What changed in this filing

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Item 1. Financial Statements

2025-11-05 compared with 2025-08-07 · 211 added, 229 removed, 586 unchanged (43% of the section changed)

3 unchanged sentences

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

June 30, 2025 December 31, 2024

September 30, 2025 December 31, 2024

Real estate, at cost $ 1,311,339 $ 1,324,632

11 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 June 30, 2025, and December 31, 2024

3,600,000 shares authorized, 2,415,000 shares issued and outstanding as of September 30, 2025, and December 31, 2024

60,238 59,930

5 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 June 30, 2025, and December 31, 2024

6,340,889 shares authorized, 5,840,889 shares issued and outstanding as of September 30, 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 June 30, 2025, and December 31, 2024

25,700,791 shares authorized, 9,954,863 shares issued and outstanding as of September 30, 2025, and December 31, 2024

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

15,997,600 shares authorized, 251,636 shares issued and outstanding as of June 30, 2025;

15,997,000 shares authorized, 251,036 shares issued and outstanding as of September 30, 2025;

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

Common stock, $ 0.001 par value;

48,360,720 shares authorized, 36,184,658 shares issued and outstanding as of June 30, 2025;

48,361,320 shares authorized, 36,307,401 shares issued and outstanding as of September 30, 2025;

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

8 unchanged sentences

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

For the Three Months Ended June 30, For the Six Months Ended June 30,

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

2025 2024 2025 2024

7 unchanged sentences

Base management fee 1,992 2,070 6,040 6,303

Capital gains fee credit ( 188 ) — — —

Incentive fee — 109 — 109

Administration fee 650 683 1,863 1,839

General and administrative expenses 556 655 1,760 1,992

Impairment charge 316 2,106 316 2,106

Total operating expenses 13,292 15,808 38,930 42,232

OTHER (EXPENSE) INCOME:

Incentive fee waiver — ( 109 ) — ( 109 )

Total operating expenses, net of credits to fees 13,292 15,699 38,930 42,123

OTHER INCOME (EXPENSE):

Other income 79 370 2,298 3,295

1 unchanged sentence

Dividends declared on cumulative term preferred stock ( 755 ) ( 755 ) ( 2,264 ) ( 2,264 )

(Loss) gain on dispositions of real estate assets, net ( 2,149 ) ( 2,800 ) 13,261 7,473

Gain (loss) on dispositions of real estate assets, net 3,062 ( 832 ) 16,323 6,641

Property and casualty (loss) recovery, net — ( 275 ) 137 ( 284 )

Loss from investments in unconsolidated entities ( 51 ) ( 85 ) ( 186 ) ( 171 )

Gain (loss) from investments in unconsolidated entities 58 28 ( 128 ) ( 143 )

Total other (expense) income, net ( 2,406 ) ( 6,866 ) 1,362 ( 9,247 )

NET (LOSS) INCOME ( 7,878 ) ( 823 ) 7,230 12,744

NET INCOME 2,087 6 9,317 12,750

Dividends declared on cumulative redeemable preferred stock ( 6,002 ) ( 6,024 ) ( 18,006 ) ( 18,247 )

Gain on extinguishment of cumulative redeemable preferred stock, net — 231 — 505

NET (LOSS) INCOME ATTRIBUTABLE TO COMMON STOCKHOLDERS $ ( 13,880 ) $ ( 6,654 ) $ ( 4,774 ) $ 795

NET (LOSS) INCOME PER COMMON SHARE:

NET LOSS ATTRIBUTABLE TO COMMON STOCKHOLDERS $ ( 3,915 ) $ ( 5,787 ) $ ( 8,689 ) $ ( 4,992 )

NET LOSS PER COMMON SHARE:

Basic and diluted $ ( 0.11 ) $ ( 0.16 ) $ ( 0.24 ) $ ( 0.14 )

1 unchanged sentence

Basic and diluted 36,190,889 35,838,442 36,186,758 35,838,442

NET (LOSS) INCOME $ ( 7,878 ) $ ( 823 ) $ 7,230 $ 12,744

NET INCOME $ 2,087 $ 6 $ 9,317 $ 12,750

Change in fair value related to interest rate hedging instruments ( 409 ) ( 2,565 ) ( 2,583 ) ( 1,591 )

COMPREHENSIVE (LOSS) INCOME $ ( 8,734 ) $ ( 856 ) $ 5,056 $ 13,719

COMPREHENSIVE INCOME (LOSS) $ 1,678 $ ( 2,559 ) $ 6,734 $ 11,159

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

2 unchanged sentences

(In thousands, except share data)

Three Months Ended June 30, 2025

Three Months Ended September 30, 2025

Series B Preferred Stock Series C Preferred Stock Series E

3 unchanged sentences

Comprehensive

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

Net loss — — — — — — — — — ( 7,878 ) — ( 7,878 )

Balance at June 30, 2025 5,840,889 $ 6 9,954,863 $ 10 251,636 — 36,184,658 $ 36 $ 854,037 $ ( 189,474 ) $ 5,458 $ 670,073

Redemptions of Series E Preferred Stock, net — — — — ( 600 ) — — — ( 13 ) — — ( 13 )

Issuance of common stock, net — — — — — — 122,743 — 1,128 — — 1,128

Net income — — — — — — — — — 2,087 — 2,087

Dividends—cumulative redeemable preferred stock — — — — — — — — — ( 6,002 ) — ( 6,002 )

1 unchanged sentence

Comprehensive loss attributable to the Company — — — — — — — — — — ( 409 ) ( 409 )

Balance at June 30, 2025 5,840,889 $ 6 9,954,863 $ 10 251,636 $ — 36,184,658 $ 36 $ 854,037 $ ( 189,474 ) $ 5,458 $ 670,073

