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Item 7. Management’s Discussion and Analysis

2026-02-24 compared with 2025-02-19 · 263 added, 387 removed, 391 unchanged (62% of the section changed)

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The following analysis of our financial condition and results of operations should be read in conjunction with our financial statements and the notes thereto contained elsewhere in this Form 10-K.

We are an externally-managed, agricultural REIT that is engaged in the business of owning and leasing farmland.

We are not generally a grower of crops, nor do we typically farm the properties we own, though we may, on a temporary basis, do so in the future on select properties in certain situations.

If we choose to operate any farms we own, we anticipate doing so via a management agreement with a third-party operator and/or through a TRS.

We currently ow n 150 farms comprised of 103,001 a cres across 15 states in the U.S.

We also own several farm-related facilities, such as cooling facilities, packinghouses, processing facilities, and various storage facilities.

We are an externally-managed, agricultural REIT that is primarily engaged in owning and leasing farmland, including through lease structures with 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 TRS.

We currently ow n 144 farms totaling 98,688 a cres across 14 states in the U.S.

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

In addition, two of our properties (comprising four farms) are currently being directly operated.

We conduct substantially all of our activities through, and all of our properties are held, directly or indirectly, by the Operating Partnership.

Gladstone Land Corporation controls the sole general partner of the Operating Partnership and currently owns, directly or indirectly, 100.0% of the OP Units.

In addition, we have elected for Land Advisers, a wholly-owned subsidiary of ours, to be treated as a TRS.

Gladstone Land Corporation controls the sole general partner of the Operating Partnership and currently owns all of the OP Units.

In addition, we have elected for Land Advisers, an indirect wholly-owned subsidiary of ours, to be treated as a TRS.

Our Adviser manages our real estate portfolio pursuant to an advisory agreement, and our Administrator provides administrative services to us pursuant to an administration agreement.

Our Adviser and our Administrator collectively employ all of our personnel and pay directly their salaries, benefits, and general expenses.

Our Adviser and our Administrator collectively employ all of our personnel and directly pay their salaries, benefits, and general expenses.

As of February 24, 2026:

• we owned 144 farms comprised of 98,688 total acres across 14 states in the U.S.

• our occupancy rate (based on farmable acreage and including direct-operated farms) was 95.9% , and our farms were leased to 87 d ifferent, unrelated third-party tenants growing over 60 different types of crops;

• the weighted-average remaining lease term across our agricultural real estate holdings was 5.2 years;

• the weighted-average term to maturity of our notes and bonds payable was 7.6 years, and over 99.9% of our borrowings bore interest at fixed rates;

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

• our occupancy rate (based on farmable acreage and including direct-operated farms) was 95.0%, and our farms were leased to 82 different, unrelated third-party tenants growing over 60 different types of crops;

• the weighted-average remaining agricultural lease term across our farmland holdings was 4.7 years;

• the weighted-average term to maturity of our notes and bonds payable was 6.6 years, and approximately 97.9% of our borrowings bore interest at fixed rates;

on a weighted-average basis, the remaining fixed-price term of our borrowings was 2.7 years, with an expected weighted-average effective interest rate (after interest patronage, as described below) of 3.39% over that term.

Business Environment

Impact of Inflation and Interest Rates

Impact of Inflation, Interest Rates, and Tariffs and Trade

According to the U.S.

Bureau of Labor Statistics, the consumer price index (“CPI”) grew at an annual rate of 2.9% through December 31, 2024, as overall inflation continued to decline from its peak in the summer of 2022, when it reached the highest level in over 40 years.

Food price increases have also slowed but have generally kept pace with inflation until recently, as the overall food segment rose at an annual rate of 2.5% through December 31, 2024.

However, despite the recent slowdown, prices remain elevated, with overall food prices increasing by 16.2% over the past three years, outpacing overall CPI of 13.2% over the same period.

While farm operators have faced rising input costs, we believe these increases will be somewhat offset if food prices continue to match or exceed the inflation rate.

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After keeping rates steady since July 2023, the Federal Reserve began cutting interest rates for the first time in four years in September 2024, lowering its benchmark funds rate by 100 basis points in the fourth quarter of 2024.

However, U.S.

Treasury yields surged following the September 2024 meeting, driven by stronger-than-expected macroeconomic data, persistent inflation, and a reduction in projected interest rate cuts for 2025 by 50%.

While there is general optimism about the economy’s trajectory, geopolitical concerns, such as tariffs and the potential for a trade war with key U.S.

trading partners, add uncertainty.

As a result, the benchmark 10-year U.S.

Treasury yield has remained volatile, most recently settling around 4.5%.

This has kept interest rates elevated, limiting our ability to finance new acquisitions under favorable terms.

Over 99.9% of our borrowings are currently at fixed rates, and on a weighted-average basis, these rates are fixed at an effective interest rate of 3.35% for another 3.6 years.

As such, with respect to our current borrowings, we have experienced minimal impact from the recent increases in interest rates, and we believe we are well-protected against the potential of continued high interest rates or any further interest rate increases.

Bureau of Labor Statistics, the Consumer Price Index (“CPI”) rose at an annual rate of 2.7% through December 31, 2025 , reflecting continued moderation from peak inflation levels observed in mid-2022.

Food price increases

have likewise slowed but remain elevated relative to headline CPI, with the overall food category up by 3.1% over the same period.

Notably, over the past four years, food prices have risen by 19.8%, outpacing the overall CPI increase of 16.2% and reflecting sustained pricing pressures across many agricultural markets.

In addition, the U.S.

Department of Agriculture’s August 2025 Land Values Summary reported that nationwide farm real estate values increased 4.3% year-over-year, while cropland values rose 4.7%.

This data indicates that farmland values have continued to appreciate, although at a more moderate pace than in prior years.

While elevated input costs remain a concern for farm operators, we believe these pressures are being offset in certain markets to the extent food prices keep pace with or exceed broader inflation trends.

Interest Rates

The Federal Reserve (the “Fed”) resumed monetary easing in late 2025, lowering the target range for the federal funds rate by 25 basis points in each of September, October, and December 2025, bringing the range to 3.50% to 3.75%.

The Fed maintained this target range at its January 2026 meeting, reflecting a more data-dependent posture as inflation continued to moderate and economic growth showed signs of slowing amid mixed economic signals.

Benchmark yields have declined modestly in response, with the 10-year U.S.

Treasury yield recently fluctuating around 4.0%, compared with levels consistently above 4.4% earlier in 2025.

Although borrowing costs have eased somewhat, credit availability remains selective, and long-term spreads continue to reflect lender caution.

As a result, while financing conditions have improved relative to a year ago, access to debt on favorable terms remains uneven and continues to limit our ability to pursue new farmland acquisitions.

Currently, approximately 97.9% of our outstanding borrowings bear interest at fixed rates, with a weighted-average effective interest rate of 3.39% and an average remaining term of 2.7 years.

As a result, changes in market interest rates have had a minimal impact on our interest expense in recent periods, and we believe our exposure to near-term interest rate volatility is limited.

Tariffs and Trade

Ongoing trade tensions and new tariffs continue to create uncertainty in U.S.

agricultural export markets.

Certain crops grown on our farms, including almonds and pistachios, remain particularly exposed, as approximately 60% to 80% of U.S.-produced almonds and pistachios are exported annually;

however, recent market stabilization and strengthening demand have provided more favorable near-term signals.

In contrast, crops with strong domestic demand, such as fresh produce (including berries and vegetables), are generally less affected by trade disputes, although they may still be impacted by disputes involving key North American trading partners, including Canada and Mexico.

Although international trade developments have influenced sentiment in export-oriented crop markets, pricing for almonds and pistachios continues to be primarily driven by underlying supply and demand fundamentals.

With the 2025 harvest complete, final almond production is coming in below initial industry forecasts, contributing to upward pricing pressure and resulting in price levels that are stable yet profitable for growers.

The marketing season for the 2025 crop is still ongoing and will continue into the fall of 2026, with current almond prices approximately 10% to 14% higher year-over-year.

In addition, production volumes on our farms have exceeded our initial internal expectations.

Pistachios continue to experience strong demand, particularly in international markets, with demand for pistachio-based ingredients also increasing, supported by broader consumer trends and sustained global market growth.

The 2025 U.S.

pistachio crop was initially expected to be a record crop;

however, current estimates indicate production will fall short of those expectations and will be more in line with 2023 production levels.

Harvest activities on our farms are complete, and overall yields exceeded our internal projections.

The smaller-than-expected overall crop has contributed to upward pricing pressure, with current pistachio prices (for the 2024 crop) approximately 13% to 18% higher than the prior year (for the 2023 crop).

Prices were initially expected to be lower but have instead strengthened, supporting expectations that final pricing for the 2025 crop should exceed 2024 levels.

We continue to monitor tariff discussions and trade policy developments closely, but the full impact on crop prices and grower economics remains uncertain.

Prolonged disruptions to export markets could impact lease structures and participation rent levels on affected farms.

In addition, significant increases in tariffs or unfavorable trade terms for almonds or pistachios could require us to allocate additional capital to support crop production under certain lease agreements in exchange for higher participation rents.

Another key factor impacting export demand is the strength of the U.S.

A weaker dollar enhances the global competitiveness of U.S.

agricultural exports, which may help offset certain adverse effects of tariffs and trade constraints and potentially drive increased demand for domestically grown products.

California Water Outlook

The 2024-2025 water year has been following a typical “La Niña” weather pattern, bringing wetter conditions to Northern California and drier conditions in the southern part of the state.

Northern California has seen heavy rain and snow from multiple atmospheric storms, while much of Southern California is either already in or trending toward drought conditions.

However, after consecutive above-average or wet years, and due to heavy precipitation experienced in the north, reservoir levels across the state remain above historical averages.

As a result, we currently expect adequate surface water supplies for our farms, pending final water allocation announcements.

Wet conditions often create situations where water purveyors and users have surplus water supplies that can be acquired at lower prices;

thus we continue to look for opportunities to purchase water at attractive rates to supplement our long-term water supply.

With the ongoing implementation of the Sustainable Groundwater Management Act (“SGMA”), farmland operators statewide continue to face groundwater restrictions.

These limitations have led to the implementation of supplemental water projects that enable farmland owners and operators to capture or import surplus surface water.

We continue to actively evaluate new projects and programs for 2025 that we believe will help mitigate the negative impacts of SGMA-driven pumping curtailments, including initiatives that support floodwater capture and storage, fallowing programs, and infrastructure development to enhance water management.

The 2025-2026 water year is approaching its midpoint, with precipitation to date mixed across the state.

While the season began with above-average precipitation, drier conditions in January resulted in snowpack levels below historical norms in

several regions.

However, recent storm systems have delivered additional widespread precipitation, including significant snowfall in the Sierra Nevada, which has improved snowpack conditions and is expected to support late-season runoff.

In addition, reservoir levels remain well above historical norms, reflecting strong carryover storage following multiple years of average or above-average precipitation.

As of early February 2026, no portion of the state was subject to drought designation, supporting relatively favorable near-term surface water supply conditions.

As a result, current expectations are that surface water allocations for the 2025-2026 water year will range from approximately 30% to 50%, subject to late-season precipitation patterns and regulatory requirements.

