”), the financial position and results of operations of the Operating Partnership are consolidated within our financial statements.

As of September 30, 2024, and December 31, 2023, the Company owned 100.0 % of the outstanding OP Units (see Note 8, “ Equity ,” for additional discussion regarding OP Units).

As of March 31, 2025, and December 31, 2024, the Company owned 100.0 % of the outstanding OP Units (see Note 8, “ Equity ,” for additional discussion regarding OP Units).

Gladstone Land Advisers, Inc.

(“Land Advisers”), a Delaware corporation and a subsidiary of ours, was created to collect any non-qualifying income related to our real estate portfolio and to perform certain small-scale farming business operations.

We have elected for Land Advisers to be taxed as a taxable REIT subsidiary (“TRS”) of ours.

Since we currently own 100 % of the voting securities of Land Advisers, its financial position and results of operations are consolidated within our financial statements.

For the nine months ended September 30, 2024, and for the tax year ended December 31, 2023, there was no taxable income or loss from Land Advisers, nor did we have any undistributed REIT taxable income.

(“Land Advisers”), a Delaware corporation and an indirect wholly-owned subsidiary of ours, was created to collect any non-qualifying income related to our real estate portfolio and to perform certain small-scale farming business operations.

We have elected for Land Advisers to be taxed as a TRS of ours.

Since we currently indirectly own 100 % of the voting securities of Land Advisers, its financial position and results of operations are consolidated within our financial statements.

For the three months ended March 31, 2025, and for the tax year ended December 31, 2024, there was no taxable income or loss from Land Advisers, nor did we have any undistributed REIT taxable income.

Subject to certain restrictions and limitations, and pursuant to contractual agreements, our business is managed by Gladstone Management Corporation (the “Adviser”), a Delaware corporation, and administrative services are provided to us by Gladstone Administration, LLC (the “Administrator”), a Delaware limited liability company.

8 unchanged sentences

Securities and Exchange Commission (the “SEC”) on February 19, 2025 (the “Form 10-K”).

The results of operations for the three and nine months ended September 30, 2024, are not necessarily indicative of the results that may be expected for other interim periods or for the full fiscal year.

The results of operations for the three months ended March 31, 2025, are not necessarily indicative of the results that may be expected for other interim periods or for the full fiscal year.

Use of Estimates

2 unchanged sentences

Actual results may materially differ from these estimates.

Crop Inventory

Through certain of our wholly-owned subsidiaries and via a management agreement with a third-party operator, we currently manage a 2,409 -acre farm located in Kern County, California, which includes 2,293 acres of bearing almond and pistachio orchards.

Through March 31, 2025, we have incurred approximately $ 2.9 million in growing costs, primarily related to pollination, fertilization, pesticide application, irrigation, and labor.

These costs have been capitalized as crop inventory and are included in “Other assets, net” on the accompanying Condensed Consolidated Balance Sheets at the lower of cost or net realizable value.

As the related crops are harvested and sold later in 2025 and throughout 2026, these costs will be charged to cost of products sold.

In addition, as the crops are harvested and sold, we anticipate incurring additional costs (including harvesting costs, crop insurance, and post-harvest handling fees), which will also be expensed to the cost of products sold.

Segment Reporting

Our current business strategy includes one operating segment:

Real Estate Rental Operations.

We generate revenues, earnings, net income, and cash flows through our single segment by collecting rents from our tenants through operating leases, including reimbursements for certain of our property operating costs.

We expect to generate earnings growth by increasing rents, maintaining high occupancy rates, and controlling expenses.

The primary driver of our revenue growth will be the renewal of existing leases at current market rental rates upon expiration and the acquisition of new properties.

We further believe our active portfolio management, combined with the skills of our asset management team, will allow us to maximize net income across our portfolio.

Our CODM is our President and CEO.

Our CODM uses net income to make decisions about allocating resources to individual properties and assessing performance.

The CODM will sometimes reference other metrics, including net operating income;

however, as net income is the measure most consistent with the amounts disclosed in the consolidated financial statements, only net income is disclosed.

Recently-Issued Accounting Pronouncements

In November 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2023-07, Segment Reporting—Improvements to Reportable Segment Disclosures, which is intended to improve reportable segment disclosures.

The ASU expands public entities’ segment disclosures by requiring disclosure of significant segment expenses that are regularly provided to the chief operating decision maker and included within each reported measure of segment profit or loss.

It also requires disclosure of the amount and description of the composition of other segment items, as well as interim disclosures of a reportable segment’s profit or loss and assets.

The ASU also applies to entities with a single

reportable segment.

The new 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.

We are currently evaluating the impact of this guidance on our consolidated financial statements and related disclosures.

In November 2024, the FASB issued ASU 2024-03, “Income Statement—Reporting Comprehensive Income–Expense Disaggregation Disclosures (Subtopic 220-40):

Disaggregation of Income Statement Expenses” (“ASU 2024-03”).

ASU 2024-03 requires public entities to disaggregate specific types of expenses, including disclosures for depreciation, intangible asset amortization, and selling expenses.

The pronouncement is effective for annual reporting periods beginning after December 15, 2026, and interim reporting periods beginning after December 15, 2027.

Prospective application is required, and retrospective application or early adoption is permitted.

We are currently assessing the impact of the requirements on our consolidated financial statements and disclosures.

REAL ESTATE AND INTANGIBLE ASSETS

All of our properties are wholly-owned on a fee-simple basis, except where noted.

The following table provides certain summary information about the 168 farms we owned as of September 30, 2024 (dollars in thousands, except for footnotes):

The following table provides certain summary information about the 150 farms we owned as of March 31, 2025 (dollars in thousands, except for footnotes):

of Farms Total

8 unchanged sentences

Colorado 12 32,773 25,577 0 45,490 13,562

Nebraska 9 7,782 7,050 0 30,053 9,912

6 898 736 0 29,020 10,801

Nebraska 7 5,223 4,949 0 19,807 9,689

Michigan 12 1,245 778 0 15,069 8,560

9 unchanged sentences

Specifically, includes Total real estate, net and Lease intangibles, net;

plus long-term water assets and related acquisition costs, net above-market lease values, lease incentives, and investments in special-purpose LLCs included in Other assets, net;

and less net below-market lease values and deferred revenue attributable to tenant-funded improvements included in Other liabilities, net;

plus long-term water assets and related acquisition costs, net above-market lease values, net lease incentives, and net investments in special-purpose LLCs included in Other assets, net;

and less net below-market lease values and other deferred revenue included in Other liabilities, net;

each as shown on the accompanying Condensed Consolidated Balance Sheets.

1 unchanged sentence

(3) Includes ownership in a special-purpose LLC that owns a pipeline conveying water to certain of our properties.

As of September 30, 2024, this investment had a net carrying value of approximately $ 885,000 and is included within Other assets, net on the accompanying Condensed Consolidated Balance Sheets.

As of March 31, 2025, this investment had a net carrying value of approximately $ 902,000 and is included within Other assets, net on the accompanying Condensed Consolidated Balance Sheets.

(4) Includes eight acres in which we own a leasehold interest via a ground lease with a private individual that expires in December 2040 and five acres in which we own a leasehold interest via a ground sublease with a California municipality that expires in December 2041.

As of September 30, 2024, these two ground leases had a net cost basis of approximately $ 661,000 and are included in Lease intangibles, net on the accompanying Condensed Consolidated Balance Sheets.

(5) Includes 48,309 acre-feet of water stored with Semitropic Water Storage District, located in Kern County, California, and 5,478 surplus water credits in our account with Westlands Water District, located in Fresno County, California.

As of March 31, 2025, these two ground leases had a net cost basis of approximately $ 642,000 and are included in Lease intangibles, net on the accompanying Condensed Consolidated Balance Sheets.

(5) Includes 48,309 acre-feet of water stored with Semitropic Water Storage District, located in Kern County, California, and 7,041 surplus water credits in certain of our accounts with Westlands Water District, located in Fresno County, California.

See “— Investments in Water Assets ” below for additional information.

(6) Includes two farms consisting of 1,368 total acres and 1,221 farm acres in which we own leasehold interests via two ground leases with the State of Arizona that expire in February 2032 and February 2035, respectively.

