Safehold Inc. 10-K

Item 8. Financial Statements and Supplementary Data Index to Financial Statements ​ ​ ​ Page Reports of Independent Registered Public Accounting Firm (PCAOB ID No. 34 ) 43 Financial Statements: ​ Consolidated Balance Sheets as of December 31, 2025 and 2024 46 Consolidated Statements of Operations for the years ended December 31, 2025, 2024 and 2023 47 Consolidated Statements of Comprehensive Income (Loss) for the years ended December 31, 2025, 2024 and 2023 48 Consolidated Statements of Changes in Equity for the years ended December 31, 2025, 2024 and 2023 49 Consolidated Statements of Cash Flows for the years ended December 31, 2025, 2024 and 2023 50 Notes to Consolidated Financial Statements 52 Financial Statement Schedule: ​ Schedule III—Real Estate and Accumulated Depreciation as of December 31, 2025 with reconciliations for the years ended December 31, 2025, 2024 and 2023 89 ​ All other schedules are omitted because they are not applicable or the required information is shown in the financial statements or notes thereto. ​ 42 Table of Contents REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the shareholders and the Board of Directors of Safehold Inc. Opinion on the Financial Statements We have audited the accompanying consolidated balance sheets of Safehold Inc . and subsidiaries (the “Company”) as of December 31, 2025 and 2024, the related consolidated statements of operations, comprehensive income (loss), changes in equity, and cash flows, for each of the three years in the period ended December 31, 2025, and the related notes and the schedule listed in the Index at Item 15 (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2025 and 2024, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2025, in conformity with accounting principles generally accepted in the United States of America. We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company’s internal control over financial reporting as of December 31, 2025, based on criteria established in Internal Control — Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission and our report dated February 12, 2026, expressed an unqualified opinion on the Company’s internal control over financial reporting. Basis for Opinion These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on the Company’s financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB. We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion. Critical Audit Matter The critical audit matter communicated below is a matter arising from the current-period audit of the financial statements that was communicated or required to be communicated to the audit committee and that (1) relates to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates. Allowance for credit losses on net investment in sales-type leases and Ground Lease receivables – Refer to Notes 3 and 4 of the financial statements Critical Audit Matter Description The Company estimates its allowance for credit losses on net investment in sales-type leases and Ground Lease receivables, including unfunded commitments, based on whether the underlying property is a stabilized property or a development project, using a quantitative analysis to estimate expected loss rates by analyzing historical data for single asset borrower loans along with high-credit rated long-duration bonds, and considering comparable loan to value ratios, loss rates, timing of losses, vintage, property type, current market conditions and reasonable and supportable forecasts of unemployment rates. The Company uses third-party historical market data for loans with similar characteristics to its 43 Table of Contents portfolio of net investment in sales-type leases and Ground Lease receivables, as well as third-party forecasts, to incorporate current and future economic conditions that may impact the performance of the commercial real estate assets that exist on its investments subject to these ground leases. The estimate of the Company's allowance for credit loss requires judgment when determining the current and future economic conditions that may impact the performance of the net investment in sales-type leases and Ground Lease receivables. The determination of the Company’s allowance for credit losses, including the projection of current and future economic conditions, represents a critical audit matter given the level of subjectivity and judgement involved. Performing audit procedures to evaluate the allowance for credit losses required a high degree of auditor judgment, and an increased extent of effort to evaluate whether management reasonably and appropriately quantified the macroeconomic risks associated with the Company’s portfolio. How the Critical Audit Matter Was Addressed in the Audit Our audit procedures assess the estimate applied by management to the allowance for credit losses to account for current and future economic conditions included, among others: ​ ● We tested the design and effectiveness of controls implemented by the Company in relation to the calculation of the allowance for credit losses, including management’s judgements involved in the determination of the macroeconomic factors applied to the loss rate. ​ ● With the assistance of our credit specialists, we evaluated the reasonableness of the methodology and significant assumptions used to develop the macroeconomic factors by considering relevant industry trends and economic conditions, including whether the methodology and significant assumptions were appropriate and consistent with what market participants would use. ​ ● We evaluated management’s expected loss rate by performing a peer benchmarking analysis. ​ ● We tested the accuracy and completeness of quantitative data used by management to estimate the current and future economic conditions. ​ /s/ DELOITTE & TOUCHE LLP New York, New York February 12, 2026 We have served as the Company’s auditor since 2018. ​ 44 Table of Contents REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the shareholders and the Board of Directors of Safehold Inc. ​ Opinion on Internal Control over Financial Reporting ​ We have audited the internal control over financial reporting of Safehold Inc. and subsidiaries (the “Company”) as of December 31, 2025, based on criteria established in Internal Control — Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). In our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2025, based on criteria established in Internal Control — Integrated Framework (2013) issued by COSO. ​ We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated financial statements as of and for the year ended December 31, 2025, of the Company and our report dated February 12, 2026, expressed an unqualified opinion on those financial statements. ​ Basis for Opinion ​ The Company’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Management’s Report on Internal Control over Financial Reporting. Our responsibility is to express an opinion on the Company’s internal control over financial reporting based on our audit. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB. ​ We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, testing and evaluating the design and operating effectiveness of internal control based on the assessed risk, and performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion. ​ Definition and Limitations of Internal Control over Financial Reporting ​ A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements. ​ Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate. ​ ​ /s/ DELOITTE & TOUCHE LLP New York, New York February 12, 2026 45 Table of Contents Safehold Inc. Consolidated Balance Sheets (1) (In thousands, except per share data) ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, ​ December 31, ​ ​ ​ ​ 2025 ​ ​ ​ 2024 ASSETS ​ ​ ​ ​ Net investment in sales-type leases ($ 10,750 and $ 6,821 of allowances as of December 31, 2025 and 2024, respectively) ​ $ 3,563,675 ​ $ 3,454,953 Ground Lease receivables, net ($ 4,872 and $ 3,664 of allowances as of December 31, 2025 and 2024, respectively) ​ 2,003,931 ​ 1,833,398 Real estate ​ ​ ​ ​ Real estate, at cost ​ ​ 740,971 ​ ​ 740,971 Less: accumulated depreciation ​ ( 52,222 ) ​ ( 46,428 ) Real estate, net ​ 688,749 ​ 694,543 Real estate-related intangible assets, net ​ 204,016 ​ 208,731 Real estate available and held for sale ​ ​ 2,028 ​ ​ 7,233 Total real estate, net and real estate-related intangible assets, net and real estate available and held for sale ​ 894,793 ​ 910,507 Loans receivable, net ($ 328 of allowances as of December 31, 2025) ​ ​ 46,088 ​ ​ — Loans receivable, net - related party ($ 2,223 and $ 2,311 of allowances as of December 31, 2025 and 2024, respectively) ​ ​ 112,556 ​ ​ 112,359 Equity investments ​ 280,850 ​ 250,034 Cash and cash equivalents ​ 21,705 ​ 8,346 Restricted cash ​ 9,031 ​ 8,772 Deferred tax asset, net ​ ​ 3,516 ​ ​ 5,222 Deferred operating lease income receivable ​ 241,100 ​ 210,773 Deferred expenses and other assets, net (2) ​ 72,030 ​ 105,015 Total assets ​ $ 7,249,275 ​ $ 6,899,379 LIABILITIES AND EQUITY ​ ​ ​ ​ Liabilities: ​ ​ ​ ​ Accounts payable, accrued expenses and other liabilities ​ $ 161,420 ​ $ 144,991 Real estate-related intangible liabilities, net ​ 62,089 ​ 62,922 Debt obligations, net ​ 4,585,887 ​ 4,317,439 Total liabilities ​ 4,809,396 ​ 4,525,352 Commitments and contingencies (refer to Note 11) ​ ​ ​ ​ Equity: ​ ​ ​ ​ Safehold Inc. shareholders' equity: ​ ​ ​ ​ Common stock, $ 0.01 par value, 400,000 shares authorized, 71,756 and 71,440 shares issued and outstanding as of December 31, 2025 and 2024, respectively ​ 717 ​ 714 Additional paid-in capital ​ 2,199,265 ​ 2,191,840 Retained earnings ​ 165,737 ​ 102,472 Accumulated other comprehensive income (loss) ​ 42,592 ​ 48,992 Total Safehold Inc. shareholders' equity ​ 2,408,311 ​ 2,344,018 Noncontrolling interests ​ 31,568 ​ 30,009 Total equity ​ 2,439,879 ​ 2,374,027 Total liabilities and equity ​ $ 7,249,275 ​ $ 6,899,379 (1) Refer to Note 2 for details on the Company’s consolidated variable interest entities ("VIEs"). (2) As of December 31, 2025 and 2024, includes $ 3.0 million and $ 3.8 million, respectively, due from related parties. ​ The accompanying notes are an integral part of the consolidated financial statements. ​ 46 Table of Contents Safehold Inc. Consolidated Statements of Operations (In thousands, except per share data) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the Years Ended December 31, ​ ​ ​ ​ 2025 ​ ​ ​ 2024 ​ ​ ​ 2023 Revenues: ​ ​ ​ ​ ​ ​ Interest income from sales-type leases ​ $ 286,077 ​ $ 264,250 ​ $ 235,503 Operating lease income ​ ​ 72,072 ​ ​ 71,061 ​ ​ 71,287 Interest income (1) ​ ​ 11,227 ​ ​ 9,482 ​ ​ 7,143 Other income (2) ​ 16,176 ​ 20,892 ​ 38,645 Total revenues ​ 385,552 ​ 365,685 ​ 352,578 Costs and expenses: ​ ​ ​ ​ ​ ​ Interest expense ​ 206,686 ​ 198,042 ​ 181,011 Real estate expense ​ 4,761 ​ 4,224 ​ 4,653 Depreciation and amortization ​ 8,546 ​ 9,947 ​ 9,936 General and administrative (3) ​ 54,337 ​ 54,917 ​ 68,569 Impairment of goodwill ​ ​ — ​ ​ — ​ ​ 145,365 Provision for (recovery of) credit losses ​ ​ 6,564 ​ ​ 9,489 ​ ​ 2,704 Other expense ​ 3,760 ​ 1,983 ​ 17,862 Total costs and expenses ​ 284,654 ​ 278,602 ​ 430,100 Gain on sale of Ground Leases ​ ​ — ​ ​ — ​ ​ 447 Income (loss) from operations before other items ​ 100,898 ​ 87,083 ​ ( 77,075 ) Loss on early extinguishment of debt ​ ( 2,224 ) ​ — ​ — Earnings (losses) from equity method investments ​ 18,889 ​ 22,977 ​ 24,229 Net income (loss) before income taxes ​ 117,563 ​ 110,060 ​ ( 52,846 ) Income tax expense ​ ​ ( 2,933 ) ​ ​ ( 3,445 ) ​ ​ ( 1,719 ) Net income (loss) ​ ​ 114,630 ​ ​ 106,615 ​ ​ ( 54,565 ) Net (income) loss attributable to noncontrolling interests ​ ( 161 ) ​ ( 852 ) ​ ( 408 ) Net income (loss) attributable to Safehold Inc. common shareholders ​ $ 114,469 ​ $ 105,763 ​ $ ( 54,973 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Per common share data: ​ ​ ​ ​ ​ ​ Net income (loss) ​ ​ ​ ​ ​ ​ Basic ​ $ 1.60 ​ $ 1.48 ​ $ ( 0.82 ) Diluted ​ $ 1.59 ​ $ 1.48 ​ $ ( 0.82 ) Weighted average number of common shares: ​ ​ ​ ​ ​ ​ Basic ​ 71,694 ​ 71,370 ​ 66,690 Diluted ​ 71,786 ​ 71,451 ​ 66,690 (1) For the years ended December 31, 2025, 2024 and 2023, includes $ 9.4 million, $ 9.5 million and $ 7.1 million, respectively, of interest income from related parties (refer to Note 7). (2) For the years ended December 31, 2025, 2024 and 2023, includes $ 11.7 million, $ 16.8 million and $ 19.4 million, respectively, of management fees from related parties (refer to Note 15). (3) For the year ended December 31, 2023, includes $ 31.6 million of general and administrative expenses incurred to related parties that includes management fees and expense reimbursements to the Former Manager (refer to Note 1). ​ The accompanying notes are an integral part of the consolidated financial statements. ​ 47 Table of Contents Safehold Inc. Consolidated Statements of Comprehensive Income (Loss) (In thousands) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the Years Ended December 31, ​ ​ ​ ​ 2025 ​ ​ ​ 2024 ​ ​ ​ 2023 Net income (loss) ​ $ 114,630 ​ $ 106,615 ​ $ ( 54,565 ) Other comprehensive income (loss): ​ ​ ​ ​ ​ ​ Reclassification of (gains) losses on derivatives into earnings (1) ​ ( 1,739 ) ​ ( 5,959 ) ​ ( 18,239 ) Unrealized gain (loss) on derivatives ​ ( 4,661 ) ​ 56,288 ​ 13,621 Other comprehensive income (loss): ​ ( 6,400 ) ​ 50,329 ​ ( 4,618 ) Comprehensive income (loss) ​ 108,230 ​ 156,944 ​ ( 59,183 ) Comprehensive (income) loss attributable to noncontrolling interests ​ ( 161 ) ​ ( 852 ) ​ ( 408 ) Comprehensive income (loss) attributable to Safehold Inc. ​ $ 108,069 ​ $ 156,092 ​ $ ( 59,591 ) (1) During the year ended December 31, 2023, $ 15.2 million was reclassified to “Other income” in the Company’s consolidated statements of operations due to a hedge forecasted for permanent debt that did not occur (refer to Note 12). ​ The accompanying notes are an integral part of the consolidated financial statements. ​ 48 Table of Contents Safehold Inc. Consolidated Statements of Changes in Equity (In thousands) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Retained ​ Accumulated ​ ​ ​ ​ ​ ​ ​ ​ Redeemable ​ ​ Common ​ Additional ​ Earnings / ​ Other ​ ​ ​ ​ ​ ​ ​ ​ Noncontrolling ​ ​ Stock at ​ Paid-In ​ Accumulated ​ Comprehensive ​ Noncontrolling ​ Total ​ ​ ​ ​ Interests (1) ​ ​ ​ ​ ​ ​ Par ​ ​ ​ Capital ​ ​ ​ (Deficit) ​ ​ ​ Income (Loss) ​ ​ ​ Interests ​ ​ ​ Equity ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at December 31, 2022 ​ $ 19,011 ​ ​ $ 624 ​ $ 1,986,417 ​ $ 151,226 ​ $ 3,281 ​ ​ 4,056 ​ $ 2,145,604 Impact from adoption of new accounting standard (refer to Note 3) ​ ​ — ​ ​ ​ — ​ ​ — ​ ​ ( 640 ) ​ ​ — ​ ​ — ​ ​ ( 640 ) Net income (loss) ​ — ​ ​ — ​ — ​ ( 54,973 ) ​ — ​ 408 ​ ( 54,565 ) Issuance of common stock, net / amortization ​ — ​ ​ 75 ​ 163,749 ​ — ​ — ​ 1,467 ​ 165,291 Dividends declared ($ 0.708 per share) ​ — ​ ​ — ​ — ​ ( 48,033 ) ​ — ​ — ​ ( 48,033 ) Change in accumulated other comprehensive income (loss) ​ — ​ ​ — ​ — ​ — ​ ( 4,618 ) ​ — ​ ( 4,618 ) Distributions to noncontrolling interests ​ — ​ ​ — ​ — ​ — ​ — ​ ( 651 ) ​ ( 651 ) Contributions from noncontrolling interests ​ — ​ ​ — ​ ​ ( 1,443 ) ​ ​ — ​ ​ — ​ ​ 40,132 ​ 38,689 Merger consideration (refer to Note 1 and Note 3) ​ — ​ ​ 12 ​ ​ 35,576 ​ ​ — ​ ​ — ​ ​ — ​ 35,588 Balance at December 31, 2023 ​ $ 19,011 ​ ​ $ 711 ​ $ 2,184,299 ​ $ 47,580 ​ $ ( 1,337 ) ​ $ 45,412 ​ $ 2,276,665 Net income (loss) ​ ( 576 ) ​ ​ — ​ — ​ 105,763 ​ — ​ 1,428 ​ 107,191 Issuance of common stock, net / amortization ​ — ​ ​ 3 ​ 10,124 ​ — ​ — ​ 786 ​ 10,913 Dividends declared ($ 0.708 per share) ​ — ​ ​ — ​ — ​ ( 50,871 ) ​ — ​ — ​ ( 50,871 ) Change in accumulated other comprehensive income (loss) ​ — ​ ​ — ​ — ​ — ​ 50,329 ​ — ​ 50,329 Contributions from noncontrolling interests ​ ​ — ​ ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ 29,124 ​ ​ 29,124 Distributions to noncontrolling interests ​ — ​ ​ — ​ — ​ — ​ — ​ ( 925 ) ​ ( 925 ) Acquisition of noncontrolling interest ​ ​ — ​ ​ ​ — ​ ​ ( 2,583 ) ​ ​ — ​ ​ — ​ ​ ( 45,816 ) ​ ​ ( 48,399 ) Redemption of noncontrolling interests ​ ​ ( 18,435 ) ​ ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — Balance at December 31, 2024 ​ $ — ​ ​ $ 714 ​ $ 2,191,840 ​ $ 102,472 ​ $ 48,992 ​ $ 30,009 ​ $ 2,374,027 Net income (loss) ​ — ​ ​ — ​ — ​ 114,469 ​ — ​ 161 ​ 114,630 Issuance of common stock, net / amortization ​ — ​ ​ 3 ​ 7,534 ​ — ​ — ​ 1,493 ​ 9,030 Dividends declared ($ 0.708 per share) ​ — ​ ​ — ​ — ​ ( 51,204 ) ​ — ​ — ​ ( 51,204 ) Change in accumulated other comprehensive income (loss) ​ — ​ ​ — ​ — ​ — ​ ( 6,400 ) ​ — ​ ( 6,400 ) Distributions to noncontrolling interests ​ — ​ ​ — ​ — ​ — ​ — ​ ( 79 ) ​ ​ ( 79 ) Redemption of noncontrolling interest ​ ​ — ​ ​ ​ — ​ ​ ( 109 ) ​ ​ — ​ ​ — ​ ​ ( 16 ) ​ ​ ( 125 ) Balance at December 31, 2025 ​ $ — ​ ​ $ 717 ​ $ 2,199,265 ​ $ 165,737 ​ $ 42,592 ​ $ 31,568 ​ $ 2,439,879 (1) Refer to Note 3. ​ The accompanying notes are an integral part of the consolidated financial statements. ​ 49 Table of Contents Safehold Inc. Consolidated Statements of Cash Flows (In thousands) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the Years Ended December 31, ​ ​ ​ ​ 2025 ​ ​ ​ 2024 ​ ​ ​ 2023 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Cash flows from operating activities: ​ ​ ​ ​ ​ ​ Net income (loss) ​ $ 114,630 ​ $ 106,615 ​ $ ( 54,565 ) Adjustments to reconcile net income to cash flows from operating activities: ​ ​ ​ ​ ​ ​ Depreciation and amortization ​ 8,546 ​ 9,947 ​ 9,936 Stock-based compensation expense ​ 12,549 ​ 13,757 ​ 23,230 Deferred operating lease income ​ ( 30,330 ) ​ ( 30,740 ) ​ ( 31,163 ) Non-cash interest income from sales-type leases ​ ( 101,503 ) ​ ( 91,855 ) ​ ( 83,780 ) Non-cash interest expense ​ 13,985 ​ 14,701 ​ 15,070 Amortization of real estate-related intangibles, net ​ 2,310 ​ 2,310 ​ 2,306 Write-off of investment in preferred equity ​ ​ 1,945 ​ ​ — ​ ​ — Impairment of goodwill ​ ​ — ​ ​ — ​ ​ 145,365 Provision for credit losses ​ ​ 6,564 ​ ​ 9,489 ​ ​ 2,704 Loss on early extinguishment of debt ​ 2,224 ​ — ​ — Earnings from equity method investments ​ ( 18,889 ) ​ ( 22,977 ) ​ ( 24,229 ) Distributions from operations of equity method investments ​ 7,424 ​ 12,870 ​ 8,003 Gain on sale of Ground Leases ​ ​ — ​ ​ — ​ ​ ( 447 ) Amortization of premium, discount and deferred financing costs on debt obligations, net ​ 8,281 ​ 7,426 ​ 7,288 Non-cash management fees ​ — ​ — ​ 5,199 Other income recognized from derivative transactions ​ ​ — ​ ​ — ​ ​ ( 15,191 ) Proceeds paid (received) from derivative transactions ​ ​ 13,127 ​ ​ — ​ ​ — Other operating activities ​ ( 3,510 ) ​ ( 7,021 ) ​ ( 1,448 ) Changes in assets and liabilities: ​ ​ ​ ​ ​ ​ Changes in deferred expenses and other assets, net ​ 2,403 ​ 5,263 ​ 13,080 Changes in accounts payable, accrued expenses and other liabilities ​ 8,058 ​ 8,070 ​ ( 5,967 ) Cash flows provided by (used in) operating activities ​ 47,814 ​ 37,855 ​ 15,391 Cash flows from investing activities: ​ ​ ​ ​ ​ ​ Acquisitions of real estate ​ — ​ — ​ ( 13,078 ) Origination/acquisition of net investment in sales-type leases and Ground Lease receivables ​ ( 182,531 ) ​ ( 304,283 ) ​ ( 316,755 ) Origination of loans receivable, net ​ ​ ( 46,279 ) ​ ​ — ​ ​ ( 114,450 ) Payment for merger consideration ​ ​ — ​ ​ — ​ ​ ( 88,685 ) Cash and cash equivalents acquired upon merger ​ ​ — ​ ​ — ​ ​ 3,213 Contributions to equity method investments ​ ​ ( 28,879 ) ​ ​ ( 10,049 ) ​ ​ ( 52,479 ) Distributions from equity method investments ​ ​ 9,528 ​ ​ 52,425 ​ ​ — Funding reserves received from Ground Lease tenant net of disbursements ​ ​ — ​ ​ — ​ ​ ( 297 ) Net proceeds from sale of Ground Leases ​ ​ — ​ ​ — ​ ​ 4,200 Net proceeds received from sale of real estate available and held for sale ​ ​ 4,107 ​ ​ 5,764 ​ ​ 1,631 Return of deposits on Ground Lease investments ​ — ​ 2,049 ​ 1,171 Funding of cash collateral for debt obligations ​ ​ — ​ ​ 19,112 ​ ​ — Return of cash collateral for debt obligations ​ ​ — ​ ​ ( 19,112 ) ​ ​ — Payments to acquire derivative transactions ​ ​ — ​ ​ — ​ ​ ( 8,780 ) Proceeds received from derivative transactions ​ ​ 6,337 ​ ​ 11,067 ​ ​ 8,022 Proceeds received from the settlement of derivative transactions ​ ​ — ​ ​ 32,052 ​ ​ — Other investing activities ​ 539 ​ ( 1,395 ) ​ ( 285 ) Cash flows provided by (used in) investing activities ​ ( 237,178 ) ​ ( 212,370 ) ​ ( 576,572 ) Cash flows from financing activities: ​ ​ ​ ​ ​ ​ Proceeds from issuance of common stock ​ — ​ — ​ 151,940 Proceeds from debt obligations ​ 2,011,335 ​ 2,271,584 ​ 577,000 Repayments of debt obligations ​ ( 1,523,000 ) ​ ( 2,008,000 ) ​ ( 150,000 ) Purchase of marketable securities in connection with the defeasance of mortgage notes payable ​ ​ ( 228,876 ) ​ ​ — ​ ​ — Payments for debt prepayment or extinguishment costs ​ ( 407 ) ​ — ​ — Payments for deferred financing costs ​ ( 967 ) ​ ( 24,192 ) ​ ( 4,615 ) Dividends paid to common shareholders ​ ( 50,924 ) ​ ( 50,589 ) ​ ( 46,039 ) Payment of offering costs ​ — ​ ( 51 ) ​ ( 8,099 ) Payments for withholding taxes upon vesting for stock-based compensation ​ ​ ( 3,975 ) ​ ​ ( 5,102 ) ​ ​ — Redemption of noncontrolling interests ​ ​ ( 125 ) ​ ​ ( 18,435 ) ​ ​ — Distributions to noncontrolling interests ​ ( 79 ) ​ ( 925 ) ​ ( 651 ) Contributions from noncontrolling interests ​ — ​ 29,002 ​ 40,132 Acquisition of noncontrolling interest ​ ​ — ​ ​ ( 48,399 ) ​ ​ — Other financing activities ​ — ​ — ​ ( 137 ) Cash flows provided by (used in) financing activities ​ 202,982 ​ 144,893 ​ 559,531 Changes in cash, cash equivalents and restricted cash ​ 13,618 ​ ( 29,622 ) ​ ( 1,650 ) Cash, cash equivalents and restricted cash at beginning of period ​ 17,118 ​ 46,740 ​ 48,390 Cash, cash equivalents and restricted cash at end of period ​ $ 30,736 ​ $ 17,118 ​ $ 46,740 50 