# FRP HOLDINGS, INC. (FRPH)

Informational only - not investment advice.

CIK: 0000844059
SIC: 6500 Real Estate
SIC breadcrumb: [Finance, Insurance, And Real Estate](/division/H/) > [Real Estate](/major-group/65/) > [SIC 6500 Real Estate](/industry/6500/)
Latest 10-K filed: 2026-04-15
SEC page: https://www.sec.gov/edgar/browse/?CIK=844059
Filing source: https://www.sec.gov/Archives/edgar/data/844059/000084405926000037/frph-20251231.htm

## Selected Fundamentals
| Metric | Value | Unit | FY | Filed |
| --- | ---: | --- | ---: | --- |
| Revenue | 42846000 | USD | 2025 | 2026-04-15 |
| Net income | 3330000 | USD | 2025 | 2026-04-15 |
| Assets | 735145000 | USD | 2025 | 2026-04-15 |

## Financials

Annual standardized facts from SEC companyfacts as of latest extracted filing date 2026-04-15. Source: https://data.sec.gov/api/xbrl/companyfacts/CIK0000844059.json. Derived margins, ratios, and free cash flow are computed from the extracted annual SEC facts.

| Metric | 2015 | 2016 | 2017 | 2018 | 2019 | 2020 | 2021 | 2022 | 2023 | 2024 | 2025 |
| --- | ---: | ---: | ---: | ---: | ---: | ---: | ---: | ---: | ---: | ---: | ---: |
| Revenue |  | 37,457,000 |  |  | 23,756,000 | 23,583,000 | 31,220,000 | 37,481,000 | 41,506,000 | 41,774,000 | 42,846,000 |
| Net income |  | 12,024,000 | 41,750,000 | 124,472,000 | 16,177,000 | 12,715,000 | 28,215,000 | 4,565,000 | 5,302,000 | 6,385,000 | 3,330,000 |
| Operating income |  | 16,383,000 | 1,041,000 | 1,962,000 | 5,756,000 | 5,134,000 | 2,274,000 | 7,996,000 | 11,700,000 | 11,704,000 | 7,028,000 |
| Diluted EPS |  | 1.22 | 4.16 | 12.32 | 1.63 | 1.32 | 3.00 | 0.24 | 0.28 | 0.34 | 0.18 |
| Operating cash flow |  | 19,490,000 | 21,059,000 | -37,186,000 | 47,023,000 | 18,613,000 | 22,242,000 | 22,338,000 | 32,971,000 | 28,986,000 | 29,677,000 |
| Capital expenditures |  | 27,554,000 | 3,296,000 | 7,294,000 | 10,434,000 | 17,544,000 | 16,530,000 | 27,615,000 | 11,217,000 | 51,194,000 | 51,137,000 |
| Share buybacks |  | 43,000 | 74,000 | 5,733,000 | 8,210,000 | 21,312,000 | 264,000 | 0.00 | 2,000,000 | 0.00 | 464,000 |
| Assets |  | 266,560,000 | 418,734,000 | 505,488,000 | 538,148,000 | 536,360,000 | 678,190,000 | 701,084,000 | 709,166,000 | 728,485,000 | 735,145,000 |
| Liabilities |  | 67,740,000 | 154,152,000 | 122,233,000 | 146,503,000 | 153,707,000 | 252,940,000 | 256,873,000 | 261,190,000 | 259,372,000 | 279,488,000 |
| Stockholders' equity |  | 198,820,000 | 243,530,000 | 364,607,000 | 374,888,000 | 367,654,000 | 396,423,000 | 407,145,000 | 414,520,000 | 423,103,000 | 428,513,000 |
| Cash and cash equivalents | 419,000 | 0.00 | 4,524,000 | 22,547,000 | 26,607,000 | 73,909,000 | 161,521,000 | 177,497,000 | 157,555,000 | 148,620,000 |  |
| Free cash flow |  | -8,064,000 | 17,763,000 | -44,480,000 | 36,589,000 | 1,069,000 | 5,712,000 | -5,277,000 | 21,754,000 | -22,208,000 | -21,460,000 |

### Ratios

ROE and ROA use period-end equity/assets. Liabilities / equity uses total liabilities divided by stockholders' equity. Current ratio uses current assets divided by current liabilities when both are reported.

| Metric | 2015 | 2016 | 2017 | 2018 | 2019 | 2020 | 2021 | 2022 | 2023 | 2024 | 2025 |
| --- | ---: | ---: | ---: | ---: | ---: | ---: | ---: | ---: | ---: | ---: | ---: |
| Net margin |  | 32.10% |  |  | 68.10% | 53.92% | 90.37% | 12.18% | 12.77% | 15.28% | 7.77% |
| Operating margin |  | 43.74% |  |  | 24.23% | 21.77% | 7.28% | 21.33% | 28.19% | 28.02% | 16.40% |
| Return on equity |  | 6.05% | 17.14% | 34.14% | 4.32% | 3.46% | 7.12% | 1.12% | 1.28% | 1.51% | 0.78% |
| Return on assets |  | 4.51% | 9.97% | 24.62% | 3.01% | 2.37% | 4.16% | 0.65% | 0.75% | 0.88% | 0.45% |
| Liabilities / equity |  | 0.34 | 0.63 | 0.34 | 0.39 | 0.42 | 0.64 | 0.63 | 0.63 | 0.61 | 0.65 |

## Quarterly

Quarterly standardized facts from SEC companyfacts as of latest extracted filing date 2026-05-14. Source: https://data.sec.gov/api/xbrl/companyfacts/CIK0000844059.json.

Flow metrics use discrete quarter-length periods from 10-Q/10-Q/A filings. Q4 revenue and net income are derived only when annual FY and nine-month YTD facts exist for the same fiscal year; derived Q4 values are labeled. EPS Q4 is not derived.

| Quarter | End date | Revenue | Net income | Diluted EPS | Method |
| --- | --- | ---: | ---: | ---: | --- |
| 2022-Q2 | 2022-06-30 |  |  | 0.07 | reported discrete quarter |
| 2022-Q3 | 2022-09-30 |  |  | 0.05 | reported discrete quarter |
| 2023-Q1 | 2023-03-31 |  |  | 0.06 | reported discrete quarter |
| 2023-Q2 | 2023-06-30 | 10,696,000 | 598,000 | 0.06 | reported discrete quarter |
| 2023-Q3 | 2023-09-30 | 10,591,000 | 1,259,000 | 0.13 | reported discrete quarter |
| 2023-Q4 | 2023-12-31 | 10,105,000 | 2,880,000 |  | derived Q4 = FY annual - nine-month YTD |
| 2024-Q1 | 2024-03-31 | 10,133,000 | 1,301,000 | 0.07 | reported discrete quarter |
| 2024-Q2 | 2024-06-30 | 10,477,000 | 2,044,000 | 0.11 | reported discrete quarter |
| 2024-Q3 | 2024-09-30 | 10,633,000 | 1,361,000 | 0.07 | reported discrete quarter |
| 2024-Q4 | 2024-12-31 | 10,531,000 | 1,679,000 |  | derived Q4 = FY annual - nine-month YTD |
| 2025-Q1 | 2025-03-31 | 10,306,000 | 1,710,000 | 0.09 | reported discrete quarter |
| 2025-Q2 | 2025-06-30 | 10,850,000 | 578,000 | 0.03 | reported discrete quarter |
| 2025-Q3 | 2025-09-30 | 10,775,000 | 662,000 | 0.03 | reported discrete quarter |
| 2025-Q4 | 2025-12-31 | 10,915,000 | 380,000 |  | derived Q4 = FY annual - nine-month YTD |
| 2026-Q1 | 2026-03-31 | 10,594,000 | -687,000 | -0.04 | reported discrete quarter |