As of September 30, 2024, these ground leases had an aggregate net cost basis of approximately $ 126,000 and are included in Lease intangibles, net on the accompanying Condensed Consolidated Balance Sheets.

As of March 31, 2025, these ground leases had an aggregate net cost basis of zero .

(7) Includes ownership in a special-purpose LLC that owns certain irrigation infrastructure that provides water to two of our farms.

As of September 30, 2024, this investment had a net carrying value of approximately $ 4.7 million and is included within Other assets, net on the accompanying Condensed Consolidated Balance Sheets.

The following table sets forth the components of our investments in tangible real estate assets as of September 30, 2024, and December 31, 2023 (dollars in thousands):

September 30, 2024 December 31, 2023

As of March 31, 2025, this investment had a net carrying value of approximately $ 4.7 million and is included within Other assets, net on the accompanying Condensed Consolidated Balance Sheets.

The following table sets forth the components of our investments in tangible real estate assets as of March 31, 2025, and December 31, 2024 (dollars in thousands):

March 31, 2025 December 31, 2024

Land and land improvements $ 743,158 $ 743,141

6 unchanged sentences

Total real estate, net $ 1,150,542 $ 1,156,850

Real estate depreciation expense on these tangible assets was approximately $ 8.5 million and $ 25.6 million for the three and nine months ended September 30, 2024, respectively, and approximately $ 9.0 million and $ 26.7 million for the three and nine months ended September 30, 2023, respectively.

Real estate depreciation expense on these tangible assets was approximately $ 8.3 million and $ 8.5 million for the three months ended March 31, 2025 and 2024, respectively.

Intangible Assets and Liabilities

The following table summarizes the carrying values of certain lease intangible assets and the related accumulated amortization as of September 30, 2024, and December 31, 2023 (dollars in thousands):

September 30, 2024 December 31, 2023

The following table summarizes the carrying values of certain lease intangible assets and the related accumulated amortization as of March 31, 2025, and December 31, 2024 (dollars in thousands):

March 31, 2025 December 31, 2024

Lease intangibles:

6 unchanged sentences

(1) Other includes tenant relationships and acquisition-related costs allocated to miscellaneous lease intangibles.

Total amortization expense related to these lease intangible assets was approximate ly $ 318,000 and $ 838,000 for the three and nine months ended September 30, 2024, respectively, and approximately $ 244,000 and $ 752,000 for the three and nine months ended September 30, 2023, respectively.

The following table summarizes the carrying values of certain lease intangible assets or liabilities included in Other assets, net or Other liabilities, net, respectively, on the accompanying Condensed Consolidated Balance Sheets and the related accumulated amortization or accretion, respectively, as of September 30, 2024, and December 31, 2023 (dollars in thousands):

September 30, 2024 December 31, 2023

Total amortization expense related to these lease intangible assets was approximate ly $ 148,000 and $ 231,000 for the three months ended March 31, 2025 and 2024, respectively,

The following table summarizes the carrying values of certain lease intangible assets or liabilities (excluding those related to real estate held for sale) included in Other assets, net or Other liabilities, net, respectively, on the accompanying Condensed

Consolidated Balance Sheets and the related accumulated amortization or accretion, respectively, as of March 31, 2025, and December 31, 2024 (dollars in thousands):

March 31, 2025 December 31, 2024

Intangible Asset or Liability Deferred

15 unchanged sentences

Other deferred revenue primarily is primarily attributable to tenant-funded improvements and is included as a part of Other liabilities, net on the accompanying Condensed Consolidated Balance Sheets, and the related accretion is recorded as an increase to Lease revenue, net on the accompanying Condensed Consolidated Statements of Operations and Comprehensive Income.

Total amortization related to above-market lease values was approximat ely $ 19,000 and $ 57,000 f or the three and nine months ended September 30, 2024, respectively, and approximate ly $ 19,000 and $ 58,000 for the three and nine months ended September 30, 2023, respectively.

Total accretion related to below-market lease values was approxima tely $ 203,000 and $ 392,000 f or the three and nine months ended September 30, 2024, respectively, and approximatel y $ 42,000 and $ 131,000 for

the three and nine months ended September 30, 2023, respectively.

Total net accretion (amortization) related to lease incentives and other deferred revenue, net was approximately $ 456,000 and $( 201,000 ) for the three and nine months ended September 30, 2024, respectively, and approximately $( 36,000 ) and $( 73,000 ) for the three and nine months ended September 30, 2023, respectively.

We did not acquire any new farms during either of the three or nine months ended September 30, 2024 or 2023.

Property Sale

On January 11, 2024, we completed the sale of a 3,748 -acre farm in Martin County, Florida, for approximately $ 65.7 million.

For each of the three months ended March 31, 2025 and 2024, total amortization related to above-market lease values was approximat ely $ 19,000 ;

total accretion related to below-market lease values was approxima tely $ 34,000 and $ 41,000 , respectively;

and total net amortization related to lease incentives and other deferred revenue, net was approximately $ 3.3 million and $ 513,000 , respectively.

We did not acquire any new farms during either of the three months ended March 31, 2025 or 2024.

Property Sales

2025 Property Sales

In January 2025, we completed the sale of five farms in Florida totaling 5,630 gross acres for an aggregate sales price of approximately $ 52.5 million.

Including closing costs, we recognized a net gain on the sale of approximately $ 14.1 million.

In February 2025, we completed the sale of two farms in Nebraska totaling 2,559 gross acres for an aggregate sales price of $ 12.0 million.

Including closing costs, we recognized an aggregate net gain on these sales of approximately $ 1.6 million.

2024 Property Sales

In January 2024, we completed the sale of a 3,748 -acre farm in Florida for approximately $ 65.7 million.

Including closing costs, we recognized a net gain on the sale of approximately $ 10.4 million.

Investments in Unconsolidated Entities

1 unchanged sentence

In addition, in connection with the acquisition of certain farmland located in Umatilla County, Oregon, we also acquired an ownership in a related limited liability company (the “Umatilla LLC”), the sole purpose of which is to own and maintain an irrigation system providing water to our and other neighboring properties.

As of September 30, 2024, our aggregate ownership interest in the Fresno LLC and the Umatilla LLC was 50.0 % and 20.5 %, respectively.

As of March 31, 2025, our aggregate ownership interest in the Fresno LLC and the Umatilla LLC was 50.0 % and 20.5 %, respectively.

As our investments in the Fresno LLC and Umatilla LLC are both deemed to constitute “significant influence,” we have accounted for these investments under the equity method.

We recorded an aggregate gain (loss) of approximately $ 28,000 and $( 143,000 ) during the three and nine months ended September 30, 2024, respectively, and an aggregate loss of approximately $ 24,000 and $ 84,000 during the three and nine months ended September 30, 2023, respectively (included in Gain (loss) from investments in unconsolidated entities on our Condensed Consolidated Statements of Operations and Comprehensive Income), which represents our pro-rata share of the aggregate loss recognized by the Fresno LLC and the Umatilla LLC.

As of September 30, 2024, and December 31, 2023, our combined ownership interest in the Fresno LLC and the Umatilla LLC had an aggregate carrying value of approximately $ 5.6 million and $ 5.8 million, respectively, and is included within Other assets, net on the accompanying Condensed Consolidated Balance Sheets.

During the three months ended March 31, 2025 or 2024, w e rec orded an aggregate loss of approximately $ 136,000 and $ 85,000 , respectively (included in Loss from investments in unconsolidated entities on our Condensed Consolidated Statements of Operations and Comprehensive Income), which represents our pro-rata share of the aggregate loss recognized by the Fresno LLC and Umatilla LLC.

As of March 31, 2025, and December 31, 2024, our combined ownership interest in the Fresno LLC and the Umatilla LLC had an aggregate carrying value of approximately $ 5.6 million and $ 5.7 million, respectively, and is included within Other assets, net on the accompanying Condensed Consolidated Balance Sheets.

Investments in Water Assets

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In addition, since the initial acquisition, additional contracts to purchase banked water held by SWSD were conveyed to us by one of our tenants as partial consideration for rent payments owed.