Table of Contents ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Reconciliation of cash and cash equivalents and restricted cash presented on the consolidated statements of cash flows ​ ​ ​ ​ ​ ​ ​ ​ ​ Cash and cash equivalents ​ $ 21,705 ​ $ 8,346 ​ $ 18,761 Restricted cash ​ ​ 9,031 ​ ​ 8,772 ​ ​ 27,979 Total cash and cash equivalents and restricted cash ​ $ 30,736 ​ $ 17,118 ​ $ 46,740 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Supplemental disclosure of cash flow information: ​ ​ ​ ​ ​ ​ Cash paid for interest ​ $ 173,749 ​ $ 162,375 ​ $ 151,263 Supplemental disclosure of non-cash investing and financing activity: ​ ​ ​ ​ ​ ​ Debt obligations assumed ​ $ — ​ $ — ​ $ 99,995 Issuance of common stock for acquisition of assets ​ — ​ — ​ 35,588 Marketable securities transferred in connection with the defeasance of mortgage notes payable ​ 228,876 ​ — ​ — Defeasance of mortgage notes payable ​ 227,000 ​ — ​ — Dividends declared to common shareholders ​ 13,118 ​ 12,954 ​ 13,033 Non-cash interest accrued to debt balances ​ ​ 4,274 ​ ​ 4,163 ​ ​ 4,055 Accrued acquisition costs ​ 1,270 ​ — ​ — Accrued finance costs ​ 173 ​ 691 ​ — Accrued offering costs ​ — ​ — ​ 64 Real estate transferred to real estate available and held for sale ​ — ​ 3,366 ​ — ​ The accompanying notes are an integral part of the consolidated financial statements. ​ 51 Table of Contents Safehold Inc. Notes to Consolidated Financial Statements Note 1—Business and Organization Business — On March 31, 2023, Safehold Inc. (“Old SAFE”) merged with and into iStar (see Merger Transaction below), at which time Old SAFE ceased to exist and iStar continued as the surviving corporation and changed its name to “Safehold Inc.” (the “Merger”). References to iStar refer to iStar prior to the Merger. For accounting purposes, the Merger is treated as a “reverse acquisition” in which iStar is considered the legal acquirer and Old SAFE is considered the accounting acquirer. Unless context otherwise requires, references to the “Company” refer to the business and operations of Old SAFE and its consolidated subsidiaries prior to the Merger and to Safehold Inc. (formerly known as iStar) and its consolidated subsidiaries following the consummation of the Merger. The Company operates its business through one reportable segment by acquiring, managing and capitalizing ground leases. The Company also manages entities focused on ground leases (refer to Note 8) and a wholly-owned subsidiary of the Company serves as external manager to Star Holdings (“Star Holdings”), a Maryland statutory trust that holds the legacy non-ground lease assets previously held by iStar. Ground leases are long-term contracts between the landlord (the Company) and a tenant or leaseholder. Ground leases generally represent ownership of the land underlying commercial real estate projects that is net leased by the fee owner of the land to the owners/operators of the real estate projects built thereon (“Ground Leases”). Under a Ground Lease, the tenant is generally responsible for all property operating expenses, such as maintenance, real estate taxes and insurance and is also responsible for development costs and capital expenditures. Ground Leases are typically long-term (base terms ranging from 30 to 99 years , often with tenant renewal options) and have contractual base rent increases (either at a specified percentage or consumer price index (“CPI”) based, or both) and sometimes include percentage rent participations. The Company’s CPI lookbacks are generally capped between 3.0 % - 3.5 % and generally start between years 11 and 21 of the lease term. In the event cumulative inflation growth for the lookback period exceeds the cap, these rent adjustments may not keep up fully with changes in inflation. The Company intends to target investments in long-term Ground Leases in which: (i) the initial cost of its Ground Lease represents 30 % to 45 % of the combined value of the land and buildings and improvements thereon as if there was no Ground Lease on the land ("Combined Property Value"); (ii) the ratio of property net operating income to the Ground Lease payment due the Company ("Ground Rent Coverage") is between 2.0 x to 4.5 x , and for this purpose the Company uses estimates of the stabilized property net operating income if it does not receive current tenant information and for properties under construction or in transition, in each case based on leasing activity at the property and available market information, including leasing activity at comparable properties in the relevant market; and (iii) the Ground Lease contains contractual rent escalation clauses or percentage rent that participates in gross revenues generated by the commercial real estate on the land. A Ground Lease lessor (the Company) typically has the right to regain possession of its land and take ownership of the buildings and improvements thereon upon tenant default and the termination of the Ground Lease on account of such default. The Company believes that the Ground Lease structure provides an opportunity for potential value accretion through the reversion to the Company, as the Ground Lease owner, of the buildings and improvements on the land at the expiration or earlier termination of the lease, for no additional consideration from the Company. Prior to the Merger, Old SAFE was managed by SFTY Manager, LLC (the “Former Manager”), a wholly-owned subsidiary of iStar, pursuant to a management agreement. Old SAFE had no employees, as the Former Manager provided all services to it. Old SAFE relied on the extensive investment origination and sourcing platform of its Former Manager to actively promote the benefits of the Ground Lease structure to prospective Ground Lease tenants. Subsequent to the Merger, the Company is internally managed. Organization — The Company is a Maryland corporation and its common stock is listed on the New York Stock Exchange (“NYSE”) under the symbol “SAFE.” The Company (then known as iStar) elected to be treated as a real estate investment trust (“REIT”) for U.S. federal income tax purposes, commencing with the tax year ended December 31, 1998. As part of a restructuring in connection with the Merger (the “Caret Restructuring”), Safehold Operating Partnership LP converted into a Delaware limited liability company and renamed itself “Safehold GL Holdings LLC” (“Portfolio Holdings”), with the Company as its managing member. The Company conducts all of its business and owns 52 Table of Contents all of its properties through Portfolio Holdings. In addition, holders of Caret units in Old SAFE’s subsidiary, Caret Ventures LLC (“Caret Ventures”), contributed their interests in Caret Ventures to Portfolio Holdings in return for Caret units issued by Portfolio Holdings. Following the restructuring, 100 % of the equity interests in Caret Ventures is held by Portfolio Holdings. The Company, management of the Company, employees and former employees of the Company, affiliates of MSD Partners, L.P. (“MSD Partners”) and other outside investors own the issued and outstanding equity of Portfolio Holdings. ​ Merger Transaction —On August 10, 2022, Old SAFE entered into an Agreement and Plan of Merger (the “Merger Agreement”) with iStar, and on March 31, 2023, the Merger was completed in accordance with the terms of the Merger Agreement. For accounting purposes, the Merger was accounted for as a business combination using the acquisition method of accounting under Accounting Standards Codification (“ASC”) 805, Business Combinations (“ASC 805”) and treated as a “reverse acquisition” in which iStar is considered the legal acquirer and Old SAFE is considered the accounting acquirer. As a result, the historical financial statements of Old SAFE become the historical financial statements of the Company. ​ Immediately before the closing of the Merger, iStar separated its remaining legacy non-ground lease assets and businesses, approximately $ 50.0 million of cash, exclusive of working capital reserves and restricted cash, and approximately 13.5 million shares of Old SAFE common stock into Star Holdings by distributing to iStar’s stockholders, on a pro rata basis, the issued and outstanding equity interests of Star Holdings (the “Spin-Off”). Star Holdings was capitalized in part with an 8.0 % , initial four-year term loan from the Company having an initial principal amount of $ 115.0 million. ​ In connection with the Spin-Off, Safehold Management Services Inc. (“SpinCo Manager”), a Delaware corporation and a subsidiary of the Company, entered into a management agreement with Star Holdings effective as of March 31, 2023, pursuant to which SpinCo Manager is operating and pursuing the orderly monetization of Star Holding’s assets (refer to Note 15). ​ Note 2—Basis of Presentation and Principles of Consolidation Basis of Presentation —The accompanying consolidated financial statements have been prepared in conformity with generally accepted accounting principles in the United States of America ("GAAP"). The preparation of these consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the dates of the financial statements and the reported amounts of revenues and expenses during the reporting periods. Actual results could differ from those estimates. Certain prior year amounts have been reclassified in the Company's consolidated financial statements and the related notes to conform to the current period presentation. Principles of Consolidation —The consolidated financial statements include the accounts and operations of the Company, its wholly-owned subsidiaries and VIEs for which the Company is the primary beneficiary. All intercompany balances and transactions have been eliminated in consolidation. Consolidated VIEs —The Company consolidates VIEs for which it is considered the primary beneficiary. As of December 31, 2025, the total assets of these consolidated VIEs were $ 79.0 million and total liabilities were $ 30.2 million. The classifications of these assets are primarily within “Net investment in sales-type leases,” "Real estate, net," "Real estate-related intangible assets, net" and "Deferred operating lease income receivable" on the Company’s consolidated balance sheets. The classifications of liabilities are primarily within "Debt obligations, net" and "Accounts payable, accrued expenses and other liabilities" on the Company’s consolidated balance sheets. The liabilities of these VIEs are non-recourse to the Company and can only be satisfied from each VIE’s respective assets. The Company has provided no financial support to VIEs that it was not previously contractually required to provide and did not have any unfunded commitments related to consolidated VIEs as of December 31, 2025. 53 Table of Contents Note 3—Summary of Significant Accounting Policies Significant Accounting Policies Net Investment in Sales-type Leases and Ground Lease Receivables —Net investment in sales-type leases and Ground Lease receivables are recognized when the Company’s Ground Leases qualify as sales-type leases. The net investment in sales-type leases is initially measured at the present value of the fixed and determinable lease payments, including any guaranteed or unguaranteed residual value of the asset at the end of the lease, discounted at the rate implicit in the lease. Acquisition-related costs are capitalized and recorded in "Net investment in sales-type leases" and "Ground lease receivables" on the Company’s consolidated balance sheets. For newly originated or acquired Ground Leases, the Company’s estimate of residual value equals the fair value of the land at lease commencement. If a lease qualifies as a sales-type lease, it is further evaluated to determine whether the transaction is considered a sale leaseback transaction. When the Company acquires land and enters into a Ground Lease directly with the seller that qualifies as a sales-type lease, the lease does not qualify as a sale leaseback transaction and the lease is considered a financing receivable and is recognized in accordance with ASC 310 - Receivables and included in "Ground Lease receivables" on the Company’s consolidated balance sheets (refer to Note 4). Allowance for credit losses on net investment in sales-type leases and Ground Lease receivables —Effective January 1, 2023, upon the adoption of ASU 2016-13, the Company implemented procedures to estimate its allowance for credit losses on net investment in sales-type leases and Ground Lease receivables, including unfunded commitments, using a quantitative analysis to estimate expected loss rates for its portfolio of net investment in sales-type leases and Ground Lease receivables. ASU 2016-13 replaced the incurred loss impairment methodology in prior GAAP with a methodology that reflects expected credit losses over the life of the investment and requires consideration of a broader range of reasonable and supportable information to inform credit loss estimates. The Company analyzed historical data provided by Trepp (“Trepp”) for single asset borrower loans and considered comparable loan to value ratios, loss rates, timing of losses, vintage, property type and other statistics. The Company updates its analysis for current market conditions and reasonable and supportable forecasts of unemployment rates to develop an estimate of credit losses. The Company also informs credit loss estimates by analyzing historical loss data for high-credit rated long-duration bonds, which the Company believes have similar risk profiles to its Ground Leases, provided by external third parties along with the historical data provided by Trepp. The Company continues to consider comparable loan to value ratios, loss rates, timing of losses, vintage, property type and other statistics in its estimate of credit losses. The Company also continues to analyze its portfolio of Ground Leases in two categories, based on whether the underlying property is a stabilized property or a development project (projects with unfunded commitments that are under development or in transition). The Company’s development properties are assigned a higher loss rate due to the higher potential risk for deals under construction. The Company may adopt alternative approaches to estimate its credit losses in the future based on factors such as, but not limited to, the loan to value ratios, property type and the availability of relevant historical market loss data for similar type financial instruments. The Company did not have any charge-offs of its net investment in sales-type leases or Ground Lease receivables for any of the periods presented. ​ Interest receivable is not included in the Company’s allowance for credit losses on net investment in sales-type leases and Ground Lease receivables as the Company performs timely write-offs, if any, of aged interest receivables. The Company has also made a policy election to write off aged interest receivables through interest income from sales-type leases as opposed to through the provision for credit losses. ​ Real estate —Real estate assets are recorded at cost less accumulated depreciation and amortization, as follows: Capitalization and depreciation—Certain improvements and replacements are capitalized when they extend the useful life of the asset. Repair and maintenance costs are expensed as incurred. Depreciation is computed using the straight-line method over the estimated useful life, which is generally 40 years for facilities, the shorter of the remaining lease term or expected life for tenant improvements and the remaining useful life of the facility for facility improvements. Purchase price allocation—The Company’s acquisitions of properties are generally accounted for as an acquisition of assets. For asset acquisitions, the Company recognizes and measures identifiable assets acquired, liabilities assumed and any noncontrolling interest in the acquiree based on their relative fair values and acquisition-related costs are 54 Table of Contents capitalized and recorded in "Real estate, net," "Real estate-related intangible assets, net" and "Real estate-related intangible liabilities, net" on the Company’s consolidated balance sheets. The Company accounts for its acquisition of properties by recording the purchase price of tangible and intangible assets and liabilities acquired based on their relative fair values. The value of tangible assets, consisting of land, buildings, building improvements and tenant improvements is determined as if these assets are vacant, using estimated cash flow projections of the properties acquired which incorporate market rent, growth, discount and terminal capitalization rates. Intangible assets may include the value of lease incentive assets, above-market leases, below-market Ground Lease assets and in-place leases, which are each recorded at their relative fair values determined using current market rents and leasing costs as inputs and included in "Real estate-related intangible assets, net" on the Company’s consolidated balance sheets. Intangible liabilities may include the value of below-market leases, which are recorded at their relative fair values and included in "Real estate-related intangible liabilities, net" on the Company’s consolidated balance sheets. In-place leases are amortized over the remaining non-cancelable term of the lease and the amortization expense is included in "Depreciation and amortization" in the Company’s consolidated statements of operations. Lease incentive assets and above-market (or below-market) lease value are amortized as a reduction of (or increase to) operating lease income over the remaining non-cancelable term of each lease. Below-market Ground Lease assets are amortized to real estate expense over the remaining non-cancelable term of the lease. The Company may also engage in sale/leaseback transactions whereby the Company executes a net lease with the occupant simultaneously with the purchase of the asset. These transactions are accounted for as asset acquisitions. Impairments—The Company reviews real estate assets for impairment in value whenever events or changes in circumstances indicate that the carrying amount of such assets may not be recoverable. The value of a long-lived asset held for use is impaired if management’s estimate of the aggregate future cash flows (undiscounted and without interest charges) to be generated by the asset (taking into account the anticipated holding period of the asset) are less than its carrying value. Such estimate of cash flows considers factors such as expected future operating income trends, as well as the effects of demand, competition and other economic factors. To the extent impairment has occurred, the loss will be measured as the excess of the carrying amount of the asset over the estimated fair value of the asset and reflected as an adjustment to the basis of the asset. Impairments of real estate assets, if any, are recorded in the Company’s consolidated statements of operations. The Company did not record any impairments for the periods presented. Loans receivable, net —Loans receivable, net includes senior mortgages that the Company originated to certain of its Ground Lease tenants in connection with Ground Leases (refer to Note 6). The Company’s loans receivable are classified as held-for-investment and are reported at their outstanding unpaid principal balance net of any unamortized acquisition premiums or discounts, unamortized deferred loan costs or fees and credit loss allowances. ​ The Company performs a quarterly analysis of its loans receivable that incorporates management’s current judgments about credit quality based on all known and relevant internal and external factors that may affect collectability. The Company considers, among other things, payment status, lien position, borrower financial resources and investment collateral, collateral type, project economics and other economic factors. The Company estimates its expected loss on its loans receivable (including unfunded commitments) based on relevant information including current market conditions and reasonable and supportable forecasts that affect the collectability of its investments. The estimate of the Company’s expected loss requires significant judgment. The Company calculates its expected loss through the use of third-party historical market data for loans with similar characteristics to the Company’s loan portfolio. The Company also utilizes a third-party to provide forecasts to incorporate current and future economic conditions that may impact the performance of the commercial real estate assets securing its investments. ​ The Company will consider a loan to be non-performing and place it on non-accrual status at such time as: (1) interest payments become 90 days delinquent; (2) it has a maturity default; or (3) management determines it is probable that it will be unable to collect all amounts due according to the contractual terms of the loan. Non-accrual loans will be returned to accrual status when they have become contractually current and management believes all amounts contractually owed will be received. ​ The Company made the accounting policy election to record accrued interest on its loans receivable separate from its loans receivable and to exclude accrued interest from its amortized cost basis disclosures. Any accrued interest 55 Table of Contents receivable is recorded in “Deferred expenses and other assets, net” on the Company’s consolidated balance sheets. As of December 31, 2025, the Company had $ 0.2 million of accrued interest on its consolidated balance sheet. The Company will place its loans on non-accrual status once interest on the loan becomes 90 days delinquent and will reverse any accrued interest as a reduction to interest income or recognize a credit loss expense at such time. As such, the Company elected the practical expedient to not record an allowance against accrued interest receivable. During the year ended December 31, 2025, the Company did not reverse any accrued interest on its loans receivable. ​ Real estate available and held for sale— The Company reports real estate assets to be sold at the lower of their carrying amount or estimated fair value less costs to sell and classifies them as “Real estate available and held for sale” on the Company’s consolidated balance sheets. If the estimated fair value less costs to sell is less than the carrying value, the difference will be recorded as an impairment charge. Impairment for real estate assets disposed of or classified as held for sale are included in "Impairment of assets" in the Company’s consolidated statements of operations. Once a real estate asset is classified as held for sale, depreciation expense is no longer recorded. The Company classifies its real estate assets as held for sale in the period in which all of the following conditions are met: (i) the Company commits to a plan and has the authority to sell the asset; (ii) the asset is available for sale in its current condition; (iii) the Company has initiated an active marketing plan to locate a buyer for the asset; (iv) the sale of the asset is both probable and expected to qualify for full sales recognition within a period of 12 months; (v) the asset is being actively marketed for sale at a price that is reflective of its current fair value; and (vi) the Company does not anticipate changes to its plan to sell the asset. If circumstances arise that were previously considered unlikely and, as a result the Company decides not to sell a property previously classified as held for sale, the property is reclassified as held and used and included in "Real estate, net" on the Company’s consolidated balance sheets. The Company measures and records a property that is reclassified as held and used at the lower of: (i) its carrying amount before the property was classified as held for sale, adjusted for any depreciation expense that would have been recognized had the property been continuously classified as held and used; or (ii) the estimated fair value at the date of the subsequent decision not to sell. Interest Income from Sales-type Leases —Interest income from sales-type leases is recognized under the effective interest method. The effective interest method produces a constant yield on the net investment in the sales-type lease and Ground Lease receivable over the term of the lease. Rent payments that are not fixed and determinable at lease inception, such as percentage rent and CPI adjustments, are not included in the effective interest method calculation and are recognized in the Company’s consolidated statements of operations in the period earned. A Ground Lease receivable is placed on non-accrual status if and when it becomes 90-days past due or if the Company considers the Ground Lease receivable impaired. Interest Income —Interest income on the Company’s loans receivable (refer to Note 6) and loan receivable-related party (refer to Note 7) is recognized on an accrual basis using the effective interest method and is recorded in “Interest income” in the Company’s consolidated statements of operations. 