Sustained wet conditions in recent years have benefited our permanent crop assets by supporting groundwater recharge and improving root zone moisture content.

To date, we have not observed any significant water-related stress in our permanent plantings, which appear healthy and in good condition entering the upcoming growing season.

Meanwhile, the ongoing phased implementation of California’s Sustainable Groundwater Management Act (“SGMA”) continues to impose groundwater pumping restrictions across the state.

In response, we are evaluating and participating in supplemental water initiatives aimed at mitigating the impact of SGMA-related curtailments, including floodwater capture and storage projects, voluntary fallowing programs, and targeted investments in water infrastructure to support long-term access to reliable water supplies.

Periods of surplus surface water can result in increased availability of lower-cost water from purveyors, and we continue to monitor such opportunities as part of our long-term water strategy.

Based on current conditions, we believe our farms are well-positioned for the 2026 growing season with respect to both groundwater and surface water availability.

Factors Impacting Agricultural Land Values in our Regions of Focus

Land values in the western U.S.

continue to face significant pressure from the ongoing high interest rate environment and lower crop prices, particularly in almonds, wine grapes, and apples.

Both the almond and wine grape industries have experienced large amounts of acres being removed, and the increased cost of capital is preventing much of that acreage from being replanted at this time.

Among other factors, this has contributed to a rise in almond prices, though they remain below the peak levels experienced a few years ago.

Pistachios continue to fare much better and are experiencing stronger profitability, despite an increase in bearing acreage of pistachios.

Meanwhile, with water being more plentiful in recent years, row crop acreage had expanded, putting downward price pressure on many row crops.

As such, we anticipate a reduction in the amount of acreage dedicated to row crops in 2025.

Large tracts of land are becoming available in California’s Central Valley;

however, while smaller parcels are selling rather quickly, larger holdings are sitting on the market longer.

The implementation of groundwater plans to comply with SGMA continues to significantly impact land values.

Properties with limited water access are seeing prices drop to levels not seen in decades, whereas land with reliable water resources continues to command high prices, a trend expected to continue for the next several years.

In Coastal California, land remains in short supply, keeping values stable.

Meanwhile, land values in the Pacific Northwest have remained relatively stable despite challenges in the wine grape and apple industries.

continue to face pressure from the elevated interest rate environment and a period of lower crop prices, particularly in almonds, wine grapes, and apples.

Both the almond and wine grape industries have experienced significant acreage removals, and the higher cost of capital continues to limit the pace at which this acreage is replanted.

Among other factors, this has contributed to some improvement in almond pricing, although prices remain below peak levels experienced in prior years.

Pistachios continue to perform relatively better and have exhibited stronger profitability, despite an increase in bearing acreage.

Meanwhile, with water conditions having been more favorable in recent years, acreage dedicated to certain specialty row crops expanded in select Western markets, contributing to downward pricing pressure in some categories.

More recently, we have observed early indications of acreage shifting away from certain specialty row crops with weaker margins toward alternative crops or uses based on local water availability and expected returns, and we expect continued reductions in acreage of certain row crops.

Southeastern U.S.

Values of farmland in the Southeast, particularly those growing fruits and vegetables, continue to rise at a steady pace, driven in part by sustained population growth and migration to the region.

Our land holdings in Florida have benefited significantly from increased residential development, solar projects, and interest from large-scale farmland investors, all contributing to upward pressure on farmland values.

Values of farmland in the Southeast, particularly those growing fruits and vegetables, continue to rise at a steady pace, supported by sustained population growth and migration to the region.

Our land holdings in Florida have benefited from residential development interest, solar projects, and continued interest from large-scale farmland investors, all contributing to upward pressure on farmland values.

Overall, farmland rents have remained stable, with slight variations depending on crop type.

Despite challenges from hurricanes and rising labor costs, the strawberry industry remains strong, supported by steadily growing retail demand, which has led to increasing rental rates on our farms.

Similarly, vegetable ground has continued to appreciate in value, despite some downward pressure on crop prices due to imports.

Meanwhile, the Florida citrus industry continues to struggle with persistent challenges, including citrus greening disease, severe weather, and economic pressures.

In response, farmers are increasingly adopting alternative methods, such as growing citrus under protective screens, to mitigate the

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effects of disease.

Local officials and industry leaders are also pursuing funding for further research to fight the disease, but, as of yet, no long-term solution has proven to be effective.

Despite these positive trends, the Florida citrus industry continues to face persistent challenges, including citrus greening disease, severe weather events (including periodic drought conditions), and economic pressures.

These conditions have led both large- and small-scale producers to exit or scale back operations, with some seeking to monetize land through sales or alternative uses.

In contrast, demand for strawberry and vegetable acreage remains resilient, supporting stable to improving rental rates despite competitive pressures from imports and rising labor costs.

Portfolio Diversification

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63 34,845 35.3% $ 49,956 65.6% 63 34,845 31.3% $ 58,055 68.5% 63 34,844 30.1% $ 59,143 65.5%

25 18,720 16.8% 12,055 14.2% 26 22,468 19.4% 15,076 16.7% 26 22,606 19.5% 14,537 16.3%

Washington 6 2,520 2.3% 4,291 5.1% 6 2,520 2.2% 4,651 5.1% 6 2,529 2.2% 3,401 3.8%

Florida 18 10,412 10.5% 8,975 11.8% 25 18,720 16.8% 12,055 14.2% 26 22,468 19.4% 15,076 16.7%

Colorado 10 31,448 31.9% 4,584 6.0% 12 32,773 29.5% 2,645 3.1% 12 32,773 28.3% 2,564 2.8%

Washington 6 2,520 2.6% 4,384 5.8% 6 2,520 2.3% 4,291 5.1% 6 2,520 2.2% 4,651 5.1%

Arizona 6 6,320 6.4% 2,349 3.1% 6 6,320 5.7% 2,275 2.7% 6 6,320 5.5% 2,263 2.5%

Oregon 6 898 0.9% 1,707 2.2% 6 898 0.8% 1,965 2.3% 6 898 0.8% 2,181 2.4%

Nebraska 7 5,223 5.3% 1,353 1.8% 9 7,782 7.0% 892 1.1% 9 7,782 6.7% 1,778 2.0%

Michigan 12 1,245 1.3% 1,105 1.5% 12 1,245 1.1% 1,021 1.2% 23 1,892 1.6% 966 1.1%

9 7,782 7.0% 892 1.1% 9 7,782 6.7% 1,778 2.0% 9 7,782 6.7% 1,712 1.9%

Texas 1 3,667 3.7% 547 0.7% 1 3,667 3.3% 468 0.5% 1 3,667 3.2% 450 0.5%

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our farms are spread across six of these growing regions.

(2) Includes farms that were sold subsequent to December 31, 2024.

See below, under “ —Recent Developments—Portfolio Activity—Existing Properties—Property Sales ,” for information on these sales.

Most of our leases are on a triple-net basis, an arrangement under which, in addition to rent, the tenant is required to directly pay the related taxes, insurance costs, maintenance, and other operating costs.

Most of our leases are on a triple-net basis, an arrangement under which, in addition to rent, the tenant is required to pay the related taxes, insurance costs, maintenance, and other operating costs .

Our leases generally have original terms ranging from 3 to 10 years for farms growing row crops and 7 to 15 years for farms growing permanent crops (in each case, often with options to extend the lease further).

R ent is generally payable to us in advance on either an annual, semi-annual, or quarterly basis, with such rent typically subject to periodic escalation clauses provided for within the lease.

Currently, 95 of our farms are leased on a pure, triple-net basis, 46 farms are leased on a partial-net basis (with us, as landlord, responsible for all or a portion of the related property taxes), 3 f a rms are leased on a single-net basis (with us, as landlord, responsible for the related property taxes, as well as certain maintenance, repairs, and insurance costs), 1 farm is direct-operated, and 5 farms are vacant.

Additionally, 27 of our farms are leased under agreements that include a variable rent component, called “participation rents,” that are based on the gross revenues earned on the respective farms (though such leases often include a guarantee of a minimum amount of rental income).

Our lease agreements will generally include one of the following rental structures:

(i) fixed base cash rents, (ii) fixed base cash rents, plus a variable component, referred to as “participation rents,” based on the gross revenues generated from the respective farms (though such leases often include a guarantee of a minimum amount of rental income), or, to a lesser extent, (iii) no fixed base cash rents (or, in certain cases, a cash allowance to cover certain operating or capital costs), in exchange for a significantly higher share of participation rents.

Fixed base cash rent is generally payable to us in advance on an annual, semi-annual, or quarterly basis, with such rent typically subject to periodic escalation clauses as set forth within the lease, while participation rent is generally payable to us annually, with the majority of it coming in the fourth quarter of each fiscal year.

Currently, 90 of our farms are leased on a pure, triple-net basis, 38 farms are leased on a partial-net basis (with us, as landlord, responsible for all or a portion of the related property taxes), 3 farms are leased on a single-net basis (with us, as landlord, responsible for the related property taxes, as well as certain maintenance, repairs, or insurance costs), 4 farms are direct-operated by us through third-party management agreements, and 9 farms are vacant.

Additionally, 22 of our farms are leased under agreements that include participation rents.

Lease Expirations

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The following table summarizes the lease expirations by year for the farms owned and with leases in place as of December 31, 2025 (dollars in thousands):

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Year Number of

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etc.) with varying expirations on certain of our farms.

(3) Includes lease revenues of approximately $3.1 million from 9 farms on which the respective leases expired and which are currently either direct-operated or vacant;

$0 from 12 farms sold during the year ended December 31, 2024;

and approximately $1.6 million from 7 farms sold subsequent to December 31, 2024.

We currently have three agricultural leases scheduled to expire within the next six months that, in the aggregate, made up approximately 1.5% of the total lease revenues we recorded during the year ended December 31, 2024 .

We are currently exploring a variety of options with certain of these properties, including negotiating lease terms with existing and prospective new tenants (potentially through an adjusted lease structure whereby we would decrease the fixed base rent amounts in exchange for increasing the participation rent component), discussing sale options with prospective buyers, and considering operating the properties ourselves via third-party management agreements.

Regarding all vacancies and upcoming lease expirations, there can be no assurance that we will be able to renew the existing leases or execute new leases at rental rates favorable to us, if at all, or be able to find replacement tenants, if necessary.

(3) Includes lease revenues of approximately $7.2 million (including approximately $4.4 million of lease-related termination fees) from 15 farms for which the respective leases had expired as of December 31, 2025, and approximately $0.9 million from 13 farms sold during the year ended December 31, 2025.

Certain of these leases were renewed subsequent to December 31, 2025;

see below, under “ Recent Developments—Portfolio Activity—Existing Properties—Leasing Activity ,” for additional information on these and certain other lease renewals.

We are currently exploring a variety of options with certain of our 2026 lease expirations, including negotiating lease terms with existing and prospective new tenants and discussing sale options with prospective buyers.

In addition, while we seek to lease all properties under traditional leases that involve a certain level of fixed base rent, with respect to expirations on certain western permanent crop farms, we may also decide to proceed with a modified lease structure that involves a reduced base rent amount (or none) and/or, in certain cases, a cash lease incentive, in exchange for an increased level of participation rents, or we may decide to proceed to operate certain of these properties ourselves via third-party management agreements.