Six Months Ended June 30, 2025

Balance at September 30, 2025 5,840,889 $ 6 9,954,863 $ 10 251,036 $ — 36,307,401 $ 36 $ 855,152 $ ( 198,459 ) $ 5,049 $ 661,794

Nine Months Ended September 30, 2025

Preferred Stock Series C

7 unchanged sentences

Redemptions of Series E Preferred Stock, net — — — — ( 1,400 ) — — — ( 31 ) — — ( 31 )

Issuance of common stock, net — — — — — — 122,743 — 1,128 — — 1,128

Net income — — — — — — — — — 9,317 — 9,317

2 unchanged sentences

Comprehensive loss attributable to the Company — — — — — — — — — — ( 2,583 ) ( 2,583 )

Balance at June 30, 2025 5,840,889 $ 6 9,954,863 $ 10 251,636 $ — 36,184,658 $ 36 $ 854,037 $ ( 189,474 ) $ 5,458 $ 670,073

Balance at September 30, 2025 5,840,889 $ 6 9,954,863 $ 10 251,036 $ — 36,307,401 $ 36 $ 855,152 $ ( 198,459 ) $ 5,049 $ 661,794

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

2 unchanged sentences

(In thousands, except share data)

Three Months Ended June 30, 2024

Three Months Ended September 30, 2024

Series B Preferred Stock Series C Preferred Stock Series E

3 unchanged sentences

Comprehensive

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

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

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

1 unchanged sentence

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

Net loss — — — — — — — — — ( 823 ) — ( 823 )

Net income — — — — — — — — — 6 — 6

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

1 unchanged sentence

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

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

Six Months Ended June 30, 2024

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

Nine Months Ended September 30, 2024

Preferred Stock Series C

12 unchanged sentences

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

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

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

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

2 unchanged sentences

(In thousands)

For the Six Months Ended June 30,

For the Nine Months Ended September 30,

CASH FLOWS FROM OPERATING ACTIVITIES:

Net income $ 9,317 $ 12,750

Adjustments to reconcile net income to net cash provided by operating activities:

Adjustments to reconcile net income to net cash (used in) provided by operating activities:

Depreciation and amortization 25,198 26,407

Impairment charge 316 2,106

Amortization of debt issuance costs 801 687

11 unchanged sentences

Other liabilities, net ( 5,637 ) ( 3,300 )

Net cash provided by operating activities 8,416 19,333

Net cash (used in) provided by operating activities ( 3,620 ) 17,966

CASH FLOWS FROM INVESTING ACTIVITIES:

13 unchanged sentences

Net cash used in financing activities ( 79,745 ) ( 83,363 )

NET INCREASE IN CASH AND CASH EQUIVALENTS 12,206 31,186

NET DECREASE IN CASH AND CASH EQUIVALENTS ( 6,963 ) ( 5,358 )

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 $ 878 $ 452

Financing fees included in Accounts payable and accrued expenses and Due to related parties, net 45 18

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, including through lease structures that occasionally include a variable rent component based on the gross revenues generated from certain farms in lieu of fixed base rent.

We are primarily in the business of owning and leasing farmland, including 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 June 30, 2025, we owned 150 farms totaling 103,001 acres across 15 states in the U.S.

As of September 30, 2025, we owned 148 farms totaling 100,323 acres across 15 states in the U.S.

and 55,532 acre-feet of water assets in California.

In addition, as of June 30, 2025, two of our properties (comprising four farms) were being directly operated.

In addition, as of September 30, 2025, two of our properties (comprising four farms) were being directly operated by us.

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 both June 30, 2025, and December 31, 2024, the Company owned 100.0 % of the outstanding OP Units (see Note 9, “ Equity ,” for additional discussion regarding OP Units).

As of both September 30, 2025, and December 31, 2024, the Company owned 100.0 % of the outstanding OP Units (see Note 9, “ Equity ,” for additional discussion regarding OP Units).

Gladstone Land Advisers, Inc.

2 unchanged sentences

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 six months ended June 30, 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.

For the nine months ended September 30, 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 six months ended June 30, 2025, 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 and nine months ended September 30, 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

3 unchanged sentences

Reclassifications

Certain line items on the accompanying Condensed Consolidated Balance Sheet as of December 31, 2024 and the Condensed Consolidated Statement of Cash Flows for the six months ended June 30, 2024, have been reclassified to conform to the current period’s presentation.

Certain line items on the accompanying Condensed Consolidated Balance Sheet as of December 31, 2024 and the Condensed Consolidated Statement of Cash Flows for the nine months ended September 30, 2024, have been reclassified to conform to the current period’s presentation.

These reclassifications had no impact on previously-reported stockholders’ equity, net income, or net change in cash and cash equivalents.

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 June 30, 2025, we have incurred approximately $ 4.3 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.

Through certain of our wholly-owned subsidiaries and under 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 September 30, 2025, we have incurred approximately $ 7.8 million in growing costs, primarily related to irrigation, pest management, fertilization, and labor.

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

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

We expect to incur additional costs related to harvesting and post-harvest handling, which will likewise be expensed to cost of products sold as incurred.

We have operated and intend to continue to operate in a manner that will allow us to qualify as a REIT under Sections 856-860 of the Internal Revenue Code of 1986, as amended (the “Code”).

1 unchanged sentence

As such, in general, as long as we qualify as a REIT, no provision for federal income taxes will be necessary, except for taxes on undistributed REIT taxable income, taxes from foreclosure property, and taxes on income generated by a TRS (such as Land Advisers), if any.

During the six months ended June 30, 2025, we began directly operating one property (consisting of three farms) that qualifies as foreclosure property under the Code and thus is subject to corporate income taxes on any income.