The following table summarizes the total acre-feet of banked water obtained through exercising these contracts as of September 30, 2024 (dollars in thousands):

The following table summarizes the total acre-feet of banked water obtained through exercising these contracts as of March 31, 2025 (dollars in thousands):

Period Acquired Acre-feet of Banked Water Available to Purchase per Contract Acre-feet of Banked Water Purchased (1)

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All banked water acquired was recognized at cost, including the subsequent cost to execute the contracts and any administrative fees necessary to transfer the water to our banked water account.

As of September 30, 2024, the 48,309 acre-feet of banked water held by SWSD was recognized as a long-term water asset and had an aggregate carrying value of approximately $ 35.5 million (included within Other assets, net on our Condensed Consolidated Balance Sheets).

As of March 31, 2025, the 48,309 acre-feet of banked water held by SWSD was recognized as a long-term water asset and had an aggregate carrying value of approximately $ 35.5 million (included within Other assets, net on our Condensed Consolidated Balance Sheets).

Westlands Water District Groundwater Credits

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WWD terminated the program for the 2024 water year effective March 5, 2024.

Through September 30, 2024, we have recognized 2,660 acre-feet of water credits, which represents 50 % of the total net water credits generated and confirmed by WWD under the program as of such date.

As of September 30, 2024, these water credits were recognized as a long-term water asset and had an aggregate carrying value of approximately $ 753,000 (included within Other assets, net on our Condensed Consolidated Balance Sheets).

In addition, as a result of being granted these water credits in exchange for transferring and storing this surplus water on behalf of WWD, we recognized approximately $ 0 and $ 453,000 of non-cash revenue during the three and nine months ended September 30, 2024, respectively, which represents the estimated fair value of the water credits obtained during the period.

No such revenue was recorded during either of the prior-year periods.

Through March 31, 2025, we have recognized 2,660 acre-feet of water credits, which represents 50 % of the total net water credits generated and confirmed by WWD under the program as of such date.

As of March 31, 2025, these water credits were recognized as a long-term water asset and had an aggregate carrying value of approximately $ 753,000 (included within Other assets, net on our Condensed Consolidated Balance Sheets).

In addition, as a result of being granted these water credits in exchange for transferring and storing this surplus water on behalf of WWD, we recognized approximately $ 0 and $ 426,000 of non-cash revenue during the three months ended March 31, 2025 and 2024, respectively, which represents the estimated fair value of the water credits obtained during the period.

Other Groundwater Credits

During 2023 and 2024, we also entered into various other agreements with certain third parties (including local water districts and private individuals) to either buy water directly, buy a portion of other water districts’ surface water allocations in future years in which allocations are granted, or to store surface water on others’ behalf in one of our groundwater recharge facilities in exchange for a portion of the net groundwater credits produced and recognized by the respective water district.

Through September 30, 2024, we have obtained 2,819 acre-feet of water credits as a result of these agreements, which were recognized as a long-term water asset with an aggregate carrying value of approximately $ 535,000 (included within Other assets, net on our Condensed Consolidated Balance Sheets).

Since 2023, we have also entered into various other agreements with certain third parties (including local water districts and private individuals) to either buy water directly, buy a portion of other water districts’ surface water allocations in future years in which allocations are granted, or to store surface water on others’ behalf in one of our groundwater recharge facilities in exchange for a portion of the net groundwater credits produced and recognized by the respective water district.

Through March 31, 2025, we have obtained 4,382 acre-feet of water credits as a result of these agreements, which were recognized as a long-term water asset with an aggregate carrying value of approximately $ 862,000 (included within Other assets, net on our Condensed Consolidated Balance Sheets).

Total Long-term Water Assets

As of September 30, 2024, and December 31, 2023, we owned a total of 53,787 acre-feet and 46,400 acre-feet, respectively, of long-term water assets, and our investments in these assets had an aggregate carrying value of approximately $ 36.8 million and $ 34.6 million, respectively, and are included within Other assets, net on our Condensed Consolidated Balance Sheets.

As of March 31, 2025, we owned a total of 55,350 acre-feet of long-term water assets, and our investments in these assets had an aggregate carrying value of approximately $ 37.2 million and are included within Other assets, net on our Condensed Consolidated Balance Sheets.

We have invested approximately $ 1.4 million to construct groundwater recharge facilities on two of our farms, which is included within Real estate, at cost on our Condensed Consolidated Balance Sheets.

In addition, through September 30, 2024, we have invested an additional $ 3.3 million in the aggregate in connection with these agreements that are expected to result in additional groundwater credits in the future;

In addition, through March 31, 2025, we have invested an additional $ 3.8 million in the aggregate in connection with these agreements that are expected to result in additional groundwater credits in the future;

however, the amount and timing of these credits, if any, is currently unknown and is dependent upon and subject to the recognition of such credits by the respective water districts, in their sole discretion.

Such costs are held in a deferred asset account (also included within Other assets, net on our Condensed Consolidated Balance Sheets) until the related net water credits become estimable and are recognized by the respective water district, at which time the costs would be reclassed to investments in long-term water assets.

costs are held in a deferred asset account (also included within Other assets, net on our Condensed Consolidated Balance Sheets) until the related net water credits become estimable and are recognized by the respective water district, at which time the costs would be reclassed to investments in long-term water assets.

Portfolio Concentrations

As of September 30, 2024, our farms were leased to various different, unrelated third-party tenants, with certain tenants leasing more than one farm.

No individual tenant represented greater than 10% of the total lease revenue recorded during the nine months ended September 30, 2024.

As of March 31, 2025, our farms were leased to various different, unrelated third-party tenants, with certain tenants leasing more than one farm.

Due primarily to a lease termination payment received from an outgoing tenant (“Tenant A”) during the three months ended March 31, 2025, aggregate lease revenue attributable to Tenant A accounted for approximately $ 2.4 million, or 14.2 % of the total lease revenue recorded during the three months ended March 31, 2025.

As of March 31, 2025, we are no longer a party to any contractual agreements with Tenant A.

In addition, one unrelated third-party tenant (“Tenant B”) leases six of our farms under leases expiring in 2030 or later.

During the three months ended March 31, 2025, aggregate lease revenue attributable to Tenant B accounted for approximately $ 1.9 million, or 11.2 % of the total lease revenue recorded during the three months ended March 31, 2025.

If Tenant B fails to make rental payments or elects to terminate its leases prior to their expirations (and we cannot re-lease the farms on satisfactory terms), there could be a material adverse effect on our financial performance.

No other individual tenant represented greater than 10% of the total lease revenue recorded during the three months ended March 31, 2025.

Geographic Risk

Farms located in California and Florida accounted for approximately $ 43.3 million ( 68.1 %) and $ 9.1 million ( 14.3 %), respectively, of the total lease revenue recorded during the nine months ended September 30, 2024.

Farms located in California and Florida accounted for approximately $ 10.5 million ( 62.4 %) and $ 2.6 million ( 15.3 %), respectively, of the total lease revenue recorded during the three months ended March 31, 2025.

We seek to continue to further diversify geographically, as may be desirable or feasible.

If an unexpected natural disaster (such as an earthquake, wildfire, flood, or hurricane) occurs or climate change impacts the regions where our properties are located, there could be a material adverse effect on our financial performance and ability to continue operations.

To date, none of our farms have been materially impacted by natural disasters.

See “ —California Floods ” and “ —Southeastern U.S.

Hurricanes” below for a discussion on damage caused on certain of our farms by the January 2023 floods that occurred in California and by the hurricanes that occurred in the Southeastern U.S.

To date, none of our farms have been materially impacted by natural disasters, including the January 2025 wildfires that occurred in southern California.

See “ —Southeastern U.S.

Hurricanes ” below for a discussion on damage caused on certain of our farms by the hurricanes that occurred in the Southeastern U.S.

in September and October 2024.

Besides California and Florida, no other single state accounted for more than 10.0% of the total lease revenue recorded during the nine months ended September 30, 2024.

California Floods

In January 2023, periods of heavy rainfall in California resulted in floods that impacted several areas of the state, including regions where certain of our farms are located.