Regarding all vacancies and upcoming lease expirations, there can be no assurance that we will be able to execute new leases or renew the existing leases at rental rates favorable to us, if at all, or be able to find replacement tenants, if necessary.

Recent Developments

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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.

In December 2024, we completed the sale of 11 farms (consisting of 647 gross acres of farmland) in Michigan for approximately $5.0 million.

During the three months ended September 30, 2024, we recognized an impairment charge of approximately $2.1 million related to these farms and, upon completing the sale of these farms in December 2024, recognized an additional aggregate net loss (inclusive of closing costs) of approximately $432,000.

In January 2025, we completed the sale of a 5,630-acre farm in Florida for approximately $52.5 million.

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

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

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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.

In December 2025, we completed the following sale transactions:

• the sale of two farms in North Carolina totaling 310 gross acres for an aggregate sales price of approximately $1.0 million.

Including closing costs, we recognized an aggregate net loss on these sales of approximately $1.2 million.

• the sale of two farms in Colorado totaling 1,325 gross acres for an aggregate sales price of approximately $8.5 million.

Including closing costs, we recognized a net gain on the sale of approximately $0.8 million.

Leasing Activity

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/ NN / N) (3)

CA, CO, DE, FL, MD, MI, OR, TX, & WA 24 13,256 $ 12,424 2 15 / 4 / 0 $ 12,291 5.3 3 16 / 8 / 0

CA, CO, & OR 14 16,157 $ 6,899 7 10 / 4 / 0 $ 6,388 5.0 7 10 / 4 / 0

(1) In connection with certain of these leases, we committed to provide cash allowances or capital for certain operations and improvements on these farms, which are excluded from the figures above.

See Note 3, “ Real Estate and Intangible Assets—Intangible Assets and Liabilities ,” and Note 9,

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“ Commitments and Contingencies—Operating Obligations ,” within the accompanying notes to our consolidated financial statements for additional information on these and other commitments.

(2) Based on the minimum cash rental payments guaranteed under the applicable leases (presented on an annualized basis), as required under GAAP, and excludes contingent rental payments, such as participation rents.

In executing certain lease renewals, particularly those on certain western permanent crop farms, we reduced or eliminated the base rent component or, in certain cases, provided the tenants with a cash lease incentive, in exchange for significantly increasing the participation rent component, the results of which will not be known until the second half of 2025 or later.

(3) “NNN” refers to leases under triple-net lease arrangements, “NN” refers to leases under partial-net lease arrangements, and “N” refers to leases under single-net lease arrangements, in each case, as described above under “ Leases—General .” Certain leases executed during 2024 were on acreage that was previously vacant.

In executing certain lease renewals, particularly those on certain western permanent crop farms, we reduced or eliminated the base rent component or, in certain cases, provided the tenants with a cash lease incentive, in exchange for significantly increasing the participation rent component, the final results of which will not be known until the second half of 2026 or later.

Through a management agreement with a third-party operator, we currently manage a 2,409-acre property (encompassing two farms) located in Kern County, California, which includes 2,293 acres of bearing almond and pistachio orchards.

Revenue from the sale of crops harvested and sold during the year ended December 31, 2025 and the cumulative growing costs incurred for such crops are shown in the following table (dollars in thousands):

Crop sales revenues (1)

Cost of sales (1)

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

See Note 4, “ Crop Inventory and Crop Sales ,” within the accompanying notes to our consolidated financial statements for additional information.

During the year ended December 31, 2025, we recognized an aggregate impairment charge of approximately $3.9 million on one property (encompassing two farms) located in St.

Lucie County, Florida, and one farm located in Santa Barbara County, California, due to the estimated fair values being lower than the respective carrying values.

Vacant, Direct-operated, and Non-accrual Properties

During various portions of the year ended December 31, 2024, we had 26 farms that were either vacant, direct-operated through third-party management agreements, or on which lease revenues were recognized on a cash basis (due to credit issues with certain te nants leadi ng us to determine that full collectability of the remaining rental payments under the respective leases was not probable).

For the year ended December 31, 2024, we recorded lease revenue from these farms of approximately $3.4 million (including approximately $109,000 of participation rents), as compared to approximately $4.9 million (including approximately $694,000 of participation rents) during the prior year.

During and since the year ended December 31, 2024, we have entered into new lease agreements on certain of these farms and sold others.

As such, currently, five farms remain vacant, one farm is direct-operated, and six farms (leased to three different tenants) are on non-accrual status.

For the vacant and direct-operated farms, we are exploring both leasing and sale options and are in discussions with both potential tenants and buyers;

however, there can be no guarantee that we will be able to secure agreements at favorable terms, or at all.

Regarding the farms currently on non-accrual status, we continue to work with each of the tenants to resolve the outstanding rent amounts and will seek to reach agreements on the remaining payments where possible.

Such agreement, if one can be reached, may include placing the tenant on a payment plan, deferring a portion of the rent owed to us, or agreeing to terminate the lease.

In the event of a termination, we estimate that we would be able to find a new tenant to lease these properties at market rental rates within 1 to 12 months.

Water Asset Acquisitions

During the year ended December 31, 2024, through multiple transactions in four different water districts in California, we secured 8,987 net acre-feet of water assets for a total cash cost of approximately $2.1 million, or approximately $236 per net acre-foot, and recognized approximately $453,000 of non-cash revenue as a result of being granted certain water credits in exchange for transferring and storing surplus water on behalf of a local water district.

See Note 3, “ Real Estate and Intangible Assets—Investments in Water Assets ,” within the accompanying notes to our consolidated financial statements for further detail on these water transactions.

In addition, during the three months ended September 30, 2024, we purchased a total of 2,260 gross acre-feet of water from Byron-Bethany Irrigation District (“BBID”), a multi-county water district located in Contra Costa County, California, for the 2024 water year for a total purchase price (excluding commissions and other closing costs) of approximately $883,000, or approximately $391 per gross acre-foot.

This water was purchased pursuant to a water transfer agreement we entered into with BBID in October 2023, whereby we may elect to purchase up to 15,000 acre-feet of water per water year during years in which BBID has a surplus supply of water through February 28, 2031.

Thus far, we have recognized 1,600 acre-feet of water in our account with the local water district;

the remaining water is expected to be recognized in our account within the next six months, net of standard losses, as may be applicable.

We currently own a total of 55,387 acre-feet of long-term water assets, and our investments in these long-term water assets have an aggregate carrying value of approximately $36.9 million.

Natural Disasters

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.

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 year ended December 31, 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 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 no other farms were materially impacted.

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In January 2025, a series of wildfires caused widespread destruction in certain areas of southern California.

The fires were exacerbated by drought conditions and strong Santa Ana winds, among other factors.

None of our farms were impacted by these wildfires.

We currently have nine farms that are wholly or partially vacant, four farms that are being direct-operated through third-party management agreements, and five farms (leased to three tenants) for which lease revenues are being recognized on a cash basis (due to our determination that full collection of the remaining contractual rent under these leases is not probable due to credit concerns with the respective tenants).

For the year ended December 31, 2025, we recognized approximately $3.7 million of lease revenue from these farms (including an early lease termination fee of approximately $2.4 million) and approximately $2.6 million of net profits from crop sales (see above, under “ —Crop Sales ”), compared to approximately $7.9 million of lease revenue for the prior year.

We are evaluating both leasing and sale alternatives for each of these farms and are engaged in discussions with prospective tenants and buyers;

however, there can be no assurance that we will be able to secure agreements on favorable terms, or at all.

With respect to the farms on non-accrual status, we continue to work with the respective tenants to resolve the outstanding rent amounts and, where possible, will seek to reach agreements on the remaining payments.

Such agreements may include establishing payment plans, deferring portions of rent due, or agreeing to terminate the leases.

Financing Activity

Debt Activity

New Borrowings

From January 1, 2025, through the date of this filing, we entered into a new loan agreement with MetLife, as summarized below (dollars in thousands):

Issuance Amount Maturity

Date Principal

Amortization Stated

Rate Interest Rate Terms

4/11/2025 $10,600 2/15/2030 28.6 years 6.31% Fixed through 2/14/2028;

variable thereafter

Loan Repayments

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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 13 different Farm Credit associations (collectively, “Farm Credit”).

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.

In total, 2023 interest patronage resulted in a 22.0% reduction (approximately 101 basis points) to the interest rates on such borrowings.

The following table provides certain information about interest patronage related to interest accrued on the Farm Credit Notes Payable during the year ended December 31, 2024 (dollars in thousands):

Amount Reduction in Interest Rates (1)

Received Percent Basis Points

2024 Interest Patronage (2)

$ 1,819 21.9% 101

(1) Presented as a reduction in the stated interest rates on such borrowings, shown on a weighted-average basis.

(2) Relates to interest accrued on the Farm Credit Notes Payable during calendar year 2024.

Of this amount, approximately $0.1 million was recorded in the third quarter of 2024, and approximately $1.7 million was recorded in the first quarter of 2025.

For further discussion on interest patronage, refer to Note 6, “ Borrowings—Farm Credit Notes Payable—Interest Patronage ,” in the accompanying notes to our consolidated financial statements.

Redemption of Series D Term Preferred Stock

On January 30, 2026, we redeemed all outstanding shares of our 5.00% Series D Cumulative Term Preferred Stock, par value $0.001 per share (the “Series D Term Preferred Stock”) at a cash redemption price of $25.100695 per share, representing the payment of the liquidation preference, plus an amount equal to accrued and unpaid dividends to, but excluding, January 30, 2026, in the amount of $0.100695 per share.

In total, we paid approximately $60.6 million for the redemption of the Series D Term Preferred Stock.

Our Series D Term Preferred Stock was delisted from Nasdaq on the date we redeemed all outstanding shares.

Equity Activity

Series E Preferred Stock

On November 9, 2022, we filed a prospectus supplement with the SEC for a continuous public 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 (the “Series E Offering”).

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

The following table summarizes the sales of our Series E Preferred Stock that occurred from January 1, 2024, through the date of this filing (dollars in thousands):

Shares Sold Weighted-average

Offering Price Per Share Gross Proceeds Net Proceeds (1)

16,595 $ 24.98 $ 414 $ 373

(1) Net of underwriting discounts and selling commissions and dealer-manager fees borne by us.

Aggregate selling commissions and dealer-manager fees paid to Gladstone Securities as a result of these sales was approximately $41,000.

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 offering in the Series E Offering are sold.

There is currently no public market for shares of Series E Preferred Stock.

We intend to apply to list the Series E Preferred Stock on Nasdaq or another national securities exchange within one calendar year after the Series E Termination Date;

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

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.

The Series E Offering expired on December 31, 2025.

Exclusive of redemptions, the Series E Offering resulted in total gross proceeds of approximately $6.3 million and net proceeds, after deducting Selling Commissions, Dealer-Manager Fees, and offering expenses payable by us, of approximately $5.7 million.

In conjunction with the termination of the Series E Offering, during the year ended December 31, 2025, we expensed approximately $547,000 of unamortized deferred offering costs.