During the nine months ended September 30, 2025, we began directly operating two properties (consisting of four farms) that qualify as foreclosure properties under the Code and are therefore subject to corporate income taxes on any income generated.

One of these farms remains in its development stage and is not yet income producing.

We account for any income taxes in accordance with the provisions of Accounting Standards Codification (“ASC”) 740, “Income Taxes” (“ASC 740”), using the asset and liability method.

1 unchanged sentence

In addition, we will establish valuation allowances for tax benefits when we believe it is more-likely-than-not (defined as a likelihood of more than 50%) that such assets will not be realized.

Pretax loss from foreclosure property during each of the three and six months ended June 30, 2025, was approximately $ 1.6 million.

We did not have any federal or state income tax expense (current or deferred) during either of the three or six months ended June 30, 2025.

Our deferred income taxes relate to the net tax effects of federal and state net operating losses, as well as temporary differences arising between the carrying amounts of assets and liabilities of our foreclosure property.

As of June 30, 2025, we had a full valuation allowance resulting in a net deferred tax asset of $ 0 .

Management has assessed the future realizability of the tax benefits below and determined that such assets are not likely to be realized after considering all sources of income.

The following table summarizes our deferred income tax assets and liabilities as of June 30, 2025 (dollars in thousands):

June 30, 2025 December 31, 2024

Deferred income tax assets, net:

Fixed asset depreciation $ 250 $ —

Net operating loss 435 —

Total Gross deferred income tax assets 685 —

Valuation allowance ( 685 ) —

Total Deferred income tax assets, net $ — $ —

We did not have any deferred income tax liabilities as of either June 30, 2025, or December 31, 2024.

As of June 30, 2025, our foreclosure property had an indefinite-lived net operating loss carryforward of $ 1.7 million for federal income tax purposes.

State net operating loss carryforwards have varying expirations.

The following table illustrates the difference between the effective tax rate of the foreclosure property’s expense (benefit) for income taxes and the federal statutory rate (dollars in thousands):

Actual Expected Expense

(Benefit) at Federal

Statutory Rate (1)

Items as a Percentage

of Pre-Tax Income

Tax Rate Reconciliation:

Pre-tax income (loss) $ ( 1,579 ) $ ( 332 ) 21.0 %

State tax expense:

Current — — — %

Deferred — ( 83 ) 5.3 %

Meals & Entertainment — — — %

Change in Valuation allowance — 415 ( 26.3 ) %

Income tax expense $ — — %

Total current federal tax benefit $ —

Total current state tax benefit —

Total deferred tax benefit —

(1) The current federal statutory rate is 21%.

Pretax losses from foreclosure properties during the three and nine months ended September 30, 2025, was approximately $ 1.0 million and $ 2.6 million, respectively.

We did not have any federal or state income tax expense (current or deferred) during either of the three or nine months ended September 30, 2025.

Segment Reporting

12 unchanged sentences

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.

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.

3 unchanged sentences

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

The following table summarizes certain information about the 150 farms we owned as of June 30, 2025 (dollars in thousands, except for footnotes):

The following table summarizes certain information about the 148 farms we owned as of September 30, 2025 (dollars in thousands, except for footnotes):

of Farms Total

4 unchanged sentences

63 34,845 32,321 55,532 $ 817,677 $ 358,574

20 13,090 10,279 0 128,585 56,865

Florida 18 10,412 8,635 0 113,363 46,112

Washington 6 2,520 2,004 0 52,055 14,843

19 unchanged sentences

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

As of June 30, 2025, this investment had a net carrying value of approximately $ 839,000 and is included within Other assets, net on the accompanying Condensed Consolidated Balance Sheets.

As of September 30, 2025, this investment had a net carrying value of approximately $ 872,000 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 June 30, 2025, these two ground leases had a net cost basis of approximately $ 632,000 and are included in Lease intangibles, net on the accompanying Condensed Consolidated Balance Sheets.

As of September 30, 2025, these two ground leases had a net cost basis of approximately $ 622,000 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 7,223 surplus water credits in certain of our accounts with Westlands Water District, located in Fresno County, California.

See Note 4, “ Investments in Water Assets, ” for additional information.

(6) Includes certain farms classified as held for sale;

see “ —Real Estate Held for Sale ” 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 June 30, 2025, the aggregate net cost basis of these ground leases was zero .

As of September 30, 2025, the aggregate net cost basis of these ground leases was zero .

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

As of June 30, 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 June 30, 2025, and December 31, 2024 (dollars in thousands):

June 30, 2025 December 31, 2024

As of September 30, 2025, this investment had a net carrying value of approximately $ 4.8 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, 2025, and December 31, 2024 (dollars in thousands):

September 30, 2025 December 31, 2024

Land and land improvements $ 728,591 $ 743,141

6 unchanged sentences

Total real estate, net $ 1,121,125 $ 1,156,850

Real estate depreciation expense on these tangible assets was approximately $ 8.3 million and $ 16.5 million for the three and six months ended June 30, 2025, respectively, and approximately $ 8.5 million and $ 17.1 million for the three and six months ended June 30, 2024, respectively.

Real estate depreciation expense on these tangible assets was approximately $ 8.3 million and $ 24.8 million for the three and nine months ended September 30, 2025, respectively, and approximately $ 8.5 million and $ 25.6 million for the three and nine months ended September 30, 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 June 30, 2025, and December 31, 2024 (dollars in thousands):

June 30, 2025 December 31, 2024

The following table summarizes the carrying values of certain lease intangible assets and the related accumulated amortization as of September 30, 2025, and December 31, 2024 (dollars in thousands):

September 30, 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 $ 106,000 and $ 254,000 for the three and six months ended June 30, 2025, respectively, and approximately $ 289,000 and $ 521,000 for the three and six months ended June 30, 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 June 30, 2025, and December 31, 2024 (dollars in thousands):

June 30, 2025 December 31, 2024

Total amortization expense related to these lease intangible assets was approximately $ 103,000 and $ 357,000 for the three and nine months ended September 30, 2025, respectively, and approximately $ 318,000 and $ 838,000 for the three and nine months ended September 30, 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 September 30, 2025, and December 31, 2024 (dollars in thousands):

September 30, 2025 December 31, 2024

Intangible Asset or Liability Deferred

14 unchanged sentences

(3) Lease incentives are included as part of Other assets, net on the accompanying Condensed Consolidated Balance Sheets, and the related amortization is recorded as a reduction of Lease revenue, net on the accompanying Condensed Consolidated Statements of Operations and Comprehensive Income.