## Macro Cross-References
- [CPIAUCSL](/indicator/CPIAUCSL/): Consumer Price Index for All Urban Consumers: All Items in U.S. City Average
- [UNRATE](/indicator/UNRATE/): Unemployment Rate
- [FEDFUNDS](/indicator/FEDFUNDS/): Federal Funds Effective Rate
- [CES0500000003](/indicator/CES0500000003/): Average Hourly Earnings of All Employees, Total Private
- [DFEDTARU](/indicator/DFEDTARU/): Federal Funds Target Range - Upper Limit
- [DFEDTARL](/indicator/DFEDTARL/): Federal Funds Target Range - Lower Limit
- [DGS3MO](/indicator/DGS3MO/): Market Yield on U.S. Treasury Securities at 3-Month Constant Maturity
- [DGS2](/indicator/DGS2/): Market Yield on U.S. Treasury Securities at 2-Year Constant Maturity
- [DGS10](/indicator/DGS10/): Market Yield on U.S. Treasury Securities at 10-Year Constant Maturity
- [DGS30](/indicator/DGS30/): Market Yield on U.S. Treasury Securities at 30-Year Constant Maturity
- [T10Y2Y](/indicator/T10Y2Y/): 10-Year Treasury Constant Maturity Minus 2-Year Treasury Constant Maturity
- [CPILFESL](/indicator/CPILFESL/): Consumer Price Index for All Urban Consumers: All Items Less Food and Energy
- [CPIUFDSL](/indicator/CPIUFDSL/): Consumer Price Index for All Urban Consumers: Food
- [CPIENGSL](/indicator/CPIENGSL/): Consumer Price Index for All Urban Consumers: Energy
- [CUSR0000SAH1](/indicator/CUSR0000SAH1/): Consumer Price Index for All Urban Consumers: Shelter
- [PCEPI](/indicator/PCEPI/): Personal Consumption Expenditures: Chain-type Price Index
- [PCEPILFE](/indicator/PCEPILFE/): Personal Consumption Expenditures Excluding Food and Energy: Chain-type Price Index
- [PPIACO](/indicator/PPIACO/): Producer Price Index by Commodity: All Commodities
- [T10YIE](/indicator/T10YIE/): 10-Year Breakeven Inflation Rate
- [U6RATE](/indicator/U6RATE/): Total Unemployed, Plus All Marginally Attached Workers Plus Total Employed Part Time for Economic Reasons
- [PAYEMS](/indicator/PAYEMS/): All Employees, Total Nonfarm
- [CIVPART](/indicator/CIVPART/): Labor Force Participation Rate
- [EMRATIO](/indicator/EMRATIO/): Employment-Population Ratio
- [UNEMPLOY](/indicator/UNEMPLOY/): Unemployed
- [CE16OV](/indicator/CE16OV/): Employment Level
- [ICSA](/indicator/ICSA/): Initial Claims
- [JTSJOL](/indicator/JTSJOL/): Job Openings: Total Nonfarm
- [JTSQUR](/indicator/JTSQUR/): Quits: Total Nonfarm
- [GDPC1](/indicator/GDPC1/): Real Gross Domestic Product
- [A191RL1Q225SBEA](/indicator/A191RL1Q225SBEA/): Real Gross Domestic Product: Percent Change from Preceding Period
- [INDPRO](/indicator/INDPRO/): Industrial Production: Total Index
- [TCU](/indicator/TCU/): Capacity Utilization: Total Index
- [HOUST](/indicator/HOUST/): New Privately-Owned Housing Units Started: Total Units
- [PERMIT](/indicator/PERMIT/): New Privately-Owned Housing Units Authorized in Permit-Issuing Places: Total Units
- [RSAFS](/indicator/RSAFS/): Advance Retail Sales: Retail Trade
- [PCE](/indicator/PCE/): Personal Consumption Expenditures
- [DSPIC96](/indicator/DSPIC96/): Real Disposable Personal Income
- [PSAVERT](/indicator/PSAVERT/): Personal Saving Rate
- [M2SL](/indicator/M2SL/): M2
- [BOPGSTB](/indicator/BOPGSTB/): U.S. International Trade in Goods and Services: Balance
- [MSPUS](/indicator/MSPUS/): Median Sales Price of Houses Sold for the United States
- [HSN1F](/indicator/HSN1F/): New One Family Houses Sold: United States
- [RHORUSQ156N](/indicator/RHORUSQ156N/): Homeownership Rate in the United States
- [TTLCONS](/indicator/TTLCONS/): Total Construction Spending: Total Construction in the United States
- [RRVRUSQ156N](/indicator/RRVRUSQ156N/): Rental Vacancy Rate in the United States
- [TOTALSL](/indicator/TOTALSL/): Total Consumer Credit Owned and Securitized
- [REVOLSL](/indicator/REVOLSL/): Revolving Consumer Credit Owned and Securitized
- [DRCCLACBS](/indicator/DRCCLACBS/): Delinquency Rate on Credit Card Loans, All Commercial Banks
- [GDP](/indicator/GDP/): Gross Domestic Product
- [GPDI](/indicator/GPDI/): Gross Private Domestic Investment
- [GCE](/indicator/GCE/): Government Consumption Expenditures and Gross Investment
- [PCEC](/indicator/PCEC/): Personal Consumption Expenditures
- [NETEXP](/indicator/NETEXP/): Net Exports of Goods and Services
- [GFDEBTN](/indicator/GFDEBTN/): Federal Debt: Total Public Debt
- [GFDEGDQ188S](/indicator/GFDEGDQ188S/): Federal Debt: Total Public Debt as Percent of Gross Domestic Product
- [FYFSD](/indicator/FYFSD/): Federal Surplus or Deficit
- [FGRECPT](/indicator/FGRECPT/): Federal Government Current Receipts
- [FGEXPND](/indicator/FGEXPND/): Federal Government: Current Expenditures
- [MANEMP](/indicator/MANEMP/): All Employees, Manufacturing
- [USCONS](/indicator/USCONS/): All Employees, Construction
- [USTRADE](/indicator/USTRADE/): All Employees, Retail Trade
- [USFIRE](/indicator/USFIRE/): All Employees, Financial Activities
- [USGOVT](/indicator/USGOVT/): All Employees, Government
- [AWHAETP](/indicator/AWHAETP/): Average Weekly Hours of All Employees, Total Private
- [DGORDER](/indicator/DGORDER/): Manufacturers' New Orders: Durable Goods
- [NEWORDER](/indicator/NEWORDER/): Manufacturers' New Orders: Nondefense Capital Goods Excluding Aircraft
- [BUSINV](/indicator/BUSINV/): Total Business Inventories
- [EXPGS](/indicator/EXPGS/): Exports of Goods and Services
- [IMPGS](/indicator/IMPGS/): Imports of Goods and Services
- [IR](/indicator/IR/): Import Price Index (End Use): All Commodities
- [PPIFIS](/indicator/PPIFIS/): Producer Price Index by Commodity: Final Demand

## Latest quarter (10-Q)

Latest 10-Q source: https://www.sec.gov/Archives/edgar/data/844059/000084405926000069/frph-20260331.htm

Extracted structurally from real Item 2 body heading to real Item 3/4 boundary. Published MD&A gate trimmed front/tail over-capture.
Confidence: high
Filing date: 2026-05-14
Report date: 2026-03-31

ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL

CONDITION AND RESULTS OF OPERATIONS

The following discussion and analysis of our financial condition and results of operations should be read in conjunction with the accompanying unaudited consolidated financial statements and related notes in Item 1 and with the audited consolidated financial statements and the related notes included in our annual report on Form 10-K. The statements in this discussion regarding industry outlook, our expectations regarding our future performance, liquidity and capital resources and other non-historical statements in this discussion are forward-looking statements. These forward-looking statements are subject to risks and uncertainties, including the risks and uncertainties described in “Forward-Looking Statements” below and “Risk Factors” on page 5 of our annual report on Form 10-K. Our actual results may differ materially from those contained in or implied by any forward-looking statements. We assume no obligation to revise or publicly release any revision to any forward-looking statements contained in this quarterly report on Form 10-Q, unless required by law.