These costs were recorded to Write-off of costs associated with offering of Series E cumulative redeemable preferred stock on the accompanying Consolidated Statements of Operations and Comprehensive Income during the year ended December 31, 2025.

See Note 10, “Equity,” in the accompanying notes to our consolidated financial statements for additional information.

Common Stock—At-the-Market Program

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5,253,748 $ 9.58 $ 50,351 $ 49,848

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(1) Net of underwriter commissions.

Repurchase Program

On May 17, 2024, our Board of Directors approved the Repurchase Program to repurchase up to $20.0 million of the Series B Preferred Stock and up to $35.0 million of the Series C Preferred Stock.

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.

Under the 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 applicable Rule 10b5-1 trading plans.

The following table summarizes repurchase activity under the Repurchase Program from January 1, 2024, through the date of this filing (dollars in thousands, except per-share amounts):

Series B Preferred Stock:

Number of shares repurchased 115,176

Gross repurchase price (1)

Weighted-average repurchase price per share $ 21.09

Gain on repurchase (2)

Series C Preferred Stock:

Number of shares repurchased 201,646

Gross repurchase price (1)

Weighted-average repurchase price per share $ 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 Consolidated Statements of Operations and Comprehensive Income.

Our Adviser and Administrator

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Base Management Fee

Pursuant to the Advisory Agreement, a base management fee is paid quarterly in arrears and is calculated at an annual rate of 0.60% (0.15% per quarter) of the prior calendar quarter’s “Gross Tangible Real Estate,” defined as the gross cost of tangible real estate owned by us (including land and land improvements, permanent plantings, irrigation and drainage systems, farm-related facilities, and other tangible site improvements), prior to any accumulated depreciation, and as shown on our balance sheet or the notes thereto for the applicable quarter.

Pursuant to the Advisory Agreement, a base management fee is paid quarterly and is calculated at an annual rate of 0.60% (0.15% per quarter) of the prior calendar quarter’s “Gross Tangible Real Estate,” defined as the gross cost of tangible real estate owned by us (including land and land improvements, permanent plantings, irrigation and drainage systems, farm-related facilities, and other tangible site improvements), prior to any accumulated depreciation, and as shown on our balance sheet or the notes thereto for the applicable quarter.

Incentive Fee

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

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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 paid on preferred stock securities that were not treated as a liability for GAAP purposes.

Pursuant to the Advisory Agreement, an incentive fee is calculated and payable quarterly in arrears if the Pre-Incentive Fee FFO for a particular quarter exceeded 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 were 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 our 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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Administration Agreement

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, general counsel and secretary (who also serves as our Administrator’s president, general counsel, and secretary), and their respective staffs.

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, chief administrative officer, co-general counsels, co-secretaries (Mr.

LiCalsi, our chief administrative officer, co-general counsel, and co-secretary, also serves in the same roles for our Administrator, in addition to serving as our Administrator’s president), and their respective staffs.

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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When we acquire real estate, we allocate the purchase price to:

(i) the tangible assets acquired and liabilities assumed, consisting primarily of land, improvements (including irrigation and drainage systems), permanent plantings, and farm-related facilities and, if applicable, (ii) any identifiable intangible assets and liabilities, which primarily consist of the values of above- and below-market leases, in-place lease values, lease origination costs, and tenant relationships, based in each case on their fair values.

(i) the tangible assets acquired and liabilities assumed, consisting primarily of land, improvements (including irrigation and drainage systems), permanent plantings, and farm-related facilities and, if applicable, (ii) any identifiable intangible assets and liabilities, which primarily consist of the values of above- and below-market leases, in-place lease values, and lease origination costs, and tenant relationships, based in each case on their fair values.

Certain of our acquisitions involve sale-leaseback transactions with newly-originated leases, and other of our acquisitions involve the acquisition of farmland that is already being operated as rental property, in which case we will typically assume the lease in place at the time of acquisition.

We generally consider both types of acquisitions to be asset acquisitions under ASC 360, “Property Plant and Equipment,” which requires us to capitalize the transaction costs incurred in connection with the acquisition.

ASC 360 further requires that the purchase price of real estate be allocated to (i) the tangible assets acquired and

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liabilities assumed, and, if applicable, (ii) any identifiable intangible assets and liabilities, by valuing the property as if it was vacant, based on management’s determination of the relative fair values of such assets and liabilities as of the date of acquisition.

ASC 360 further requires that the purchase price of real estate be allocated to (i) the tangible assets acquired and liabilities assumed, and, if applicable, (ii) any identifiable intangible assets and liabilities, by valuing the property as if it was vacant, based on management’s determination of the relative fair values of such assets and liabilities as of the date of acquisition.

For a more detailed discussion on this accounting policy, see Note 2, “ Summary of Significant Accounting Policies—Real Estate and Lease Intangibles ,” in the accompanying notes to our consolidated financial statements.

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RESULTS OF OPERATIONS

For the purposes of the following discussions on certain operating revenues and expenses with regard to the comparison between the years ended December 31, 2024 and 2023:

• Same-property basis represents farms owned as of December 31, 2022, which were not vacant at any point during either period presented and full collectability of future rental payments under the respective leases was deemed probable during the entirety of both periods;

• Properties acquired or disposed of are farms that were either acquired or disposed of at any point subsequent to December 31, 2022.

From January 1, 2023, through December 31, 2024, we did not acquire any new farms and disposed of all or a portion of five properties (consisting of 15 farms);

• Vacant, direct-operated, or non-accrual properties are:

◦ Farms that were vacant (either wholly or partially) at any point during either period presented;

◦ Farms that were direct-operated at any point during either period presented;

◦ Farms with leases where revenue was recognized on a cash basis during either period presented (rather than a straight-line basis) due to full collectability of future rental payments under the respective leases being deemed not to be probable as a result of tenant credit issues.

From January 1, 2023 through December 31, 2024, we had 16 farms which were either vacant, direct-operated, or placed on non-accrual during all or a portion of either period.

For the purposes of the following discussions on certain operating revenues and expenses, same-property basis represents properties we owned for the entirety of the respective comparative periods presented.

With regard to the comparison between the years ended December 31, 2025 and 2024:

• We owned 144 farms as of December 31, 2025, that are considered our same-property portfolio.

Same-property occupancy (based on farmable acres and including farms that were direct-operated or on non-accrual status) decreased approximately 1.1% to 95.1% as of December 31, 2025, compared to 96.2% as of December 31, 2024.

◦ Included within our same-property portfolio are farms that were wholly or partially vacant, direct-operated, or on non-accrual status during all or a portion of the periods presented.

For all or a portion of the year ended December 31, 2025, we had 17 farms that were considered vacant, direct-operated, or on non-accrual status, compared to 16 such farms for the prior year.

• From January 1, 2024, through December 31, 2025, we did not acquire any new farms and disposed of 25 farms.

A comparison of results of components comprising our operating income for the years ended December 31, 2025 and 2024 is below (dollars in thousands):

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For the Years Ended December 31,

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76,125 84,763 (8,638) (10.2)%

12,164 — 12,164 NM

Other operating revenue

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6,696 5,334 1,362 25.5%

Cost of sales 9,588 — 9,588 NM

Base management and incentive fees, net of incentive fee waiver

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2,343 2,625 (282) (10.7)%

Impairment charge 2,106 — 2,106 NM

Write-off of costs associated with offering of Series E cumulative redeemable preferred stock 547 — 547 NM

Impairment charge 3,921 2,106 1,815 86.2%

Total operating expenses

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Participation rents 20,031 9,401 10,630 113.1%

Lease termination and other income 4,435 19 4,416 23,242.1%

Total – Same-property basis 74,588 80,299 (5,711) (7.1)%

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Total – Properties acquired or disposed of 1,058 3,073 (2,015) (65.6)%

Vacant, direct-operated, or non-accrual properties:

Fixed lease payments 4,205 5,684 (1,479) (26.0)%

Participation rents 524 861 (337) (39.1)%

Total – Vacant, direct-operated, or non-accrual properties 4,729 6,545 (1,816) (27.7)%

Tenant reimbursements and other (1)

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Same-property Basis – 2025 compared to 2024

Lease revenue from fixed lease payments decreased primarily due to the execution of certain lease agreements in 2024, pursuant to which we agreed to reduce the fixed base rent amounts in exchange for increasing the participation rent components in the leases, the majority of which will be realized in the second half of 2025.

This decrease was partially offset by additional rents earned on capital improvements completed on certain of our farms.

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The increase in participation rents was mainly driven by higher production yields (i.e., pounds per acre) on certain almond and pistachio farms (partly due to the alternate-bearing nature of these tree crops), partially offset by lower prices for both crops during the 2023-2024 marketing period.

Lease revenues from fixed lease payments decreased primarily due to the execution of certain lease agreements pursuant to which we agreed to reduce or eliminate the fixed base rent amounts or, in certain cases, provide the tenant with a cash lease incentive, in exchange for significantly increasing the participation rent components in the leases.

The year-over-year decrease in lease revenues was further impacted by certain of our farms that were vacant, direct-operated (see “ —Crop Sales and Cost of Sales ” below for further discussion), or on which lease revenues were recognized on a cash basis (rather than a straight-line basis), due to full collectability of future rental payments under the respective leases deemed not to be probable as a result of tenant credit issues during all or a portion of the year ended December 31, 2025.

The increase in lease revenues from participation rents was primarily due to modifications to lease structures on certain farms, as discussed above, together with improved year-over-year pistachio pricing.

During the year ended December 31, 2025, we received a lease termination payment from a former tenant who leased three of our farms.

After applying a portion of the amount towards certain outstanding receivables owed by the tenant, we recognized approximately $2.4 million of additional lease revenue upon receipt.

In addition, during the year ended December 31, 2025, a tenant purchase option on one of our farms expired, at which time all prior deposits related to the purchase option were recognized as income, resulting in approximately $2.1 million of additional lease revenue for the year ended December 31, 2025.

Other – 2025 compared to 2024

Lease revenue from properties acquired or disposed of decreased primarily due to the sale of a 3,748-acre farm in Florida in January 2024.

Fixed lease payments from vacant, direct-operated, or non-accrual properties decreased primarily due to revenue from certain of our leases being recognized on a cash basis during a portion of the year ended December 31, 2024 (rather than a straight-line basis), due to the full collectability of future rental payments under the respective leases being deemed not to be probable as a result of tenant credit issues.

In addition, certain of our farms were direct-operated (on a temporary basis via management agreements with unrelated third-parties) or vacant for portions of each of the years ended December 31, 2024 and 2023.

The decrease in lease revenue from vacant, direct-operated, or non-accrual properties was partially offset by the accelerated recognition of certain deferred rent asset balances attributable to the shortening of the expected lease terms associated with leases on three of our farms.

No revenue has been recognized as a result of operations at farms that were direct-operated during any period presented.

Lease revenue from properties acquired or disposed of decreased due to the sale of 25 farms subsequent to December 31, 2023.

The fluctuation in tenant reimbursement and other revenue is primarily driven by payments made by certain tenants on our behalf (pursuant to the lease agreements) to unconsolidated entities of ours that convey water to the respective properties.

As such, the timing of tenant reimbursement revenue fluctuates as payments are made by our tenants.