56 Table of Contents Loans receivable, net – related party —Loans receivable, net – related party includes the term loan that the Company originated to Star Holdings (refer to Note 7). Loans receivable classified as held-for-investment are reported at their outstanding unpaid principal balance net of any unamortized acquisition premiums or discounts and unamortized deferred loan costs or fees and credit loss allowances. The Company performs a quarterly analysis of its loan receivable that incorporates management’s current judgments about credit quality based on all known and relevant internal and external factors that may affect collectability. The Company considers, among other things, payment status, lien position, borrower financial resources and investment collateral, collateral type, project economics and other economic factors. The Company estimates its expected loss on its loans receivable (including unfunded commitments) based on relevant information including current market conditions and reasonable and supportable forecasts that affect the collectability of its investments. The estimate of the Company’s expected loss requires significant judgment. The Company calculated its expected loss through the use of third-party market data that provided current and future economic conditions that may impact the performance of the commercial real estate assets securing its investments. The Company will consider a loan to be non-performing and place it on non-accrual status at such time as: (1) interest payments become 90 days delinquent; (2) it has a maturity default; or (3) management determines it is probable that it will be unable to collect all amounts due according to the contractual terms of the loan. Non-accrual loans will be returned to accrual status when they have become contractually current and management believes all amounts contractually owed will be received. ​ The Company made the accounting policy election to record accrued interest on its loan asset separate from its loans receivable and to exclude accrued interest from its amortized cost basis disclosures. Any accrued interest receivable is recorded in “Deferred expenses and other assets, net” on the Company’s consolidated balance sheets. As of December 31, 2025 and 2024, the Company did not have any accrued interest outstanding on its loan receivable – related party. The Company will place its loan on non-accrual status once interest on the loan becomes 90 days delinquent and will reverse any accrued interest as a reduction to interest income or recognizes a credit loss expense at such time. As such, the Company elected the practical expedient to not record an allowance against accrued interest receivable. During the years ended December 31, 2025, 2024 and 2023, the Company did not reverse any accrued interest on its loan assets. Equity Investments —Equity investments are accounted for pursuant to the equity method of accounting if the Company can significantly influence the operating and financial policies of the investee. The Company has noncontrolling equity interests in multiple ventures (refer to Note 8) and determined the entities to be voting interest entities. As such, its equity interests in these ventures are accounted for pursuant to the equity method of accounting. The Company’s periodic share of earnings and losses in equity method investees are included in "Earnings from equity method investments" in the Company’s consolidated statements of operations. Equity investments are included in "Equity investments" on the Company’s consolidated balance sheets. The Company acquired two equity interests from iStar in connection with the Merger. In connection with the acquisition, the Company has basis differences in these equity interests that are amortized to income over the life of the underlying assets (refer to Note 8). The Company periodically reviews equity method investments for impairment in value whenever events or changes in circumstances indicate that the carrying amount of such investments may not be recoverable. The Company will record an impairment charge to the extent that the estimated fair value of an investment is less than its carrying value and the Company determines the impairment is other-than-temporary. Impairment charges, if applicable, are recorded in "Earnings from equity method investments" in the Company’s consolidated statements of operations. Cash and cash equivalents —Cash and cash equivalents include cash held in banks or invested in money market funds, if applicable, with original maturity terms of less than 90 days. Restricted cash— Restricted cash primarily includes property escrow balances, investment deposits and cash balances required to be maintained under certain of the Company’s derivative transactions, if any. Operating lease income —Operating lease income includes rent earned from leases of land and buildings owned by the Company to its tenants. Operating lease income is recognized on the straight-line method of accounting, generally from the later of the date the lessee takes possession of the space and it is ready for its intended use or the date of acquisition 57 Table of Contents of the asset subject to existing leases. Accordingly, increases in contractual lease payments are recognized evenly over the term of the lease. The periodic difference between operating lease income recognized under this method and contractual lease payment terms is recorded as deferred operating lease income receivable and is included in "Deferred operating lease income receivable" on the Company’s consolidated balance sheets. The Company is also entitled to percentage rent, representing a portion of the lessee’s gross revenues from the properties, pursuant to some of its leases and records percentage rent as operating lease income when earned. During the years ended December 31, 2025, 2024 and 2023, the Company recorded $ 5.3 million, $ 5.3 million and $ 4.4 million, respectively, of percentage rent from operating leases. Operating lease income also includes the amortization of finite lived intangible assets and liabilities, which are amortized over the period during which the assets or liabilities are expected to contribute directly or indirectly to the future cash flows of the property acquired. The Company moves to cash basis operating lease income recognition in the period in which collectability of all lease payments is no longer considered probable. At such time, any deferred operating lease income receivable balance will be written off. If and when lease payments that were previously not considered probable of collection become probable, the Company will move back to the straight-line method of income recognition and record an adjustment to operating lease income in that period as if the lease was always on the straight-line method of income recognition. Other income —Other income primarily includes management fees (see below) from Star Holdings effective with the Merger and also includes interest income earned on the Company’s cash balances and other ancillary income. Management fees —The Company earns management fees through SpinCo Manager’s management agreement with Star Holdings pursuant to which SpinCo Manager operates and pursues the orderly monetization of Star Holding’s assets (refer to Note 15). Star Holdings paid SpinCo Manager an annual management fee of $ 25.0 million for the term ended March 31, 2024 and $ 15.0 million for the term ended March 31, 2025. The annual fee declines to $ 10.0 million and $ 7.5 million, respectively, for each of the following annual terms, and adjusts to 2.0 % of the gross book value of Star Holdings’ assets, excluding shares of the Company’s common stock held by Star Holdings , thereafter. Management fees are paid quarterly in arrears. The Company recognizes management fee income in accordance with ASC 606: Revenue from Contracts with Customers (“ASC 606”). Upon the Company’s initial evaluation of the management contract, the Company evaluated the payment terms and termination clauses and it determined the estimated term of the contract to be three years and the total transaction price to be $ 50.0 million. The Company determined that the termination fees payable by Star Holdings in year one through year three upon termination of the management agreement would be substantive and therefore termination of the management agreement would be unlikely before year four. The Company will continue to evaluate the anticipated term and total transaction price of the management agreement as it executes its performance obligations under the management agreement. Pursuant to ASC 606, the Company allocated the transaction price to its performance obligations under the management agreement. The Company determined that the management contract represents a single continuing performance obligation and tracks its progress toward satisfying its performance obligation using an input method to measure the level of effort expended during the period and time budgeted to complete its obligations, which is subject to variability based on market conditions . The Company recognizes management fee income as it satisfies the performance obligations of the contract and records management fees in “Other income” in the Company’s consolidated statements of operations. Earnings per share —The Company has one class of common stock. Earnings per share ("EPS") is calculated by dividing net income attributable to common shareholders by the weighted average number of common shares outstanding. Diluted earnings per share is calculated similarly, however, it reflects the potential dilution that could occur if securities or other contracts to issue common stock were exercised or converted into common stock, where such exercise or conversion would result in a lower earnings per share amount. Deferred expenses and other assets —Deferred expenses and other assets (refer to Note 9) includes operating lease right-of-use assets, purchase deposits, deferred financing fees associated with the Company’s unsecured revolver (refer to Note 10), derivative assets, deferred costs, leasing costs such as brokerage, legal and other costs which are amortized over the life of the respective leases and presented as an operating activity in the Company’s consolidated statements of cash flows. Amortization of leasing costs is included in "Depreciation and amortization" in the Company’s consolidated statements of operations. 58 Table of Contents Deferred financing fees —Deferred financing fees associated with the Company’s mortgages and unsecured notes are recorded in ‘‘Debt obligations, net’’ on the Company’s consolidated balance sheets. The amortization of deferred financing fees is included in ‘‘Interest expense’’ in the Company’s consolidated statements of operations. Stock-based compensation —The Company’s equity compensation plans (refer to Note 13) are designed to provide incentive compensation for officers, key employees, directors and advisors of the Company. Compensation cost for stock-based awards is measured on the grant date and adjusted over the period of the employees’ services to reflect: (i) estimated forfeitures; and (ii) the service conditions through the requisite service period. The awards generally vest ratably over a four-year service period. Compensation costs are recognized ratably over the applicable vesting/service period and recorded in "General and administrative" in the Company’s consolidated statements of operations. Income taxes —The Company (then known as iStar) elected to be taxed as a REIT under sections 856 through 859 of the Internal Revenue Code of 1986, as amended (the "Code") beginning with its taxable year ended December 31, 1998. The Company operates its business in a manner consistent with its election to be taxed as a REIT. As such, the consolidated financial statements of the Company have been prepared consistent with the Company’s qualification as a REIT for the periods presented. The Company will be subject to federal and state income taxation at corporate rates on its net taxable income; the Company, however, may claim a deduction for the amount of dividends paid to its shareholders. Amounts distributed as dividends by the Company will be subject to taxation at the stockholder level only. While the Company must distribute at least 90% of its net taxable income to qualify as a REIT, the Company intends to distribute all of its net taxable income, if any, and eliminate federal and state taxes on undistributed net taxable income. Certain states may impose minimum franchise taxes. In addition, the Company is allowed certain other non-cash deductions or adjustments, such as depreciation expense, when computing its net taxable income and distribution requirement. These deductions permit the Company to reduce its dividend payout requirement under federal tax laws. The Company’s tax years from 2019 through 2023 remain subject to examination by major tax jurisdictions. The Company has two taxable REIT subsidiaries (“TRS”), one of which was formed during the year ended December 31, 2018 and until the year ended December 31, 2023 had no material activity. The second TRS provides management services to Star Holdings and internally to the REIT. The second TRS was acquired in the Company’s acquisition of iStar and first had activity during the three months ended June 30, 2023. The Company recorded the following provision for income tax expense (benefit) for the years ended December 31, 2025 and 2024 ($ in thousands): (1)(2) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Years Ended December 31, ​ ​ 2025 ​ 2024 ​ 2023 Current tax expense ​ ​ ​ ​ ​ ​ ​ ​ ​ Federal ​ $ 544 ​ $ 938 ​ $ 1,452 State ​ ​ 683 ​ ​ 110 ​ ​ 1,593 Total current income tax expense ​ ​ 1,227 ​ ​ 1,048 ​ ​ 3,045 Deferred income tax expense (benefit) ​ ​ ​ ​ ​ ​ ​ ​ ​ Federal ​ ​ 1,003 ​ ​ 890 ​ ​ ( 528 ) State and local ​ ​ 703 ​ ​ 1,507 ​ ​ ( 798 ) Total deferred income tax expense (benefit) ​ ​ 1,706 ​ ​ 2,397 ​ ​ ( 1,326 ) Income tax (benefit) expense ​ $ 2,933 ​ $ 3,445 ​ $ 1,719 (1) During the years ended December 31, 2025, 2024 and 2023, the Company paid $ 1.6 million, $ 3.4 million and $ 5.4 million, respectively, in taxes. (2) During the year ended December 31, 2025, the Company paid federal income taxes, net of refunds, in the amount of $ 0.3 million and state income taxes, net of refunds in the amount of $ 0.4 million. State income taxes paid includes $ 0.5 million paid to New York State and New York City and refunds of incomes taxes paid in previous years of $ 0.2 million from Utah. ​ 59 Table of Contents The Company’s reconciliation of the income tax expense (benefit) if computed at the U.S. federal statutory income tax rate to the Company’s reported income tax expense (benefit) for the years ended December 31, 2025, 2024 and 2023 is as follows ($ in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Years Ended December 31, ​ ​ 2025 ​ 2024 ​ 2023 Income tax expense (benefit) of taxable subsidiaries at statutory rates ​ $ 1,382 21 % ​ $ 1,929 21 % ​ $ 3,029 21 % State income taxes, net of federal benefit ​ ​ 1,027 16 % ​ ​ 1,318 14 % ​ ​ 2,107 15 % Unrecognized tax benefit limited by section 162(m) ​ ​ 1,314 20 % ​ ​ — 0 % ​ ​ — 0 % Equity-based compensation and other permanent items ​ ​ 796 12 % ​ ​ 1,339 15 % ​ ​ — 0 % Basis adjustments ​ ​ — 0 % ​ ​ — 0 % ​ ​ ( 3,415 ) - 24 % Goodwill write off at taxable subsidiary ​ ​ — 0 % ​ ​ — 0 % ​ ​ ( 2,694 ) - 19 % Miscellaneous ​ ​ 12 0 % ​ ​ 7 0 % ​ ​ ( 49 ) 0 % Return to (benefit) provision ​ ​ ( 170 ) - 3 % ​ ​ ( 544 ) - 6 % ​ ​ 171 1 % Increase (decrease) to valuation allowance ​ ​ ( 1,428 ) - 22 % ​ ​ ( 604 ) - 7 % ​ ​ 2,570 18 % Income tax (benefit) expense ​ $ 2,933 45 % ​ $ 3,445 38 % ​ $ 1,719 12 % ​ The Company evaluates whether its deferred tax assets are realizable and recognizes a valuation allowance if, based on the available evidence, both positive and negative, it is more likely than not that some portion or all of its deferred tax assets will not be realized. When evaluating whether its deferred tax assets are realizable, the Company considers, among other matters, estimates of expected future taxable income, nature of current and cumulative losses, existing and projected book/tax differences, tax planning strategies available, and the general and industry specific economic outlook. This analysis is inherently subjective and requires the Company to forecast its business and general economic environment in future periods. Changes in estimates of the Company’s valuation allowance, if any, are included in “Income tax (expense) benefit” in the consolidated statements of operations. The Company recognizes interest expense and penalties related to uncertain tax positions, if any, as “Income tax (expense) benefit” in the Company’s consolidated statements of operations. ​ The Company had the following deferred tax assets (liabilities) as of December 31, 2025 and 2024 ($ in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, 2025 ​ December 31, 2024 Basis differences ​ $ 1,915 ​ $ 1,941 Deferred expense ​ ​ ( 259 ) ​ ​ 1,869 Deferred revenue ​ ​ ( 6 ) ​ ​ ( 11 ) Net operating loss carryforwards (1) ​ ​ 2,491 ​ ​ 3,475 Valuation allowance ​ ​ ( 625 ) ​ ​ ( 2,052 ) Deferred tax asset, net ​ $ 3,516 ​ $ 5,222 (1) The net operating loss carryforwards carry forward indefinitely and do not expire. Net operating loss deductions, however, are limited to 80 % of taxable income when utilized. ​ ​ Derivative instruments and hedging activity —The Company’s use of derivative financial instruments is associated with debt issuances and primarily limited to the utilization of interest rate swaps and interest rate caps to manage interest rate risk exposure. The Company does not enter into derivatives for trading purposes. Refer to Note 12 for more information on the Company’s derivative activity. Variable interest entities —The Company evaluates its investments and other contractual arrangements to determine if they constitute variable interests in a VIE. A VIE is an entity where a controlling financial interest is achieved through means other than voting rights. A VIE is consolidated by the primary beneficiary, which is the party that has the power to direct matters that most significantly impact the activities of the VIE and has the obligation to absorb losses or the right to receive benefits of the VIE that could potentially be significant to the VIE. This overall consolidation assessment includes a review of, among other factors, which interests create or absorb variability, contractual terms, the key decision-making powers, their impact on the VIE’s economic performance, and related party relationships. Where qualitative assessment is not conclusive, the Company performs a quantitative analysis. The