The following discussion includes non-GAAP financial measures within the meaning of Regulation G promulgated by the Securities and Exchange Commission to supplement the financial results as reported in accordance with GAAP. The non-GAAP financial measures discussed are operating profit before G&A and pro rata net operating income (NOI), adjusted pro rata net operating income, and adjusted net income. The Company uses these metrics to analyze its continuing operations and to monitor, assess, and identify meaningful trends in its operating and financial performance. These measures are not, and should not be viewed as, a substitute for GAAP financial measures. Refer to “Non-GAAP Financial Measure” below in this quarterly report for a more detailed discussion, including reconciliations of this non-GAAP financial measure to its most directly comparable GAAP financial measure.

Executive Overview - FRP Holdings, Inc. is a real estate development, asset management and operating company business. Our properties are located in the Mid-Atlantic and southeastern United States and consist of:

Residential apartments and retail spaces in Washington, D.C. and Greenville, SC;

Warehouse or office properties in Maryland and Florida either existing or under development;

Mining royalty lands, some of which will have second lives as development properties;

Mixed use properties under development in Washington, D.C., Greenville, SC and Florida; and

Properties held for sale.

We believe our present capital structure, liquidity and land provide us with years of opportunities to increase recurring revenue and long-term value for our shareholders. We intend to focus on our core business activity of real estate development, asset management and operations. We are developing a broad range of asset types that we believe will provide acceptable rates of return, grow recurring revenues and support future business. Capital commitments will be funded with operational cash flow from existing assets, existing cash, owned-land, partner capital and financing arrangements. Timing of projects may be subject to delays caused by factors beyond our control.

Reportable Segments

We conduct primarily all of our business in the following four reportable segments: (1) multifamily (2) industrial and commercial (3) mining royalty lands and (4) development.

Multifamily Segment.

As of March 31, 2026, the Multifamily segment included six stabilized joint ventures which own and manage apartment buildings and any associated retail. These assets create revenue and cash flows through tenant rental

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payments and reimbursements for building operating costs. The Company’s residential units typically lease for 12 – 15-month lease terms. If no notice to move out or renew is made, then the leases go month-to-month until notification of termination or renewal is received. Renewal terms are typically 9 – 12 months. The Company also leases retail spaces at apartment/mixed-use properties. The retail leases are typically 10 - 15-year leases with options to renew for another five years. Retail leases at these properties also include percentage rents which collect on average 3-6% of annual sales when a tenant exceeds a breakpoint stipulated by each individual lease. All base rent revenue is recognized on a straight-line basis. The major cash outlays incurred in this segment are for property taxes, full service maintenance, property management, utilities and marketing. The six multifamily properties are as follows:

Property and Occupancy

JV Partners

Method of Accounting

% Ownership

Dock 79, Washington, D.C., 305 apartment units and 14,430 square feet of retail

MRP Realty & Steuart Investment Company

Consolidated

52.8%

The Maren, Washington, D.C., 264 residential units and 6,811 square feet of retail

MRP Realty & Steuart Investment Company

Consolidated

56.33%

The Verge, Washington, D.C., 344 apartments and 8,536 square feet of retail.

MRP Realty

Equity Method

61.37%

Riverside, Greenville, SC, 200 apartment units

Woodfield Development

Equity Method

40%

Bryant Street, Washington D.C., 487 apartments, 91,520 square feet of retail

MRP Realty

Equity Method

72.10%

.408 Jackson, Greenville, SC, 227 apartments, 4,539 square feet of retail.

Woodfield Development

Equity Method

40%

Industrial and Commercial Segment.

The Industrial and Commercial segment owns, leases and manages commercial properties. These assets create revenue and cash flows through tenant rental payments, lease management fees and reimbursements for building operating costs. The Company’s industrial warehouses typically lease for terms ranging from 3 – 10 years often with one or two renewal options. All base rent revenue is recognized on a straight-lined basis. All of the commercial warehouse leases are triple net and common area maintenance costs (CAM Revenue) are billed monthly, and insurance and real estate taxes are billed annually. Office leases are also recognized on a straight-lined basis. The major cash outlays incurred in this segment are for operating expenses, real estate taxes, building repairs, lease commissions and other lease closing costs, construction of tenant improvements, capital to acquire existing operating buildings and closing costs related thereto and personnel costs of our property management team.

As of March 31, 2026, the Industrial and Commercial Segment includes five commercial properties owned by the Company in fee simple as follows:

1)34 Loveton Circle in suburban Baltimore County, MD consists of one office building totaling 33,708 square feet which is 59.3% occupied (25% of the space is occupied by the Company for use as our Baltimore headquarters). The property is subject to commercial leases with various tenants.

2)155 E. 21st Street in Duval County, FL was an prior office building property that remained under lease through March 31, 2026. The lease expired April 1, 2026 and this vacant parcel has minimal value.

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3)Cranberry Run Business Park in Harford County, MD consists of five industrial buildings totaling 267,737 square feet which are 43.4% leased and occupied. The property is subject to commercial leases with various tenants.

4)Hollander 95 Business Park in Baltimore City, MD consists of three industrial buildings totaling 247,340 square feet and two ground leases that are 100.0% leased and occupied.

5)755 Chelsea Road in Harford County, MD is a 258,279 square foot speculative industrial building. Our Development segment completed construction and it moved to this segment as of April 1, 2025.

Management focuses on several factors to measure our success on a comparative basis in this segment. The major factors we focus on are (1) net operating income growth, (2) growth in occupancy, (3) average annual occupancy rate (defined as the occupied square feet at the end of each month during a fiscal year divided by the number of months to date in that fiscal year as a percentage of the average number of square feet in the portfolio over that same time period), (4) tenant retention success rate (as a percentage of total square feet to be renewed), (5) building and refurbishing assets to meet Class A and Class B institutional grade classifications, and (6) reducing complexities and deferred capital expenditures to maximize sale price.

Mining Royalty Lands Segment.

Our Mining Royalty Lands segment owns several properties comprising approximately 16,640 acres currently under lease for mining rents or royalties (excluding the 4,280 acres owned by our Brooksville joint venture with Vulcan Materials). Other than one location in Virginia, all of these properties are located in Florida and Georgia. The Company leases land under long-term leases that grant the lessee the right to mine and sell sand and stone deposits from our property in exchange for royalty payments. A typical lease has an option to extend the lease for additional terms. The typical lease in this segment requires the tenant to pay us a royalty based on the number of tons of mined materials sold from our property during a given fiscal year multiplied by a percentage of the average annual sales price per ton sold. As a result of this royalty payment structure, we do not bear the cost risks associated with the mining operations, however, we are subject to the cyclical nature of the construction markets in these states as both volumes and prices tend to fluctuate through those cycles. In certain locations, typically where the sand and stone deposits on our property have been depleted but the tenant still has a need for the leased land, we collect a minimum annual rental amount. In the year ended December 31, 2025, aggregate royalty tons sold were 9.04 million.

The major expenses in this segment are comprised of collection and accounting for royalties, management’s oversight of the mining leases, land entitlement for post-mining uses and property taxes at our non-leased locations and at our Grandin location which, unlike our other leased mining locations, are not entirely paid by the tenant. As such, our costs in this business are very low as a percentage of revenue, are relatively stable and are not affected by increases in production at our locations. Our current mining tenants are Vulcan Materials, Martin Marietta, Cemex, Summit Materials and The Concrete Company.

Additionally, these locations provide us with opportunities for valuable “second lives” for these assets through proper land planning and entitlement.

Significant “Second life” Mining Lands:

Location

Acreage

Status

Brooksville, FL

4,280 +/-

Development of Regional Impact and County Land Use and Master Zoning in place for 5,800 residential unit, mixed-use development

Ft. Myers, FL

1,907 +/-

Seeking to rezone and obtain entitlements to allow residential development of 497 units following mining operations and the extension of Alico Road

Total

6,187 +/-

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In late 2023, the Central Florida Expressway Authority (CFX) used its eminent domain power to take title to approximately 27.6 acres from the southern boundary of a parcel of the Company’s approximately 1,196-acre Lake Louisa property that is leased to Cemex. As required by Florida law, CFX deposited $2,582,000 into the registry of the Court, representing CFX’s good faith estimate of the value of the condemned property. As the Company’s tenant, Cemex is claiming a portion of the funds ultimately paid by CFX as business damages. The Company is litigating with CFX over the value of the condemned property. The condemnation proceeding is not expected to impact the lease with Cemex.