As a result of the flooding, one of our farms in the Central Valley suffered damage to certain structures located on the farm, and we estimated the carrying value of such structures to be approximately $ 855,000 .

As such, during the year ended December 31, 2023, we wrote down the carrying value of these structures and also recorded a corresponding property and casualty loss, included within Property and casualty loss, net on our Condensed Consolidated Statements of Operations and Comprehensive Income.

Certain of our other farms in California suffered minor damage as a result of the floods, but no other farms were materially impacted.

In addition, in February 2024, certain parts of California, particularly the southern part of the state, experienced a “one-in-one-thousand year” rainfall event, as atmospheric river storms caused widespread flooding and mudslides in multiple areas.

Certain of our farms suffered minor damage as a result of the storms, but no farms were materially impacted.

Besides California and Florida, no other single state accounted for more than 10.0% of the total lease revenue recorded during the three months ended March 31, 2025.

Southeastern U.S.

In September and October 2024, Hurricanes Helene and Milton caused widespread destruction across many states in the Southeastern U.S., including areas where several of our farms are located.

As a result of Hurricane Helene in September 2024, one of our farms in Georgia suffered damage to certain permanent plantings on the farm, and we estimated the carrying value of such plantings to be approximately $ 275,000 .

As such, during the three months ended September 30, 2024, we wrote down the carrying value of these plantings and also recorded a corresponding property and casualty loss, included within Property and casualty loss, net on our Condensed Consolidated Statements of Operations and Comprehensive Income.

Certain of our other farms in the region suffered minor damage as a result of Hurricane Helene, but no other farms were materially impacted.

As a result of Hurricane Milton in October 2024, a portion of a cooling facility located on one of our farms in Florida suffered minor water damage.

We are unable to estimate the extent of the damage at this time;

however, we do not expect the cost of repairs to be material, and we expect the damage to be fully covered by insurance.

We are still assessing the overall impact of Hurricane Milton.

While planting may be slightly delayed, we do not expect any material impact to our farms or our tenants’ operations as a result of Hurricane Milton.

As a result of Hurricane Helene in September 2024, one of our farms in Georgia suffered damage to certain permanent plantings on the farm.

At the time, we estimated the carrying value of such plantings to be approximately $ 275,000 , and during the three months ended September 30, 2024, we wrote down the carrying value of these plantings and also recorded a corresponding property and casualty loss.

During the three months ended March 31, 2025, after further inspection of the property, it was determined that the damage was not as extensive as originally estimated, and we recorded an adjustment to our original estimate, which is included within Property and casualty recovery, net on our Condensed Consolidated Statements of Operations and Comprehensive Income.

Certain of our other farms in the region suffered minor damage as a result of Hurricanes Helene and Milton, but none of our other farms were materially impacted.

We evaluate our entire portfolio each quarter for any impairment indicators and perform an impairment analysis on those select properties and water assets that have an indication of impairment.

If this analysis indicates that the carrying value may not be recoverable, an impairment loss is recorded in earnings equal to the amount by which the carrying value exceeds the fair value of the asset.

During the three months ended September 30, 2024 , as a result of shortening our assumed holding periods for certain farms, we recognized an aggregate impairment charge of approximat ely $ 2.1 million on portions of four properties (encompassing a total of 11 farms) located in Allegan and Van Buren, Michigan, due to the estimated fair values being lower than the respective carrying values.

Our estimates of fair value were determined based on expected sales prices per certain agreements entered into subsequent to September 30, 2024 (see Note 11, “ Subsequent Events—Portfolio Activity—Dispositions ,” for further discussion on the potential sale of these farm).

We did not record any impairment charges during 2023.

Our borrowings as of September 30, 2024, and December 31, 2023, are summarized below (dollars in thousands):

Carrying Value as of As of September 30, 2024

September 30, 2024 December 31, 2023 Stated Interest

As of March 31, 2025, and December 31, 2024 , we concluded that none of our properties or water assets were impaired.

Our borrowings as of March 31, 2025, and December 31, 2024, are summarized below (dollars in thousands):

Carrying Value as of As of March 31, 2025

March 31, 2025 December 31, 2024 Stated Interest

Maturity Dates

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4/14/2025–7/1/2051;

December 2032

Fixed-rate bonds payable 32,826 32,946 3.13 %– 4.57 %;

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(1) Where applicable, stated interest rates are before interest patronage (as described below).

As of September 30, 2024, the above borrowings were collateralized by certain of our farms with an aggregate net book value of approximately $ 1.1 billion.

The weighted-average stated interest rate charged on the above borrowings (excluding the impact of debt issuance costs and before any interest patronage, or refunded interest) was 3.83 % and 3.82 % for the three and nine months ended September 30, 2024, respectfully, as compared to 3.81 % and 3.79 % for the three and nine months ended September 30, 2023, respectively.

In addition, 2023 interest patronage from our Farm Credit Notes Payable (as defined below) resulted in a 22.0 % reduction (approximately 101 basis points) to the stated interest rates on such borrowings.

As of March 31, 2025, the above borrowings were collateralized by certain of our farms with an aggregate net book value of approximately $ 1.0 billion.

The weighted-average stated interest rate charged on the above borrowings (excluding the impact of debt issuance costs and before any interest patronage, or refunded inte rest) was 3.79 % for the three months ended March 31, 2025, as compared to 3.81 % for the three months ended March 31, 2024.

In addition, 2024 interest patronage from our Farm Credit Notes Payable (as defined below) resulte d in a 21.9 % reduction (approximately 101 basis points) to the stated interest rates on such borrowings.

See below under “ —Farm Credit Notes Payable—Interest Patronage” for further discussion on interest patronage.

As of September 30, 2024, we were in compliance with all covenants applicable to the above borrowings.

As of March 31, 2025, we were in compliance with all covenants applicable to the above borrowings.

MetLife Facility

As amended, our credit facility with Metropolitan Life Insurance Company (“MetLife”) consists of $ 75.0 million of revolving equity lines of credit (the “MetLife Lines of Credit”), a $ 75.0 million long-term note payable (the “2020 MetLife Term Note”), and a $ 100.0 million long-term note payable (the “2022 MetLife Term Note,” and together with the MetLife Lines of Credit and the 2020 MetLife Term Note, the “MetLife Facility”).

The following table summarizes the pertinent terms of the MetLife Facility as of September 30, 2024 (dollars in thousands, except for footnotes):

The following table summarizes the pertinent terms of the MetLife Facility as of March 31, 2025 (dollars in thousands, except for footnotes):

Issuance Aggregate

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Commitment (1)

MetLife Lines of Credit $ 75,000 12/15/2033 $ 200 3M SOFR + 2.00 %

MetLife Lines of Credit $ 75,000 12/15/2033 $ 200 3M Term SOFR + 2.00 %

2020 MetLife Term Note 75,000 (3)

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Totals $ 250,000 $ 36,454 $ 213,546

(1) Based on the properties that were pledged as collateral under the MetLife Facility, as of September 30, 2024, the maximum additional amount we could draw under the facility was approximately $ 110.2 million.

(1) Based on the properties that were pledged as collateral under the MetLife Facility, as of March 31, 2025, the maximum additional amount we could draw under the facility was approximately $ 110.0 million.

(2) The interest rate on the MetLife Lines of Credit is subject to a minimum annualized rate of 2.50 %, plus an unused fee ranging from 0.10 % to 0.20 % on undrawn amounts (based on the balance drawn under each line of credit).

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Pursuant to the Bond Purchase Agreement, as further amended on June 2, 2023, we may issue new bonds under the Farmer Mac Facility through December 31, 2026, and the final maturity date for new bonds issued under the facility will be the date that is ten years from the applicable issuance date.

We did not issue any new bonds under the Farmer Mac Facility during the nine months ended September 30, 2024.

As of September 30, 2024, we had approximately $ 33.0 million of bonds issued and outstanding under the Farmer Mac Facility.

We did not issue any new bonds under the Farmer Mac Facility during the three months ended March 31, 2025.

As of March 31, 2025, we had approximately $ 32.8 million of bonds issued and outstanding under the Farmer Mac Facility.