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 approximately $ 19,000 and $ 38,000 for the three and six months ended June 30, 2025, respectively, and approximately $ 19,000 and $ 38,000 for the three and six months ended June 30, 2024, respectively.

Total accretion related to below-market lease values was approximately $ 34,000 and $ 68,000 for the three and six months ended June 30, 2025, respectively, and approximately $ 149,000 and $ 189,000 for the three and six months ended June 30, 2024, respectively.

Total net amortization related to lease incentives and other deferred revenue, net was approximately $ 2.9 million and $ 6.1 million for the three and six months ended June 30, 2025, respectively, and approximately $ 143,000 and $ 656,000 for the three and six months ended June 30, 2024, respectively.

We did not acquire any new farms during either of the three or six months ended June 30, 2025 or 2024.

Other deferred revenue 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 approximately $ 19,000 and $ 58,000 for the three and nine months ended September 30, 2025, respectively, and approximately $ 19,000 and $ 58,000 for the three and nine months ended

September 30, 2024, respectively.

Total accretion related to below-market lease values was approximately $ 34,000 and $ 101,000 for the three and nine months ended September 30, 2025, respectively, and approximately $ 203,000 and $ 392,000 for the three and nine months ended September 30, 2024, respectively.

Total net (amortization) accretion related to lease incentives and other deferred revenue, net was approximately $( 3.0 ) million and $( 9.1 ) million for the three and nine months ended September 30, 2025, respectively, and approximately $ 456,000 and $( 201,000 ) for the three and nine months ended September 30, 2024, respectively.

We did not acquire any new farms during either of the three or nine months ended September 30, 2025 or 2024.

Property Sales

4 unchanged sentences

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

In August 2025, we completed the sale of two farms in Florida totaling 2,678 gross acres for an aggregate sales price of $ 21.5 million.

Including closing costs, we recognized an aggregate net gain on these sales of approximately $ 6.0 million.

2024 Property Sales

2 unchanged sentences

Real Estate Held for Sale

As of June 30, 2025, we had one property (consisting of two farms) located in Florida that was classified as held for sale.

As of June 30, 2025, this property had a net cost basis of approximately $ 14.5 million.

As of December 31, 2024, we had three properties (consisting of seven farms) that were classified as held for sale.

As of December 31, 2024, one property (consisting of five farms), located in Florida, had a net cost basis of approximately $ 36.3 million, and two properties (consisting of two farms), located in Nebraska, had an aggregate net cost basis of approximately $ 10.0 million.

Each of these sales was completed during the three months ended March 31, 2025, as noted above.

Each of these properties were sold during the three months ended March 31, 2025, as noted above.

Investments in Unconsolidated Entities

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

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 June 30, 2025, our aggregate ownership interest in the Fresno LLC and the Umatilla LLC was 50.0 % and 20.5 %, respectively.

In connection with the acquisition of certain farmland located in Fresno County, California, we also acquired partial ownership of a related limited liability company (the “Fresno LLC”), the sole purpose of which is to own and maintain a pipeline conveying water to our and other neighboring properties.

In addition, in connection with the acquisition of certain farmland located in Umatilla County, Oregon, we also acquired partial ownership of 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, 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 loss of approximately $ 51,000 and $ 186,000 during the three and six months ended June 30, 2025 , respectively, and approximately $ 85,000 and $ 171,000 during the three and six months ended June 30, 2024, 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 June 30, 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.

We recorded an aggregate gain (loss) of approximately $ 58,000 and $( 128,000 ) during the three and nine months ended September 30, 2025 , respectively, and approximately $ 28,000 and $( 143,000 ) during the three and nine months ended September 30, 2024, 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 gain (loss) recognized by the Fresno LLC and Umatilla LLC.

As of September 30, 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.

Portfolio Concentrations

As of June 30, 2025, our farms were leased to various different, unrelated third-party tenants, with certain tenants leasing more than one farm.

One unrelated third-party tenant (“Tenant A”) leases six of our farms under leases expiring in 2030 or later.

During the six months ended June 30, 2025, aggregate lease revenue attributable to Tenant A accounted for approximately $ 3.7 million, or 12.9 % of the total lease revenue recorded during the six months ended June 30, 2025.

If Tenant A 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 six months ended June 30, 2025.

As of September 30, 2025, our farms were leased to various different, unrelated third-party tenants, with certain tenants leasing more than one farm.

One unrelated third-party tenant (“Tenant A”) leases six of our farms under leases expiring in 2030 or later, and another third-party tenant (“Tenant B”) leases two of our farms under leases expiring in 2027.

During the nine

months ended September 30, 2025, aggregate lease revenue attributable to Tenant A and Tenant B accounted for approximately $ 5.6 million ( 12.0 %) and $ 4.7 million ( 10.1 %), respectively, of the total lease revenue.

If either Tenant A or Tenant B fails to make rental payments or elects to terminate their 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 nine months ended September 30, 2025.

Geographic Risk

Farms located in California and Florida accounted for approximately $ 17.1 million ( 58.8 %) and $ 4.7 million ( 16.2 %), respectively, of the total lease revenue recorded during the six months ended June 30, 2025.