Company reassesses its 60 Table of Contents evaluation of the primary beneficiary of a VIE on an ongoing basis and assesses its evaluation of an entity as a VIE upon certain reconsideration events. Fair Values —The Company is required to disclose fair value information with regard to its financial instruments, whether or not recognized in the consolidated balance sheets, for which it is practical to estimate fair value. The Financial Accounting Standards Board ("FASB") guidance defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants on the measurement date. The following fair value hierarchy prioritizes the inputs to be used in valuation techniques to measure fair value: Level 1: unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities; Level 2: quoted prices in markets that are not active, or inputs which are observable, either directly or indirectly, for substantially the full term of the asset or liability; and Level 3: prices or valuation techniques that require inputs that are both significant to the fair value measurement and unobservable (i.e., supported by little or no market activity). The Company determines the estimated fair values of financial assets and liabilities based on a hierarchy that distinguishes between market participant assumptions based on market data obtained from sources independent of the Company and the Company’s own assumptions about market participant assumptions. The following table presents the carrying value and fair value for the Company’s financial instruments ($ in millions): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ As of December 31, 2025 ​ As of December 31, 2024 ​ ​ Carrying ​ Fair ​ Carrying ​ Fair ​ ​ ​ ​ Value ​ ​ ​ Value ​ ​ ​ Value ​ ​ ​ Value Assets ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net investment in sales-type leases (1) ​ $ 3,564 ​ $ 3,576 ​ $ 3,455 ​ $ 3,680 Ground Lease receivables (1) ​ 2,004 ​ 2,159 ​ 1,833 ​ 2,043 Loans receivable, net (1) ​ ​ 46 ​ ​ 46 ​ ​ — ​ ​ — Loans receivable, net - related party (1) ​ ​ 113 ​ ​ 116 ​ ​ 112 ​ ​ 115 Cash and cash equivalents (2) ​ 22 ​ 22 ​ 8 ​ 8 Restricted cash (2) ​ 9 ​ 9 ​ 9 ​ 9 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Liabilities ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Debt obligations, net (1) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Level 1 ​ ​ 1,429 ​ ​ 1,414 ​ ​ 1,426 ​ ​ 1,335 Level 3 ​ ​ 3,157 ​ ​ 2,656 ​ ​ 2,891 ​ ​ 2,351 Total debt obligations, net ​ ​ 4,586 ​ 4,070 ​ 4,317 ​ 3,686 (1) The fair value of the Company’s net investment in sales-type leases, Ground Lease receivables, loans receivable, net and loans receivable, net – related party are classified as Level 3 within the fair value hierarchy . The fair value of the Company’s debt obligations traded in secondary markets are classified as Level 1 within the fair value hierarchy and the fair value of the Company’s debt obligations not traded in secondary markets are classified as Level 3 within the fair value hierarchy. (2) The Company determined the carrying values of its cash and cash equivalents and restricted cash approximated their fair values and are classified as Level 1 within the fair value hierarchy. ​ Redeemable Noncontrolling Interests —In February 2022, the Company sold 108,571 Caret units (refer to Note 13) for $ 19.0 million to third-party investors and received a commitment from an existing shareholder (which was affiliated with one of the Company’s former independent directors) for the purchase of 28,571 Caret units for $ 5.0 million (which did not close). As part of the sale, the Company agreed to use commercially reasonable efforts to provide public market liquidity for such Caret units by seeking to provide a listing of the Caret units, or securities into which they may be exchanged, within two years of the sale. Because public market liquidity was not achieved by February 2024, the investors in the February 2022 transaction had the right to cause their Caret units purchased in February 2022 to be redeemed by Portfolio Holdings at their original purchase price less the amount of distributions previously made on such units. During the three months ended March 31, 2024, the redemption option was extended to April 2024. In April 2024, all of the investors in the February 2022 transaction exercised this right and elected to have their Caret units redeemed at the original purchase price less the amount of distributions previously made on such units . The Company classified these redeemable Caret units in accordance with Accounting Standards Codification (“ASC”) 480: Distinguishing Liabilities from Equity. ASC 480-10-S99-3A requires that equity securities redeemable at 61 Table of Contents the option of the holder be classified outside of permanent stockholders’ equity. The Company classified redeemable Caret units as “Redeemable noncontrolling interests” in its consolidated balance sheets and consolidated statements of changes in equity. The redeemable noncontrolling interest’s carrying amount was equal to the higher of (i) the initial carrying amount, increased or decreased for the redeemable noncontrolling interest’s share of net income or loss and dividends; or (ii) the redemption value. Acquisitions —The Company evaluates each acquisition transaction to determine whether the acquired asset meets the definition of a business. Under ASC 805, an acquisition does not qualify as a business when (i) substantially all of the fair value is concentrated in a single identifiable asset or group of similar identifiable assets; (ii) the acquisition does not include a substantive process in the form of an acquired workforce; or (iii) there is an acquired contract that cannot be replaced without significant cost, effort or delay. Acquisitions of a business are accounted for as business combinations and other acquisition transactions are accounted for as asset acquisitions. Transaction costs related to asset acquisitions are capitalized as part of the cost basis of the acquired assets, while transaction costs related to business combinations are expensed as incurred. ​ The Company’s acquisition of iStar in 2023 was accounted for as a business combination. For business combinations, the Company recognizes and measures identifiable assets acquired, liabilities assumed and any noncontrolling interest in the acquiree at their fair values on the Company’s consolidated balance sheets. I n a business combination, the difference, if any, between the purchase consideration and the fair value of identifiable net assets acquired is either recorded as goodwill or as a bargain purchase gain. During the three months ended September 30, 2023, the Company experienced a precipitous and sustained decline in the price per share of its common stock, which it identified as an indicator of goodwill impairment. As a result, the Company performed an interim goodwill evaluation. At that time, the Company determined that its current operations are carried out through a single reporting unit with a carrying value of approximately $ 2.4 billion. The estimated fair value of the Company was determined to be the Company’s market capitalization adjusted for a control premium estimated by the Company representing an amount a market participant would pay to obtain a controlling interest in the Company. The Company determined that its carrying value exceeded its estimated fair value and therefore recorded an impairment of goodwill. The Company recorded a $ 145.4 million full impairment of the goodwill recognized as a result of the Merger, which is recorded as a non-cash charge in “Impairment of goodwill” in the Company’s consolidated statements of operations. Goodwill did not have any tax impact on the Company’s financial statements. ​ Fair values are based on available information including discounted cash flow analysis or similar fair value models. Fair value estimates are also made using significant assumptions such as capitalization rates, discount rates, fair market lease rates and other market data. The fair value of the Company’s interests in equity investments acquired is calculated using the fair value of the investments held by the venture, which are valued using methods as described above, and considers the Company’s economics in the venture. ​ The fair value of financial instruments, which could include loans receivable or net investment in sales-type leases, is based on current market conditions and loan or lease agreements in place. The fair value of tangible assets, which could include land, buildings, building improvements and tenant improvements is determined as if these assets are vacant. Intangible assets may include the value of right of use lease assets, above-market leases and in-place leases. As lessee, right of use lease assets and lease liabilities are measured at the present value of lease payments not yet paid, discounted at the implied rate charged by the lessor if that rate is readily determinable, or if that rate is not readily determinable, the Company's incremental borrowing rate, as of the date of the acquisition. As lessee, operating lease right of use assets are included in “Deferred expenses and other assets, net” and operating lease liabilities are recorded in “Accounts payable, accrued expenses and other liabilities” on the Company’s consolidated balance sheets. As lessee, above-market operating lease intangibles and below-market lease assets are each recorded at their fair values and included in “Deferred expenses and other assets, net” on the Company’s consolidated balance sheets. ​ ​ 62 Table of Contents Note 4—Net Investment in Sales-type Leases and Ground Lease Receivables The Company classifies certain of its Ground Leases as sales-type leases and records the leases within "Net investment in sales-type leases" on the Company’s consolidated balance sheets and records interest income in "Interest income from sales-type leases" in the Company’s consolidated statements of operations. In addition, the Company may enter into transactions whereby it acquires land and enters into Ground Leases directly with the seller. These Ground Leases qualify as sales-type leases and, as such, do not qualify for sale leaseback accounting and are accounted for as financing receivables in accordance with ASC 310 - Receivables and are included in "Ground Lease receivables" on the Company’s consolidated balance sheets. The Company records interest income from Ground Lease receivables in "Interest income from sales-type leases" in the Company’s consolidated statements of operations. In May 2023, the Company entered into a joint venture with a sovereign wealth fund, which was and is also an existing shareholder, focused on new acquisitions for certain Ground Lease investments. The Company committed approximately $ 275 million for a 55 % controlling interest in the joint venture and the sovereign wealth fund committed approximately $ 225 million for a 45 % noncontrolling interest in the joint venture. Each party’s commitment is discretionary. The joint venture is a voting interest entity and the Company consolidates the joint venture in its financial statements due to its controlling interest. The Company receives a management fee, measured on an asset-by-asset basis, equal to 25 basis points on invested equity for such asset for the first five years following its acquisition, and 15 basis points on invested equity thereafter. The Company will also receive a promote of 15 % over a 9 % internal rate of return, subject to a 1.275 x multiple on invested capital. Since formation through August 30, 2024, the joint venture acquired nine Ground Leases for an aggregate purchase price of $ 170.4 million, of which $ 101.2 million had been funded as of August 30, 2024. On August 30, 2024, the Company acquired its partners’ share of the outstanding commitment for all existing Ground Leases in the venture for $ 48.3 million. The excess of the purchase price and related transaction costs over the carrying value of $ 46.0 million was recorded as a reduction to additional paid-in capital in the Company’s consolidated statement of changes in equity. The venture remains in place, and the partner's participation right in certain qualifying Ground Lease investment opportunities expired on September 30, 2024. ​ In November 2023, the Company sold a Ground Lease to a third-party for $ 4.2 million and recognized a gain of $ 0.4 million in “Gain on sale of Ground Leases” in the Company’s consolidated statements of operations for the year ended December 31, 2023. ​ In January 2024, the Company acquired a Ground Lease from the Ground Lease Plus Fund for $ 38.3 million, excluding amounts funded by the Company pursuant to a leasehold improvement allowance (refer to Note 8 and Note 15). ​ The Company’s net investment in sales-type leases were comprised of the following ($ in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, 2025 ​ ​ ​ December 31, 2024 Total undiscounted cash flows (1) ​ $ 34,314,838 ​ $ 32,934,705 Unguaranteed estimated residual value (1) ​ 3,099,768 ​ 3,039,649 Present value discount ​ ( 33,840,181 ) ​ ( 32,512,580 ) Allowance for credit losses ​ ​ ( 10,750 ) ​ ​ ( 6,821 ) Net investment in sales-type leases ​ $ 3,563,675 ​ $ 3,454,953 (1) As of December 31, 2025, total discounted cash flows were approximately $ 3,541 million and the discounted unguaranteed estimated residual value was $ 33.7 million. As of December 31, 2024, total discounted cash flows were approximately $ 3,430 million and the discounted unguaranteed estimated residual value was $ 32.0 million. ​ 63 Table of Contents The following table presents a rollforward of the Company’s net investment in sales-type leases and Ground Lease receivables for the year ended December 31, 2025 ($ in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net Investment in ​ ​ ​ Ground Lease ​ ​ ​ ​ ​ ​ ​ Sales-type Leases ​ Receivables ​ Total Beginning balance ​ $ 3,454,953 ​ $ 1,833,398 ​ $ 5,288,351 Origination/acquisition/fundings (1) ​ 47,209 ​ 135,680 ​ 182,889 Accretion ​ 65,442 ​ 36,061 ​ 101,503 Provision for credit losses ​ ​ ( 3,929 ) ​ ​ ( 1,208 ) ​ ​ ( 5,137 ) Ending balance (2) ​ $ 3,563,675 ​ $ 2,003,931 ​ $ 5,567,606 (1) The net investment in sales-type leases is initially measured at the present value of the fixed and determinable lease payments, including any guaranteed or unguaranteed estimated residual value of the asset at the end of the lease, discounted at the rate implicit in the lease. For newly originated or acquired Ground Leases, the Company’s estimate of residual value equals the fair value of the land at lease commencement. (2) As of December 31, 2025 and 2024, all of the Company’s net investment in sales-type leases and Ground Lease receivables were current in their payment status. As of December 31, 2025, the Company’s weighted average accrual rate for its net investment in sales-type leases and Ground Lease receivables was 5.3 % and 5.7 % , respectively. As of December 31, 2025, the weighted average remaining life of the Company’s 55 Ground Lease receivables was 96.3 years. 64 Table of Contents Allowance for Credit Losses —Changes in the Company’s allowance for credit losses on net investment in sales-type leases and Ground Lease receivables for the years ended December 31, 2025, 2024 and 2023 were as follows ($ in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net investment in sales-type leases ​ ​ Stabilized ​ Development ​ Unfunded ​ ​ Year Ended December 31, 2025 ​ Properties ​ Properties ​ Commitments ​ Total Allowance for credit losses at beginning of period ​ $ 6,385 ​ $ 436 ​ $ — ​ $ 6,821 Provision for (recovery of) credit losses (1) ​ ​ 3,829 ​ 100 ​ 32 ​ 3,961 Allowance for credit losses at end of period (2) ​ $ 10,214 ​ $ 536 ​ $ 32 ​ $ 10,782 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended December 31, 2024 ​ ​ ​ ​ ​ ​ ​ ​ Allowance for credit losses at beginning of period ​ $ 387 ​ $ 78 ​ $ — ​ $ 465 Provision for (recovery of) credit losses (1) ​ ​ 5,998 ​ 358 ​ — ​ 6,356 Allowance for credit losses at end of period (2) ​ $ 6,385 ​ $ 436 ​ $ — ​ $ 6,821 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended December 31, 2023 ​ ​ ​ ​ ​ ​ ​ ​ Allowance for credit losses at beginning of period ​ $ — ​ $ — ​ $ — ​ $ — Impact from adoption of new accounting standard (refer to Note 3) (3) ​ ​ 280 ​ ​ 71 ​ ​ 6 ​ ​ 357 Provision for (recovery of) credit losses (1) ​ ​ 107 ​ 7 ​ ( 6 ) ​ 108 Allowance for credit losses at end of period (2) ​ $ 387 ​ $ 78 ​ $ — ​ $ 465 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Ground Lease receivables ​ ​ Stabilized ​ Development ​ Unfunded ​ ​ Year Ended December 31, 2025 ​ Properties ​ Properties ​ Commitments ​ Total Allowance for credit losses at beginning of period ​ $ 2,652 ​ $ 1,012 ​ $ 37 ​ $ 3,701 Provision for (recovery of) credit losses (1) ​ ​ 935 ​ 273 ​ 47 ​ 1,255 Allowance for credit losses at end of period (2) ​ $ 3,587 ​ $ 1,285 ​ $ 84 ​ $ 4,956 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended December 31, 2024 ​ ​ ​ ​ ​ ​ ​ ​ Allowance for credit losses at beginning of period ​ $ 123 ​ $ 246 ​ $ 37 ​ $ 406 Provision for (recovery of) credit losses (1) ​ ​ 2,529 ​ 766 ​ — ​ 3,295 Allowance for credit losses at end of period (2) ​ $ 2,652 ​ $ 1,012 ​ $ 37 ​ $ 3,701 ​ ​ ​ ​ ​ Year Ended December 31, 2023 ​ ​ ​ ​ ​ ​ ​ ​ Allowance for credit losses at beginning of period ​ $ — ​ $ — ​ $ — ​ $ — Impact from adoption of new accounting standard (refer to Note 3) (3) ​ ​ 102 ​ ​ 97 ​ ​ 84 ​ ​ 283 Provision for (recovery of) credit losses (1) ​ ​ 21 ​ 149 ​ ( 47 ) ​ 123 Allowance for credit losses at end of period (2) ​ $ 123 ​ $ 246 ​ $ 37 ​ $ 406 (1) The provision for credit losses for the year ended December 31, 2025 was due primarily to growth in the portfolio during the period. The provision for credit losses for the year ended December 31, 2024 was due primarily to enhancements to the Company’s general provision for credit loss methodology in the third quarter of 2024 (refer to Note 3), current market conditions and growth in the portfolio during the period. During the year ended December 31, 2023, the Company recorded a provision for credit losses on net investment in sales-type leases and Ground Lease receivables of $ 0.1 million and $ 0.2 million, respectively. The provision for credit losses was due primarily to a declining macroeconomic forecast since December 31, 2022. (2) Allowance for credit losses on unfunded commitments is recorded in “Accounts payable and accrued expenses” on the Company’s consolidated balance sheets. (3) On January 1, 2023, the Company recorded an allowance for credit losses on net investment in sales-type leases of $ 0.4 million and an allowance for credit losses on Ground Lease receivables of $ 0.2 million upon the adoption of ASU 2016-13. The Company also recorded an allowance for credit losses of $ 0.1 million related to expected credit losses for unfunded commitments and was recorded in "Accounts payable, accrued expenses and other liabilities." ​ ​ ​ 65 Table of Contents The Company’s amortized cost basis in net investment in sales-type leases and Ground Lease receivables, presented by year of origination and by stabilized or development status, was as follows as of December 31, 2025 ($ in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year of Origination ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 2025 ​ ​ ​ 2024 ​ ​ ​ 2023 ​ ​ ​ 2022 ​ ​ ​ 2021 ​ ​ ​ Prior to 2021 ​ ​ ​ Total Net investment in sales-type leases ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Stabilized properties ​ $ 22,955 ​ $ 36,488 ​ $ 51,253 ​ $ 665,105 ​ $ 1,119,446 ​ $ 1,329,290 ​ $ 3,224,537 Development properties ​ 21,606 ​ 114,401 ​ 22,498 ​ 39,194 ​ 123,669 ​ 28,520 ​ 349,888 Total ​ $ 44,561 ​ $ 150,889 ​ $ 73,751 ​ $ 704,299 ​ $ 1,243,115 ​ $ 1,357,810 ​ $ 3,574,425 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year of Origination ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 2025 ​ ​ ​ 2024 ​ ​ ​ 2023 ​ ​ ​ 2022 ​ ​ ​ 2021 ​ ​ ​ Prior to 2021 ​ ​ ​ Total Ground Lease receivables ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Stabilized properties ​ $ 38,076 ​ $ — ​ $ 19,950 ​ $ 158,930 ​ $ 204,531 ​ $ 655,451 ​ $ 1,076,938 Development properties ​ 58,861 ​ 128,497 ​ 24,890 ​ 639,514 ​ 80,103 ​ — ​ 931,865 Total ​ $ 96,937 ​ $ 128,497 ​ $ 44,840 ​ $ 798,444 ​ $ 284,634 ​ $ 655,451 ​ $ 2,008,803 ​ The Company’s amortized cost basis in net investment in sales-type leases and Ground Lease receivables, presented by year of origination and by stabilized or development status, was as follows as of December 31, 2024 ($ in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year of Origination ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 2024 ​ ​ ​ 2023 ​ ​ ​ 2022 ​ ​ ​ 2021 ​ ​ ​ 2020 ​ ​ ​ Prior to 2020 ​ ​ ​ Total Net investment in sales-type leases ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Stabilized properties ​ $ 35,730 ​ $ 50,191 ​ $ 653,702 ​ $ 1,096,444 ​ $ 214,396 ​ $ 1,089,992 ​ $ 3,140,455 Development properties ​ 111,329 ​ 22,062 ​ 38,488 ​ 121,412 ​ — ​ 28,028 ​ 321,319 Total ​ $ 147,059 ​ $ 72,253 ​ $ 692,190 ​ $ 1,217,856 ​ $ 214,396 ​ $ 1,118,020 ​ $ 3,461,774 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year of Origination ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 2024 ​ ​ ​ 2023 ​ ​ ​ 2022 ​ ​ ​ 2021 ​ ​ ​ 2020 ​ ​ ​ Prior to 2020 ​ ​ ​ Total Ground Lease receivables ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Stabilized properties ​ $ — ​ $ 19,524 ​ $ 155,921 ​ $ 200,819 ​ $ 184,071 ​ $ 458,982 ​ $ 1,019,317 Development properties ​ 87,601 ​ 23,487 ​ 628,029 ​ 78,628 ​ — ​ — ​ 817,745 Total ​ $ 87,601 ​ $ 43,011 ​ $ 783,950 ​ $ 279,447 ​ $ 184,071 ​ $ 458,982 ​ $ 1,837,062 ​ Future Minimum Lease Payments under Sales-type Leases —Future minimum lease payments to be collected under sales-type leases accounted for under ASC 842 - Leases, excluding