Farm Credit Notes Payable

From time to time since September 2014, we, through certain subsidiaries of our Operating Partnership, have entered into various loan agreements (collectively, the “Farm Credit Notes Payable”) with various different Farm Credit associations (collectively, “Farm Credit”).

We did not enter into any new loan agreements with Farm Credit during the nine months ended September 30, 2024.

We did not enter into any new loan agreements with Farm Credit during the three months ended March 31, 2025.

Interest Patronage

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Receipt of interest patronage typically occurs in the first half of the calendar year following the calendar year in which the respective interest expense is accrued.

During the three months ended March 31, 2024, we recorded interest patronage of approximately $ 1.9 million related to interest accrued on the Farm Credit Notes Payable during the year ended December 31, 2023, and during the three months ended September 30, 2023, we received approximately $ 111,000 of interest patronage, as certain Farm Credit associations paid a portion of the 2023 interest patronage (which relates to interest accrued during 2023 but is typically paid during the first half of 2024) early.

During the three months ended March 31, 2025, we recorded interest patronage of approximately $ 1.7 million related to interest accrued on the Farm Credit Notes Payable during the year ended December 31, 2024, and during the three months ended September 30, 2024, we received approximately $ 108,000 of interest patronage, as certain Farm Credit associations paid a portion of the 2024 interest patronage (which relates to interest accrued during 2024 but typically would be paid during the first half of 2025) early.

In total, 2024 interest patronage resulted in a 21.9 % reduction (approximately 101 basis points) to the interest rates on such borrowings.

Interest patronage is paid at Farm Credit’s discretion, and we are therefore unable to estimate the amount of interest patronage to be received, if any, related to interest accrued during 2024 on our Farm Credit Notes Payable.

Interest patronage is paid at Farm Credit’s discretio n, and we are therefore unable to estimate the amount of interest patronage to be received, if any, related to interest accrued during 2025 on our Farm Credit Notes Payable.

Debt Service – Aggregate Maturities

Scheduled principal payments of our aggregate notes and bonds payable as of September 30, 2024 , for the succeeding years are as follows (dollars in thousands):

Scheduled principal payments of our aggregate notes and bonds payable as of March 31, 2025 , for the succeeding years are as follows (dollars in thousands):

Period Scheduled Principal Payments

For the remaining three months ending December 31:

For the remaining nine months ending December 31:

2025 $ 31,710 (1)

For the fiscal years ending December 31:

Thereafter 88,682

During the nine months ended September 30, 2024 , we repaid approximately $ 29.5 million of bonds that were scheduled to either mature or reprice.

On a weighted-average basis, these borrowings bore interest at a fixed, stated rate of 3.66 % and an effective interest rate (after interest patronage, where applicable) of 3.23 %.

(1) Subsequent to March 31, 2025, a loan of approximately $ 10.3 million that was originally scheduled to mature in 2025 was refinanced and extended for an additional five years .

Accounting Standards Codification (“ASC”) 820, “Fair Value Measurement (Subtopic 820)” (“ASC 820”), provides a definition of fair value that focuses on the exchange (exit) price of an asset or liability in the principal, or most advantageous market, and prioritizes the use of market-based inputs to the valuation.

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These unobservable inputs are generally supported by little or no market activity and are based upon management’s estimates of assumptions that market participants would use in pricing the asset or liability.

As of September 30, 2024, the aggregate fair value of our notes and bonds payable was approximately $ 500.0 million, as compared to an aggregate carrying value (excluding unamortized related debt issuance costs) of approximately $ 533.1 million.

The fair value of our notes and bonds payable is valued using Level 3 inputs under the hierarchy established by ASC 820-10 and is calculated based on a discounted cash flow analysis, using discount rates based on management’s estimates of market interest rates on debt with comparable terms.

Further, due to the revolving nature and variable interest rates applicable to the MetLife Lines of Credit, their aggregate fair value as of September 30, 2024, is deemed to approximate their aggregate carrying value of $ 200,000 .

As of March 31, 2025, the aggregate fair value of our notes and bonds payable was approximately $ 472.0 million, as compared to an aggregate carrying value (excluding unamortized related debt issuance costs) of approximately $ 500.8 million.

The fair value of our notes and bonds payable is valued using Level 3 inputs under the hierarchy established by ASC 820-10 and is

calculated based on a discounted cash flow analysis, using discount rates based on management’s estimates of market interest rates on debt with comparable terms.

Further, due to the revolving nature and variable interest rates applicable to the MetLife Lines of Credit, their aggregate fair value as of March 31, 2025, is deemed to approximate their aggregate carrying value of $ 200,000 .

Interest Rate Swap Agreements

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In accordance with the Financial Accounting Standards Board’s fair value measurement guidance, we have made an accounting policy election to measure the credit risk of our derivative financial instruments that are subject to master netting agreements on a net basis by counterparty portfolio.

As of September 30, 2024 , our interest rate swaps were valued using Level 2 inputs.

As of March 31, 2025 , our interest rate swaps were valued using Level 2 inputs.

In addition, we have designated our interest rate swaps as cash flow hedges.

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During the next 12 months, we estimate that an additional $ 1.6 million will be reclassified as a reduction to interest expense.

We had the following outstanding interest rate derivatives that were designated as cash flow hedges of interest rate risk as of September 30, 2024 , and December 31, 2023 (dollars in thousands):

We had the following outstanding interest rate derivatives that were designated as cash flow hedges of interest rate risk as of March 31, 2025 , and December 31, 2024 (dollars in thousands):

Period Number of Instruments Aggregate Notional Amount

As of September 30, 2024 4 $ 68,338

As of March 31, 2025 4 $ 66,647

As of December 31, 2024 4 67,067

The following table presents the fair value of our interest rate swaps as well as their classification on the Condensed Consolidated Balance Sheets as of September 30, 2024 , and December 31, 2023 (dollars in thousands):

The following table presents the fair value of our interest rate swaps as well as their classification on the Condensed Consolidated Balance Sheets as of March 31, 2025 , and December 31, 2024 (dollars in thousands):

Derivative Asset (Liability) Fair Value

Derivative Type Balance Sheet Location September 30, 2024 December 31, 2023

Derivative Type Balance Sheet Location March 31, 2025 December 31, 2024

Derivatives Designated as Hedging Instruments:

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Total $ 6,314 $ 7,632

The following table presents the amount of (los s) income recognized in comprehensive (loss) income within our condensed consolidated financial statements for the three and nine months ended September 30, 2024 and 2023 (dollars in thousands):

For the Three Months Ended September 30, For the Nine Months Ended September 30,

2024 2023 2024 2023

The following table presents the amount of (los s) income recognized in comprehensive (loss) income within our condensed consolidated financial statements for the three months ended March 31, 2025 and 2024 (dollars in thousands):

For the Three Months Ended March 31,

Derivative in cash flow hedging relationship:

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We have agreements with each of our derivative counterparties that contain a provision where if we default on any of our indebtedness, then we could also be declared in default on our derivative obligations.

As of September 30, 2024 , we did not have any derivatives in a net liability position, nor have we posted any collateral related to these agreements.

As of March 31, 2025 , we did not have any derivatives in a net liability position, nor have we posted any collateral related to these agreements.

CUMULATIVE TERM PREFERRED STOCK

In January 2021, we completed a public offering of 5.00 % Series D Cumulative Term Preferred Stock, par value $ 0.001 per share (the “Series D Term Preferred Stock”), at a public offering price of $ 25.00 per share.

As a result of this offering (including the underwriters’ exercise of their option to purchase additional shares to cover over-allotments), we issued a total of

2,415,000 shares of the Series D Term Preferred Stock for gross proceeds of approximately $ 60.4 million and net proceeds, after deducting underwriting discounts and offering expenses borne by us, of approximately $ 58.3 million.

As a result of this offering (including the underwriters’ exercise of their option to purchase additional shares to cover over-allotments), we issued a total of 2,415,000 shares of the Series D Term Preferred Stock for gross proceeds of approximately $ 60.4 million and net proceeds,

after deducting underwriting discounts and offering expenses borne by us, of approximately $ 58.3 million.

The Series D Term Preferred Stock is traded under the ticker symbol “LANDM” on Nasdaq.