Development Segment.

Through our Development segment, we own and are continuously monitoring for their “highest and best use” severa

[Excerpt truncated for page length; source filing is linked above.]

## Latest 10-K MD&A

Extracted from a later financial-section MD&A body after the formal Item 7 span was a short reference.
Confidence: high

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.

The following discussion includes a non-GAAP financial measure within the meaning of Regulation G promulgated by the Securities and Exchange Commission to supplement the financial results as reported in accordance with GAAP. The non-GAAP financial measure discussed is pro-rata net operating income (NOI). The Company uses this metric to analyze its continuing operations and to monitor, assess, and identify meaningful trends in its operating and financial performance. This measure is not, and should not be viewed as, a substitute for GAAP financial measures. Refer to “Non-GAAP Financial Measure” below in this annual report

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for a more detailed discussion, including reconciliations of this non-GAAP financial measure to its most directly comparable GAAP financial measure.

Executive Overview

FRP Holdings, Inc. (“FRP” or the “Company”) is a real estate development, asset management and operating company business. Our properties are located in the Mid-Atlantic and southeastern United States and consist of:

Residential/mixed-use apartments in Washington, D.C., Greenville, SC, and Florida;

Warehouse or office properties in Maryland, New Jersey and Florida either existing or under development;

Mining royalty lands, some of which will have second lives as development properties;

Properties held for sale.

We believe our present capital structure, liquidity and land provide us with years of opportunities to increase recurring revenue and long-term value for our shareholders. We intend to focus on our core business activity of real estate development, asset management and operations. We are developing a broad range of asset types that we believe will provide acceptable rates of return, grow recurring revenues and support future growth. Capital commitments will be funded with cash proceeds from completed projects, existing cash, owned-land, partner capital and financing arrangements. Timing of projects may be subject to delays caused by factors beyond our control.

Reportable Segments

We conduct all of our business in the following four reportable segments: (1) multifamily (2) industrial and commercial (3) mining royalty lands and (4) development. For more information regarding our reportable segments, see Note 10. Business Segments of our consolidated financial statements included in this annual report.

Multifamily Segment.

As of December 31, 2025 the Multifamily segment included six stabilized joint ventures which own and manage apartment buildings and any associated retail. These assets create revenue and cash flows through tenant rental payments and reimbursements for building operating costs. The Company’s residential units typically lease for 12 – 15 month lease terms. If no notice to move out or renew is made, then the leases go month-to-month until notification of termination or renewal is received. Renewal terms are typically 9 – 12 months. The Company also leases retail spaces at apartment/mixed-use properties. The retail leases are typically 10 - 15 year leases with options to renew for another five years. Retail leases at these properties also include percentage rents which collect on average 3-6% of annual sales when a tenant exceeds a breakpoint stipulated by each individual lease. All base rent revenue is recognized on a straight-line basis. The major cash outlays incurred in this segment are for property taxes, full service maintenance, property management, utilities and marketing.

Industrial and Commercial Segment.

The Industrial and Commercial segment owns, leases and manages commercial properties. These assets create revenue and cash flows through tenant rental payments, lease management fees and reimbursements for building operating costs. The Company’s industrial warehouses typically lease for terms ranging from 3 – 10 years often with one or two renewal options. All base rent revenue is recognized on a straight-lined basis. All of the commercial warehouse leases are triple net and common area maintenance costs (CAM Revenue) are billed monthly, and insurance and real estate taxes are billed annually. Office leases are also recognized on a straight-

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lined basis. The major cash outlays incurred in this segment are for operating expenses, real estate taxes, building repairs, lease commissions and other lease closing costs, construction of tenant improvements, capital to acquire existing operating buildings and closing costs related thereto and personnel costs of our property management team.

Management focuses on several factors to measure our success on a comparative basis in this segment. The major factors we focus on are (1) net operating income growth, (2) growth in occupancy, (3) average annual occupancy rate (defined as the occupied square feet at the end of each month during a fiscal year divided by the number of months to date in that fiscal year as a percentage of the average number of square feet in the portfolio over that same time period), (4) tenant retention success rate (as a percentage of total square feet to be renewed), (5) building and refurbishing assets to meet Class A and Class B institutional grade classifications, and (6) reducing complexities and deferred capital expenditures to maximize sale price.

Mining Royalty Lands Segment.

Our Mining Royalty Lands segment owns several properties comprising approximately 16,640 acres currently under lease for mining rents or royalties (excluding the 4,280 acres owned by our Brooksville joint venture with Vulcan Materials). Other than one location in Virginia, all of these properties are located in Florida and Georgia. The Company leases land under long-term leases that grant the lessee the right to mine and sell sand and stone deposits from our property in exchange for royalty payments. A typical lease has an option to extend the lease for additional terms. The typical lease in this segment requires the tenant to pay us a royalty based on the number of tons of mined materials sold from our property during a given fiscal year multiplied by a percentage of the average annual sales price per ton sold. As a result of this royalty payment structure, we do not bear the cost risks associated with the mining operations, however, we are subject to the cyclical nature of the construction markets in these states as both volumes and prices tend to fluctuate through those cycles. In certain locations, typically where the sand and stone deposits on our property have been depleted but the tenant still has a need for the leased land, we collect a minimum annual rental amount. In the year ended December 31, 2025, aggregate royalty tons sold were 9.04 million.

The major expenses in this segment are comprised of collection and accounting for royalties, management’s oversight of the mining leases, land entitlement for post-mining uses and property taxes at our non-leased locations and at our Grandin location which, unlike our other leased mining locations, are not entirely paid by the tenant. As such, our costs in this business are very low as a percentage of revenue, are relatively stable and are not affected by increases in production at our locations. Our current mining tenants are Vulcan Materials, Martin Marietta, Cemex, Quikrete and The Concrete Company.

In late 2023, the Central Florida Expressway Authority (CFX) used its eminent domain power to take title to approximately 27.6 acres from the southern boundary of a parcel of the Company’s approximately 1,196-acre Lake Louisa property that is leased to Cemex. As required by Florida law, CFX deposited $2,582,000 into the registry of the Court, representing CFX’s good faith estimate of the value of the condemned property. As the Company’s tenant, Cemex is claiming a portion of the funds ultimately paid by CFX as business damages. The Company is litigating with CFX over the value of the condemned property. The condemnation proceeding is not expected to impact the lease with Cemex.

Development Segment.

Through our Development segment, we own and are continuously monitoring for their “highest and best use” several parcels of land that are in various stages of development. Our overall strategy in this segment is to convert all our non-income producing lands into income production through (i) an orderly process of constructing new commercial and residential buildings for us to own and operate or (ii) a sale to, or joint venture with, third parties. Additionally, our Development segment will purchase land or form joint ventures on new developments of land not previously owned by the Company.

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Revenues in this segment are generated from management fee revenues from our joint venture partners and interim property rents. The significant cash outlays incurred in this segment are for land acquisition costs, entitlement costs, property taxes, design and permitting, and the personnel costs of our in-house management team (included in general and administrative expenses) and horizontal and vertical construction costs.