lease payments that are not fixed and determinable, in effect as of December 31, 2025, are as follows by year ($ in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Fixed Bumps ​ ​ ​ ​ ​ ​ ​ Fixed Bumps ​ ​ ​ ​ with ​ ​ ​ ​ ​ with Inflation ​ Fixed ​ Percentage ​ ​ ​ ​ ​ ​ ​ Adjustments ​ ​ ​ Bumps ​ ​ ​ Rent ​ ​ ​ Total 2026 ​ $ 110,761 ​ $ 8,580 ​ $ 1,545 ​ $ 120,886 2027 ​ 113,326 ​ 9,320 ​ 1,695 ​ 124,341 2028 ​ 115,657 ​ 9,595 ​ 1,746 ​ 126,998 2029 ​ 118,241 ​ 9,785 ​ 1,753 ​ 129,779 2030 ​ ​ 121,406 ​ ​ 11,005 ​ ​ 1,753 ​ ​ 134,164 Thereafter ​ 29,880,753 ​ 3,513,757 ​ 284,160 ​ 33,678,670 Total undiscounted cash flows ​ $ 30,460,144 ​ $ 3,562,042 ​ $ 292,652 ​ $ 34,314,838 ​ 66 Table of Contents During the years ended December 31, 2025, 2024 and 2023, the Company recognized interest income from sales-type leases in its consolidated statements of operations as follows ($ in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net Investment ​ ​ ​ Ground ​ ​ ​ ​ ​ ​ ​ in Sales-type ​ Lease ​ ​ ​ Year Ended December 31, 2025 ​ ​ ​ Leases ​ ​ ​ Receivables ​ ​ ​ Total Cash ​ $ 115,853 ​ $ 68,721 ​ $ 184,574 Non-cash ​ 65,442 ​ 36,061 ​ 101,503 Total interest income from sales-type leases ​ $ 181,295 ​ $ 104,782 ​ $ 286,077 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended December 31, 2024 ​ ​ ​ ​ ​ ​ Cash ​ $ 111,909 ​ $ 60,486 ​ $ 172,395 Non-cash ​ 61,090 ​ 30,765 ​ 91,855 Total interest income from sales-type leases ​ $ 172,999 ​ $ 91,251 ​ $ 264,250 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended December 31, 2023 ​ ​ ​ ​ ​ ​ Cash ​ $ 101,306 ​ $ 50,417 ​ $ 151,723 Non-cash ​ 57,913 ​ 25,867 ​ 83,780 Total interest income from sales-type leases ​ $ 159,219 ​ $ 76,284 ​ $ 235,503 ​ ​ Note 5—Real Estate, Real Estate-Related Intangibles and Real Estate Available and Held for Sale The Company’s real estate assets consist of the following ($ in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ As of ​ ​ ​ ​ December 31, 2025 ​ ​ ​ December 31, 2024 Land and land improvements, at cost ​ $ 547,739 ​ $ 547,739 Buildings and improvements, at cost ​ 193,232 ​ 193,232 Less: accumulated depreciation ​ ( 52,222 ) ​ ( 46,428 ) Total real estate, net ​ $ 688,749 ​ $ 694,543 Real estate-related intangible assets, net ​ 204,016 ​ 208,731 Real estate available and held for sale ​ ​ 2,028 ​ ​ 7,233 Total real estate, net and real estate-related intangible assets, net and real estate available and held for sale ​ $ 894,793 ​ $ 910,507 ​ 67 Table of Contents Real estate-related intangible assets, net consist of the following items ($ in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ As of December 31, 2025 ​ ​ Gross ​ Accumulated ​ Carrying ​ ​ Intangible ​ Amortization ​ Value Above-market lease assets, net (1) ​ $ 186,002 ​ $ ( 24,658 ) ​ $ 161,344 In-place lease assets, net (2) ​ 70,445 ​ ( 28,463 ) ​ 41,982 Other intangible assets, net ​ 750 ​ ( 60 ) ​ 690 Total ​ $ 257,197 ​ $ ( 53,181 ) ​ $ 204,016 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ As of December 31, 2024 ​ ​ Gross ​ Accumulated ​ Carrying ​ ​ ​ ​ Intangible ​ ​ ​ Amortization ​ ​ ​ Value Above-market lease assets, net (1) ​ $ 186,002 ​ $ ( 21,524 ) ​ $ 164,478 In-place lease assets, net (2) ​ 69,631 ​ ( 26,076 ) ​ 43,555 Other intangible assets, net ​ 750 ​ ( 52 ) ​ 698 Total ​ $ 256,383 ​ $ ( 47,652 ) ​ $ 208,731 (1) Above-market lease assets are recognized during asset acquisitions when the present value of market rate rental cash flows over the term of a lease is less than the present value of the contractual in-place rental cash flows. Above-market lease assets are amortized over the non-cancelable term of the leases. (2) In-place lease assets are recognized during asset acquisitions and are estimated based on the value associated with the costs avoided in originating leases comparable to the acquired in-place leases as well as the value associated with lost rental revenue during the assumed lease-up period. In-place lease assets are amortized over the non-cancelable term of the leases. The amortization of real estate-related intangible assets had the following impact on the Company’s consolidated statements of operations for the years ended December 31, 2025, 2024 and 2023 ($ in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Income Statement ​ For the Years Ended December 31, Intangible asset ​ ​ ​ Location ​ 2025 ​ ​ ​ 2024 ​ ​ ​ 2023 Above-market lease assets (decrease to income) Operating lease income ​ $ 3,135 ​ $ 3,135 ​ $ 3,135 In-place lease assets (decrease to income) Depreciation and amortization ​ 2,386 ​ 3,526 ​ 3,540 Other intangible assets (decrease to income) Operating lease income ​ 8 ​ 8 ​ 8 ​ 68 Table of Contents The estimated expense from the amortization of real estate-related intangible assets for each of the five succeeding fiscal years is as follows ($ in thousands): (1) ​ ​ ​ ​ Year ​ ​ ​ Amount 2026 ​ $ 3,538 2027 ​ ​ 3,538 2028 ​ 3,530 2029 ​ 3,530 2030 ​ 3,530 (1) As of December 31, 2025, the weighted average amortization period for the Company’s real estate-related intangible assets was approximately 81.6 years. Real estate-related intangible liabilities, net consist of the following items ($ in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ As of December 31, 2025 ​ ​ Gross ​ Accumulated ​ Carrying ​ ​ Intangible ​ Amortization ​ Value Below-market lease liabilities (1) ​ $ 68,618 ​ $ ( 6,529 ) ​ $ 62,089 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ As of December 31, 2024 ​ ​ Gross ​ Accumulated ​ Carrying ​ ​ Intangible ​ Amortization ​ Value Below-market lease liabilities (1) ​ $ 68,618 ​ $ ( 5,696 ) ​ $ 62,922 (1) Below-market lease liabilities are recognized during asset acquisitions when the present value of market rate rental cash flows over the term of a lease exceeds the present value of the contractual in-place rental cash flows. Below-market lease liabilities are amortized over the non-cancelable term of the leases. The amortization of real estate-related intangible liabilities had the following impact on the Company’s consolidated statements of operations for the years ended December 31, 2025, 2024 and 2023 ($ in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Income Statement ​ For the Years Ended December 31, Intangible liability ​ ​ ​ Location ​ ​ ​ 2025 ​ ​ ​ 2024 ​ ​ ​ 2023 Below-market lease liabilities (increase to income) Operating lease income ​ $ 833 ​ $ 833 ​ $ 837 ​ Future Minimum Operating Lease Payments —Future minimum lease payments to be collected under non-cancelable operating leases, excluding lease payments that are not fixed and determinable, in effect as of December 31, 2025, are as follows by year ($ in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Fixed Bumps ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Fixed ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ with ​ ​ ​ ​ ​ ​ ​ Bumps with ​ ​ ​ ​ ​ Inflation- ​ Inflation ​ Fixed ​ Percentage ​ Percentage ​ ​ ​ Year ​ ​ ​ Linked ​ ​ ​ Adjustments ​ ​ ​ Bumps ​ ​ ​ Rent (1) ​ ​ ​ Rent ​ ​ ​ Total 2026 ​ $ 7,599 ​ $ 18,469 ​ $ 2,357 ​ $ 5,807 ​ $ 421 ​ $ 34,653 2027 ​ 7,599 ​ 18,856 ​ 2,388 ​ 5,807 ​ 421 ​ 35,071 2028 ​ 7,599 ​ 19,203 ​ 2,421 ​ ​ 5,807 ​ 304 ​ 35,334 2029 ​ 7,599 ​ 19,558 ​ ​ 2,453 ​ ​ 5,807 ​ ​ — ​ 35,417 2030 ​ ​ 7,599 ​ ​ 19,918 ​ ​ 2,490 ​ ​ 5,807 ​ ​ — ​ ​ 35,814 Thereafter ​ 425,575 ​ 4,267,323 ​ 425,745 ​ 13,643 ​ — ​ 5,132,286 (1) The tenant under the Park Hotels master lease elected to extend the leases underlying three of the five hotels past the initial lease maturity of December 2025. On October 22, 2025, the Company sent the tenant under the Park Hotels master lease a termination notice for all five hotels and commenced litigation against its tenant and Park Intermediate Holdings LLC, guarantor under the master lease, for certain breaches, among other things, related to the maintenance and operations of the hotels. There are no assurances that the Company will be able to terminate the master lease or prevail in its litigation. ​ 69 Table of Contents Note 6—Loans Receivable, net In the second quarter of 2025, the Company originated leasehold loans in conjunction with its Ground Leases. These leasehold loans allow the Company’s Ground Lease tenants to receive their full capital structure needs from one source. As of December 31, 2025, the Company had four senior mortgages with an aggregate outstanding principal balance of $ 46.0 million and an aggregate carrying value of $ 46.1 million. The Company’s four leasehold loans have initial maturities that range from May 2028 to December 2029, excluding all extension options that can be exercised by the borrower subject to certain conditions, and accrue interest at a weighted average rate of 6.17 %, assuming a SOFR rate of 3.69 % as of December 31, 2025 for the Company’s three floating rate loans. ​ Credit Characteristics— As part of the Company’s process for monitoring the credit quality of its leasehold loans, it performs a quarterly loan portfolio assessment and assigns risk ratings to each of its performing loans. Risk ratings, which range from 1 (lower risk) to 5 (higher risk), are based on judgments which are inherently uncertain, and there can be no assurance that actual performance will be similar to current expectations. The Company designates loans as non-performing at such time as: (1) interest payments become 90 days delinquent; (2) the loan has a maturity default; or (3) management determines it is probable that we will be unable to collect all amounts due according to the contractual terms of the loan. All non-performing loans, if any, are placed on non-accrual status and income is only recognized in certain cases upon actual cash receipt. As of December 31, 2025, all of the Company’s leasehold loans were current in their payment status and had a risk rating of 3. Allowance for Credit Losses —During the year ended December 31, 2025, the Company recorded a provision for credit losses (refer to Note 3) of $ 1.4 million on its leasehold loans, including $ 1.1 million related to unfunded commitments. Allowances on unfunded commitments are recorded in “Accounts payable and accrued expenses” on the Company’s consolidated balance sheets. The provision for credit losses during the year ended December 31 was due to the origination of new loans during the period. Unfunded Commitments —The Company has commitments to fund construction and development loans over a period of time if and when its borrowers meet established milestones and other performance criteria. The Company refers to these arrangements as performance-based commitments. As of December 31, 2025, the Company had $ 137.7 million of such commitments. ​ Note 7—Loan Receivable, net — Related Party On March 31, 2023, the Company, as lender and as administrative agent, and Star Holdings, as borrower, entered into a senior secured term loan facility, which was amended on October 4, 2023 and March 28, 2025, in an aggregate principal amount of $ 115.0 million (the “Secured Term Loan Facility”) and an additional commitment amount of up to $ 25.0 million at Star Holding’s election (the “Incremental Term Loan Facility”, together with the Secured Term Loan Facility, as amended, the “Star Holdings Term Loan Facility”). During the years ended December 31, 2025, 2024 and 2023, the Company recorded $ 9.4 million, $ 9.5 million and $ 7.1 million, respectively, of interest income on the Star Holdings Term Loan Facility, which is recorded in “Interest income – related party” in the Company’s consolidated statements of operations. As of both December 31, 2025 and 2024, the Star Holdings Term Loan Facility had a principal balance of $ 115.0 million. The Star Holdings Term Loan Facility is a secured credit facility. Borrowings under the Star Holdings Term Loan Facility bear interest at a fixed rate of 8.00 % per annum, which may increase to 10.00 % per annum if any loans remain outstanding under the Incremental Term Loan Facility. On March 28, 2025, the Company and Star Holdings entered into an amendment to the Star Holdings Term Loan Facility that extended the maturity date by one year to March 31, 2028, provides that Star Holdings may re-borrow amounts that have been repaid on the Incremental Term Loan Facility and permits Star Holdings to repurchase up to $ 10.0 million in shares of its common stock, subject to certain conditions. The Star Holdings Term Loan Facility is secured by a first-priority perfected security pledge of all the equity interests in Star Holding’s primary real estate subsidiary. Since the first quarter of 2024, within five business days after Star Holdings has delivered its unaudited quarterly financial statements, Star Holdings has been required to apply any unrestricted cash on its balance sheet in excess of the aggregate of (i) an operating reserve; and (ii) $ 50 million, to prepay the Star Holdings Term Loan Facility or alternatively, with the consent of the Company, Star Holdings may apply such cash to prepay its margin loan facility with Morgan Stanley Bank, N.A., which is secured by Star Holdings’ shares of the Company’s 70 Table of Contents common stock, in lieu of any prepayment of the Star Holdings Term Loan Facility. The operating reserve is calculated on a quarterly basis and is equal to the aggregate of projected operating expenses (including payments to the Star Holdings local property consultants but excluding management fees and public company costs), projected land carry costs, projected capital expenditure and projected interest expense on the margin loan facility and the Star Holdings Term Loan Facility for the next twelve months; less the projected operating revenues for the next twelve months consistent with the operating budget approved by the Company. ​ The Star Holdings Term Loan Facility contains certain customary covenants, including affirmative covenants on reporting, maintenance of property, continued ownership of interests in the Company as well as negative covenants relating to investments, indebtedness and liens, fundamental changes, asset dispositions, repayments, distributions and affiliate transactions. Furthermore, the Star Holdings Term Loan Facility contains customary events of default, including payment defaults, failure to perform covenants, cross-default and cross acceleration to other indebtedness, including the margin loan facility, impairment of security interests and change of control. ​ During the years ended December 31, 2025, 2024 and 2023, the Company recorded a provision for (recovery of) credit losses of ($ 0.1 ) million, ($ 0.1 ) million and $ 2.4 million, respectively, on the Star Holdings Term Loan Facility which was originated at the time of the Merger in conjunction with the Spin-Off. ​ Note 8—Equity Investments The Company’s equity investments and its proportionate share of earnings (losses) from equity investments were as follows ($ in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Earnings from ​ ​ Carrying Value ​ Equity Method Investments (1) ​ ​ as of ​ For The Years Ended ​ ​ December 31, ​ December 31, ​ December 31, ​ ​ 2025 ​ ​ ​ 2024 ​ ​ ​ 2025 ​ ​ ​ 2024 ​ 2023 Equity investment ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 425 Park Avenue ​ $ 139,592 ​ $ 137,348 ​ $ 3,617 ​ $ 3,245 ​ $ 3,536 32 Old Slip ​ 67,865 ​ 57,574 ​ 4,747 ​ 5,662 ​ 5,670 Ground Lease Plus Fund (1) ​ ​ 30,787 ​ ​ 30,103 ​ ​ 1,261 ​ ​ 2,271 ​ ​ 5,415 Leasehold Loan Fund (2) ​ ​ 42,606 ​ ​ 25,009 ​ ​ 9,264 ​ ​ 11,799 ​ ​ 9,608 Total ​ $ 280,850 ​ $ 250,034 ​ $ 18,889 ​ $ 22,977 ​ $ 24,229 (1) As of December 31, 2025, the Company has a basis difference of $ 12.4 million in the Ground Lease Plus Fund. During the years ended December 31, 2025, 2024 and 2023, $ 7.0 million, ($ 0.1 ) million and $ 2.4 million, respectively, of the basis difference was recognized as an increase (decrease) to earnings from equity method investments. (2) As of December 31, 2025, the Company has a basis difference of $ 2.7 million in the Leasehold Loan Fund that will be amortized over a weighted average remaining term of 0.5 years using the effective interest method. During the years ended December 31, 2025, 2024 and 2023, $ 3.8 million, $ 4.8 million and $ 3.0 million, respectively, of the basis difference was amortized as an increase to earnings from equity method investments. ​ 425 Park Avenue —In August 2019, the Company formed a venture with a sovereign wealth fund that was and is an existing shareholder of the Company to acquire the existing Ground Lease at 425 Park Avenue in New York City. The venture acquired the Ground Lease in November 2019. The Company has a 54.8 % noncontrolling equity interest in the venture and is the manager of the venture. ​ 32 Old Slip —In June 2021, the Company acquired a 29.2 % noncontrolling equity interest in a Ground Lease at an office property in New York City. ​ Ground Lease Plus Fund —The Company manages a fund that targets the origination and acquisition of Ground Leases for commercial real estate projects that are in a pre-development phase (the “Ground Lease Plus Fund”). The Company owns a 53.2 % noncontrolling equity interest in the Ground Lease Plus Fund. The Company does not have a controlling interest in the Ground Lease Plus Fund due to the substantive participating rights of its partner and accounts for this investment as an equity method investment. The Company receives a fee from its partner in exchange for managing the entity and is also entitled to a promote payment on investments in the Ground Lease Plus Fund. 71 Table of Contents In November 2021, iStar acquired land for $ 33.3 million and simultaneously structured and entered into a Ground Lease on which a multi-family project would be constructed (refer also to Note 15). In December 2021, iStar sold the Ground Lease to the Ground Lease Plus Fund and recognized no gain or loss on the sale. At the time of iStar’s acquisition in November 2021, the Company and iStar entered into an agreement pursuant to which the Company would acquire the land and related Ground Lease from the Ground Lease Plus Fund if certain construction related conditions were met by a specified time period. In January 2024, the Company acquired the Ground Lease from the Ground Lease Plus Fund for $ 38.3 million, excluding amounts funded by the Company pursuant to a leasehold improvement allowance (refer to Note 15). Leasehold Loan Fund —The Company manages a fund that targets customers that may require a mortgage leasehold loan as well as a Ground Lease (the “Leasehold Loan Fund”). The Company owns a 53.2 % noncontrolling equity interest in the Leasehold Loan Fund. The Company does not have a controlling interest in the Leasehold Loan Fund due to the substantive participating rights of its partner. The Company accounts for this investment as an equity method investment and receives a fixed annual administrative fee and an asset management fee from its partner in exchange for managing the entity. The Company is also entitled to a promote payment on certain investments in the Leasehold Loan Fund. In February 2022, the Leasehold Loan Fund committed to provide a $ 130.0 million loan to the ground lessee of a Ground Lease originated by the Company. The loan was for the Ground Lease tenant’s recapitalization of a life science property. In August 2025, the loan commitment was reduced to $ 30.0 million. As of December 31, 2025, the Leasehold Loan Fund funded $ 19.9 million of the commitment. In June 2022, the Leasehold Loan Fund committed to provide a $ 105.0 million loan to the ground lessee of a Ground Lease originated by the Company. The loan was for the Ground Lease tenant’s recapitalization of a mixed-use property. In July 2025, the loan commitment was reduced to $ 55.5 million. As of December 31, 2025, the Leasehold Loan Fund funded $ 44.5 million of the commitment. In July 2024, the Leasehold Loan Fund committed to provide a $ 31.5 million loan to the ground lessee of a Ground Lease originated by the Company. The loan was for the Ground Lease tenant’s construction of a student housing property. As of December 31, 2025, the Leasehold Loan Fund funded $ 20.4 million of the commitment. Summarized investee financial information — The following table presents the investee level summarized financial information of the Company’s equity method investments as of December 31, 2025 and 2024 and for the years ended December 31, 2025, 2024 and 2023 ($ in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ As of December 31, ​ ​ ​ ​ ​ 2025 ​ 2024 ​ ​ ​ Total assets ​ $ 1,214,543 ​ $ 1,026,071 ​ ​ ​ Total liabilities ​ ​ 592,555 ​ ​ 602,428 ​ ​ ​ Noncontrolling interests ​ ​ 552 ​ ​ 552 ​ ​ ​ Total equity attributable to parent entities ​ ​ 621,436 ​ ​ 423,091 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended December 31, ​ ​ 2025 ​ 2024 ​ 2023 Total revenues ​ $ 60,326 ​ $ 65,094 ​ $ 64,728 Total expenses ​ ​ 42,176 ​ ​ 24,860 ​ ​ 23,451 Net income ​ ​ 18,150 ​ ​ 40,234 ​ ​ 41,277 Net income attributable to parent entities ​ ​ 18,076 ​ ​ 40,095 ​ ​ 40,856 ​ ​ ​ ​ ​ 72 Table of Contents Note 9—Deferred Expenses and Other Assets, Net and Accounts Payable, Accrued Expenses and Other Liabilities Deferred expenses and other assets, net, consist of the following items ($ in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ As of ​ ​ ​ ​ December 31, 2025 ​ ​ ​ December 31, 2024 Operating lease right-of-use asset (1) ​ $ 26,085 ​ $ 29,707 Interest rate hedge assets ​ 21,315 ​ 45,439 Deferred finance costs, net (2) ​ 11,536 ​ 16,471 Other assets (3) ​ 12,211 ​ 12,278 Purchase deposits ​ — ​ 42 Leasing costs, net ​ 422 ​ 431 Corporate furniture, fixtures and equipment, net ​ ​ 461 ​ ​ 647 Deferred expenses and other assets, net ​ $ 72,030 ​ $ 105,015 (1) Operating lease right-of-use asset (and operating lease liability below) relates primarily to a property that is majority-owned by a third party and is ground leased to the Company. The Company is obligated