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In addition, the related dividend payments are treated similarly to interest expense on the accompanying Condensed Consolidated Statements of Operations and Comprehensive Income.

As of September 30, 2024, the fair value of our Series D Term Preferred Stock was approximately $ 59.2 million, as compared to the carrying value (exclusive of unamortized offering costs) of approximately $ 60.4 million.

The fair value of our Series D Term Preferred Stock uses Level 1 inputs under the hierarchy established by ASC 820-10 and is calculated based on the closing per-share price on September 30, 2024, of $ 24.50 .

For information on the dividends declared by our Board of Directors and paid by us on the Series D Term Preferred Stock during the nine months ended September 30, 2024, see Note 8, “ Equity—Distributions .”

As of March 31, 2025, the fair value of our Series D Term Preferred Stock was approximately $ 60.1 million, as compared to the carrying value (exclusive of unamortized offering costs) of approximately $ 60.4 million.

The fair value of our Series D Term Preferred Stock uses Level 1 inputs under the hierarchy established by ASC 820-10 and is calculated based on the closing per-share price on March 31, 2025, of $ 24.88 .

For information on the dividends declared by our Board of Directors and paid by us on the Series D Term Preferred Stock during the three months ended March 31, 2025, see Note 8, “ Equity—Distributions .”

RELATED-PARTY TRANSACTIONS

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Both our Adviser and Administrator are affiliates of ours, as their parent company is owned and controlled by David Gladstone, our chairman, chief executive officer, and president.

In addition, two of our executive officers, Mr.

Gladstone and Terry Brubaker (our chief operating officer), serve as directors and executive officers of each of our Adviser and Administrator.

Michael LiCalsi, our general counsel and secretary (who also serves as our Administrator’s president, general counsel, and secretary) is also executive vice president of administration of our Adviser.

Gladstone also serves as a director and executive officer of each of our Adviser and Administrator.

In addition, Michael LiCalsi, our general counsel and secretary (who also serves as our Administrator’s president, general counsel, and secretary) is executive vice president of administration of our Adviser.

We have entered into an investment advisory agreement with our Adviser (the “Advisory Agreement”) and an administration agreement with our Administrator (the “Administration Agreement”).

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Pursuant to the Advisory Agreement, an incentive fee is calculated and payable quarterly in arrears if the Pre-Incentive Fee FFO (defined below) for a particular quarter exceeds a hurdle rate of 1.75 % ( 7.0 % annualized) of the prior calendar quarter’s Total Adjusted Common Equity.

For purposes of this calculation, Pre-Incentive Fee FFO is defined in the Advisory Agreement as FFO (also as defined in the Advisory Agreement) accrued by the Company during the current calendar quarter (prior to any incentive fee calculation for the current calendar quarter), less any dividends declared on preferred stock securities that are not treated as a liability for GAAP purposes.

In addition, Total Adjusted Common Equity is defined as common stockholders’ equity plus non-controlling common interests in the Operating Partnership, if any (each as reported on our balance sheet), adjusted to exclude unrealized gains and losses and certain other one-time events and non-cash items.

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The amount of the financing fee may be reduced or eliminated as determined by us and Gladstone Securities after taking into consideration various factors, including, but not limited to, the involvement of any unrelated third-party brokers and general market conditions.

We did not pay any financing fees to Gladstone Securities during either of the three and nine months ended September 30, 2024 or 2023.

Through September 30, 2024, the total amount of financing fees paid to Gladstone Securities represented approximately 0.14 % of the total financings secured since the Financing Arrangement Agreement has been in place.

We did not pay any financing fees to Gladstone Securities during either of the three months ended March 31, 2025 or 2024.

Through March 31, 2025, the total amount of financing fees paid to Gladstone Securities represented approximately 0.14 % of the total financings secured since the Financing Arrangement Agreement has been in place.

Dealer-Manager Agreement

We have entered into a dealer-manager agreement with Gladstone Securities (the “Dealer-Manager Agreement”), pursuant to which Gladstone Securities serves as our exclusive dealer-manager in connection with the offering of our Series E Preferred Stock (as defined in Note 8, “ Equity—Equity Issuances” ).

We have entered into a dealer-manager agreement with Gladstone Securities (the “Dealer-Manager Agreement”), pursuant to which Gladstone Securities serves as our exclusive dealer-manager in connection with the offering of our 5.00 % Series E Cumulative Redeemable Preferred Stock, par value $ 0.001 per share (the “Series E Preferred Stock”).

Pursuant to the Dealer-Manager Agreement, Gladstone Securities provides certain sales, promotional, and marketing services to us in connection with the offering of the Series E Preferred Stock, and we generally paid or pay Gladstone Securities the following:

i selling commissions of up to 7.0 % of the gross proceeds from sales in the offering (the “Selling Commissions”), and

i a selling commission of up to 7.0 % of the gross proceeds from sales in the offering (the “Selling Commissions”), and

ii a dealer-manager fee of 3.0 % of the gross proceeds from sales in the offering (the “Dealer-Manager Fees”).

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The terms of the Dealer-Manager Agreement were approved by our board of directors, including its independent directors.

The following table summarizes the total Selling Commissions and Dealer-Manager Fees paid to Gladstone Securities during the three and nine months ended September 30, 2024 and 2023 (dollars in thousands):

For the Three Months Ended September 30, For the Nine Months Ended September 30,

2024 2023 2024 2023

The following table summarizes the total Selling Commissions and Dealer-Manager Fees paid to Gladstone Securities during the three months ended March 31, 2025 and 2024 (dollars in thousands):

For the Three Months Ended March 31,

Series E Preferred Stock $ — $ 28

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The following table summarizes related-party fees paid or accrued for and reflected in our accompanying condensed consolidated financial statements (dollars in thousands):

For the Three Months Ended September 30, For the Nine Months Ended September 30,

2024 2023 2024 2023

For the Three Months Ended March 31,

Base management fee (1)(2)

$ 2,058 $ 2,156

Incentive fee (1)(2)

109 789 109 789

Incentive fee waiver (2)

( 109 ) — ( 109 ) —

Capital gains fee (1)(2)

Total fees to our Adviser $ 2,246 $ 2,156

Administration fee (1)(2)

$ 683 $ 619 $ 1,839 $ 1,708

Selling Commissions and Dealer-Manager Fees (1)(3)

$ 9 $ 215 $ 39 $ 547

Total fees to Gladstone Securities $ — $ 28

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Related-Party Fees Due

Amounts due to related parties on our accompanying Condensed Consolidated Balance Sheets as of September 30, 2024, and December 31, 2023, were as follows (dollars in thousands):

September 30, 2024 December 31, 2023

Amounts due to related parties on our accompanying Condensed Consolidated Balance Sheets as of March 31, 2025, and December 31, 2024, were as follows (dollars in thousands):

March 31, 2025 December 31, 2024

Base management fee $ 2,058 $ 2,067

Incentive fee 109 982

Incentive fee waiver ( 109 ) —

Capital gains fee 188 —

Other, net (1)

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Registration Statement

On March 6, 2020, we filed a universal shelf registration statement on Form S-3 (File No.

333-236943) with the SEC (the “2020 Registration Statement”).

The 2020 Registration Statement, which was declared effective by the SEC on April 1, 2020, permitted us to issue up to an aggregate of $ 1.0 billion in securities, consisting of common stock, preferred stock, warrants, debt securities, depository shares, subscription rights, and units, including through separate, concurrent offerings of two or more of such securities.

Under the 2020 Registration Statement, we issued a total of 10,254,072 shares of Series C Preferred Stock (defined below) for gross proceeds of approximately $ 253.9 million, 2,415,000 shares of Series D Term Preferred Stock for gross proceeds of approximately $ 60.4 million, 77,841 shares of Series E Preferred Stock for gross proceeds of approximately $ 1.9 million, and 14,367,524 shares of common stock (including common stock issued to redeem OP Units) for gross proceeds of approximately $ 280.9 million.

On March 28, 2023, we filed a universal shelf registration statement on Form S-3, as amended (File No.

333-270901), with the SEC (the “2023 Registration Statement”) to replace the 2020 Registration Statement.