Joint ventures where FRP is not the primary beneficiary (including those in the Multifamily Segment) are reflected in the line “Investment in joint ventures” on the balance sheet and “Equity in loss of joint ventures” on the income statement. The following table summarizes the Company’s investments in unconsolidated joint ventures (in thousands):

FRP

Ownership

The Company's Total

Investment in Partnership

The Company's Share of Assets of

the Partnership

The Company's Share of Debt of

the Partnership

The

Company's

Share of Profit

(Loss) of the

Partnership

As of December 31, 2025

Brooksville Quarry, LLC

50.00 

%

$

7,530 

7,202 

— 

(45)

BC FRP Realty, LLC

50.00 

%

5,013 

11,880 

6,866 

387 

Buzzard Point Sponsor, LLC

50.00 

%

2,569 

2,569 

— 

— 

Bryant Street Partnerships

72.08 

%

59,334 

134,196 

78,389 

(5,662)

Lending ventures

— 

%

14,803 

— 

— 

— 

Industrial Partnerships

9.63 

%

8,477 

11,551 

4,510 

— 

Greenville Woven

64.85 

%

12,231 

13,957 

1,142 

— 

Estero Partnership

16.00 

%

7,008 

10,797 

1,318 

— 

The Verge Partnership

61.37 

%

34,226 

74,991 

42,037 

(2,615)

Greenville Partnerships

40.00 

%

1,062 

35,815 

32,042 

(1,170)

Total

$

152,253 

302,958 

166,304 

(9,105)

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Table of contents

The major classes of assets, liabilities and equity of the Company’s unconsolidated joint ventures as of December 31, 2025 are summarized in the following two tables (in thousands):

As of December 31, 2025

Buzzard Point

Sponsor, LLC

Bryant Street

Partnership

Estero

Partnership

Verge

Partnership

Greenville

Partnership

Total

Multifamily

Investments in real estate, net

$

0 

174,479 

59,843 

119,954 

107,656 

$

461,932 

Cash and restricted cash

0 

3,643 

7,406 

1,728 

3,109 

15,886 

Unrealized rents & receivables

0 

6,783 

235 

374 

92 

7,484 

Deferred costs

5,138 

1,284 

0 

138 

201 

6,761 

Total Assets

$

5,138 

186,189 

67,484 

122,194 

111,058 

$

492,063 

Secured notes payable

$

0 

108,760 

8,235 

68,498 

81,865 

$

267,358 

Other liabilities

0 

2,363 

3,331 

1,509 

4,660 

11,863 

Capital – FRP

2,569 

56,735 

6,828 

31,952 

12,385 

110,469 

Capital – Third Parties

2,569 

18,331 

49,090 

20,235 

12,148 

102,373 

Total Liabilities and Capital

$

5,138 

186,189 

67,484 

122,194 

111,058 

$

492,063 

As of December 31, 2025

Industrial Partnerships

Brooksville

Quarry, LLC

BC FRP

Realty, LLC

Lending

Ventures

Total

Multifamily

Grand

Total

Investments in real estate, net

$

119,215 

$

14,350 

21,539 

11,318 

461,932 

$

628,354 

Cash and restricted cash

760 

53 

1,347 

0 

15,886 

18,046 

Unrealized rents & receivables

0 

0 

548 

0 

7,484 

8,032 

Deferred costs

0 

1 

325 

0 

6,761 

7,087 

Total Assets

$

119,975 

$

14,404 

23,759 

11,318 

492,063 

$

661,519 

Secured notes payable

$

46,843 

$

0 

13,731 

(3,484)

267,358 

$

324,448 

Other liabilities

6,163 

0 

288 

0 

11,863 

18,314 

Capital – FRP

7,239 

7,530 

4,870 

14,802 

110,469 

144,910 

Capital - Third Parties

59,730 

6,874 

4,870 

0 

102,373 

173,847 

Total Liabilities and Capital

$

119,975 

$

14,404 

23,759 

11,318 

492,063 

$

661,519 

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Table of contents

The following table presents the calculation of the Company's pro rata share of certain balance sheet items by segment as of December 31, 2025:

Pro rata balance sheet (in thousands)

Multifamily

Industrial and Commercial

Mining Royalty Lands

Development

Corporate

Total

Consolidated assets

$

329,303 

62,260 

47,729 

187,237 

108,616 

$

735,145 

Investments in unconsolidated joint ventures

(94,622)

(7,530)

(50,101)

(152,253)

Company's share of assets in unconsolidated joint ventures

245,002 

7,202 

50,754 

302,958 

Noncontrolling interest in consolidated assets

(105,761)

(790)

(1,764)

(108,315)

Pro rata assets

$

373,922 

62,260 

47,401 

187,100 

106,852 

$

777,535 

Consolidated secured notes payable

179,001 

13,553 

192,554 

Company's share of debt in unconsolidated joint ventures

153,610 

12,694 

166,304 

Noncontrolling interest in consolidated debt

(81,407)

(81,407)

Pro rata debt

$

251,204 

— 

— 

26,247 

— 

$

277,451 

Pro rata assets less debt

$

122,718 

62,260 

47,401 

160,853 

106,852 

$

500,084 

Deferred income taxes

(66,900)

Other liabilities and noncontrolling interest adjustment

(4,671)

Consolidated shareholder's equity

$

428,513 

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Table of contents

Highlights 2025 compared to 2024:

•48% decrease in Net Income ($3.3 million vs $6.4 million) mainly due to $2.5 million of expenses related to acquiring the Altman Logistics platform. Excluding the $2.5 million of Altman acquisition expenses, adjusted Net income was down $1.1 million primarily due to the Industrial and commercial segment's operating profit decline of $1.4 million.

•0.7% decrease in pro rata NOI ($37.9 million vs $38.1 million) primarily due to a non-recurring $1.85 million minimum royalty payment in last year's third quarter partially offset by a $0.62 million royalty overpayment deduction in the prior year. The one-time, catch-up payment applied to the prior twenty-four months when the tenant failed to meet a production requirement contained in the lease. The revenue from this payment was straight-lined over the life of the lease. Excluding the $1.23 million positive net impact of non-recurring items in last year, adjusted pro rata NOI was up $1.0 million (3%) this year.

•Multifamily segment’s pro rata NOI decreased slightly as improved results at Bryant Street, .408 Jackson and The Verge were offset by reduced occupancy, uncollectable revenue along with higher operating costs and property taxes at Maren and higher than typical maintenance expenses at Dock 79.

•8% decrease in Industrial and Commercial revenue and 14% decrease in that segment’s NOI due to vacancies following an eviction and lease expirations.

•Mining Royalty Lands' Segment's NOI increased slightly. Excluding the $1.23 million non-recurring, positive net impact last year, adjusted pro rata NOI in this segment was up $1.5 million or 11% due to higher royalties per ton.

Executive Summary and Analysis

Results for 2025 were in line with the expectations we outlined earlier this year. Reported net income declined compared to 2024 primarily due to legal expenses associated with the acquisition of Altman Logistics Properties in October 2025. This acquisition was a critical step and tactical change in how we will execute our development strategy and is crucial to pro rata net operating income growth and expanding our asset base for the rest of this decade.

Pro rata Net Operating Income (NOI) for 2025 was down 0.7% compared to the previous year. In 2024, the Mining Royalty Lands segment benefitted from two non-recurring events which had a net positive impact to NOI of ~$1.2M. Adjusting for the $1.2M of non-recurring mining items from 2024, NOI would have been up by ~$1.0M, despite the vacancy and leasing headwinds we faced in our Commercial and Industrial segment.

Looking forward to 2026 and beyond, we will look to generate value in two ways. The first way, and the more immediate return, is through increasing same store industrial and commercial NOI.

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Table of contents

Absolutely essential to that is resolving our current industrial vacancies (approximately 400,000 square feet) to restore the segment’s occupancy percentages back to the levels it has traditionally enjoyed. At current market rents, this represents approximately $3-3.5 million in NOI improvement to this segment that can be achieved with minimal capex.