Farms located in California and Florida accounted for approximately $ 28.8 million ( 61.5 %) and $ 6.8 million ( 14.6 %), respectively, of the total lease revenue recorded during the nine months ended September 30, 2025.

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

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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 six months ended June 30, 2025.

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, 2025.

Southeastern U.S.

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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.

As of June 30, 2025, and December 31, 2024 , we concluded that none of our properties were impaired.

During the three months ended September 30, 2025 , as a result of shortening our assumed holding period, we recognized an impairment charge of approximately $ 316,000 on one property (encompassing two farms) located in St.

Lucie County, Florida, due to the estimated fair value being lower than the carrying value.

Our estimate of fair value was determined based on the expected sales price per an agreement entered into subsequent to September 30, 2025 .

During the three months ended September 30, 2024, we recognized an aggregate impairment charge of approximately $ 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.

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 June 30, 2025 (dollars in thousands):

The following table summarizes the total acre-feet of banked water obtained through exercising these contracts as of September 30, 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 June 30, 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.

As of September 30, 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.

Westlands Water District Groundwater Credits

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As a result of the program, we 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 June 30, 2025, these water credits were recognized as a long-term water asset and had an aggregate carrying value of approximately $ 753,000 .

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 $ 27,000 and

$ 453,000 of non-cash revenue during the three and six months ended June 30, 2024, respectively, which represents the estimated fair value of the water credits obtained during the periods.

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 periods.

As of September 30, 2025, these water credits were recognized as a long-term water asset and had an aggregate carrying value of approximately $ 746,000 .

Other Groundwater Credits

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 June 30, 2025, we have obtained 4,337 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 $ 853,000 .

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

Through September 30, 2025, we have obtained 4,563 acre-feet of water credits under these agreements, which have been recognized as a long-term water asset with an aggregate carrying value of approximately $ 884,000 .

During each of the three and nine months ended September 30, 2025, we recognized approximately $ 48,000 of revenue, representing the estimated fair value of water credits received in exchange for storing water on behalf of third parties (included within Other operating revenue on our Condensed Consolidated Statements of Operations and Comprehensive Income).

Total Long-term Water Assets

As of June 30, 2025, we owned a total of 55,306 acre-feet of long-term water assets, and our investments in these assets had an aggregate carrying value of approximately $ 37.1 million and are included within Investments in water assets on our Condensed Consolidated Balance Sheets.

In addition, 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.

Through June 30, 2025, we have also invested an additional $ 4.0 million in the aggregate in connection with certain agreements that are expected to result in additional groundwater credits in the future;

As of September 30, 2025, we owned a total of 55,532 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 Investments in water assets on our Condensed Consolidated Balance Sheets.

In addition, we have invested approximately $ 1.5 million to construct and maintain groundwater recharge facilities on two of our farms, which is included within Real estate, at cost on our Condensed Consolidated Balance Sheets.

Through September 30, 2025, we have also invested an additional $ 4.4 million in the aggregate in connection with certain 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.

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As of June 30, 2025, and December 31, 2024 , we concluded that none of our water assets were impaired.

Our borrowings as of June 30, 2025, and December 31, 2024, are summarized below (dollars in thousands):

Carrying Value as of As of June 30, 2025

June 30, 2025 December 31, 2024 Stated Interest

As of September 30, 2025, and December 31, 2024 , we concluded that none of our water assets were impaired.

Our borrowings as of September 30, 2025, and December 31, 2024, are summarized below (dollars in thousands):

Carrying Value as of As of September 30, 2025

September 30, 2025 December 31, 2024 Stated Interest

Maturity Dates

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

As of June 30, 2025, the above borrowings were collateralized by certain of our farms with an aggregate net book value of approximately $ 995.3 million.

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 3.81 % and 3.80 % for the three and six months ended June 30, 2025, respectively, as compared to 3.83 % and 3.82 % for the three and six months ended June 30, 2024, respectively .

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.

As of September 30, 2025, the above borrowings were collateralized by certain of our farms with an aggregate net book value of approximately $ 971.8 million.

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 3.81 % and 3.80 % for the three and nine months ended September 30, 2025, respectively, as compared to 3.83 % and 3.82 % for the three and nine months ended September 30, 2024, respectively .

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 June 30, 2025, we were in compliance with all covenants applicable to the above borrowings.

As of September 30, 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 June 30, 2025 (dollars in thousands, except for footnotes):

The following table summarizes the pertinent terms of the MetLife Facility as of September 30, 2025 (dollars in thousands, except for footnotes):

Issuance Aggregate

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Totals $ 250,000 $ 35,820 $ 214,180

(1) Based on the properties that were pledged as collateral under the MetLife Facility, as of June 30, 2025, the maximum additional amount we could draw under the facility was approximately $ 110.0 million.

(1) Based on the properties that were pledged as collateral under the MetLife Facility, as of September 30, 2025, the maximum additional amount we could draw under the facility was approximately $ 110.6 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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In addition, through December 31, 2026, the 2020 MetLife Term Note and the 2022 MetLife Term Note are each subject to an unused fee ranging from 0.10 % to 0.20 % on undrawn amounts (based on the balance drawn under the respective note).

During the six months ended June 30, 2025, we entered into a new loan agreement with MetLife, as summarized below (dollars in thousands):

During the nine months ended September 30, 2025, we entered into a new loan agreement with MetLife, as summarized below (dollars in thousands):

Issuance Amount Maturity

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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 six months ended June 30, 2025.

As of June 30, 2025, we had approximately $ 32.8 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 nine months ended September 30, 2025.

As of September 30, 2025, we had approximately $ 22.3 million of bonds issued and outstanding under the Farmer Mac Facility.