to pay the owner of the property $ 0.5 million, subject to adjustment for changes in the CPI, per year through 2044; however, the Company’s Ground Lease tenant at the property pays this expense directly under the terms of a master lease. Operating lease right-of-use asset is amortized on a straight-line basis over the term of the lease and is recorded in "Real estate expense" in the Company’s consolidated statements of operations. During the years ended December 31, 2025, 2024 and 2023, the Company recognized $ 0.5 million, $ 0.5 million and $ 0.5 million, respectively, in "Real estate expense" and $ 0.5 million, $ 0.5 million and $ 0.5 million, respectively, in "Other income" from its operating lease right-of-use asset. The related operating lease liability (see table below) equals the present value of the minimum rental payments due under the lease discounted at the Company’s incremental secured borrowing rate for a similar asset estimated to be 5.5 % . T he Company also has operating leases for office space. (2) Accumulated amortization of deferred finance costs was $ 8.4 million and $ 3.5 million as of December 31, 2025 and 2024, respectively. (3) As of December 31, 2025 and 2024, includes $ 2.9 million and $ 3.7 million, respectively, of management fees due from Star Holdings. Through December 31, 2025, the Company has earned $ 47.9 million of management fees from Star Holdings and as of December 31, 2025, $ 2.1 million of the transaction price is attributable to performance obligations that remain unsatisfied. Accounts payable, accrued expenses and other liabilities consist of the following items ($ in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ As of ​ ​ ​ ​ December 31, 2025 ​ ​ ​ December 31, 2024 Interest payable ​ $ 103,656 ​ $ 87,854 Other liabilities ​ 19,495 ​ 17,105 Dividends declared and payable ​ 13,559 ​ 13,307 Operating lease liabilities (1) ​ 5,622 ​ 10,374 Accrued expenses (2) ​ 19,088 ​ 16,351 Accounts payable, accrued expenses and other liabilities ​ $ 161,420 ​ $ 144,991 (1) Refer to Note 11. (2) As of December 31, 2025 and 2024, accrued expenses primarily includes accrued compensation, legal, audit and property expenses. ​ 73 Table of Contents Note 10—Debt Obligations, net The Company’s outstanding debt obligations consist of the following ($ in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ As of ​ ​ ​ Interest ​ ​ ​ Scheduled ​ ​ ​ ​ December 31, 2025 ​ ​ ​ December 31, 2024 ​ ​ ​ Rate (1) ​ ​ ​ Maturity Date (2) Secured credit financing: ​ ​ ​ ​ ​ ​ Mortgages ​ $ 1,271,113 ​ $ 1,498,113 4.03 % August 2027 to November 2069 Total secured credit financing (3) ​ 1,271,113 ​ 1,498,113 ​ ​ Unsecured financing: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 2.80 % senior notes ​ ​ 400,000 ​ ​ 400,000 ​ 2.80 % June 2031 2.85 % senior notes ​ ​ 350,000 ​ ​ 350,000 ​ 2.85 % January 2032 6.10 % senior notes ​ ​ 300,000 ​ ​ 300,000 ​ 6.10 % April 2034 5.65 % senior notes ​ ​ 400,000 ​ ​ 400,000 ​ 5.65 % January 2035 3.98 % senior notes ​ ​ 475,000 ​ ​ 475,000 ​ 3.98 % February 2052 5.15 % senior notes ​ ​ 164,478 ​ ​ 160,204 ​ 5.15 % May 2052 2024 Unsecured Revolver ​ ​ 780,000 ​ ​ 689,000 ​ SOFR plus 0.85 % May 2029 2025 Unsecured Term Loan ​ ​ 400,000 ​ ​ — ​ SOFR plus 0.90 % November 2030 Trust preferred securities ​ ​ 100,000 ​ ​ 100,000 ​ Adjusted SOFR plus 1.50 % October 2035 Total unsecured financing ​ ​ 3,369,478 ​ ​ 2,874,204 ​ ​ ​ ​ Total debt obligations ​ 4,640,591 ​ 4,372,317 ​ ​ Debt premium, discount and deferred financing costs, net ​ ( 54,704 ) ​ ( 54,878 ) ​ ​ Total debt obligations, net ​ $ 4,585,887 ​ $ 4,317,439 ​ ​ (1) For mortgages, represents the weighted average stated interest rate over the term of the debt from funding through maturity based on the contractual payments owed excluding the effect of debt premium, discount and deferred financing costs. As of December 31, 2025, the weighted average cash interest rate for the Company’s consolidated mortgage debt, based on interest rates in effect at that date, was 3.38 % . The difference between the weighted average interest rate and the weighted average cash interest rate is recorded to interest payable within "Accounts payable, accrued expenses, and other liabilities" on the Company’s consolidated balance sheets. As of December 31, 2025, the Company’s combined weighted average stated interest rate and combined weighted average cash interest rate of the Company’s consolidated mortgage debt, the mortgage debt of the Company’s unconsolidated ventures (applying the Company’s percentage interest in the ventures - refer to Note 8), unsecured senior notes, 2025 Unsecured Term Loan and trust preferred securities were 4.26 % and 3.91 % , respectively. (2) Represents the extended maturity date for all debt obligations. (3) As of December 31, 2025, $ 1.8 billion of real estate, at cost, net investment in sales-type leases and Ground Lease receivables served as collateral for the Company’s debt obligations. ​ Mortgages —Mortgages consist of asset specific non-recourse borrowings that are secured by the Company’s real estate and Ground Leases. As of December 31, 2025, the Company’s mortgages are full term interest only, bear interest at a weighted average interest rate of 4.03 % and have maturities between August 2027 and November 2069. In October 2025, the Company defeased $ 227.0 million principal amount of debt obligations scheduled to mature in April 2027. The Company incurred $ 2.2 million of costs in connection with the defeasance which is recognized in “Loss on early extinguishment of debt” in the Company’s consolidated statement of operations. Unsecured Notes —In May 2021, Portfolio Holdings, then known as Safehold Operating Partnership LP, (as issuer) and the Company (as guarantor), issued $ 400.0 million aggregate principal amount of 2.80 % senior notes due June 2031 (the “ 2.80 % Notes”). The 2.80 % Notes were issued at 99.127 % of par. The Company may redeem the 2.80 % Notes in whole at any time or in part from time to time prior to March 15, 2031, at the Company’s option and sole discretion, at a redemption price equal to the greater of: (i) 100 % of the principal amount of the 2.80 % Notes being redeemed; and (ii) a make-whole premium calculated in accordance with the indenture, plus, in each case, accrued and unpaid interest thereon to, but not including, the applicable redemption date. If the 2.80 % Notes are redeemed on or after March 15, 2031, the redemption price will be equal to 100 % of the principal amount of the 2.80 % Notes being redeemed, plus accrued and unpaid interest thereon to, but not including, the applicable redemption date. 74 Table of Contents In November 2021, Portfolio Holdings, then known as Safehold Operating Partnership LP, (as issuer) and the Company (as guarantor), issued $ 350.0 million aggregate principal amount of 2.85 % senior notes due January 2032 (the “ 2.85 % Notes”). The 2.85 % Notes were issued at 99.123 % of par. The Company may redeem the 2.85 % Notes in whole at any time or in part from time to time prior to October 15, 2031, at the Company’s option and sole discretion, at a redemption price equal to the greater of: (i) 100 % of the principal amount of the 2.85 % Notes being redeemed; and (ii) a make-whole premium calculated in accordance with the indenture, plus, in each case, accrued and unpaid interest thereon to, but not including, the applicable redemption date. If the 2.85 % Notes are redeemed on or after October 15, 2031, the redemption price will be equal to 100 % of the principal amount of the 2.85 % Notes being redeemed, plus accrued and unpaid interest thereon to, but not including, the applicable redemption date. In January 2022, Portfolio Holdings, then known as Safehold Operating Partnership LP, (as issuer) and the Company (as guarantor), issued $ 475.0 million aggregate principal amount of privately-placed 3.98 % senior notes due February 2052 (the “ 3.98 % Notes”). Safehold Operating Partnership LP elected to draw these funds in March 2022. The Company may, at its option, prepay at any time all, or from time to time any part of, the 3.98 % Notes, in an amount not less than 5 % of the aggregate principal amount of the 3.98 % Notes then outstanding in the case of a partial prepayment, at 100 % of the principal amount so prepaid, and the applicable make-whole amount calculated in accordance with the indenture, for such tranche determined for the prepayment date with respect to such principal amount; provided, that, so long as no default or event of default shall then exist, at any time on or after November 15, 2051, the Company may, at its option, prepay all or any part of the 3.98 % Notes at 100 % of the principal amount so prepaid, together with, in each case, accrued interest to the prepayment date, without any make-whole amount. ​ In May 2022, Portfolio Holdings, then known as Safehold Operating Partnership LP, (as issuer) and the Company (as guarantor), issued $ 150.0 million aggregate principal amount of privately-placed 5.15 % senior notes due May 2052 (the “ 5.15 % Notes”). The structure of the 5.15 % Notes features a stairstep coupon rate in which the Company will pay cash interest at a rate of 2.50 % in years 1 through 10, 3.75 % in years 11 through 20, and 5.15 % in years 21 through 30. The difference between the 5.15 % stated rate and the cash interest rate will accrue in each semi-annual payment period and be paid in kind by adding such accrued interest to the outstanding principal balance, to be repaid at maturity in May 2052. The Company may, at its option, prepay at any time all, or from time to time any part of, the 5.15 % Notes, in an amount not less than 5 % of the aggregate principal amount of the 5.15 % Notes then outstanding in the case of a partial prepayment, at 100 % of the principal amount so prepaid, and the applicable make-whole amount calculated in accordance with the indenture; provided, that, so long as no default or event of default shall then exist, at any time on or after February 13, 2052, the Company may, at its option, prepay all or any part of the 5.15 % Notes at 100 % of the principal amount so prepaid, together with, in each case, accrued interest to the prepayment date, without any make-whole amount. ​ In February 2024, Portfolio Holdings (as issuer) and the Company (as guarantor) issued $ 300.0 million aggregate principal amount of 6.10 % senior notes due April 2034 (the “ 6.10 % Notes”). The 6.10 % Notes were issued at 98.957 % of the principal amount. The Company may redeem the 6.10 % Notes in whole at any time or in part from time to time prior to January 1, 2034, at the Company’s option and sole discretion, at a redemption price equal to the greater of: (i) 100 % of the principal amount of the 6.10 % Notes being redeemed; and (ii) a make-whole premium calculated in accordance with the indenture, plus, in each case, accrued and unpaid interest thereon to, but not including, the applicable redemption date. If the 6.10 % Notes are redeemed on or after January 1, 2034, the redemption price will be equal to 100 % of the principal amount of the 6.10 % Notes being redeemed, plus accrued and unpaid interest thereon to, but not including, the applicable redemption date. ​ In November 2024, Portfolio Holdings (as issuer) and the Company (as guarantor) issued $ 400.0 million aggregate principal amount of 5.65 % senior notes due January 2035 (the “ 5.65 % Notes”). The 5.65 % Notes were issued at 98.812 % of the principal amount. The Company may redeem the 5.65 % Notes in whole at any time or in part from time to time prior to October 15, 2034, at the Company’s option and sole discretion, at a redemption price equal to the greater of: (i) 100 % of the principal amount of the 5.65 % Notes being redeemed; and (ii) a make-whole premium calculated in accordance with the indenture, plus, in each case, accrued and unpaid interest thereon to, but not including, the applicable redemption date. If the 5.65 % Notes are redeemed on or after October 15, 2034, the redemption price will be equal to 100 % of the principal amount of the 5.65 % Notes being redeemed, plus accrued and unpaid interest thereon to, but not including, the applicable redemption date. ​ 75 Table of Contents 2024 Unsecured Revolver —In April 2024, the Company entered into a $ 2.0 billion unsecured revolving credit facility (the “2024 Unsecured Revolver”), which replaced the Company’s 2021 Unsecured Revolver (see below) and 2023 Unsecured Revolver (see below), each of which were terminated. At the time of termination, $ 916 million was drawn on the 2021 Unsecured Revolver, all of which rolled over into the 2024 Unsecured Revolver. The 2024 Unsecured Revolver has an extended maturity date of May 1, 2029, inclusive of two six-month extension options. On September 12, 2025, the Company entered into an amendment to the 2024 Unsecured Revolver that modified the applicable interest rate thereunder by removing the credit spread adjustment to SOFR. As a result of that amendment, the 2024 Unsecured Revolver has a borrowing rate of SOFR plus 0.85 % , subject to the Company’s credit ratings. The Company also pays a facility fee of 0.10 % , subject to the Company’s credit ratings. As of December 31, 2025, there was $ 1.2 billion of undrawn capacity on the 2024 Unsecured Revolver. ​ 2021 Unsecured Revolver— In March 2021, Portfolio Holdings, then known as Safehold Operating Partnership LP, (as borrower) and the Company (as guarantor), entered into an unsecured revolving credit facility with an initial maximum aggregate principal amount of up to $ 1.0 billion (the “2021 Unsecured Revolver”), which amount was increased to $ 1.35 billion in December 2021. The 2021 Unsecured Revolver had an initial maturity of March 2024 with two 12-month extension options exercisable by the Company, subject to certain conditions, and accrued interest at an annual rate of applicable SOFR plus 0.90 %, subject to the Company’s credit ratings. In March 2024, the Company exercised one of its options to extend the maturity to March 2025. The 2024 Unsecured Revolver replaced the 2021 Unsecured Revolver. 2023 Unsecured Revolver— In January 2023, Portfolio Holdings, then known as Safehold Operating Partnership LP (as borrower) and the Company (as guarantor) entered into a $ 500 million unsecured revolving credit facility (the “2023 Unsecured Revolver”). The 2023 Unsecured Revolver accrued interest at a rate of Adjusted SOFR , as defined in the applicable agreement, plus 0.90 % , subject to the Company’s credit ratings . The 2024 Unsecured Revolver replaced the 2023 Unsecured Revolver. 2025 Unsecured Term Loan —In November 2025, the Company entered into a $ 400.0 million unsecured term loan (the “2025 Unsecured Term Loan”). The 2025 Unsecured Term Loan has an extended maturity date of November 15, 2030, inclusive of two one-year extension options. The 2025 Unsecured Term Loan has a borrowing rate of SOFR plus 0.90 % , subject to the Company’s credit ratings. The 2025 Unsecured Term Loan also includes an accordion feature to increase the loan up to a maximum amount of $ 600.0 million, subject to certain conditions. ​ Trust Preferred Securities —The Company assumed trust preferred securities from iStar in connection with the Merger. The trust preferred securities bear interest at three-month Adjusted Term SOFR plus 1.50 % and mature in October 2035. Commercial Paper Program — In June 2024, Portfolio Holdings, as issuer, entered into a new U.S. commercial paper program (the “Commercial Paper Program”) on a private placement basis, pursuant to which the Company may issue up to $ 750.0 million of short-term, unsecured commercial paper notes outstanding at any time, which are guaranteed by the Company. Under the Commercial Paper Program, the Company may issue the commercial paper notes from time to time and will use the proceeds for general corporate purposes. The Commercial Paper Program is backed by the Company’s 2024 Unsecured Revolver. The commercial paper notes will be sold under customary terms in the commercial paper market and will rank pari passu with all of Portfolio Holding’s other unsecured senior indebtedness. The interest rates will vary based on the ratings assigned to the commercial paper notes by credit rating agencies and market conditions at the time of issuance. As of December 31, 2025, the Company had no outstanding balance under the Commercial Paper Program. Borrowings reduce amounts otherwise available under the 2024 Unsecured Revolver. The documents governing the Commercial Paper Program contain customary representations, warranties, covenants, defaults and indemnification provisions, and provide the terms under which the Notes will be sold pursuant to an exemption from the federal and state securities laws. Debt Covenants —The Company is subject to financial covenants under the 2024 Unsecured Revolver and the 2025 Unsecured Term Loan, including maintaining: (i) a ratio of total unencumbered assets to total unsecured debt of at 76 Table of Contents least 1.25 x; (ii) a consolidated fixed charge coverage ratio of at least 1.15 x, as such terms are defined in the documents governing the 2024 Unsecured Revolver and 2025 Unsecured Term Loan, as applicable; and (iii) limiting the incurrence of any secured debt that would cause the Company’s secured debt to total assets ratio to exceed 50 %. In addition, the 2024 Unsecured Revolver and 2025 Unsecured Term Loan contain customary affirmative and negative covenants. Among other things, these covenants may restrict the Company or certain of its subsidiaries’ ability to incur additional debt or liens, engage in certain mergers, consolidations and other fundamental changes, make other investments or pay dividends. The Company’s 2.80 % Notes, 2.85 % Notes, 3.98 % Notes, 5.15 % Notes, 6.10 % Notes and 5.65 % Notes are subject to a financial covenant requiring a ratio of unencumbered assets to unsecured debt of at least 1.25 x and contain customary affirmative and negative covenants. The Company’s 6.10 % Notes and 5.65 % Notes are also subject to a financial covenant limiting the incurrence of any secured debt that would cause the Company’s secured debt to total assets ratio to exceed 50 %. The Company’s 3.98 % Notes and 5.15 % Notes contain a provision whereby they will be deemed to include additional financial covenants and negative covenants to the extent such covenants are incorporated into Portfolio Holdings’ and/or the Company’s existing or future material credit facilities, including the 2024 Unsecured Revolver, and to the extent such covenants are more favorable to the lenders under such material credit facilities than the covenants contained in the 3.98 % Notes and 5.15 % Notes. The Company’s mortgages contain no significant maintenance or ongoing financial covenants. As of December 31, 2025, the Company was in compliance with all of its financial covenants. Future Scheduled Maturities — As of December 31, 2025, future scheduled maturities of outstanding debt obligations, assuming all extensions that can be exercised at the Company’s option, are as follows ($ in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Secured (1) ​ Unsecured ​ Total 2026 ​ ​ ​ $ — ​ ​ ​ $ — ​ ​ ​ $ — 2027 ​ ​ 10,000 ​ ​ — ​ ​ ​ ​ 10,000 2028 ​ 79,193 ​ — ​ 79,193 2029 ​ — ​ 780,000 ​ 780,000 2030 ​ — ​ 400,000 ​ 400,000 Thereafter ​ 1,181,920 ​ 2,189,478 ​ 3,371,398 Total principal maturities ​ 1,271,113 ​ 3,369,478 ​ 4,640,591 Debt premium, discount and deferred financing costs, net ​ ( 25,790 ) ​ ( 28,914 ) ​ ( 54,704 ) Total debt obligations, net ​ $ 1,245,323 ​ $ 3,340,564 ​ $ 4,585,887 (1) As of December 31, 2025, the Company’s weighted average maturity for its secured mortgages was 29.8 years. In October 2025, the Company defeased $ 227.0 million principal amount of debt obligations scheduled to mature in April 2027 . ​ 77 Table of Contents Note 11—Commitments and Contingencies Lease Commitments —Future minimum lease obligations under non-cancelable operating leases as of December 31, 2025 are as follows ($ in thousands): (1) ​ ​ ​ ​ 2026 ​ $ 668 2027 ​ 745 2028 ​ 752 2029 ​ 772 2030 ​ 788 Thereafter ​ 7,190 Total undiscounted cash flows (1) ​ 10,915 Present value discount (2) ​ ( 5,293 ) Lease liabilities ​ $ 5,622 (1) Includes cash flows that relate to a property that is majority-owned by a third party and is ground leased to the Company. The Company is obligated to pay the owner of the property $ 0.5 million, subject to adjustment for changes in the CPI, per year through 2044; however, the Company’s Ground Lease tenant at the property pays this expense directly under the terms of a master lease. (2) The lease liability equals the present value of the minimum rental payments due under the lease discounted at the rate implicit in the lease or the Company’s incremental secured borrowing rate for similar collateral. For operating leases, lease liabilities were discounted at the Company’s weighted average incremental secured borrowing rate for similar collateral estimated to be 5.5 % and the weighted average remaining lease term is 17.0 years. The Company assumed its operating leases from iStar in connection with the Merger and therefore did not directly make any payments under its operating leases for the three months ended March 31, 2023. During the years ended December 31, 2025 and 2024 and the nine months ended December 31, 2023, the Company made payments of $ 5.7 million, $ 5.7 million and $ 4.3 million, respectively, related to its operating leases. ​ Unfunded Commitments — The Company has unfunded commitments to certain of its Ground Lease tenants related to leasehold improvement allowances that it expects to fund upon the completion of certain conditions. As of December 31, 2025, the Company had $ 142.3 million of such commitments, excluding commitments to be funded by noncontrolling interests. Other Commitments — The Company funds construction and development loans and build-outs of space in real estate assets over a period of time, both individually and through the Leasehold Loan Fund, if and when the borrowers and tenants meet established milestones and other performance criteria. We refer to these arrangements as performance-based commitments. As of December 31, 2025, the Company had $ 154.8 million of such commitments. Legal Proceedings —The Company evaluates developments in legal proceedings that could require a liability to be accrued and/or disclosed. ​ On October 22, 2025, the Company sent the tenant under the Park Hotels master lease (“Park Tenant”) a termination notice for all five hotels and commenced litigation against the Park Tenant and Park Intermediate Holdings LLC, guarantor under the master lease, for certain breaches, among other things, related to the maintenance and operations of the hotels. The litigation is captioned In re Park Hotels Litigation, C.A. No. 2025-1210-LWW, pending in the Delaware Court of Chancery. The Park Tenant has disputed the Company’s right to terminate the lease, and that issue, among others, is subject to the litigation, which includes counterclaims filed by the Park Tenant. Although the Company believes its claims are meritorious, there are no assurances that it will prevail in its litigation. ​ Based on its current knowledge, and after consultation with legal counsel, the Company believes it is not a party to, nor are any of its properties the subject of, any other pending legal proceeding that would have a material adverse effect on the Company’s consolidated financial statements. ​ Note 12—Risk Management and Derivatives In the normal course of its ongoing business operations, the Company encounters credit risk. Credit risk is the risk of default on the Company’s leases that result from a tenant’s inability or unwillingness to make contractually required payments. 