The second way we will generate value is through our development segment. We have three industrial assets under development in Lakeland and Broward County, FL and Minneola, FL, totaling 762,085 square feet of new, Class A industrial space. At lease-up stabilization, these assets represent approximately $9.3M in NOI attributable to the Company. Just as important if not more so was the acquisition of Altman Logistics in late 2025. This purchase included not only equity interests in joint ventures currently under development, but also key personnel who fill roles that were already envisioned as part of our development strategy. These new employees broaden our real estate development capabilities and do so in a manner which we expect to be highly accretive to the business. Prior to this transaction, our only method for expanding outside the Mid-Atlantic was through joint ventures. We saved the time and money of not having to hire new employees and open a new office, but the tradeoff was development fees and equity in successful projects. Through this acquisition, we have not only filled roles necessary to future growth with proven talent, but done so with employees based in markets beyond our historic development footprint that we previously needed joint ventures to enter. The additional cashflows generated from the future sale of our minority interests acquired in the Altman transaction will help fuel our newly expanded development platform. Far more important in terms of strategy and tactics, is the flexibility this transaction gives the Company. We are now able to execute both in-house development as well as fee development, or a hybrid of the two, and do so while generating equity for shareholders rather than giving it up. By acquiring Altman Logistics and its platform, through both the equity interest in projects currently under development and the team that came with it, we are in the markets we want to be in, have the people we need to grow, have projects underway capable of carrying the cost of this human capital, and can scale beyond our current size disproportionately to G&A growth and in lieu of bringing on additional JV partners. We have enhanced our flexibility in how we grow, can earn development fees instead of paying them, can generate equity in successful projects instead of giving it up, and compound these savings into additional projects under the same platform. The combination of development fees and loss in equity on a project can range from 3-15% of total project costs, so reversing that flow of cash and equity is not insignificant to the Company in terms of future earnings, cash flow, and NAV growth.

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Table of contents

COMPARATIVE RESULTS OF OPERATIONS

Consolidated Results

(dollars in thousands)

Twelve Months Ended December 31,

2025

2024

Change

%

Revenues:

Lease revenue

$

28,252 

28,922 

$

(670)

-2.3

%

Mining royalty and rents

14,380 

12,852 

1,528 

11.9

%

Joint venture management fee revenue

214 

— 

214 

Total revenues

42,846 

41,774 

1,072 

2.6

%

Cost of operations:

Depreciation, depletion and amortization

10,959 

10,187 

772 

7.6

%

Operating expenses

10,297 

7,170 

3,127 

43.6

%

Property taxes

3,907 

3,437 

470 

13.7

%

General and administrative

10,655 

9,276 

1,379 

14.9

%

Total cost of operations

35,818 

30,070 

5,748 

19.1

%

Total operating profit

7,028 

11,704 

(4,676)

-40.0

%

Net investment income

8,824 

11,112 

(2,288)

-20.6

%

Interest expense

(2,967)

(3,150)

183 

-5.8

%

Equity in loss of joint ventures

(9,105)

(11,359)

2,254 

-19.8

%

(Loss) gain on sale of real estate

— 

182 

(182)

-100.0

%

Income before income taxes

3,780 

8,489 

(4,709)

-55.5

%

Provision for income taxes

818 

2,029 

(1,211)

-59.7

%

Net income

2,962 

6,460 

(3,498)

-54.1

%

Income (loss) attributable to noncontrolling interest

(368)

75 

(443)

-590.7

%

Net income attributable to the Company

$

3,330 

6,385 

$

(3,055)

-47.8

%

Net income for 2025 was $3,330,000 or $.18 per share versus $6,385,000 or $.34 per share last year. Excluding the $2.5 million of Altman acquisition expenses, adjusted Net Income was down $1.1 million. Pro rata NOI for 2025 was $37,863,000 versus $38,139,000 last year. Excluding the $1.23 million positive net impact of non-recurring items in last year, adjusted pro rata NOI was up $1.0 million (3%) this year. The following items impacted the comparative results:

•Operating profit decreased $4,676,000 impacted by $2,505,000 of expenses related to the Altman Logistics platform acquisition and higher General and administrative expense ($1,041,000 net of $214,000 Development fee revenue and $124,000 of acquisition expenses). General and administrative expense increased primarily due to overlapping compensation as a result of the implementation of our executive succession and transition plan that commenced in June, 2024 along with the new employees from the acquisition. Operating profit at our consolidated Multifamily segment (Dock & Maren only) decreased $1,164,000 due to lower occupancy and higher bad debts along with higher than typical maintenance expenses to upgrade our tenants' experience. Industrial and commercial segment's operating

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Table of contents

profit declined $1,372,000 because of a $652,000 increase in depreciation expense from completion of our new Chelsea warehouse, as well as lower occupancy due to a tenant default and non-renewing leases. Mining Royalty Land's segment operating profit increased $1,400,000 due to higher per ton royalty revenues and the prior year's overpayment deduction of $619,000.

•Net investment income decreased $2,288,000 due to reduced earnings on cash equivalents ($1,956,000) and reduced income from our lending ventures ($332,000) primarily due to fewer residential lot sales.

•Interest expense decreased $183,000 compared to the same period last year as we capitalized $182,000 more interest. More interest was capitalized due to increased in-house and joint venture projects under development this year compared to last year.

•Equity in loss of Joint Ventures improved $2,254,000 due to improved results at our unconsolidated joint ventures. Results improved $719,000 at Windlass Run Business Park due to improved occupancy, lower variable interest rates ($246,000) and a $302,000 write-off of prior entitlement costs due to the change in use. Bryant Street results improved $1,059,000 due to lower variable interest rates ($732,000) along with a $305,000 improved NOI. Results improved $487,000 at The Verge primarily due to $284,000 lower interest expense following the refinancing in 2024 along with a $131,000 improvement in NOI.

Multifamily Segment (pro rata consolidated and pro rata unconsolidated)

Twelve Months Ended December 31,

(dollars in thousands)

2025

%

2024

%

Change

%

Lease revenue

$

33,250 

100.0

%

32,378 

100.0

%

872 

2.7

%

Depreciation and amortization

13,533 

40.7

%

13,311 

41.1

%

222 

1.7

%

Operating expenses

10,984 

33.0

%

10,558 

32.6

%

426 

4.0

%

Property taxes

3,972 

11.9

%

3,682 

11.4

%

290 

7.9

%

Cost of operations

28,489 

85.7

%

27,551 

85.1

%

938 

3.4

%

Operating profit before G&A

$

4,761 

14.3

%

4,827 

14.9

%

(66)

-1.4

%

Depreciation and amortization

13,533 

13,311 

222 

Unrealized rents & other

(184)

39 

(223)

Net operating income

$

18,110 

54.5

%

18,177 

56.1

%

(67)

-.4

%

The combined consolidated and unconsolidated pro rata net operating income this year for this segment was $18,110,000, down $67,000 compared to $18,177,000 last year. NOI at Dock 79 was down $160,000 (4%) due to higher than typical maintenance expenses to improve our tenants' experience. Maren NOI was down $457,000 (12%) due to lower occupancy and bad debts ($224,000), higher property taxes ($99,000), and higher than typical maintenance expenses. Bryant Street NOI increased $305,000 (5%) primarily due to improved occupancy, lower bad debts and higher retail revenues. Riverside NOI decreased $29,000 (3%) primarily due to higher property taxes ($53,000). NOI at .408 Jackson increased $143,000 (11%) primarily due to improved rental rates. The Verge NOI increased $131,000 (5%) primarily due to higher occupancy and reduced rent concessions more than offsetting a $128,000 increase in property taxes.