Farm Credit Notes Payable

From time to time since September 2014, through certain subsidiaries of our Operating Partnership, we 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 six months ended June 30, 2025.

We did not enter into any new loan agreements with Farm Credit during the nine months ended September 30, 2025.

Interest Patronage

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Debt Service – Aggregate Maturities

Scheduled principal payments of our aggregate notes and bonds payable as of June 30, 2025 , for the succeeding years are as follows (dollars in thousands):

Scheduled principal payments of our aggregate notes and bonds payable as of September 30, 2025 , for the succeeding years are as follows (dollars in thousands):

Period Scheduled Principal Payments

For the remaining six months ending December 31:

2025 $ 18,873 (1)

For the remaining three months ending December 31:

For the fiscal years ending December 31:

Thereafter 88,682

(1) Subsequent to June 30, 2025, we repaid a $ 10.4 million bond upon maturity.

The bond bore interest at an annual rate of 4.45 %.

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 June 30, 2025, the aggregate fair value of our notes and bonds payable was approximately $ 469.5 million, as compared to an aggregate carrying value (excluding unamortized related debt issuance costs) of approximately $ 498.3 million.

As of September 30, 2025, the aggregate fair value of our notes and bonds payable was approximately $ 458.5 million, as compared to an aggregate carrying value (excluding unamortized related debt issuance costs) of approximately $ 482.2 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 June 30, 2025, is deemed to approximate their aggregate carrying value of $ 200,000 .

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, 2025, is deemed to approximate their aggregate carrying value of $ 200,000 .

Interest Rate Swap Agreements

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Generally, in the absence of observable market data, we will estimate the fair value of our interest rate swaps using estimates of certain data points, including estimated remaining life, counterparty credit risk, current market yield, and interest rate spreads of similar securities as of the measurement date.

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 June 30, 2025 , our interest rate swaps were valued using Level 2 inputs.

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, 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 $ 1.4 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 June 30, 2025 , and December 31, 2024 (dollars in thousands):

We had the following outstanding interest rate derivatives that were designated as cash flow hedges of interest rate risk as of September 30, 2025 , and December 31, 2024 (dollars in thousands):

Period Number of Instruments Aggregate Notional Amount

As of June 30, 2025 4 $ 65,375

As of September 30, 2025 4 $ 65,176

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 June 30, 2025 , and December 31, 2024 (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 September 30, 2025 , and December 31, 2024 (dollars in thousands):

Derivative Asset (Liability) Fair Value

Derivative Type Balance Sheet Location June 30, 2025 December 31, 2024

Derivative Type Balance Sheet Location September 30, 2025 December 31, 2024

Derivatives Designated as Hedging Instruments:

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Total $ 5,049 $ 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 six months ended June 30, 2025 and 2024 (dollars in thousands):

For the Three Months Ended June 30, For the Six Months Ended June 30,

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, 2025 and 2024 (dollars in thousands):

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

2025 2024 2025 2024

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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 June 30, 2025 , we did not have any derivatives in a net liability position, nor have we posted any collateral related to these agreements.

As of September 30, 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

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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 June 30, 2025, the fair value of our Series D Term Preferred Stock was approximately $ 59.8 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 June 30, 2025, of $ 24.76 .

For information on the dividends declared by our Board of Directors and paid by us on the Series D Term Preferred Stock during the six months ended June 30, 2025, see Note 9, “ Equity—Distributions .”

As of September 30, 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 September 30, 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 nine months ended September 30, 2025, see Note 9, “ Equity—Distributions .”

RELATED-PARTY TRANSACTIONS

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(i) 15 % of the cumulative aggregate realized capital gains minus the cumulative aggregate realized capital losses, minus (ii) any aggregate capital gains fees paid in prior periods.

For purposes of this calculation, realized capital gains and losses will be calculated as (x) the sales price of the property, minus (y) any costs to sell the property and the then-current gross value of the property (which includes the property’s

original acquisition price plus any subsequent, non-reimbursed capital improvements).

At the end of each fiscal year, if this figure is negative, no capital gains fee shall be paid.

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Pursuant to the Administration Agreement, we pay for our allocable portion of the Administrator’s expenses incurred while performing its obligations to us, including, but not limited to, rent and the salaries and benefits expenses of our Administrator’s employees, including our chief financial officer, treasurer, chief compliance officer, co-general counsels and co-secretaries (Mr.

LiCalsi also serves as our Administrator’s president, co-general counsel, and co-secretary), and their respective staffs.

LiCalsi also serves as our Administrator’s president, chief administrative officer, co-general counsel, and co-secretary), and their respective staffs.

As approved by our Board of Directors, our allocable portion of the Administrator’s expenses is generally derived by multiplying our Administrator’s total expenses by the approximate percentage of time the Administrator’s employees perform services for us in relation to their time spent performing services for all companies serviced by our Administrator under similar contractual agreements.

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We have entered into an agreement with Gladstone Securities, LLC (“Gladstone Securities”), for it to act as our non-exclusive agent to assist us with arranging financing for our properties (the “Financing Arrangement Agreement”).

Gladstone Securities is a privately-held broker-dealer and a member of the Financial Industry Regulatory Authority and the Securities Investor Protection Corporation.

Gladstone Securities

is a privately-held broker-dealer and a member of the Financial Industry Regulatory Authority and the Securities Investor Protection Corporation.

Gladstone Securities is an affiliate of ours, as its parent company is owned and controlled by Mr.

Gladstone, who also serves on the board of managers of Gladstone Securities.

In addition, Michael LiCalsi, our chief administrative officer, co-general counsel, and co-secretary, serves in several capacities for Gladstone Securities, including as its chief legal officer, co-secretary, a member of its board of managers, and a managing principal.