333-270901), with the SEC (the “2023 Registration Statement”).

The 2023 Registration Statement, which was declared effective by the SEC on April 13, 2023, permits us to issue up to an aggregate of $ 1.5 billion in securities consisting of common stock, preferred stock, warrants, debt securities, depository shares, subscription rights, and units, including through separate, concurrent offerings of two or more securities.

Through September 30, 2024, we have issued a total of 175,335 shares of Series E Preferred Stock (defined below) for gross proceeds of approximately $ 4.4 million and 124,460 shares of common stock for gross proceeds of approximately $ 2.2 million under the 2023 Registration Statement.

See Note 11, “Subsequent Events,” for equity issuances completed subsequent to September 30, 2024.

Through March 31, 2025, we have issued a total of 176,195 shares of Series E Preferred Stock for gross proceeds of approximately $ 4.4 million and 470,676 shares of common stock for gross proceeds of approximately $ 6.8 million under the 2023 Registration Statement.

Equity Issuances

Series C Preferred Stock

On April 3, 2020, we filed a prospectus supplement with the SEC for a continuous public offering (the “Series C Offering”) of our 6.00 % Series C Cumulative Redeemable Preferred Stock, par value $ 0.001 per share (the “Series C Preferred Stock”).

Under the Series C Offering, as amended, we were permitted us to sell up to 10,200,000 shares of our Series C Preferred Stock on a “reasonable best efforts” basis through Gladstone Securities at an offering price of $ 25.00 per share (the “Primary Series C Offering”) and up to 200,000 additional shares of our Series C Preferred Stock pursuant to our dividend reinvestment plan (the “DRIP”) at a price of $ 22.75 per share.

The Primary Series C Offering terminated on December 31, 2022, with substantially all of the allotted 10,200,000 shares being sold resulting in total gross proceeds, exclusive of redemptions, of approximately $ 252.6 million and net proceeds, after deducting commissions, dealer-manager fees, and offering expenses payable by us, of approximately $ 230.5 million.

The Series C Preferred Stock DRIP was terminated effective March 22, 2023.

We listed the Series C Preferred Stock on Nasdaq under the ticker symbol “LANDP,” and trading commenced on June 8, 2023.

During the nine months ended September 30, 2023, we issued 14,069 shares of the Series C Preferred Stock pursuant to the DRIP, and 48,913 shares of Series C Preferred Stock were tendered for optional redemption, which we satisfied with an aggregate cash payment of approximately $ 1.2 million.

We did not issue any shares of the Series C Preferred Stock pursuant to the DRIP during the three months ended September 30, 2023, nor were any shares of the Series C Preferred Stock tendered for optional redemption.

Series E Preferred Stock

On November 9, 2022, we filed a prospectus supplement with the SEC for a continuous public offering (the “Series E Offering”) of up to 8,000,000 shares of our 5.00 % Series E Cumulative Redeemable Preferred Stock, par value $ 0.001 per share (the “Series E Preferred Stock”), on a “reasonable best efforts” basis through Gladstone Securities at an offering price of $ 25.00 per share.

On November 9, 2022, we filed a prospectus supplement with the SEC for a continuous public offering (the “Series E Offering”) of up to 8,000,000 shares of our Series E Preferred Stock on a “reasonable best efforts” basis through Gladstone Securities at an offering price of $ 25.00 per share.

See Note 6, “Related-Party Transactions—Gladstone Securities—Dealer-Manager Agreement,” for a discussion of the commissions and fees to be paid to Gladstone Securities in connection with the Series E Offering.

The following table provides information on sales of our Series E Preferred Stock during the three and nine months ended September 30, 2024 and 2023 (dollars in thousands, except per-share amounts):

Three Months Ended September 30, Nine Months Ended September 30,

2024 2023 2024 2023

No shares of the Series E Preferred Stock were sold during the three months ended March 31, 2025.

The following table provides information on sales of our Series E Preferred Stock during the three months ended March 31, 2024 (dollars in thousands, except per-share amounts):

Three Months Ended March 31,

Number of shares sold 11,340

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Net proceeds (1)

$ 81 $ 1,973 $ 354 $ 5,019

(1) Net of Selling Commissions, Dealer-Manager Fees, and underwriting discounts.

In addition, during the three months ended March 31, 2025, 800 shares of Series E Preferred Stock were tendered for optional redemption, which we satisfied with an aggregate cash payment of approximately $ 18,000 .

No shares of the Series E Preferred Stock were tendered for optional redemption during the three months ended March 31, 2024.

The Series E Offering will terminate on the date (the “Series E Termination Date”) that is the earlier of (i) December 31, 2025 (unless terminated or extended by our Board of Directors) and (ii) the date on which all 8,000,000 shares of Series E Preferred Stock offered in the Series E Offering are sold.

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however, there can be no assurance that a listing will be achieved in such timeframe, or at all.

See Note 11, “ Subsequent Events ,” for equity issuances completed subsequent to September 30, 2024.

At-the-Market Program

Common Stock—At-the-Market Program

We have entered into equity distribution agreements (commonly referred to as “at-the-market agreements”) with Virtu Americas LLC and Ladenburg & Co.

(each a “Sales Agent”), that, as amended, currently permit us to issue and sell, from time to time and through the Sales Agents, shares of our common stock having an aggregate offering price of up to $ 500.0 million (the “ATM Program”).

We did not sell any shares of common stock under the ATM Program during either of the three or nine months ended September 30, 2024.

The following table provides information on shares of common stock sold under the ATM Program during the three and nine months ended September 30, 2023 (dollars in thousands, except per-share amounts):

Three Months Ended

September 30, 2023 Nine Months Ended

September 30, 2023

Number of shares sold 58,360 788,045

Weighted-average offering price per share $ 17.34 $ 19.34

Gross proceeds $ 1,012 $ 15,240

Net proceeds (1)

$ 1,002 $ 15,087

(1) Net of underwriting commissions

See Note 11, “ Subsequent Events ,” for equity issuances completed subsequent to September 30, 2024.

We did not sell any shares of common stock under the ATM Program during either of the three months ended March 31, 2025 or 2024.

Repurchase Program

On May 17, 2024, our Board of Directors approved a share repurchase program authorizing us to repurchase up to $ 20.0 million of our 6.00 % Series B Cumulative Redeemable Preferred Stock, par value $ 0.001 per share (the “Series B Preferred Stock”) and up to $ 35.0 million of our Series C Preferred Stock (collectively, the “Repurchase Program”).

On May 17, 2024, our Board of Directors approved a share repurchase program authorizing us to repurchase up to $ 20.0 million of our 6.00 % Series B Cumulative Redeemable Preferred Stock, par value $ 0.001 per share (the “Series B Preferred Stock”) and up to $ 35.0 million of our 6.00 % Series C Cumulative Redeemable Preferred Stock, par value $ 0.001 per share (the “Series C Preferred Stock”) (collectively, the “Repurchase Program”).

The Board’s authorization of the Repurchase Program may be suspended or discontinued at any time, does not obligate us to acquire any particular amount of securities, and expires on May 17, 2025.

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Any repurchases will be made during applicable trading window periods or pursuant to applicable Rule 10b5-1 trading plans.

The following table summarizes repurchase activity under the Repurchase Program during the three and nine months ended September 30, 2024 (dollars in thousands, except per-share amounts):

Three Months Ended

September 30, 2024 Nine months ended September 30, 2024

Series B Preferred Stock:

Number of shares repurchased 60,441 115,176

Gross repurchase price (1)

$ 1,296 $ 2,429

Weighted-average repurchase price per share $ 21.44 $ 21.09

Gain on repurchase (2)

Series C Preferred Stock:

Number of shares repurchased 115,604 201,646

Gross repurchase price (1)

$ 2,440 $ 4,201

Weighted-average repurchase price per share $ 21.10 $ 20.83

Gain on repurchase (2)

(1) Inclusive of broker commissions.

(2) The gain on the repurchase of cumulative redeemable preferred stock is included within Gain (loss) on extinguishment of cumulative redeemable preferred stock, net on our accompanying Condensed Consolidated Statements of Operations and Comprehensive Income.