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Table of contents

Apartment Building

Units

Pro rata NOI

2025

Pro rata NOI

2024

Avg. Occupancy 2025

Avg. Occupancy 2024

Renewal Success Rate YTD 2025

Renewal % increase 2025

Dock 79 Anacostia DC

305

$3,640,000

$3,800,000

94.0

%

94.2

%

70.9

%

3.9

%

Maren Anacostia DC

264

$3,319,000

$3,776,000

92.6

%

94.3

%

56.9

%

4.0

%

Riverside Greenville

200

$832,000

$861,000

92.4 

%

93.3

%

61.0 

%

4.4 

%

Bryant Street DC

487

$6,098,000

$5,793,000

92.4

%

91.4

%

59.5

%

2.7

%

.408 Jackson Greenville

227

$1,441,000

$1,298,000

94.4 

%

95.0

%

60.0 

%

3.2 

%

Verge Anacostia DC

344

$2,780,000

$2,649,000

92.5

%

90.0

%

66.0 

%

2.1 

%

Multifamily Segment

1,827

$18,110,000

$18,177,000

93.0

%

92.7

%

Multifamily Segment (Consolidated - Dock & Maren)

Twelve Months Ended December 31,

(dollars in thousands)

2025

%

2024

%

Change

%

Lease revenue

$

21,852 

100.0 

%

22,096 

100.0 

%

(244)

-1.1 

%

Depreciation and amortization

7,940 

36.4 

%

7,936 

35.8 

%

4 

0.1 

%

Operating expenses

6,713 

30.7 

%

6,047 

27.4 

%

666 

11.0 

%

Property taxes

2,538 

11.6 

%

2,288 

10.4 

%

250 

10.9 

%

Cost of operations

17,191 

78.7 

%

16,271 

73.6 

%

920 

5.7 

%

Operating profit before G&A

$

4,661 

21.3 

%

5,825 

26.4 

%

(1,164)

-20.0 

%

Total revenues for our two consolidated joint ventures (Dock & Maren) were $21,852,000, a decrease of $244,000 versus $22,096,000 last year. Revenues increased $60,000 at Dock 79 due to improved retail billings and Maren revenues decreased $304,000 due to lower occupancy and higher bad debts. Operating expenses increased at both properties due to higher than typical maintenance expenses to upgrade our tenants' experience and higher property taxes. Total operating profit before G&A for the consolidated joint ventures was $4,661,000, down $1,164,000, or 20% versus $5,825,000 last year.

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Table of contents

Multifamily Segment (Pro rata unconsolidated)

Twelve Months Ended December 31,

(dollars in thousands)

2025

%

2024

%

Change

%

Lease revenue

$

21,348 

100.0

%

20,336 

100.0

%

1,012 

5.0

%

Depreciation and amortization

9,181 

43.0

%

8,961 

44.1

%

220 

2.5

%

Operating expenses

7,412 

34.7

%

7,332 

36.1

%

80 

1.1

%

Property taxes

2,590 

12.1

%

2,438 

12.0

%

152 

6.2

%

Cost of operations

19,183 

89.9

%

18,731 

92.1

%

452 

2.4

%

Operating profit before G&A

$

2,165 

10.1

%

1,605 

7.9

%

560 

34.9

%

For our four unconsolidated joint ventures, pro rata revenues were $21,348,000, an increase of $1,012,000 or 5% compared to $20,336,000 in the same period last year as all four projects experienced revenue improvement. Revenues improved at the Verge (up $446,000) due to higher occupancy and lower rent concessions, at Bryant Street (up $262,000) due to improved occupancy, lower bad debts and higher retail revenues, at .408 Jackson (up $229,000) due to improved rates, and at Riverside (up $76,000). Depreciation increased $220,000 primarily due to the write-off of water damaged fixed assets as a result of two small accidental fires. Pro rata operating profit before G&A was $2,165,000 versus $1,605,000 last year, an increase of $560,000 or 35%.

Industrial and Commercial Segment

Twelve Months Ended December 31,

(dollars in thousands)

2025

%

2024

%

Change

%

Lease revenue

$

5,150 

100.0

%

5,621 

100.0

%

(471)

(8.4

%)

Depreciation and amortization

2,096 

40.8

%

1,444 

25.7

%

652 

45.2

%

Operating expenses

913 

17.7

%

803 

14.3

%

110 

13.7

%

Property taxes

403 

7.8

%

264 

4.7

%

139 

52.7

%

Cost of operations

3,412 

66.3

%

2,511 

44.7

%

901 

35.9

%

Operating profit before G&A

$

1,738 

33.7

%

3,110 

55.3

%

(1,372)

(44.1

%)

Depreciation and amortization

2,096 

1,444 

652 

Unrealized revenues

94 

(7)

101 

Net operating income

$

3,928 

76.3

%

$

4,547 

80.9

%

$

(619)

(13.6

%)

Total revenues in this segment were $5,150,000, down $471,000 or 8%, over last year. Operating profit before G&A was $1,738,000, down $1,372,000 or 44% from $3,110,000 last year. Depreciation and amortization

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increased $652,000 primarily due to last April's completion of our 258,000 square foot speculative Chelsea warehouse. Net operating income in this segment was $3,928,000, down $619,000 or 14% compared to last year. Cranberry NOI was down $509,000 due to average occupancy of 58% compared to 92% last year. Chelsea NOI was negative $118,000 due to carry costs. NOI at 34 Loveton was down $67,000 due to average occupancy of 81% compared to 91% last year. Hollander NOI increased $77,000 while it remained fully occupied.

Mining Royalty Lands Segment Results

Twelve Months Ended December 31,

(dollars in thousands)

2025

%

2024

%

Change

%

Mining royalty and rent revenue

$

14,380 

100.0

%

12,852 

100.0

%

1,528 

11.9

%

Depreciation, depletion and amortization

752 

5.1

%

636 

5.0

%

116 

18.2

%

Operating expenses

65 

0.5

%

69 

0.5

%

(4)

-5.8

Property taxes

310 

2.2

%

294 

2.3

%

16 

5.4

%

Cost of operations

1,127 

7.8

%

999 

7.8

%

128 

12.8

%

Operating profit before G&A

$

13,253 

92.2

%

11,853 

92.2

%

1,400 

11.8

%

Depreciation and amortization

752 

636 

116 

Unrealized revenues

608 

1,907 

(1,299)

Net operating income

$

14,613 

101.6

%

$

14,396 

112.0

%

$

217 

1.5

%

Total revenues in this segment were $14,380,000, an increase of $1,528,000 or 12% versus $12,852,000 last year. Royalty revenues in the prior year were impacted by the deduction of royalties to resolve an $842,000 overpayment which we referenced previously. During 2024, the tenant withheld $619,000 in royalties otherwise due to the Company. Royalty tons were down 5% primarily due to a decrease at one location that had one-time project specific rail shipments in the prior year. The revenue reduction from the decreased volume was more than offset by (i) increased royalties per ton (up 12.8% excluding the prior year payment deduction) and (ii) the overpayment reduction in the prior year. Total operating profit before G&A in this segment was $13,253,000, an increase of $1,400,000 versus $11,853,000 last year. Net operating income in this segment was $14,613,000, up only $217,000 compared to last year as the higher revenues this year were nearly offset by the $1.23M non-recurring, net positive impact in last year.

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Development Segment Results

Twelve Months Ended December 31,

(dollars in thousands)

2025

2024

Change

Lease revenue

$

1,250 

1,205 

45 

Joint venture management fee revenue

214 

— 

214 

Total revenues

1,464 

1,205 

259 

Depreciation, depletion and amortization

171 

171 

— 

Operating expenses

2,606 

251 

2,355 

Property taxes

656 

591 

65 

Cost of operations

3,433 

1,013 

2,420 

Operating (loss) profit before G&A

$

(1,969)

192 

(2,161)

Joint venture management fee revenues are fees paid to the Company primarily from our three minority ownership warehouse projects acquired October 21, 2025. Development segment operating expenses included $2,381,000 of expenses related to the Altman Logistics platform acquisition.

With respect to ongoing Development Segment projects:

▪We are the principal capital source to develop 344 residential lots on 110 acres in Harford County, MD. We have funded $27.8 million of our $31.1 million total commitment. A national homebuilder is under contract to purchase all 222 townhome lots and 122 single family lots. At quarter-end, 195 lots have been sold and $26.4 million has been returned to the company of which $6.4 million was booked as profit to the Company.

▪We entered into two new joint venture agreements in early 2024 with Altman Logistics. The first joint venture is a 201,420 square-foot warehouse development project in Lakeland, FL, and the second joint venture is a two building 183,215 square-foot warehouse redevelopment project in Broward County, FL. We closed on both construction loans in March, 2025 and construction commenced in the second quarter of 2025. Substantial completion of both projects is expected in the second quarter of 2026. On October 21, 2025 we purchased the interests of Altman Logistics.