In addition, Michael LiCalsi serves in several capacities for Gladstone Securities, including as its chief legal officer, co-secretary, a member of its board of managers, and a managing principal.

Erich Hellmold, our co-general counsel and co-secretary, also serves as Gladstone Securities’ co-secretary.

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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.

During the three and six months ended June 30, 2025, we paid total financing fees to Gladstone securities of $ 15,000 .

We did not pay any financing fees to Gladstone Securities during either of the three or six months ended June 30, 2024.

Through June 30, 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.

During the nine months ended September 30, 2025, we paid total financing fees to Gladstone securities of $ 15,000 .

We did not pay any financing fees to Gladstone Securities during the three months ended September 30, 2025, no r did we pay any financing fees during either of the three or nine months ended September 30, 2024.

Through September 30, 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

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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 six months ended June 30, 2025 and 2024 (dollars in thousands):

For the Three Months Ended June 30, For the Six Months Ended June 30,

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, 2025 and 2024 (dollars in thousands):

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

2025 2024 2025 2024

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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 June 30, For the Six Months Ended June 30,

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

2025 2024 2025 2024

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$ 1,992 $ 2,070 $ 6,040 $ 6,303

Capital gains fee credit (1)(2)(3)

Incentive fee (1)(2)

Incentive fee waiver (2)

— ( 109 ) — ( 109 )

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

(3) During the three months ended March 31, 2025, our Adviser earned a capital gains fee, driven by the gains recognized on the sale of seven farms completed during the first quarter.

During the three months ended June 30, 2025, we incurred additional capital losses associated with the disposition of certain assets, resulting in a reversal of the capital gains fee recorded during the first quarter.

The capital gains fee, net of any credits that may be granted by our Adviser, is due in arrears at the end of each fiscal year and is subject to further adjustment throughout the remainder of 2025 if and when we dispose of additional assets.

(3) Included within Additional paid-in capital on the accompanying Condensed Consolidated Balance Sheets.

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Related-Party Fees Due

Amounts due to related parties on our accompanying Condensed Consolidated Balance Sheets as of June 30, 2025, and December 31, 2024, were as follows (dollars in thousands):

June 30, 2025 December 31, 2024

Amounts due to related parties on our accompanying Condensed Consolidated Balance Sheets as of September 30, 2025, and December 31, 2024, were as follows (dollars in thousands):

September 30, 2025 December 31, 2024

Base management fee $ 1,992 $ 2,067

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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 June 30, 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.

Through September 30, 2025, we have issued a total of 176,195 shares of Series E Preferred Stock for gross proceeds of approximately $ 4.4 million and 593,419 shares of common stock for gross proceeds of approximately $ 8.0 million under the 2023 Registration Statement.

Equity Issuances

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See Note 7, “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.

No shares of the Series E Preferred Stock were sold during either of the three or six months ended June 30, 2025.

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

Three months ended June 30, Six Months Ended June 30,

No shares of the Series E Preferred Stock were sold during either of the three or nine months ended September 30, 2025.

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

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

Number of shares sold 3,595 15,735

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

In addition, during the three and six months ended June 30, 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 either of the three or six months ended June 30, 2024 .

In addition, during the three and nine months ended September 30, 2025, 600 shares and 1,400 shares, respectively, of Series E Preferred Stock were tendered for optional redemption, which we satisfied with aggregate cash payments of approximately $ 13,000 and $ 31,000 , respectively.

No shares of the Series E Preferred Stock were tendered for optional redemption during either of the three or nine months ended September 30, 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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(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 any of the three or six months ended June 30, 2025 or 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, 2025 (dollars in thousands, except per-share amounts):

Three and Nine Months Ended September 30,

Number of shares sold 122,743

Weighted-average offering price per share $ 9.28

Gross proceeds $ 1,140

Net proceeds (1)

(1) Net of underwriting commissions.

We did no t sell any shares of common stock under the ATM Program during either of the three or nine months ended September 30, 2024.

See Note 12, “ Subsequent Events ,” for equity issuances completed subsequent to September 30, 2024.

Repurchase Program

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The Board’s authorization of the 2024 Repurchase Program expired on May 17, 2025.

No shares of Series B Preferred Stock or Series C Preferred Stock were repurchased during either of the three or six months ended June 30, 2025.

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

Three and Six Months Ended June 30, 2024

On July 11, 2025, our Board of Directors approved a new share repurchase program authorizing us to repurchase up to $ 20.0 million of our Series B Preferred Stock and up to $ 35.0 million of our Series C Preferred Stock (collectively, the “2025 Repurchase Program”).

The Board’s authorization of the 2025 Repurchase Program may be suspended at any time, does not obligate us to acquire any particular amount of securities, and expires on July 10, 2026.

Under the 2025 Repurchase Program, repurchases are intended to be implemented through open market transactions on U.S.

exchanges and/or in privately-negotiated transactions facilitated by a third-party broker acting as agent for us in accordance with applicable securities laws.

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

No shares of Series B Preferred Stock or Series C Preferred Stock were repurchased under the 2025 Repurchase Program during either of the three or nine months ended September 30, 2025.

The following table summarizes repurchase activity under the 2024 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:

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Gross repurchase price (1)

$ 1,296 $ 2,429

Weighted-average repurchase price per share $ 21.44 $ 21.09

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Gross repurchase price (1)

$ 2,440 $ 4,201

Weighted-average repurchase price per share $ 21.10 $ 20.83

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(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.

Subsequent to June 30, 2025, our Board of Directors approved a new share repurchase program for the Series B Preferred Stock and the Series C Preferred Stock;

see Note 12, “ Subsequent Events—Repurchase Program ,” for information on this repurchase program.

Non-Controlling Interests in Operating Partnership

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

As of both June 30, 2025, and December 31, 2024, we owned 100.0 % of the outstanding OP Units.