During the three months ended March 31, 2025 and 2024, we did not repurchase any shares of our Series B Preferred Stock or Series C Preferred Stock.

Non-Controlling Interests in Operating Partnership

We consolidate our Operating Partnership, which is a majority-owned partnership.

As of September 30, 2024, and December 31, 2023, we owned 100.0 % of the outstanding OP Units.

As of March 31, 2025, and December 31, 2024, we owned 100.0 % of the outstanding OP Units.

On or after 12 months after becoming a holder of OP Units, each limited partner, other than the Company, has the right, subject to the terms and conditions set forth in the partnership agreement of the Operating Partnership, to require the Operating Partnership to redeem all or a portion of such units in exchange for cash or, at the Company’s option, shares of our common stock on a one -for-one basis.

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Distributions

The per-share distributions to preferred and common stockholders declared by our Board of Directors during the three and nine months ended September 30, 2024 and 2023 are reflected in the table below.

Three Months Ended September 30, Nine Months Ended September 30,

The per-share distributions to preferred and common stockholders declared by our Board of Directors during the three months ended March 31, 2025 and 2024 are reflected in the table below.

Three Months Ended March 31,

Issuance 2025 2024

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LEASE REVENUES

The following table sets forth the components of our lease revenue for the three and nine months ended September 30, 2024 and 2023 (dollars in thousands, except for footnotes):

Three Months Ended September 30, Nine Months Ended September 30,

2024 2023 2024 2023

The following table sets forth the components of our lease revenue for the three months ended March 31, 2025 and 2024 (dollars in thousands, except for footnotes):

Three Months Ended March 31,

Fixed lease payments (1)

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Variable lease payments (2)

3,658 2,432 5,089 2,766

Lease revenue, net (3)

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(1) Fixed lease payments include contractual rents under lease agreements with tenants recognized on a straight-line basis over the respective lease terms and includes the amortization of above-market lease values and lease incentives and the accretion of below-market lease values and other deferred revenue.

(2) Variable lease payments primarily consist of participation rents, which are generally based on a percentage of the gross crop revenues earned on the farm, and reimbursements of certain property operating expenses by tenants.

(2) Variable lease payments include participation rents, which are generally based on a percentage of the gross crop revenues earned on the farm, and reimbursements of certain property operating expenses by tenants.

Participation rents are generally recognized when all contingencies have been resolved and when actual results become known or estimable, enabling us to estimate and/or measure our share of such gross revenues.

During the three and nine months ended September 30, 2024, we recorded participation rents of approximately $ 3.5 million and $ 4.6 million, respectively, reimbursements of certain property operating expenses by tenants of approximately $ 142,000 and $ 453,000 , respectively, and late fees of approximately $ 4,000 and $ 11,000 , respectively.

During the three and nine months ended September 30, 2023, we recorded participation rents of approximately $ 2.4 million and $ 2.6 million, respectively, reimbursements of certain property operating expenses by tenants of approximately $ 47,000 and $ 140,000 , respectively, and late fees of approximately $ 0 and $ 46,000 , respectively.

During the three months ended March 31, 2025 and 2024, we recorded participation rents of approximately $ 465,000 and $ 0 , respectively, and reimbursements of certain property operating expenses by tenants of approximately $ 31,000 and $ 233,000 , respectively.

In addition, during the three months ended March 31, 2025, we recorded a lease termination fee of approximately $ 2.4 million.

(3) Reflected as a line item on our accompanying Condensed Consolidated Statements of Operations and Comprehensive Income.

EARNINGS PER SHARE OF COMMON STOCK

The following table sets forth the computation of basic and diluted earnings per common share for the three and nine months ended September 30, 2024 and 2023, computed using the weighted average number of common shares outstanding during the respective periods.

The following table sets forth the computation of basic and diluted earnings per common share for the three months ended March 31, 2025 and 2024, computed using the weighted average number of common shares outstanding during the respective periods.

Earnings figures are presented net of non-controlling interests in the earnings per share calculations.

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(Dollars in thousands, except per-share amounts):

Three Months Ended September 30, Nine Months Ended September 30,

2024 2023 2024 2023

Net loss attributable to common stockholders $ ( 5,787 ) $ ( 2,964 ) $ ( 4,992 ) $ ( 5,557 )

Three Months Ended March 31,

Net income attributable to common stockholders $ 9,106 $ 7,449

Weighted average shares of common stock outstanding – basic and diluted 36,184,658 35,838,442

Loss per common share – basic and diluted $ ( 0.16 ) $ ( 0.08 ) $ ( 0.14 ) $ ( 0.16 )

There were no OP Units held by non-controlling OP Unitholders during either of the three or nine months ended September 30, 2024 or 2023 .

Income per common share – basic and diluted $ 0.25 $ 0.21

There were no OP Units held by non-controlling OP Unitholders during either of the three months ended March 31, 2025 or 2024 .

SUBSEQUENT EVENTS

Portfolio Activity—Dispositions

Subsequent to September 30, 2024, we entered into agreements to sell 11 blueberry farms located in Allegan and Van Buren, Michigan, for total consideration of approximately $ 5.0 million, exclusive of closing costs.

As of September 30, 2024, the aggregate carrying value of these farms was approximately $ 5.0 million and was included in Total real estate, net on our Condensed Consolidated Balance Sheets.

We currently expect these sales to be completed during the three months ending December 31, 2024.

Financing Activity

Equity Activity—Equity Issuances

The following table provides information on equity sales that occurred subsequent to September 30, 2024 (dollars in thousands, except per-share amounts):

Type of Issuance Number of

Shares Sold Weighted Average Offering Price

Per Share Gross Proceeds Net Proceeds (1)

Common Stock – ATM Program 346,216 $ 13.52 $ 4,680 $ 4,633

(1) Net of Selling Commissions and Dealer-Manager Fees or underwriting discounts and commissions (in each case, as applicable).

Distributions

On October 8, 2024, our Board of Directors declared the following monthly cash distributions to holders of our preferred and common stock:

On April 8, 2025, our Board of Directors declared the following monthly cash distributions to holders of our preferred and common stock:

Issuance Record Date Payment Date Distribution per Share

Series B Preferred Stock:

October 22, 2024 October 31, 2024 $ 0.125

November 20, 2024 November 29, 2024 0.125

December 20, 2024 December 31, 2024 0.125

April 21, 2025 April 30, 2025 $ 0.125

May 21, 2025 May 30, 2025 0.125

June 20, 2025 June 30, 2025 0.125

Total Series B Preferred Stock Distributions:

Series C Preferred Stock:

October 22, 2024 October 31, 2024 $ 0.125

November 20, 2024 November 29, 2024 0.125

December 20, 2024 December 31, 2024 0.125

April 21, 2025 April 30, 2025 $ 0.125

May 21, 2025 May 30, 2025 0.125

June 20, 2025 June 30, 2025 0.125

Total Series C Preferred Stock Distributions:

Series D Term Preferred Stock:

October 22, 2024 October 31, 2024 $ 0.104167

November 20, 2024 November 29, 2024 0.104167

December 20, 2024 December 31, 2024 0.104167

April 21, 2025 April 30, 2025 $ 0.104167

May 21, 2025 May 30, 2025 0.104167

June 20, 2025 June 30, 2025 0.104167

Total Series D Term Preferred Stock Distributions:

Series E Preferred Stock:

October 24, 2024 November 4, 2024 $ 0.104167

November 27, 2024 December 4, 2024 0.104167

December 23, 2024 January 3, 2025 0.104167

April 25, 2025 May 5, 2025 $ 0.104167

May 27, 2025 June 5, 2025 0.104167

June 25, 2025 July 3, 2025 0.104167

Total Series E Preferred Stock Distributions:

Common Stock (1) :

October 22, 2024 October 31, 2024 $ 0.0467

November 20, 2024 November 29, 2024 0.0467

December 20, 2024 December 31, 2024 0.0467

April 21, 2025 April 30, 2025 $ 0.0467

May 21, 2025 May 30, 2025 0.0467

June 20, 2025 June 30, 2025 0.0467

Total Common Stock Distributions $ 0.1401

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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