Amounts recorded during the current year include increased reimbursements from certain tenants for costs to delivery water to their farms via a pipeline owned by an unconsolidated entity of ours.

Amounts recorded during the prior year included increased reimbursements from certain tenants for costs to deliver water to their farms via a pipeline owned by an unconsolidated entity of ours.

Crop Sales and Cost of Sales

Crop sales and cost of sales pertain to crops harvested and sold from a 2,409-acre property (encompassing two farms) located in Kern County, California, including 2,293 acres of bearing almond and pistachio orchards, which we managed using a third-party operator during the majority of 2025.

During the year ended December 31, 2025, we recorded the following related to crops harvested and sold on this farm (dollars in thousands):

Crop sales revenues (1)

Cost of sales (1)

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

We did not record any revenue or expense related to growing or selling crops during the year ended December 31, 2024.

See Note 4, “ Crop Inventory and Crop Sales ,” within the accompanying notes to our consolidated financial statements for further discussion.

Other Operating Revenue

Other operating revenue consists of non-lease revenue generated as a result of activities performed on certain of our properties.

During the years ended December 31, 2024 and 2023, we recognized approximately $453,000 and $79,000, respectively, of non-cash revenue associated with the transfer and storing of surplus water on behalf of a government municipality using a groundwater recharge facility constructed on one of our farms.

See Note 2, “Summary of Significant Accounting Policies—Other Operating Revenue , ” and Note 3, “ Real Estate and Intangible Assets—Investments in Water Assets ,” within the accompanying notes to our consolidated financial statements for further discussion.

In connection with the transfer and storage of surplus water on behalf of third parties using groundwater recharge facilities constructed on certain of our farms, we recognized non-cash revenue of approximately $49,000 and $453,000 during the years ended December 31, 2025 and 2024, respectively.

See Note 5, “I nvestments in Water Assets ,” within the accompanying notes to our consolidated financial statements for further discussion.

Operating Expenses

Depreciation and Amortization

Depreciation and amortization expense decreased primarily due to the disposition of certain assets, including the sale of a 3,748-acre farm in Florida in the first quarter of 2024 and certain other assets reaching the end of their useful lives.

The decrease was partially offset by additional depreciation expense associated with new capital improvements made on certain of our farms.

Depreciation and amortization expense decreased primarily due to the disposition of certain assets, including the sale of 25 farms subsequent to December 31, 2023, and certain other assets reaching the end of their useful lives.

This decrease was partially offset by additional depreciation expense associated with new capital improvements made on certain of our farms.

Property Operating Expenses

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Properties acquired or disposed of 151 605 (454) (75.0)%

Vacant, direct-operated properties, or non-accrual, properties 803 508 295 58.1%

Tenant-reimbursed property operating expenses (1)

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Same-property Basis – 2025 compared to 2024

Property operating expenses increased primarily due to additional property taxes paid by us on behalf of one of our tenants who terminated their lease during the year ended December 31, 2024.

This increase was partially offset by a decrease in legal fees

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and other costs incurred in connection with protecting water rights on certain farms in California, as well as a decrease in repairs and maintenance expense incurred during the prior year as a result of minor damage at certain farms caused by natural disasters.

Property operating expenses increased primarily due to costs incurred to provide supplemental water in accordance with a lease obligation on one of our farms.

The increase was also attributable to additional costs incurred related to certain farms that were vacant, direct-operated, or on non-accrual status.

These costs included additional property taxes and other operating expenses for which the prior tenants were previously responsible.

Other – 2025 compared to 2024

Property operating expenses on properties acquired or disposed of decreased due to the sale of one farm in Florida and 11 farms in Michigan during the year ended December 31, 2024.

Property operating expenses attributable to vacant, direct-operated, or non-accrual properties increased primarily due to an increase in legal fees incurred in connection with rent collection, lease termination, or re-leasing efforts on such farms, as well as additional property taxes incurred on certain of those farms, for which the prior tenants were previously responsible.

The fluctuation in tenant-reimbursed property operating expenses are primarily driven by miscellaneous property operating costs incurred by us in connection with our ownership interests in certain unconsolidated entities, for which our tenants are contractually obligated to reimburse us under the terms of the respective leases.

Property operating expenses on properties acquired or disposed of decreased due to the sale of 25 farms subsequent to December 31, 2023.

The fluctuations in tenant-reimbursed property operating expenses are primarily driven by miscellaneous property operating costs incurred by us in connection with our ownership interests in certain unconsolidated entities, for which our tenants are contractually obligated to reimburse us under the terms of the respective leases.

Such expenses will fluctuate commensurate with the timing and amount of miscellaneous operating costs incurred by the underlying entities.

Amounts recorded during the current year include additional costs to deliver water to certain of our farms via a pipeline owned by an unconsolidated entity of ours, which costs were reimbursed to us by our tenants.

Amounts recorded during the prior year included additional costs to deliver water to certain of our farms via a pipeline owned by an unconsolidated entity of ours, which costs were reimbursed to us by our tenants.

Related-Party Fees

The following table provides the calculations of the base management and incentive fees due to our Advisor pursuant to the Advisory Agreement for the years ended December 31, 2024 and 2023 (dollars in thousands;

The following table provides the calculations of the base management, incentive, and capital gains fees (as applicable) due to our Advisor pursuant to the Advisory Agreement for the years ended December 31, 2025 and 2024 (dollars in thousands;

for further discussion on certain defined terms used below, refer to Note 8, “Related-Party Transactions,” within the accompanying notes to our consolidated financial statements):

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Quarters Ended Year to Date

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Incentive fee, net $ — $ — $ — $ — $ —

Capital Gains Fee:

Aggregate net realized capital gains (1)

$ 5,443 $ 2,769 $ 3,848 $ 167

Capital gains fee rate 15.0 % 15.0 % 15.0 % 15.0 %

Cumulative capital gains fee $ 816 $ 415 $ 577 $ 25

Less capital gains fees recorded in prior periods (4)

$ (628) $ (628) $ (628) $ (628)

Total Capital Gains Fee (3)(5)

$ 188 $ (188) $ — $ — $ —

Total fees due to Adviser, net $ 2,246 $ 1,802 $ 1,992 $ 1,967 $ 8,007

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$ — $ — $ 109 $ — $ 109

Incentive fee waiver (3)

— — (109) — (109)

Incentive fee, net $ — $ — $ — $ — $ —

Total fees due to Adviser, net $ 2,157 $ 2,076 $ 2,070 $ 2,067 $ 8,370

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(1) As defined in the Advisory Agreement.

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

The base management fee decreased due to the disposition of certain assets since December 31, 2022, largely driven by the sale of a 3,748-acre farm in Florida in the first quarter of 2024.

Our Adviser earned incentive fees during each of the years ended December 31, 2024 and 2023 due to our Pre-Incentive Fee FFO (as defined in the Advisory Agreement) exceeding the required hurdle rate of the applicable equity base during the third quarter of 2024 and during each of the third and fourth quarters of 2023.

However, during the third quarter of 2024, our Adviser granted us a non-contractual, unconditional, and irrevocable waiver to be applied against the entire incentive fee earned during the quarter.

The administration fee paid to our Administrator increased primarily due to us using a higher overall share of our Administrator’s resources in relation to those used by other funds and affiliated companies serviced by our Administrator.

(4) Represents a capital gains fee earned during the year ended December 31, 2018;

however, the full amount of the fee was credited back to us via a voluntary and irrevocable waiver granted to us by our Adviser.

(5) The capital gains fee is due annually in arrears and is subject to further adjustment throughout the year if and when additional assets are disposed of.

As of December 31, 2023, we had incurred additional losses associated with the disposition of certain assets, resulting in zero capital gains fee recognized during the year ended December 31, 2025.

The base management fee decreased primarily due to the disposition of 25 farms since December 31, 2023.

Our Adviser earned incentive fees during each of the years ended December 31, 2025 and 2024 due to our Pre-Incentive Fee FFO (as defined in the Advisory Agreement) exceeding the required hurdle rate of the applicable equity base during the fourth quarter of 2025 and during the third quarter of 2024.

However, during both the fourth quarter of 2025 and the third quarter of 2024, our Adviser granted us a non-contractual, unconditional, and irrevocable waiver to be applied against the entire incentive fee earned during the quarter.

The changes in the administration fee were driven by our relative utilization of our Administrator’s resources compared with affiliated companies also serviced by our Administrator.

Other Operating Expenses

General and administrative expenses consist primarily of professional fees, director fees, stockholder-related expenses, overhead insurance, acquisition-related costs for investments no longer being pursued, and other miscellaneous expenses.

General and administrative expenses decreased during the current year, primarily due to a decrease in professional fees and acquisition-related costs for investments no longer being pursued, as well as additional expenses incurred in the prior year related to amending our MetLife facility and listing the Series C Preferred Stock on Nasdaq.

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 Michigan due to the estimated fair values being lower than the respective carrying values.

General and administrative expenses decreased during the current year, primarily due to a decrease in professional fees, driven by a reduction in certain consulting services.

In conjunction with the expiration of the Series E Offering on December 31, 2025, we wrote off approximately $547,000 of unamortized deferred offering costs.

During the year ended December 31, 2025, we recognized an aggregate impairment charge of approximately $3.9 million on one property (encompassing two farms) located in St.

Lucie County, Florida, and one farm located in Santa Barbara County, California, due to the estimated fair values being lower than the respective carrying values.

During the year ended December 31, 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.

A comparison of results of other components contributing to net loss attributable to common stockholders for the years ended December 31, 2025 and 2024 is below (dollars in thousands):

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13,882 5,886 7,996 135.8%

Property and casualty loss, net

Property and casualty recovery (loss), net

137 (284) 421 (148.2)%

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13,529 13,290 239 1.8%

Net income attributable to non-controlling interests

Net income attributable to the Company

13,290 14,565 (1,275) (8.8)%

Aggregate dividends declared on and gain (loss) recognized on extinguishment of cumulative redeemable preferred stock, net

Aggregate dividends declared on and (loss) gain recognized on extinguishment of cumulative redeemable preferred stock, net

(24,013) (23,745) (268) 1.1%

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$ (10,484) $ (10,455) $ (29) 0.3%

NM = Not Meaningful

Other Income (Expense)

Other income generally consists of interest patronage received from Farm Credit (as defined in Note 4, “ Borrowings ,” in the accompanying notes to our consolidated financial statements) and interest earned on short-term investments.

Other income decreased primarily due to less interest patronage received from Farm Credit (primarily due to decreased borrowings from Farm Credit), partially offset by an increase in additional interest earned on short-term investments due to higher interest rates.

During the three months ended March 31, 2024 we recorded approximately $1.9 million of interest patronage from Farm Credit related to interest accrued during 2023, as compared to approximately $2.3 million of interest patronage recorded during the prior-year period that related to interest accrued during 2022.

In addition, during the three months ended September 30, 2023,

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we received approximately $111,000 of interest patronage related to interest accrued during 2023, as certain Farm Credit associations paid a portion of 2023 interest patronage (which would typically be paid during the first half of 2024) early.

In total, 2023 interest patronage resulted in a 22.0% reduction (approximately 101 basis points) to the interest rate of such borrowings.