As of both September 30, 2025, and December 31, 2024, we owned 100.0 % of the outstanding OP Units.

Distributions

The per-share distributions to preferred and common stockholders declared by our Board of Directors during the three and six months ended June 30, 2025 and 2024 are reflected in the table below.

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

The per-share distributions to preferred and common stockholders declared by our Board of Directors during the three and nine months ended September 30, 2025 and 2024 are reflected in the table below.

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

Issuance 2025 2024 2025 2024

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LEASE REVENUES

The following table sets forth the components of our lease revenue for the three and six months ended June 30, 2025 and 2024 (dollars in thousands, except for footnotes):

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

The following table sets forth the components of our lease revenue for the three and nine months ended September 30, 2025 and 2024 (dollars in thousands, except for footnotes):

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

2025 2024 2025 2024

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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 six months ended June 30, 2025, we recorded participation rents of approximately $ 142,000 and $ 606,000 , respectively, and reimbursements of certain property operating expenses by tenants of approximately $ 33,000 and $ 63,000 , respectively.

During the three and nine months ended September 30, 2025, we recorded participation rents of approximately $ 5.4 million and $ 6.0 million, respectively, reimbursements of certain property operating expenses by tenants of approximately $ 94,000 and $ 158,000 , respectively, and late fees of approximately $ 0 and $ 2,000 , respectively.

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

During the three and six months ended June 30, 2024, we recorded participation rents of approximately $ 1.1 million during each period, reimbursements of certain property operating expenses by tenants of approximately $ 78,000 and $ 311,000 , respectively, and late fees of approximately $ 7,000 during each period.

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.

(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 six months ended June 30, 2025 and 2024, 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 and nine months ended September 30, 2025 and 2024, computed using the weighted average number of common shares outstanding during the respective periods.

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

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

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

2025 2024 2025 2024

Net (loss) income attributable to common stockholders $ ( 13,880 ) $ ( 6,654 ) $ ( 4,774 ) $ 795

Net loss attributable to common stockholders $ ( 3,915 ) $ ( 5,787 ) $ ( 8,689 ) $ ( 4,992 )

Weighted average shares of common stock outstanding – basic and diluted 36,190,889 35,838,442 36,186,758 35,838,442

(Loss) income per common share – basic and diluted $ ( 0.38 ) $ ( 0.19 ) $ ( 0.13 ) $ 0.02

Loss per common share – basic and diluted $ ( 0.11 ) $ ( 0.16 ) $ ( 0.24 ) $ ( 0.14 )

SUBSEQUENT EVENTS

Repurchase Program

On July 11, 2025, our Board of Directors approved a share repurchase program authorizing us to repurchase up to $ 20.0 million of our Series B Preferred Stock and up to $ 35.0 million of our Series C Preferred Stock (collectively, the “2025 Repurchase Program”).

The Board’s authorization of the 2025 Repurchase Program may be suspended at any time, does not obligate us to acquire any particular amount of securities, and expires on July 10, 2026.

Under the 2025 Repurchase Program, repurchases are intended to be implemented through open market transactions on U.S.

exchanges and/or privately-negotiated transactions facilitated by a third-party broker acting as agent for us in accordance with applicable securities laws.

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

Financing Activity

Debt Activity—Loan Repayments

Subsequent to June 30, 2025, we repaid a $ 10.4 million bond upon maturity.

The bond bore interest at a stated rate of 4.45 %.

Equity Activity—Equity Issuances

The following table provides information on equity sales that occurred subsequent to September 30, 2025 (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 $ 959,432 $ 9.26 $ 8,884 $ 8,795

(1) Net of underwriting discounts and commissions.

Distributions

On July 10, 2025, our Board of Directors declared the following monthly cash distributions to holders of our preferred and common stock:

On October 14, 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:

July 21, 2025 July 31, 2025 $ 0.125

August 20, 2025 August 29, 2025 0.125

September 22, 2025 September 30, 2025 0.125

October 24, 2025 October 31, 2025 $ 0.125

November 17, 2025 November 26, 2025 0.125

December 22, 2025 December 31, 2025 0.125

Total Series B Preferred Stock Distributions:

Series C Preferred Stock:

July 21, 2025 July 31, 2025 $ 0.125

August 20, 2025 August 29, 2025 0.125

September 22, 2025 September 30, 2025 0.125

October 24, 2025 October 31, 2025 $ 0.125

November 17, 2025 November 26, 2025 0.125

December 22, 2025 December 31, 2025 0.125

Total Series C Preferred Stock Distributions:

Series D Term Preferred Stock:

July 21, 2025 July 31, 2025 $ 0.104167

August 20, 2025 August 29, 2025 0.104167

September 22, 2025 September 30, 2025 0.104167

October 24, 2025 October 31, 2025 $ 0.104167

November 17, 2025 November 26, 2025 0.104167

December 22, 2025 December 31, 2025 0.104167

Total Series D Term Preferred Stock Distributions:

Series E Preferred Stock:

July 25, 2025 August 4, 2025 $ 0.104167

August 27, 2025 September 5, 2025 0.104167

September 24, 2025 October 3, 2025 0.104167

October 27, 2025 November 5, 2025 $ 0.104167

November 25, 2025 December 5, 2025 0.104167

December 29, 2025 January 5, 2026 0.104167

Total Series E Preferred Stock Distributions:

Common Stock:

July 21, 2025 July 31, 2025 $ 0.0467

August 20, 2025 August 29, 2025 0.0467

September 22, 2025 September 30, 2025 0.0467

October 24, 2025 October 31, 2025 $ 0.0467

November 17, 2025 November 26, 2025 0.0467

December 22, 2025 December 31, 2025 0.0467

Total Common Stock Distributions $ 0.1401

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