78 Table of Contents Risk concentrations —Concentrations of credit risks arise when the Company has multiple leases with a particular tenant or credit party, or a number of the Company’s tenants are engaged in similar business activities, or activities in the same geographic region, or have similar economic features, such that their ability to meet contractual obligations, including those to the Company, could be similarly affected by changes in economic conditions. Although the Company’s Ground Leases are geographically diverse and the tenants operate in a variety of industries and property types, to the extent the Company has a significant concentration of interest income from sales-type leases or operating lease income from any tenant, the inability of that tenant to make its payment could have a material adverse effect on the Company. The Company did not have a significant concentration of interest income from sales-type leases or operating lease income from any tenant for the periods presented. Derivative instruments and hedging activity —The Company’s use of derivative financial instruments has been associated with debt issuances and primarily limited to the utilization of interest rate swaps, interest rate caps and treasury locks to manage interest rate risk exposure. The Company does not enter into derivatives for trading purposes. The Company recognizes derivatives, if any, as either assets or liabilities on the Company’s consolidated balance sheets at fair value. Interest rate hedge assets are recorded in "Deferred expenses and other assets, net" and interest rate hedge liabilities are recorded in "Accounts payable, accrued expenses and other liabilities" on the Company’s consolidated balance sheets. If certain conditions are met, a derivative may be specifically designated as a hedge of the exposure to changes in the fair value of a recognized asset or liability, a hedge of a forecasted transaction or the variability of cash flows to be received or paid related to a recognized asset or liability. For the Company’s derivatives designated and qualifying as cash flow hedges, changes in the fair value of the derivatives are reported as a component of accumulated other comprehensive income (loss) and subsequently reclassified into interest expense in the same periods during which the hedged transaction affects earnings. Amounts reported in accumulated other comprehensive income (loss) related to derivatives will be reclassified to interest expense as interest payments are made on the Company’s debt. If an interest rate hedge is terminated prior to maturity it could result in a net derivative instrument gain or loss that continues to be reported in accumulated other comprehensive (loss) and is reclassified into earnings over the period of the original forecasted hedged transaction. However, if it is probable that the original forecasted hedged transaction will not occur by the end of the original specified time period, the derivative instrument gain or loss reported in accumulated other comprehensive income (loss) will be reclassified into earnings immediately. If a derivative includes an other-than-insignificant financing element at inception, when the Company is deemed to be the lender all cash inflows and outflows of the derivative are considered cash flows from investing activities in the Company’s consolidated statements of cash flows and when the Company is deemed to be the borrower all cash inflows and outflows of the derivative are considered cash flows from financing activities in the Company’s consolidated statements of cash flows. For the Company’s derivatives not designated as hedges, the changes in the fair value of the derivatives are reported in "Interest expense" in the Company’s consolidated statements of operations. Derivatives not designated as hedges are not speculative and are used to manage the Company’s exposure to interest rate movements and other identified risks but do not meet the strict hedge accounting requirements. 79 Table of Contents The table below presents the Company’s derivatives as well as their classification on the consolidated balance sheets as of December 31, 2025 and 2024 ($ in thousands): (1)(2)(3) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, 2025 ​ ​ ​ December 31, 2024 ​ ​ ​ ​ ​ ​ Fair ​ Fair ​ Balance Sheet Derivative Type ​ ​ ​ Value ​ Value ​ ​ ​ Location Assets ​ ​ ​ ​ ​ ​ ​ ​ Interest rate swaps ​ $ 21,315 ​ $ 45,439 Deferred expenses and other assets, net Total ​ $ 21,315 ​ $ 45,439 ​ ​ (1) As of December 31, 2025, the Company has two interest rate swap derivatives outstanding that mature in April 2028 and have an aggregate $ 500.0 million notional amount, which hedge in-place floating-rate debt. The Company also has a designated derivative outstanding with a $ 150.0 million notional amount that matures in June 2026 that protects the Company against interest rate volatility with respect to future long-term debt with a tenor of approximately 30 years . (2) The fair value of the Company’s derivatives is estimated using valuation techniques utilized by a third-party specialist using observable inputs such as interest rates and contractual cash flow and are classified as Level 2 within the fair value hierarchy. Over the next 12 months, the Company expects that $ 2.7 million related to cash flow hedges will be reclassified from "Accumulated other comprehensive income (loss)" as an increase to interest expense. (3) During the years ended December 31, 2025, 2024 and 2023, the Company received $ 13.1 million, $ 32.1 million and $ 11.4 million, respectively, in settlement of certain interest rate hedges. Credit Risk-Related Contingent Features —The Company reports derivative instruments, if any, on a gross basis in its consolidated financial statements. The Company has agreements with each of its derivative counterparties that contain a provision whereby if the Company either defaults or is capable of being declared in default on any of its indebtedness, then the Company could also be declared in default on its derivative obligations. The table below presents the effect of the Company’s derivative financial instruments in the consolidated statements of operations and the consolidated statements of comprehensive income (loss) for the years ended December 31, 2025, 2024 and 2023 ($ in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Amount of Gain ​ Amount of Gain ​ ​ ​ ​ (Loss) Recognized in ​ (Loss) Reclassified ​ ​ Location of Gain (Loss) ​ Accumulated Other ​ from Accumulated ​ ​ When Recognized ​ Comprehensive ​ Other Comprehensive Derivatives Designated in Hedging Relationships ​ ​ ​ in Income ​ ​ ​ Income ​ ​ ​ Income into Earnings For the Year Ended December 31, 2025 ​ ​ ​ ​ ​ Interest rate swaps Interest expense ​ $ ( 4,661 ) ​ $ 1,739 ​ ​ ​ ​ ​ ​ ​ ​ ​ For the Year Ended December 31, 2024 ​ ​ ​ ​ ​ Interest rate swaps Interest expense ​ $ 56,288 ​ $ 5,959 ​ ​ ​ ​ ​ ​ ​ ​ ​ For the Year Ended December 31, 2023 ​ ​ ​ ​ ​ Interest rate swaps Interest expense ​ $ 13,621 ​ $ 3,048 Interest rate swaps (1) ​ Other income ​ ​ — ​ ​ 15,191 (1) For the year ended December 31, 2023, $ 15.2 million was reclassified to “Other income” in the Company’s consolidated statements of operations due to a hedge forecasted for permanent debt that did not occur. ​ ​ ​ Note 13—Equity Common Stock —As of December 31, 2025, the Company has one class of common stock outstanding. In April 2023, the Company filed with the U.S. Securities and Exchange Commission (the “SEC”) an automatic shelf registration statement on Form S-3ASR. In addition, the Company and Portfolio Holdings entered into an ATM Equity Offering Sales Agreement (the “Primary Sales Agreement”) with the sales agents named therein pursuant to which the Company may sell, from time to time, shares of its common stock having an aggregate gross sales price of up to $ 300.0 million (the “Primary Shares”) through or to the sales agents. The Company may sell the Primary Shares in amounts and at times to be determined by the Company from time to time but has no obligation to sell any of the Primary Shares. Actual 80 Table of Contents sales, if any, will depend on a variety of factors to be determined by the Company from time to time, including, among other things, market conditions, the trading price of the Company’s common stock, capital needs and determinations by the Company of the appropriate sources of its funding. Through December 31, 2025, the Company has no t sold any shares of its common stock through the Primary Sales Agreement. ​ On February 4, 2025, the Company’s board of directors authorized the repurchase of up to $ 50.0 million of the Company’s common stock. The Company has no obligation to repurchase additional shares, and the timing, actual number and value of the shares that are repurchased, if any, will be at the discretion of management and will depend on a number of factors, including market conditions, the cost of repurchasing shares, the availability of alternative investment opportunities, liquidity, and other factors deemed appropriate. Repurchases may be suspended, terminated or modified at any time for any reason. The share repurchase program does not have an expiration date. Any repurchased shares will be returned to the status of authorized but unissued shares of common stock. As of December 31, 2025, the Company had no t repurchased any of its outstanding common stock pursuant to its share repurchase program. ​ Equity Plans —The Company has a Long-Term Incentive Program (the “LTIP”) originally adopted by iStar’s board of directors and approved by iStar’s stockholders in 2021, designed to provide incentive compensation for officers, key employees, directors and advisors of the Company. The LTIP provides for awards of stock options, shares of restricted stock, phantom shares, restricted stock units, dividend equivalent rights and other share-based performance awards. All awards under the LTIP are made at the discretion of the Company’s Board of Directors. Grants under the LTIP are recognized as compensation costs ratably over the applicable vesting period and recorded in “General and administrative” in the Company’s consolidated statements of operations. In June 2023, the Company issued an aggregate 24,336 vested shares of its common stock with a grant date fair value of $ 23.58 per share to its directors in consideration for their annual service as directors. In May 2024, the Company issued an aggregate 32,300 shares of its common stock with a grant date fair value of $ 20.78 per share to its directors that vest after one year in consideration for their annual service as directors. In May 2025, the Company issued an aggregate 39,911 shares of its common stock with a grant date fair value of $ 15.34 per share to its directors that vest after one year in consideration for their annual service as directors. As of December 31, 2025, an aggregate of 761,653 shares of the Company’s common stock remains available for issuance under the LTIP. Changes in non-vested restricted stock units during the year ended December 31, 2025 were as follows (number of shares and $ in thousands, except per share amounts): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Weighted ​ ​ ​ ​ ​ ​ ​ ​ ​ Average ​ ​ ​ ​ ​ ​ ​ Grant Date ​ Aggregate ​ ​ Number ​ Fair Value ​ Intrinsic ​ ​ of Shares ​ Per Share ​ Value Nonvested at beginning of period ​ 563 ​ $ 26.49 ​ $ 10,403 Granted (1) ​ 941 ​ $ 8.37 ​ ​ — Vested (1) ​ ( 147 ) ​ $ 28.67 ​ ​ — Forfeited ​ ( 4 ) ​ $ 21.78 ​ ​ — Nonvested at end of period 1,353 ​ $ 13.68 ​ $ 18,529 (1) The Company granted 349,676 shares of common stock to certain employees under the LTIP as part of annual incentive awards that included a mix of cash and equity awards. The weighted average grant date fair value per share of these share awards was $ 18.66 and the total fair value was $ 6.5 million. The shares are fully-vested and 203,151 shares were issued net of statutory minimum required tax withholdings. ​ The total fair value of restricted stock units that vested during the year ended December 31, 2025 was $ 2.7 million and the weighted average grant date fair value per share of restricted stock units granted during the year ended December 31, 2025 was $ 8.37 . As of December 31, 2025, there was $ 10.3 million of total unrecognized compensation cost related to all unvested restricted stock units that is expected to be recognized over a weighted average remaining vesting/service period of 3.41 years. Caret Performance Incentive Plan —During the third quarter of 2018, Old SAFE adopted, and in the second quarter of 2019, its stockholders approved, the Caret Performance Incentive Plan (the “Original Caret Performance 81 Table of Contents Incentive Plan”). Under the Original Caret Performance Incentive Plan, 1,500,000 Caret units were reserved for grants of performance-based awards to Original Caret Performance Incentive Plan participants, including certain of executives of iStar, and Old SAFE’s directors and service providers. Grants under the Original Caret Performance Incentive Plan were subject to vesting based on time-based service conditions and hurdles relating to Old SAFE’s common stock price, all of which have been satisfied. In connection with the Merger, certain of Old SAFE’s former executive officers, entered into re-vesting agreements pursuant to which the executives agreed to subject 25 % of their previously vested Caret units to additional time vesting conditions, which have also been satisfied. In connection with the consummation of the Merger and the Caret Restructuring, Old SAFE, Caret Ventures and CARET Management Holdings LLC assigned each Award Agreement (as defined in the Original Caret Performance Incentive Plan) relating to outstanding Caret unit awards to Portfolio Holdings pursuant to the Omnibus Assignment, Assumption and Amendment Agreement, dated as of March 31, 2023 (the “Caret Assignment Agreement”). Following the effectiveness of the Caret Assignment Agreement, Old SAFE amended and restated the Original Caret Performance Incentive Plan (the “Amended Caret Performance Incentive Plan”). Prior to the Merger, the Old SAFE compensation committee, and following the Merger, the Company’s compensation committee, approved the award of 76,801 new Caret units with an estimated grant date fair value of $ 8.1 million to executive officers and other employees, other than the Company’s Chief Executive Officer and the Company’s then President and Chief Investment Officer, including 15,000 Caret units to the Company’s Chief Financial Officer. The new Caret unit awards were granted immediately following the Merger and the effectiveness of the Amended Caret Performance Incentive Plan, and cliff vest on March 31, 2027 if the Company’s common stock has traded at an average per share price of $ 60.00 or more for at least 30 consecutive trading days during that four-year period. In December 2025, the Company granted 50,000 Caret units to one employee that will vest pro rata annually over a five-year period, subject to continued employment and service conditions. As of December 31, 2025, there was $ 5.9 million of total unrecognized compensation cost related to all unvested Caret units that is expected to be recognized over a weighted average remaining vesting/service period of 2.07 years. As of December 31, 2025, and after giving effect to the Caret Restructuring and the post-Merger Caret unit awards, Amended Caret Performance Incentive Plan participants held 1,421,004 Caret units, representing 14.9 % of the then-outstanding Caret units and 11.9 % of the then-authorized Caret units. During the years ended December 31, 2025, 2024 and 2023, the Company recognized $ 1.5 million, $ 0.9 million and $ 1.5 million in expense from Caret units, which is recorded in “General and administrative” in the Company’s consolidated statements of operations and “Noncontrolling interests” on the Company’s consolidated balance sheets. 401(K) Plan —The Company has a savings and retirement plan (the "401(k) Plan"), which is a voluntary, defined contribution plan. All employees are eligible to participate in the 401(k) Plan following completion of three months of continuous service with the Company. Each participant may contribute on a pretax basis up to the maximum percentage of compensation and dollar amount permissible under Section 402(g) of the Internal Revenue Code not to exceed the limits of Code Sections 401(k), 404 and 415. At the discretion of the Company’s Board of Directors, the Company may make matching contributions on the participant’s behalf of up to 50 % of the participant’s contributions, up to a maximum of 10 % of the participants’ compensation. The Company made gross contributions of $ 0.6 million for the year ended December 31, 2025. ​ Accumulated Other Comprehensive Income (Loss) —Accumulated other comprehensive income (loss) consists of net unrealized gains (losses) on the Company’s derivative transactions. Noncontrolling Interests — Noncontrolling interests includes unrelated third-party equity interests in ventures that are consolidated in the Company’s consolidated financial statements and Caret units that have been sold to third-parties (refer to Note 1) or have been granted to employees or former employees. See also “ Redeemable Noncontrolling Interests” in Note 3. 