Other income generally consists of interest patronage received from Farm Credit (as defined and further explained in Note 6, “ Borrowings—Farm Credit Notes Payable ,” in the accompanying notes to our consolidated financial statements) and interest earned on short-term investments.

Other income decreased primarily due to less interest earned on short-term investments and a decrease in interest patronage received from Farm Credit (primarily due to decreased borrowings from Farm Credit).

Interest expense decreased, primarily due to a decrease in overall borrowings.

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Excluding interest patronage received on certain of our Farm Credit borrowings and the impact of debt issuance costs, the weighted average interest rate charged on our aggregate borrowings was 3.80% and 3.82% for the years ended December 31, 2025 and 2024, respectively.

During the year ended December 31, 2024, we recorded a net capital gain, driven by the sale of a 3,748-acre farm in Florida for approximately $65.7 million, which, after accounting for closing costs, resulted in a net gain of approximately $10.4 million.

During the year ended December 31, 2023, we recorded a net capital gain, driven by the sale of a 138-acre parcel of unfarmed land in Florida for $9.6 million, which, after accounting for closing costs, resulted in a net gain of approximately $6.4 million.

During the year ended December 31, 2025, we recorded a net capital gain, driven by the sale of six properties (encompassing 13 farms) which, after accounting for closing costs, resulted in a net gain of approximately $21.3 million.

During the year ended December 31, 2024, we recorded a net capital gain, driven by the sale of five properties (encompassing 12 farms), which, after accounting for closing costs, resulted in a net gain of approximately $9.9 million.

Each of these gains were partially offset by net losses recorded during each year related to the removal of some permanent plantings and the disposal of certain irrigation and other improvements on certain of our farms.

The net property and casualty losses related to net expenses incurred and insurance recoveries received for certain improvements that were damaged due to natural disasters.

The property and casualty loss recorded during year ended December 31, 2024, was primarily due to damage caused by Hurricane Helene to certain permanent plants on one of our farms in Georgia.

The property and casualty loss recorded during the year ended December 31, 2024, was the result of the heavy rainfall that occurred in California in early 2023 and the resulting flooding, which damaged certain structures located on one of our farms in the Central Valley.

The aggregate dividends paid on our cumulative redeemable preferred stock decreased due to shares of the Series B Preferred Stock and Series C Preferred Stock that were repurchased during the year ended December 31, 2024.

The property and casualty recovery recorded during the year ended December 31, 2025, was the result of an adjustment to the original property and casualty loss recorded during the year ended December 31, 2024, due to damage caused to certain permanent plantings on a farm in Georgia due to Hurricane Helene.

After further inspection of the property, it was determined that the damage was not as extensive as originally estimated, resulting in an adjustment to our original estimate.

During the year ended December 31, 2025, we recognized a loss from investments in unconsolidated entities of ours that convey water to certain of our farms of approximately $26,000, as compared to $60,000 for the prior-year period.

The fluctuations in revenue and expense attributable to these unconsolidated entities is primarily driven by miscellaneous property operating costs incurred by these unconsolidated entities and the respective properties’ reimbursements of such costs incurred.

Comparison of Results of Operations for the Years Ended December 31, 2024 and 2023

A comparison of our operating results for the years ended December 31, 2023 and 2022 was included in our Annual Report on Form 10-K for the year ended December 31, 2023, beginning on page 44 under Part II, Item 7, “Management’s Discussion and Analysis of Financial Position and Results of Operations,” which was filed with the Securities and Exchange Commission, or SEC, on February 20, 2024.

A comparison of our operating results for the years ended years ended December 31, 2024 and 2023 was included in our Annual Report on Form 10-K for the year ended December 31, 2024, beginning on page 46 under Part II, Item 7, “Management’s Discussion and Analysis of Financial Position and Results of Operations,” which was filed with the Securities and Exchange Commission, or SEC, on February 19, 2025.

LIQUIDITY AND CAPITAL RESOURCES

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In addition, we currently have certain properties valued at a total of approximately $185.5 million that are unencumbered and eligible to be pledged as collateral.

Over 99.9% of our borrowings are currently at fixed rates, and on a weighted-average basis, these rates are fixed at an effective interest rate of 3.35% for another 3.6 years.

Approximately 97.9% of our borrowings are currently at fixed rates, and on a weighted-average basis, these rates are fixed at an effective interest rate of 3.39% for another 2.7 years.

In addition, the weighted-average remaining term of our notes and bonds payable is approximately 6.6 years.

As such, with respect to our current borrowings, we have experienced minimal impact from increased interest rates in recent years, and we believe we are well-protected against a prolonged high rate environment.

As such, with respect to our current borrowings, we have experienced minimal impact from interest rate volatility in recent years, and we believe we are well-protected against a potential prolonged high rate environment.

We are in compliance with all of our debt covenants under our respective credit facilities and borrowings, and we believe we currently have adequate liquidity to cover all near- and long-term debt obligations and operating expenses.

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making dividend payments on our currently-designated preferred securities;

making distributions to stockholders (including non-controlling OP Unitholders, if any) to maintain our qualification as a REIT;

and, as capital is available or as desired, funding capital improvements and, in certain situations, growing costs on existing

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farms, repurchases of preferred shares of preferred stock under our Repurchase Program, and new farmland and farm-related acquisitions consistent with our investment strategy.

In the near term, we believe that our current and short-term cash resources will be sufficient to service our debt, fund our current operating costs, pay dividends on our currently-designated preferred securities, and fund our distributions to common stockholders (including non-controlling OP Unitholders).

We expect to meet our long-term liquidity requirements through various sources of capital, including capacity under current lines of credits, long-term mortgage indebtedness and bond issuances, future equity issuances (including, but not limited to, shares of our Series E Preferred Stock, OP Units through our Operating Partnership as consideration for future acquisitions, and shares of common stock through our ATM Program), and other secured and unsecured borrowings.

We intend to use a significant portion of any current and future available liquidity to purchase additional farms and farm-related assets as opportunities arise.

We continue to actively seek and evaluate acquisitions of additional farms and farm-related assets that satisfy our investment criteria, and we have several properties that are in various stages of our due diligence process.

making distributions to common stockholders (including non-controlling OP Unitholders, if any) to maintain our qualification as a REIT;

and, as capital is available, funding capital improvements and, in certain situations, growing and operational costs on

existing farms, repurchasing shares of preferred stock, and funding new farmland and farm-related acquisitions consistent with our investment strategy.

In the near term, we believe that our current and short-term cash resources will be sufficient to service our debt, fund our operating costs, pay dividends on our currently-designated preferred securities, and fund our distributions to common stockholders.

We expect to meet our long-term liquidity requirements through various sources of capital, including capacity under current lines of credit, long-term mortgage indebtedness and bond issuances, future equity issuances (including, but not limited to, OP Units through our Operating Partnership as consideration for future acquisitions and shares of common stock through our ATM Program), and other secured and unsecured borrowings.

As opportunities arise, we intend to use a significant portion of any future available liquidity to purchase additional farms and farm-related assets.

We continue to actively seek and evaluate acquisitions of additional farms and farm-related assets that satisfy our investment criteria;

however, all potential acquisitions will be subject to our due diligence investigation of such properties, and there can be no assurance that we will be successful in identifying or acquiring any properties in the future.

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Operating Activities

The majority of cash from operating activities is generated from the rental payments we receive from our tenants, which is first used to fund our property-level operating expenses, with any excess cash being primarily used for principal and interest payments on our borrowings, management fees to our Adviser, administrative fees to our Administrator, and other corporate-level expenses.

Cash provided by operating activities decreased largely due to a decrease in fixed lease cash payments received, primarily due to the disposition of a large farm in Florida in January 2024, as well as reduced fixed lease payments largely attributable to the execution of certain lease agreements in 2024, pursuant to which we agreed to reduce the fixed base rent amounts or, in certain instances, provide certain cash allowances to tenants in exchange for increasing the participation rent components in the leases, the results of which will not be known until the second half of 2025 or later.

This decrease was partially offset by an increase in cash payments received for participation rents and decreases in related-party fees and interest payments made.

The majority of cash from operating activities is generated from rental payments received from tenants, which is first used to fund property-level operating expenses (including growing costs on direct-operated farms), with any excess cash being primarily used for principal and interest payments on borrowings, management fees to our Adviser, administrative fees to our Administrator, and other corporate-level expenses.

Cash from operating activities decreased primarily due to lower cash receipts resulting from the sale of 13 farms completed during the year ended December 31, 2025, and from certain vacant or non-accrual properties, as well as the execution of certain lease agreements (pursuant to which we reduced or eliminated fixed base rent amounts or, in certain instances, provided cash allowances to tenants, in exchange for increasing the participation rent components in the leases).

The decrease was also attributable to costs incurred in connection with our direct farming operations on certain farms, as the majority of the related cash receipts from crop sales are expected to be received throughout 2026 and into early 2027, as well as increased cash payments for water acquisitions.

These decreases were partially offset by higher cash receipts from participation rents, the receipt of a termination fee from an outgoing tenant on three of our farms, and lower interest payments made.

Investing Activities

The change in cash from investing activities was primarily due to proceeds received from the sales of a 3,748-acre farm in Florida for approximately $65.7 million during the year ended December 31, 2024, which resulted in a net gain of approximately $10.4 million, and a decrease in the amount of cash paid for capital improvements on existing farms during the current year.

The change in cash from investing activities was primarily due to proceeds received from the sale of certain farms during the current year.

During the year ended December 31, 2025, we sold 13 farms for aggregate net proceeds (after closing costs) of approximately $91.3 million, as compared to 12 farms sold for aggregate net proceeds (after closing costs) of approximately $68.5 million in the prior year.

This was partially offset by an increase of $2.0 million in cash paid for capital improvements on existing farms during the current year.

Financing Activities

The change in cash from financing activities was primarily due to a decrease in aggregate net proceeds received from preferred and common equity offerings of approximately $15.5 million and an increase in aggregate preferred stock repurchases of approximately $5.4 million, partially offset by a decrease in aggregate net borrowings of approximately $5.8 million.

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The change in cash from financing activities was primarily due to an increase in net proceeds received from preferred and common equity offerings of approximately $11.9 million and a decrease in cash paid for redemptions of certain preferred

securities of approximately $6.5 million, partially offset by an increase in aggregate net debt repayments of approximately $7.2 million.

MetLife Facility

As amended, our credit facility with MetLife currently consists of $75.0 million of revolving equity lines of credit and an aggregate of $175.0 million of term notes (the “MetLife Facility”).

We currently have $200,000 outstanding under the lines of credit and approximately $36.3 million outstanding on the term notes.

We currently have $9.9 million outstanding under the lines of credit and approximately $35.0 million outstanding on the term notes.

While $205.1 million of the full commitment amount under the MetLife Facility remains undrawn, based on the current level of collateral pledged, we currently have approximately $67.8 million of availability under the MetLife Facility.

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Equity Capital

The following table provides information on equity sales that have occurred since January 1, 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)

Series E Preferred Stock 16,595 $ 24.98 $ 414 $ 373

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).

Our 2023 Registration Statement (as defined in Note 8, “Equity—Registration Statement,” within the accompanying notes to our consolidated financial statements) 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 of such securities.

To date, we have issued approximately $4.4 million of Series E Preferred Stock, and $6.8 million of common stock under the 2023 Registration Statement.

Our 2023 Registration Statement (as defined in Note 10, “Equity—Registration Statement,” in the accompanying notes to our consolidated financial statements) 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 or concurrent offerings of two or more of such securities.

To date, we have issued approximately $4.4 million of Series E Preferred Stock (the offering of which expired on December 31, 2025) and $57.2 million of common stock under the 2023 Registration Statement.

In addition, we have the ability to, and expect to in the future, issue additional OP Units to third parties as consideration in future property acquisitions.

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FFO, as defined by NAREIT, is net income (computed in accordance with GAAP), excluding gains or losses from sales of property and impairment losses on property, plus depreciation and amortization of real estate assets, and after adjustments for unconsolidated partnerships and joint ventures.

We further present core FFO (“CFFO”) and adjusted FFO (“AFFO”) as additional non-GAAP financial measures of our operational

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performance, as we believe both CFFO and AFFO improve comparability on a period-over-period basis and are more useful supplemental metrics for investors to use in assessing our operational performance on a more sustainable basis than FFO.

We believe that these additional performance metrics, along with the most directly-comparable GAAP measure, provide investors with helpful insight regarding how management measures our ongoing performance, as each of CFFO and AFFO (and their respective per-share amounts) are used by management and our Board of Directors, as appropriate, in assessing overall performance, as well as in certain decision-making analysis, including, but not limited to, the timing of acquisitions and potential equity raises (and the type of securities to offer in any such equity raises), the determination of any fee credits, and declarations of distributions on our common stock.

We further present core FFO (“CFFO”) and adjusted FFO (“AFFO”) as additional non-GAAP financial measures of our operational performance, as we believe both CFFO and AFFO improve comparability on a period-over-period basis and are more useful supplemental metrics for investors to use in assessing our operational performance on a more sustainable basis than FFO.

performance, as well as in certain decision-making analysis, including, but not limited to, the timing of acquisitions and potential equity raises (and the type of securities to offer in any such equity raises), the determination of any fee credits, and declarations of distributions on our common stock.

The non-GAAP financial measures presented herein have limitations as analytical tools and should not be considered in isolation or as a substitute for an analysis of our results calculated in accordance with GAAP.

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Therefore, we further adjust AFFO to normalize the cash rent received pertaining to a lease year over that respective lease year on a straight-line basis, resulting in cash rent being recognized ratably over the period in which the cash rent is earned.

During the three months ended December 31, 2023, we adjusted our definition of AFFO to exclude from this adjustment the removal of lease incentives that were a result of previous cash disbursements made by us to or on behalf of our tenants.

The results of all periods presented, including those of the prior year, have been adjusted in the table below to conform with this new definition.

• Amortization of debt issuance costs .

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We believe the foregoing adjustments aid our investors’ understanding of our ongoing operational performance.

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FFO, CFFO, and AFFO do not represent cash flows from operating activities in accordance with GAAP, which, unlike FFO, CFFO, and AFFO, generally reflects all cash effects of transactions and other events in the determination of net income, and should not be considered an alternative to net income as an indication of our performance or to cash flows from operations as a measure of liquidity or ability to make distributions.

Comparisons of FFO, CFFO, and AFFO, using the NAREIT definition for FFO and the definitions above for CFFO and AFFO, to similarly-titled measures for other REITs may not necessarily be meaningful due to possible differences in the definitions used by such REITs.

Diluted funds from operations (“Diluted FFO”), diluted core funds from operations (“Diluted CFFO”), and diluted adjusted funds from operations (“Diluted AFFO”) per share are FFO, CFFO, and AFFO, respectively, divided by the weighted-average number of total shares (including shares of our common stock and OP Units held by non-controlling limited partners) outstanding on a fully-diluted basis during a period.

Diluted funds from operations (“Diluted FFO”), diluted core funds from operations (“Diluted CFFO”), and diluted adjusted funds from operations (“Diluted AFFO”) per share are FFO, CFFO, and AFFO, respectively, divided by the weighted-average number of total shares (including shares of our common stock and, if and when outstanding, OP Units held by non-controlling limited partners) outstanding on a fully-diluted basis during a period.

We believe that diluted earnings per share is the most directly-comparable GAAP measure to each of Diluted FFO, CFFO, and AFFO per share.

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Net income $ 13,529 $ 13,290 $ 14,565

Aggregate dividends declared on and gains on or charges related to extinguishment of cumulative redeemable preferred stock (1)

Aggregate dividends declared on and gains on or charges related to extinguishment of cumulative redeemable preferred stock, net (1)

(24,013) (23,745) (24,417)

Net loss attributable to common stockholders and non-controlling OP Unitholders (10,455) (9,852) (15,002)

Net loss attributable to common stockholders (10,484) (10,455) (9,852)

Real estate and intangible depreciation and amortization 34,549 35,055 37,161

(Gains) losses on dispositions of real estate assets, net (5,886) (5,208) 3,760

Gains on dispositions of real estate assets, net (13,882) (5,886) (5,208)

Impairment charges 3,921 2,106 —

Adjustments for unconsolidated entities (2)

FFO available to common stockholders and non-controlling OP Unitholders 20,887 22,193 24,181

FFO available to common stockholders 14,151 20,887 22,193

Acquisition- and disposition-related expenses, net 12 5 149

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531 349 1,418

CFFO available to common stockholders and non-controlling OP Unitholders 21,241 23,760 25,642

CFFO available to common stockholders 14,694 21,241 23,760

Net rent adjustments (1,535) (3,356) (4,519)

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(44) (2,154) 17

AFFO available to common stockholders and non-controlling OP Unitholders $ 16,721 $ 20,323 $ 24,263

Weighted-average shares of common stock outstanding 35,909,956 35,733,742 34,563,460

Weighted-average common non-controlling OP Units outstanding — — 61,714

Weighted-average shares of common shares outstanding, fully diluted 35,909,956 35,733,742 34,625,174

Diluted FFO per weighted-average common share $ 0.58 $ 0.62 $ 0.70

Diluted CFFO per weighted-average common share $ 0.59 $ 0.66 $ 0.74

Diluted AFFO per weighted-average common share $ 0.47 $ 0.57 $ 0.70

AFFO available to common stockholders $ 14,362 $ 16,721 $ 20,323

Weighted-average shares of common shares outstanding—basic and diluted 36,506,720 35,909,956 35,733,742

FFO per weighted-average common share—basic and diluted $ 0.39 $ 0.58 $ 0.62

CFFO per weighted-average common share—basic and diluted $ 0.40 $ 0.59 $ 0.66

AFFO per weighted-average common share—basic and diluted $ 0.39 $ 0.47 $ 0.57

Distributions declared per total common share $ 0.56 $ 0.56 $ 0.55

(1) Includes (i) cash dividends paid on our cumulative redeemable preferred stock, (ii) the value of additional shares of Series C Preferred Stock issued pursuant to our dividend reinvestment plan (the “DRIP”), and (iii) the net gain (loss) recognized as a result of shares of cumulative redeemable preferred stock that were redeemed during the respective periods.

(1) Includes (i) cash dividends paid on our cumulative redeemable preferred stock and (ii) the net gain (loss) recognized as a result of shares of cumulative redeemable preferred stock that were redeemed during the respective periods.

(2) Represents our pro-rata share of depreciation expense recorded in unconsolidated entities during the respective periods.

(3) Consists primarily of (i) net property and casualty losses (recoveries) recorded and the cost of related repairs expensed as a result of the damage caused to certain improvements by natural disasters on certain of our farms, (ii) costs related to the amendment, termination, and listing of shares from the Series C Offering that were expensed, (iii) the write-off of certain unallocated costs related to a prior universal shelf registration statement, and (iv) costs incurred to implement our share repurchase program.

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(4) Consists of (i) the amount of dividends on the Series C Preferred Stock paid via issuing new shares (pursuant to the DRIP), (ii) the net (gain) loss recognized as a result of shares of cumulative redeemable preferred stock that were redeemed, which were non-cash (gains) charges, (iii) our remaining pro-rata share of (income) loss recorded from investments in unconsolidated entities, and (iv) less non-cash income recorded as a result of additional water assets received as consideration in certain transactions.

Net Asset Value

Real estate companies are required to record real estate using the historical cost basis of the real estate, adjusted for accumulated depreciation and amortization, and, as a result, the carrying value of the real estate does not typically change as the fair value of the assets change.

Thus, one challenge is determining the fair value of the real estate in order to allow stockholders to see the value of the real estate increase or decrease over time, which we believe is useful to our investors.

Determination of Fair Value

Our Board of Directors reviews and approves the valuations of our properties pursuant to a valuation policy approved by the Board of Directors (the “Valuation Policy”).

Such review and approval occurs in three phases:

(i) prior to its quarterly meetings, the Board of Directors receives written valuation recommendations and supporting materials that are provided by professionals of the Adviser and Administrator, with oversight and direction from the chief valuation officer, who is also employed by the Administrator (collectively, the “Valuation Team”);

(ii) the valuation committee of the Board of Directors (the “Valuation Committee”), which is comprised entirely of independent directors, meets to review the valuation recommendations and supporting materials;

and (iii) after the Valuation Committee concludes its meeting, it and the chief valuation officer present the Valuation Committee’s findings to the entire Board of Directors so that the full Board of Directors may review and approve the fair values of our properties in accordance with the Valuation Policy.

Further, on a quarterly basis, the Board of Directors reviews the Valuation Policy to determine if changes to the policy are advisable and also reviews whether the Valuation Team has applied the Valuation Policy consistently.

Per the Valuation Policy, our valuations are generally derived based on the following:

• For properties acquired within 12 months prior to the date of valuation, the purchase price of the property will generally be used as the current fair value unless overriding factors apply.

In situations where OP Units are issued as partial or whole consideration in connection with the acquisition of a property, the fair value of the property will generally be the lower of:

(i) the agreed-upon purchase price between the seller and the buyer (as shown in the purchase and sale agreement or contribution agreement and using the agreed-upon pricing of the OP Units, if applicable), or (ii) the value as determined by an independent, third-party appraiser.

• For real estate we acquired more than one year prior to the date of valuation, we determine the fair value either by relying on estimates provided by independent, third-party appraisers or through an internal valuation process.

In addition, if significant capital improvements take place on a property, we will typically have those properties reappraised upon completion of the project by an independent, third-party appraiser.

In any case, we intend to have each property valued by an independent, third-party appraiser via a full appraisal at least once every three years, with interim values generally being determined by either:

(i) a restricted appraisal (a “desk appraisal”) performed by an independent, third-party appraiser, or (ii) our internal valuation process.

Various methodologies were used, both by the appraisers and in our internal valuations, to determine the fair value of our real estate, including the sales comparison, income capitalization (or a discounted cash flow analysis), and cost approaches of valuation.

In performing their analyses, the appraisers typically (i) conducted site visits to the properties (where full appraisals were performed), (ii) discussed each property with our Adviser and reviewed property-level information, including, but not limited to, property operating data, prior appraisals (as available), existing lease agreements, farm acreage, location, access to water and water rights, potential for future development, and other property-level information, and (iii) reviewed information from a variety of sources about regional market conditions applicable to each of our properties, including, but not limited to, recent sale prices of comparable farmland, market rents for similar farmland, estimated marketing and exposure time, market capitalization rates, and the current economic environment, among others.