82 Table of Contents Dividends —The Company (then known as iStar) elected to be taxed as a REIT beginning with its taxable year ended December 31, 1998. To qualify as a REIT, the Company must annually distribute, at a minimum, an amount equal to 90% of its taxable income, excluding net capital gains, and must distribute 100% of its taxable income (including net capital gains) to eliminate corporate federal income taxes payable by the REIT. Because taxable income differs from cash flow from operations due to non-cash revenues and expenses (such as depreciation and other items), in certain circumstances, the Company may generate operating cash flow in excess of its dividends, or alternatively, may need to make dividend payments in excess of operating cash flows. During the year ended December 31, 2025, the Company declared cash dividends on its common stock of $ 51.2 million, or $ 0.708 per share. Dividends paid in 2025 consisted of 14.321 % of ordinary dividend income, 52.965 % of capital gain income and 32.714 % of return of capital for tax reporting purposes. The ordinary dividends consist of 88.031 % qualified dividends and 11.969 % of qualified section 199A dividends. During the year ended December 31, 2024, the Company declared cash dividends on its common stock of $ 50.9 million, or $ 0.708 per share. Dividends paid in 2024 consisted of 4.795 % of qualified dividend income and 95.205 % of return of capital for tax reporting purposes. During the year ended December 31, 2023, the Company declared cash dividends on its common stock of $ 48.0 million, or $ 0.708 per share. Dividends paid in 2023 were a return of capital for tax reporting purposes. ​ 83 Table of Contents Note 14—Earnings Per Share EPS is calculated by dividing net income attributable to common shareholders by the weighted average number of shares outstanding for the period. The following tables present a reconciliation of net income used in the basic and diluted EPS calculations ($ and shares in thousands, except for per share data): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the Years Ended December 31, ​ ​ ​ ​ ​ ​ ​ 2025 ​ ​ ​ 2024 ​ ​ ​ 2023 Net income (loss) ​ ​ $ 114,630 ​ $ 106,615 ​ $ ( 54,565 ) Net (income) loss attributable to noncontrolling interests ​ ​ ( 161 ) ​ ( 852 ) ​ ( 408 ) Net income (loss) attributable to Safehold Inc. common shareholders for basic and diluted earnings per common share ​ ​ $ 114,469 ​ $ 105,763 ​ $ ( 54,973 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the Years Ended December 31, ​ ​ ​ ​ 2025 ​ ​ ​ 2024 ​ ​ ​ 2023 Earnings attributable to common shares: ​ ​ ​ ​ ​ ​ Numerator for basic and diluted earnings per share: ​ ​ ​ ​ ​ ​ Net income (loss) attributable to Safehold Inc. common shareholders - basic ​ $ 114,469 ​ $ 105,763 ​ $ ( 54,973 ) Net income (loss) attributable to Safehold Inc. common shareholders - diluted ​ $ 114,469 ​ $ 105,763 ​ $ ( 54,973 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Denominator for basic and diluted earnings per share: (1) ​ ​ ​ ​ ​ ​ Weighted average common shares outstanding for basic earnings per common share ​ 71,694 ​ 71,370 ​ 66,690 Add: Effect of assumed shares under treasury stock method for restricted stock units ​ 92 ​ 81 ​ — Weighted average common shares outstanding for diluted earnings per common share ​ 71,786 ​ 71,451 ​ 66,690 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Basic and diluted earnings per common share: (1) ​ ​ ​ ​ ​ ​ Net income (loss) attributable to Safehold Inc. common shareholders - basic ​ $ 1.60 ​ $ 1.48 ​ $ ( 0.82 ) Net income (loss) attributable to Safehold Inc. common shareholders - diluted ​ $ 1.59 ​ $ 1.48 ​ $ ( 0.82 ) ​ (1) For the year ended December 31, 2024, the effect of 7,803 of the Company’s restricted stock awards was antidilutive. For the year ended December 31, 2023, 31,557 of the Company’s restricted stock awards were antidilutive due to the Company having a net loss for the period. ​ Note 15—Related Party Transactions iStar Prior to the Merger, the Company was externally managed by an affiliate of iStar. iStar was an active real estate investor for over 20 years and had an extensive network for sourcing investments, which included relationships with brokers, corporate tenants and developers that it has established over its long operating history. Management Agreement The Company was managed by iStar pursuant to a management agreement prior to the Merger in March 2023. During the year ended December 31, 2023, the Company recorded $ 5.2 million in management fees to the Former 84 Table of Contents Manager. These management fees are recorded in "General and administrative" in the Company’s consolidated statements of operations. Expense Reimbursements The Company paid, or reimbursed iStar for, certain of the Company’s operating expenses as well as the costs of personnel performing certain legal, accounting, finance, due diligence tasks and other services, in each case except those specifically required to be borne or elected not to be charged by iStar under the management agreement. During the year ended December 31, 2023, the Company was allocated $ 3.1 million in expenses from iStar. These expenses are recorded in "General and administrative" in the Company’s consolidated statements of operations. Acquisitions and Commitments Prior to the Merger, iStar participated in certain of the Company’s investment transactions, as the Company’s tenant or either as a seller of land or by providing financing to the Company’s Ground Lease tenants. Following is a list of transactions in which the Company and iStar or other persons deemed to be related parties have participated for the periods presented. These transactions were approved by the Company’s independent directors in accordance with the Company’s policy with respect to related party transactions. In April 2024, the Company entered into a discretionary commitment to fund up to $ 9.0 million of preferred equity in an entity that owned the leasehold interest under one of the Company’s office Ground Leases located in Washington, DC and through March 31, 2025, the Company funded $ 1.5 million of the commitment amount. At inception, the Company incurred $ 0.4 million of costs creating the entity formed to own the leasehold interest, which resulted in a total investment balance of $ 1.9 million and was included in “Deferred expenses and other assets” on the Company’s consolidated balance sheet as of December 31, 2024. In May 2025, the leasehold interest was acquired by a new sponsor and the Company determined its investment was not recoverable, which resulted in a $ 1.9 million write-off of the Company’s preferred equity investment as of March 31, 2025. The write-off is included in “Other expense” in the Company’s consolidated statement of operations. The Company has recognized $ 6.9 million of interest income from sales-type leases from the Ground Lease in its consolidated statements of operations for the year ended December 31, 2025. The Company has a noncontrolling interest in the Ground Lease Plus Fund and an affiliate of an existing shareholder (which was affiliated with one of the Company’s former independent directors, whose term ended in May 2025) has a noncontrolling interest in the Ground Lease Plus Fund. The Company has entered into certain agreements to acquire certain land and related Ground Leases from the Ground Lease Plus Fund if certain construction-related conditions are met by a specified time period. In January 2024, the Company acquired one Ground Lease from the Ground Lease Plus Fund for $ 38.3 million pursuant to one such agreement. In addition, the Ground Lease documents contain future funding obligations to the Ground Lease tenant of approximately $ 51.8 million of leasehold improvement allowance upon achievement of certain milestones. In May 2023, certain milestones were met by the tenant as it exited the pre-development stage and the tenant began accessing the leasehold improvement allowance. As of December 31, 2025, the $ 51.8 million leasehold improvement allowance has been fully funded. Another such agreement had a purchase price to be paid of $ 42.0 million, plus an amount necessary for the Ground Lease Plus Fund to achieve the greater of a 1.25 x multiple and a 9 % return on its investment. In addition, the Ground Lease provided for a leasehold improvement allowance up to a maximum of $ 83.0 million, which obligation would be assumed by the Company upon acquisition. The Company’s commitment to acquire the Ground Lease from the Ground Lease Plus Fund expired in June 2025. In June 2021, the Company acquired from iStar a purchase option agreement for $ 1.2 million, which amount was equal to the deposit previously made by iStar under such option agreement plus assumption of iStar’s out of pocket costs and expenses in connection with entering into such option agreement. Under the option agreement, the Company had the right to acquire for $ 215.0 million a property that is under a separate option for the benefit of a third party, whereby such third party has the right to enter into a Ground Lease and develop approximately 1.1 million square feet of office space. In September 2023, the Company terminated its acquisition right under the option agreement for $ 0.3 million and recognized a loss of $ 1.9 million, inclusive of the derecognition of previously-capitalized deal structuring costs. The loss is recorded in “Other expense” in the Company’s consolidated statements of operations. 85 Table of Contents Caret units ​ In February 2022, Old SAFE sold an aggregate of 108,571 Caret units, 1.08 % of the then-authorized Caret units, to a group of investors (refer to Note 3). In addition, an affiliate of an existing shareholder (which was affiliated with one of the Company’s former independent directors, whose term ended in May 2025) made a commitment to purchase 28,571 Caret units, or 0.29 % of the then-authorized Caret units, for a purchase price of $ 5.0 million. As part of the sale, Old SAFE agreed to use commercially reasonable efforts to provide public market liquidity for such Caret units by seeking to provide a listing of the Caret units (or securities into which they may be exchanged) on a public exchange within two years of the sale. Because public market liquidity was not achieved by February 2024, the investors in the February 2022 transaction had the right to cause their Caret units purchased in February 2022 to be redeemed by Portfolio Holdings at such purchase price less the amount of distributions previously made on such units. In April 2024, all of the investors in the February 2022 transaction exercised this right and elected to have their Caret units redeemed. ​ On March 31, 2023, shortly before the closing of the Merger, iStar sold and affiliates of MSD Partners bought 5,405,406 shares of Old SAFE’s common stock then owned by iStar. On March 31, 2023, in conjunction with the closing of the Merger, affiliates of MSD Partners also purchased 100,000 Caret units from the Company for an aggregate purchase price of $ 20.0 million. Additionally, on March 31, 2023, existing third-party Caret unit holders purchased an aggregate of 22,500 Caret units from the Company for an aggregate $ 4.5 million. ​ Star Holdings ​ On March 31, 2023, immediately prior to the closing of the Merger, the Company (then known as iStar Inc.) completed the Spin-Off, resulting in the spin-off of its remaining legacy assets and certain other assets pursuant to a separation and distribution agreement (the “Separation and Distribution Agreement”), dated as of March 31, 2023, by and between the Company and Star Holdings. The Separation and Distribution Agreement sets forth, among other things, Star Holdings’ agreements with the Company regarding the principal transactions necessary to separate Star Holdings from the Company. It also sets forth other agreements that govern certain aspects of Star Holdings’ relationship with the Company after the Spin-Off relating to the transfer of assets and assumption of liabilities, cash assets, release of claims, insurance, non-solicitation, segregation of accounts and other matters. The Separation and Distribution Agreement also includes a mutual release by Star Holdings, on the one hand, and the Company, on the other hand, of the other party from certain specified liabilities, as well as mutual indemnification covenants pursuant to which Star Holdings and the Company have agreed to indemnify each other from certain specified liabilities. ​ SpinCo Manager is party to a management agreement with Star Holdings, pursuant to which it will operate and pursue the orderly monetization of Star Holding’s assets. On March 28, 2025, the Company and Star Holdings entered into an amendment to the Management Agreement that increased the management fee payable in year four of the contract from $ 5.0 million to $ 7.5 million and increased the termination fee payable by Star Holdings in certain circumstances from $ 50.0 million to $ 55.0 million. Pursuant to the management agreement, Star Holdings paid to SpinCo Manager an annual management fee of $ 25.0 million for the term ended March 31, 2024 and $ 15.0 million for the term ended March 31, 2025. The annual fee declines to $ 10.0 million and $ 7.5 million, respectively, in each of the following annual terms, and adjusts to 2.0 % of the gross book value of Star Holding's assets, excluding shares of the Company’s common stock held by Star Holdings, thereafter. The management agreement had an initial one-year term and now automatically renews for successive one-year terms each anniversary date thereafter unless previously terminated. The management agreement may be terminated by Star Holdings without cause by not less than one hundred eighty days ’ written notice to SpinCo Manager upon the affirmative vote of at least two-thirds of Star Holdings’ independent directors, provided, however, that if the date of termination occurs prior to March 31, 2027, the termination will be subject to payment of the applicable termination fee to SpinCo Manager. Star Holdings may also terminate the management agreement at any time with 30 days ’ prior written notice from Star Holdings’ board of trustees for “cause,” as defined in the management agreement. ​ In the event of a termination without cause by Star Holdings prior to March 31, 2027, Star Holdings will pay SpinCo Manager a termination fee of $ 55.0 million minus the aggregate amount of management fees actually paid to SpinCo Manager prior to the termination date. However, if Star Holdings has completed the liquidation of its assets on or before the termination date, the termination fee will consist of any portion of the annual management fee that remained unpaid for the remainder of the then current annual term plus, if the termination date occurs on or before March 31, 2026, 86 Table of Contents the amount of the management fee that would have been payable for the next succeeding annual term, or if the termination date occurs after March 31, 2026, zero . In the event of a termination by the Company based on a reduction in the amount of Star Holdings’ consolidated assets below designated thresholds, Star Holdings will pay SpinCo Manager a termination fee of $ 5.0 million if the termination occurs in the one-year term ending March 31, 2026, plus the balance of any unpaid portion of the annual management fee for such term. ​ During the years ended December 31, 2025, 2024 and 2023, the Company recorded $ 11.7 million, $ 16.8 million and $ 19.4 million, respectively, in management fees from Star Holdings. The management fees are included in “Other income” in the Company’s consolidated statements of operations. ​ The Company and Star Holdings also entered into a governance agreement that places certain restrictions on the transfer and voting of the shares of the Company owned by Star Holdings, and a registration rights agreement under which the Company agreed to register such shares for resale in accordance with applicable securities laws. As of December 31, 2025, Star Holdings owned approximately 18.8 % of the Company’s common stock outstanding through a wholly-owned subsidiary. ​ In April 2023, the Company, Portfolio Holdings and Star Investment Holdings SPV LLC (“Star Investment Holdings”), a subsidiary of Star Holdings, entered into an ATM Equity Offering Sales Agreement (the “Selling Stockholder Sales Agreement”) with the sales agents named therein pursuant to which Star Investment Holdings may sell, from time to time, subject to receiving the Company’s consent, up to 1,000,000 shares of the Company’s common stock (the “Selling Stockholder Shares”) through or to the sales agents. Star Investment Holdings may sell the Selling Stockholder Shares in amounts and at times to be determined by Star Investment Holdings, subject to receiving the Company’s consent, from time to time but has no obligation to sell any of the Selling Stockholder Shares. Actual sales, if any, will depend on a variety of factors to be determined by Star Investment Holdings from time to time, including, among other things, market conditions, the trading price of the Company’s common stock, capital needs and determinations by Star Investment Holdings of the appropriate sources of its funding. ​ ​ Note 16—Segment Reporting The Company conducts its business through one reportable and one operating segment by acquiring, managing and capitalizing Ground Leases, which the Company believes provides an opportunity for safe, growing income. The Company’s chief executive officer is the chief operating decision maker (“CODM”) and uses net income (loss), as reported on the consolidated statements of operations, to measure segment operating performance. All of the Company’s expenses are included in segment operating performance and are reviewed regularly. However, the CODM reviews interest expense and general and administrative expense on a more disaggregated basis. The CODM reviews interest expense in more detail because the Company uses its cost of capital to price its investments. The CODM also reviews general and administrative expense, which includes public company costs consisting of compensation, occupancy, and other corporate costs, in more detail to ensure its resources are in line with its business and operating needs. The measure of segment assets is reported on the Company’s consolidated balance sheets as total assets. The CODM also reviews assets and asset level metrics such as rent coverage, GAAP and cash asset yields, Ground Lease cost to value ratios, unrealized capital appreciation and certain other metrics on a regular basis. ​ 87 Table of Contents The following table presents the Company’s expenses that are reviewed in more detail by the CODM for the years ended December 31, 2025, 2024 and 2023 ($ in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the Years Ended December 31, ​ ​ ​ ​ 2025 ​ 2024 ​ ​ ​ 2023 Interest expense ​ ​ ​ ​ ​ ​ ​ ​ ​ Cash ​ $ 179,272 ​ $ 170,315 ​ $ 153,071 Non-cash ​ ​ 27,414 ​ ​ 27,727 ​ ​ 27,940 Subtotal interest expense ​ ​ 206,686 ​ ​ 198,042 ​ ​ 181,011 General and administrative (1) ​ ​ ​ ​ ​ ​ ​ ​ ​ Public company and other costs ​ ​ 41,788 ​ ​ 41,160 ​ ​ 37,015 Stock-based compensation ​ ​ 12,549 ​ ​ 13,757 ​ ​ 23,230 Management fees ​ ​ — ​ ​ — ​ ​ 5,199 Expense reimbursements to the Former Manager ​ ​ — ​ ​ — ​ ​ 3,125 Subtotal general and administrative ​ 54,337 ​ 54,917 ​ 68,569 (1) The CODM also considers management fees earned from Star Holdings (refer to Note 15) in their review of general and administrative expense because many of the Company’s employees spend time and resources performing basic functions for the management of Star Holdings. During the years ended December 31, 2025, 2024 and 2023, the Company earned $ 11.7 million, $ 16.8 million and $ 19.4 million, respectively, in management fees from Star Holdings. The management fees are included in “Other income” in the Company’s consolidated statements of operations. ​ ​ ​ ​ ​ 88 Table of Contents ​ Safehold Inc. Schedule III—Real Estate and Accumulated Depreciation As of December 31, 2025 ($ in thousands) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Cost ​ Gross Amount Carried ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Initial Cost to Company ​ Capitalized ​ at Close of Period ​ ​ ​ ​ ​ ​ Depreciable ​ ​ ​ ​ ​ ​ ​ ​ ​ Building and Subsequent to ​ ​ ​ ​ Building and ​ ​ ​ ​ Accumulated ​ Date Life ​ Location ​ ​ ​ Encumbrances (1) ​ Land ​ ​ ​ Improvements ​ ​ ​ Acquisition ​ ​ ​ Land ​ ​ ​ Improvements ​ ​ ​ Total (2) ​ ​ ​ Depreciation ​ ​ ​ Acquired ​ ​ ​ (Years) ​ Detroit, MI ​ $ — ​ $ 29,086 ​ $ — ​ $ — ​ $ 29,086 ​ $ — ​ $ 29,086 ​ $ — 2017 N/A ​ Dallas, TX ​ — ​ 1,954 ​ — ​ — ​ 1,954 ​ — ​ 1,954 ​ — 2017 N/A ​ Dallas, TX ​ — ​ 2,751 ​ — ​ — ​ 2,751 ​ — ​ 2,751 ​ — 2017 N/A ​ Atlanta, GA ​ — ​ 4,097 ​ — ​ — ​ 4,097 ​ — ​ 4,097 ​ — 2017 N/A ​ Milwaukee, WI ​ — ​ 4,638 ​ 51,323 ​ — ​ 4,638 ​ 51,323 ​ 55,961 ​ 11,255 2017 40 (3) Washington, DC ​ — ​ 1,484 ​ — ​ — ​ 1,484 ​ — ​ 1,484 ​ — 2017 N/A ​ Minneapolis, MN ​ — ​ 716 ​ — ​ — ​ 716 ​ — ​ 716 ​ — 2017 N/A ​ Durango, CO ​ — ​ 1,415 ​ 17,080 ​ — ​ 1,415 ​ 17,080 ​ 18,495 ​ 4,718 2017 35 (3) Rohnert Park, CA ​ — ​ 5,869 ​ 13,752 ​ — ​ 5,869 ​ 13,752 ​ 19,621 ​ 4,679 2017 32 (3) Salt Lake City, UT ​ — ​ 8,573 ​ 40,583 ​ — ​ 8,573 ​ 40,583 ​ 49,156 ​ 10,415 2017 34 (3) San Diego, CA ​ — ​ 5,077 ​ 24,096 ​ — ​ 5,077 ​ 24,096 ​ 29,173 ​ 6,534 2017 33 (3) Seattle, WA ​ — ​ 7,813 ​ 45,562 ​ — ​ 7,813 ​ 45,562 ​ 53,375 ​ 14,452 2017 30 (3) Los Angeles, CA ​ 57,936 ​ 72,836 ​ — ​ — ​ 72,836 ​ — ​ 72,836 ​ — 2017 N/A ​ Los Angeles, CA ​ 62,764 ​ 68,140 ​ — ​ — ​ 68,140 ​ — ​ 68,140 ​ — 2017 N/A ​ Atlanta, GA ​ — ​ 6,300 ​ — ​ — ​ 6,300 ​ — ​ 6,300 ​ — 2017 N/A ​ Washington, DC ​ 23,100 ​ 27,354 ​ — ​ — ​ 27,354 ​ — ​ 27,354 ​ — 2018 N/A ​ Orlando, FL ​ 7,800 ​ 6,626 ​ — ​ — ​ 6,626 ​ — ​ 6,626 ​ — 2018 N/A ​ Raleigh-Durham, NC ​ 11,940 ​ 4,502 ​ — ​ — ​ 4,502 ​ — ​ 4,502 ​ — 2018 N/A ​ Atlanta, GA ​ 9,882 ​ 8,478 ​ — ​ — ​ 8,478 ​ — ​ 8,478 ​ — 2018 N/A ​ San Diego, CA ​ — ​ 8,168 ​ — ​ — ​ 8,168 ​ — ​ 8,168 ​ — 2018 N/A ​ Washington, DC ​ 10,000 ​ 15,217 ​ — ​ — ​ 15,217 ​ — ​ 15,217 ​ — 2018 N/A ​ Phoenix, AZ ​ — ​ 5,996 ​ — ​ — ​ 5,996 ​ — ​ 5,996 ​ — 2018 N/A ​ Washington, DC ​ — ​ 21,478 ​ — ​ — ​ 21,478 ​ — ​ 21,478 ​ — 2018 N/A ​ Miami, FL ​ 6,000 ​ 9,170 ​ — ​ — ​ 9,170 ​ — ​ 9,170 ​ — 2018 N/A ​ Miami, FL ​ 2,471 ​ 3,735 ​ — ​ — ​ 3,735 ​ — ​ 3,735 ​ — 2018 N/A ​ Washington, DC ​ 95,000 ​ 121,100 ​ — ​ — ​ 121,100 ​ — ​ 121,100 ​ — 2018 N/A ​ Nashville, TN ​ — ​ 13,505 ​ — ​ — ​ 13,505 ​ — ​ 13,505 ​ — 2018 N/A ​ Portland, OR ​ — ​ 3,641 ​ — ​ — ​ 3,641 ​ — ​ 3,641 ​ — 2019 N/A ​ San Antonio, TX ​ 10,000 ​ 2,103 ​ 836 ​ — ​ 2,103 ​ 836 ​ 2,939 ​ 169 2019 40 ​ Riverside, CA ​ — ​ 11,399 ​ — ​ — ​ 11,399 ​ — ​ 11,399 ​ — 2019 N/A ​ San Ramon, CA ​ — ​ 19,635 ​ — ​ — ​ 19,635 ​ — ​ 19,635 ​ — 2020 N/A ​ Washington, DC ​ — ​ 44,883 ​ — ​ — ​ 44,883 ​ — ​ 44,883 ​ — 2020 N/A ​ Real estate available and held for sale ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Various ​ ​ — ​ ​ 688 ​ ​ 1,340 ​ ​ — ​ ​ 688 ​ ​ 1,340 ​ ​ 2,028 ​ ​ — ​ 2023 ​ N/A ​ Total (4) ​ $ 296,893 ​ $ 548,427 ​ $ 194,572 ​ $ — ​ $ 548,427 ​ $ 194,572 ​ $ 742,999 ​ $ 52,222 ​ ​ ​ (1) Pledged as collateral under mortgages. (2) The aggregate cost for Federal income tax purposes was approximately $ 1.1 billion as of December 31, 2025. (3) These properties have land improvements with depreciable lives from 7 to 12 years . (4) Includes real estate available and held for sale. 89 Table of Contents ​ The following table reconciles real estate and real estate available and held for sale for the years ended December 31, 2025, 2024 and 2023 (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the Years Ended December 31, ​ ​ ​ ​ 2025 ​ ​ ​ 2024 ​ ​ ​ 2023 Beginning balance ​ $ 748,204 ​ $ 754,048 ​ $ 740,971 Acquisitions (1) ​ — ​ — ​ 14,585 Sales (1) ​ ​ ( 5,205 ) ​ ​ ( 5,844 ) ​ ​ ( 1,508 ) Ending balance (2) ​ $ 742,999 ​ $ 748,204 ​ $ 754,048 (1) Represents real estate available and held for sale. (2) Includes real estate and real estate available and held for sale. ​ The following table reconciles accumulated depreciation for the years ended December 31, 2025, 2024 and 2023 (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the Years Ended December 31, ​ ​ ​ ​ 2025 ​ ​ ​ 2024 ​ ​ ​ 2023 Beginning balance ​ $ 46,428 ​ $ 40,400 ​ $ 34,371 Additions ​ 5,794 ​ 6,028 ​ 6,029 Ending balance ​ $ 52,222 ​ $ 46,428 ​ $ 40,400 ​ ​ 90 Table of Contents Item 9. Changes and Disagreements with Registered Public Accounting Firm on Accounting and Financial Disclosure None. ​