In performing our internal valuations, we will consider the most recent appraisal available and use similar methodologies in determining an updated fair value.

We will also obtain updated market data related to the property, such as updated sales and market rent comparisons and market capitalization rates, and perform an updated assessment of the tenants’ credit risk profiles, among others.

Sources of this data may come from market inputs from recent acquisitions of our own portfolio of real estate, recent appraisals of properties we own that are similar in nature and in the same region (as applicable) as the property being valued, market conditions and trends we observe in our due diligence process, and conversations with appraisers, brokers, and farmers.

A breakdown of the methodologies used to value our properties and the aggregate value as of December 31, 2024, determined by each method is shown in the table below (dollars in thousands, except in footnotes):

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Valuation Method Number of

Acres Acre-feet

of Water Net Cost

Fair Value % of Total

Purchase Price — — — 7,078 $ 1,406 $ 1,406 0.1%

Sales Price 7 8,189 5,713 — 46,426 64,500 4.6%

Internal Valuation 3 6,189 4,730 — 19,750 36,000 2.6%

Third-party Appraisal (2)

147 96,812 81,487 48,309 1,192,009 1,303,444 92.7%

Total 157 111,190 91,930 55,387 $ 1,259,591 $ 1,405,350 100.0%

(1) Consists of the initial acquisition price (including the costs allocated to both tangible and intangible assets acquired and liabilities assumed), plus subsequent improvements and other capitalized costs paid for by us that were associated with the properties, and adjusted for accumulated depreciation and amortization.

(2) Appraisals performed between December 2023 and December 2024.

Some of the significant assumptions used by appraisers and the Valuation Team in valuing our portfolio as of December 31, 2024, include land values per farmable acre, market rental rates per farmable acre and the resulting net operating income (“NOI”) at the property level, and capitalization rates, among others.

These assumptions were applied on a farm-by-farm basis and were selected based on several factors, including comparable land sales, surveys of both existing and current market rates, discussions with other brokers and farmers, soil quality, size, location, and other factors deemed appropriate.

A summary of these significant assumptions as of December 31, 2024, is provided in the following table:

Appraisal Assumptions Internal Valuation Assumptions

Average Range

Land Value (per farmable acre) $708 – $128,519 $34,923 $5,918 – $5,918 $5,918

Market NOI (per farmable acre) $188 – $3,979 $1,968 N/A N/A

Market Capitalization Rate 3.30% – 6.20% 4.42% N/A N/A

Figures in the table above apply only to the farmland portion of our portfolio and exclude assumptions made related to water, farm-related facilities (e.g., cooling facilities), and other structures on our properties (e.g., residential housing).

Our Valuation Team reviews the appraisals, including the significant assumptions and inputs used in determining the appraised values, and considers any developments that may have occurred since the time the appraisals were performed.

Developments considered that may have an impact on the fair value of our real estate include, but are not limited to, changes in tenant credit profiles, changes in lease terms (such as expirations and notices of non-renewals or to vacate), and potential asset sales (particularly those at prices different from the appraised values of our properties).

Management believes that the purchase prices of the farms acquired during the previous 12 months and the most recent appraisals available for the farms acquired prior to the previous 12 months fairly represent the current market values of the properties as of December 31, 2024, and, accordingly, did not make any adjustment to these values.

A quarterly rollforward of the change in our portfolio value for the three months ended December 31, 2024, from the prior value basis as of September 30, 2024, is provided in the table below (dollars in thousands):

Total portfolio fair value as of September 30, 2024

Water asset acquisitions during the three months ended December 31, 2024

Farm sales during the three months ended December 31, 2024

Change in value of farms during the three months ended December 31, 2024:

Farms and water assets valued based on sales price $ 2,350

Farms and water assets valued via third-party appraisals (53,740)

Net change in value of farms and water assets during the three months ended December 31, 2024

Total portfolio fair value as of December 31, 2024

Management also determined fair values of all of its long-term borrowings and preferred stock.

Using a discounted cash flow analysis, management determined that the fair value of all long-term encumbrances on our properties as of December 31, 2024, was approximately $486.3 million, as compared to a carrying value (excluding unamortized related debt issuance costs) of approximately $526.3 million.

The fair values of our Series B Preferred Stock, Series C Preferred Stock, and Series D Term Preferred Stock were determined using the closing stock prices as of December 31, 2024, of $20.90 per share, $20.70 per share, and $24.64 per share, respectively.

Finally, pursuant to Financial Industry Regulatory Authority Rule 2310(b)(5), with the assistance of a third-party valuation expert, we determined the estimated value of our Series E Preferred Stock to be $25.00 per share as of December 31, 2024 (see Exhibit 99.1 to this Form 10-K).

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Calculation of Estimated Net Asset Value

Since our IPO in January 2013, we have endeavored to provide our stockholders with an estimate of the fair value of our real estate assets and provide an estimated net asset value (“NAV”) per share of common stock on a quarterly basis.

In consultation with our Board and external advisers, we have determined that this December 31, 2024, disclosure will be our last voluntary publication of NAV per common share.

We have reviewed and analyzed the costs and benefits of this publication and determined that it is no longer in the best interest of the Company or its shareholders to expend the time, costs, and resources necessary to voluntarily calculate and publish a quarterly NAV.

NAV is a non-GAAP, supplemental measure of financial position of an equity REIT and is calculated as total equity, adjusted for the increase or decrease in fair value of our real estate assets and long-term borrowings (including any preferred stock required to be treated as debt for GAAP purposes) relative to their respective cost bases.

Further, we calculate NAV per common share by dividing NAV by our total common shares outstanding (consisting of our common stock and OP Units held by non-controlling limited partners).

The fair values presented above and their usage in the calculation of net asset value per share presented below have been prepared by and are the responsibility of management.

PricewaterhouseCoopers LLP has neither examined, compiled, nor performed any procedures with respect to the fair values or the calculation of net asset value per common share, which utilizes information that is not disclosed within the financial statements, and, accordingly, does not express an opinion or any other form of assurance with respect thereto.

As of December 31, 2024, we estimate the NAV per common share to be $14.91.

A reconciliation of NAV to total equity, which we believe is the most directly-comparable GAAP measure, is provided below (dollars in thousands, except per-share data):

Total equity per balance sheet $ 687,182

Fair value adjustment for long-term assets:

net cost basis of real estate holdings and related assets (1)

$ (1,259,591)

estimated fair value of real estate holdings and related assets (2)

Net fair value adjustment for real estate holdings and related assets 145,759

Fair value adjustment for long-term liabilities:

book value of aggregate long-term indebtedness (3)

fair value of aggregate long-term indebtedness (3)(4)

Net fair value adjustment for long-term indebtedness 40,864

Estimated NAV $ 873,805

aggregate fair value of cumulative redeemable preferred stock (5)

Estimated NAV available to common stockholders and non-controlling OP Unitholders $ 539,354

Total common shares and non-controlling OP Units outstanding 36,184,658

Estimated NAV per common share and OP Unit $ 14.91

(1) Per Net Cost Basis as presented in the table above.

(2) Per Current Fair Value as presented in the table above.

(3) Includes the principal balances outstanding of all long-term borrowings (consisting of notes and bonds payable) and the Series D Term Preferred Stock.

(4) Long-term notes and bonds payable were valued using a discounted cash flow model.

The Series D Term Preferred Stock was valued based on its closing stock price as of December 31, 2024.

(5) The Series B Preferred Stock and Series C Preferred Stock were valued based on their respective closing stock prices as of December 31, 2024, while the Series E Preferred Stock was valued at its liquidation value, as discussed above.

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A quarterly rollforward in the estimated NAV per common share and OP Unit for the three months ended December 31, 2024, is provided below:

Estimated NAV per common share and non-controlling OP Unit as of September 30, 2024

Less net loss attributable to common stockholders and non-controlling OP Unitholders (0.15)

Adjustments for net change in valuations:

Net change in unrealized fair value of farmland portfolio (1)

Net change in unrealized fair value of long-term indebtedness 0.18

Net change in unrealized fair value of preferred equity securities 0.61

Net change in valuations (0.40)

Less distributions on common stock and non-controlling OP Units (0.14)

Plus (less) net accretive (dilutive) effect of equity issuances and redemptions, net 0.03

Estimated NAV per common share and non-controlling OP Unit as of December 31, 2024

(1) The net change in unrealized fair value of our farmland portfolio consists of three components:

(i) a decrease of $1.49 per share due to the net depreciation in value of the farms that were valued during the three months ended December 31, 2024, (ii) an increase of $0.24 per share due to the decrease in net book value of our real estate holdings as a result of the aggregate depreciation and amortization expense recorded during the three months ended December 31, 2024, and (iii) an increase of $0.06 per share due to net asset dispositions or capital improvements made on certain farms that either did not impact or have not yet been considered in the determination of the respective farms’ estimated fair values.

Comparison of estimated NAV and estimated NAV per common share, using the definitions above, to similarly-titled measures for other REITs may not necessarily be meaningful due to possible differences in the calculation or application of the definition of NAV used by such REITs.

In addition, the trading price of our common shares may differ significantly from our most recent estimated NAV per common share calculation.

For example, while we estimated our NAV per common share to be $14.91 as of December 31, 2024, based on the calculation above, the closing price of our common stock on December 31, 2024, was $10.85 per share.

The determination of estimated NAV is subjective and involves a number of assumptions, judgments, and estimates, and minor adjustments to these assumptions, judgments, or estimates may have a material impact on our overall portfolio valuation.

In addition, many of the assumptions used are sensitive to market conditions and can change frequently.

Changes in the market environment and other events that may occur during our ownership of these properties may cause the values reported above to vary from the actual fair value that may be obtained in the open market.

Further, while management believes the values presented reflect current market conditions, the ultimate amount realized on any asset will be based on the timing of such dispositions and the then-current market conditions.

There can be no assurance that the ultimate realized value upon disposition of an asset will approximate the estimated fair value above.

(3) Consists primarily of (i) net property and casualty losses (recoveries) recorded and the cost of related repairs expensed as a result of the damage to improvements on certain of our farms caused by certain non-recurring events, (ii) the write-off of certain unallocated costs related to the Series E Offering, which expired on December 31, 2025, and a prior universal shelf registration statement, (iii) one-time legal costs incurred related to certain corporate organizational matters, and (iv) for 2023 only, costs related to the amendment, termination, and listing of shares from the Series C Offering that were expensed.

(4) Consists primarily of (i) the net (gain) loss recognized as a result of shares of cumulative redeemable preferred stock that were redeemed, which were non-cash (gains) charges, (ii) our remaining pro-rata share of (income) loss recorded from investments in unconsolidated entities, (iii) plus (less) net non-cash expense (income) recorded as a result of additional water assets used (received) in certain transactions, and (iv) for 2023 only, the amount of dividends on the Series C Preferred Stock paid via issuing new shares (pursuant to the DRIP).

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 7. Management’s Discussion and Analysis