▪On May 30, 2025, we secured construction financing for our multifamily joint venture with Woodfield Development, known as Woven. This is our third multifamily project in Greenville, SC. This is an $87.8M project with 214 units and 13,500 square feet of ground floor retail that is eligible to receive South Carolina Textile Rehabilitation Credits upon substantial completion and received Special Source Credits equal to 50% of the real estate taxes for a period of 20 years. The project broke ground during the 3rd quarter and substantial completion of the project is expected in late 2027.

▪On July 23,2025, we entered into a joint venture agreement with Strategic Real Estate Partners (“SREP”), a private real estate development firm which specializes in industrial real estate development, to develop 377,892 square feet in two warehouses in Lake County, Florida near Orlando, with options for investment in additional industrial warehouses on adjacent properties in the future. Substantial completion of the first warehouse is expected in the first quarter of 2027,

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▪ On September 12, 2025, we secured construction financing for the first phase (296 multifamily units and 28,745 square feet of retail) of our Estero joint venture with Woodfield Development, located between Naples and Ft. Myers. Substantial completion is expected late 2027.

▪On October 21, 2025, the Company completed the closing on its Purchase and Sales Agreement to acquire the business operations and development pipeline of Altman Logistics Properties, LLC, an operating platform of BBX Capital. In conjunction with the acquisition, the Company hired six of Altman Logistic's employees. The following table details the projects purchased and the square feet (SF) of the warehouses:

City

Street Address

36’ Clear Height SF

Ownership Acquired

Status

Delray Beach, FL

14130 S State Rd. 7

199,476

10%(1)

Substantial completion Q1 2026

Delray Beach, FL

14130 S State Rd. 7

392,976

10% (1)

Land for 2 warehouses

Hamilton, NJ

600 Horizon Dr.

170,800

8.5% (1)

Substantial completion Q1 2026

Parsippany, NJ

8 Lanidex Plaza W.

140,031

10% (1)

Substantial completion Q2 2026

Southwest Ranches, FL

SW 202nd Ave. & Sheridan St.

335,617

Land acquisition contract 2026

(1) General Partner investment, distributions will be based upon waterfall model.

Liquidity and Capital Resources. The growth of the Company’s businesses requires significant cash to acquire and develop land or operating buildings and to construct new buildings and tenant improvements. As of December 31, 2025, we had $105,361,000 of cash, cash equivalents, and restricted cash. As of December 31, 2025 we had no debt borrowed under our $50 million Wells Fargo revolver, $410,000 outstanding under letters of credit and $49,590,000 available to borrow under the revolver.

Cash Flows - The following table summarizes our cash flows from operating, investing and financing activities for each of the periods presented (in thousands of dollars):

Twelve Months Ended

December 31,

2025

2024

Total cash provided by (used for):

Operating activities

$

29,677 

28,986 

Investing activities

(73,670)

(50,166)

Financing activities

(581)

12,700 

Increase (decrease) in cash and cash equivalents

$

(44,574)

(8,480)

Outstanding debt at the beginning of the period

178,853 

178,705 

Outstanding debt at the end of the period

192,554 

178,853 

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Operating Activities - Net cash provided by operating activities for the year ended December 31, 2025 was $30 million versus $29 million last year. The increase was primarily due to increased accounts payables and depreciation mostly offset by a $3.5 million decrease in net income and a $1.7 million increase in deferred and current income taxes.

Investing Activities - Net cash used in investing activities for the year ended December 31, 2025 was $74 million versus $50 million in the same period last year. The $24 million increase was primarily due to the $23.5 million Altman Logistics platform acquisition.

Financing Activities – Net cash used in financing activities was $581,000 versus $13 million provided in the same period last year. The contributions from noncontrolling interests decreased $14 million reflecting Altman Logistics contributions at the higher ownership level prior to the loan closings. We repurchased $464,000 of Company stock in 2025 related to the vesting of equity compensation.

Credit Facilities - On July 21, 2025, the Company entered into a 2025 Amended and Restated Credit Agreement (the "Credit Agreement") with Wells Fargo Bank, N.A. (“Wells Fargo”). The Credit Agreement modifies the Company’s prior Credit Agreement with Wells Fargo, dated December 22, 2023. The Credit Agreement establishes a three-year revolving credit facility with a maximum facility amount of $50 million. The interest rate under the Credit Agreement will be 2.25% over Daily Simple SOFR. A commitment fee of 0.35% per annum is payable quarterly on the unused portion of the commitment. The credit agreement contains certain conditions and financial covenants, including a minimum tangible net worth and dividend restriction. As of December 31, 2025, these covenants would have limited our ability to pay dividends to a maximum of $87 million combined.

On March 19, 2021, the Company refinanced Dock 79 and The Maren projects pursuant to separate Loan Agreements and Deed of Trust Notes entered into with Teachers Insurance and Annuity Association of America, LLC. Dock 79 and The Maren borrowed principal sums of $92,070,000 and $88,000,000 respectively, in connection with the refinancing. The loans bear a fixed interest rate of 3.03% per annum, and require monthly payments of interest only with the principal in full due April 1, 2033.

On July 25, 2022 the Greenville partnership at Riverside secured a $32,000,000 loan with a fixed rate of 4.92% from Synovus Bank, replacing the $22,800,000 loan with Truist Bank. It is an eight year loan maturing July 25, 2030. The term coincides with when the opportunity zone holding period lapses in 2030, when a sale could take place and the tax on gain is forgiven.

On December 4, 2023 the Bryant Street partnership secured a $110,000,000 loan with a floating rate equal to SOFR plus 2.9% from Rialto Capital Management, replacing the $132,000,000 loan with Capital One. It is a three year loan with two one-year extensions. A SOFR rate cap was secured at 5.35% from Chatham Financial creating an effective interest rate ceiling of 8.25%. The loan has a floor interest rate of 6.90%. FRP will look to secure a fixed permanent loan in the future when interest rates are more favorable.

On January 30, 2024 the Greenville partnership at .408 Jackson secured a $49,450,000 loan with a fixed rate of 5.59% from Fannie Mae, replacing the $36,000,000 loan with First National Bank. It is a seven year loan maturing February 1, 2031. The interest rate was favorable given the current market conditions and the term coincides with when the opportunity zone holding period lapses in 2030, when a sale could take place and the tax on gain is forgiven. As a result of refinancing, the Company received a $5 million return of capital.

On April 25, 2024 the Verge partnership secured a $68,862,000 loan with a fixed rate of 5.72% from Fannie Mae, replacing the $72,823,000 loan with Truist Bank. It is a seven year loan maturing May 1, 2031. The opportunity zone holding period lapses in 2030, when a sale could take place and the tax on gain is forgiven.

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On March 7, 2025 the Lakeland partnership secured a $16.0 million loan with a floating rate equal to SOFR plus 2.75% from Seacoast National Bank. It is a three-year construction/stabilization loan with a 2-year conditional extension at SOFR plus 2.50% with an interest rate swap conversion.

On March 13, 2025 the Davie partnership secured a $31.9 million loan with a floating rate equal to SOFR plus 2.75% from Synovus National Bank. It is a three-year construction/stabilization loan with a 2-year conditional extension at SOFR plus 2.25%.

On May 30, 2025 the Woven partnership secured a $42.9 million loan with a floating rate equal to SOFR plus 2.85% from Bank of Texas and First Horizon Bank. It is a four-year construction/stabilization loan and includes a one-year conditional extension with principal and interest payments.

On June 16, 2025 the BC Realty partnership refinanced our FRP provided floating rate construction loans on our two office buildings with Symetra Life Insurance Company. This is a 10 year, fully amortizing $10.5M permanent loan, at a fixed interest rate of 6.40%.

On July 23, 2025 the Camp Lake partnership secured a $33.0 million loan at SOFR plus 2.75% from Pinnacle Bank. It is a three-year construction/stabilization loan with two one-year conditional extensions.

On September 15, 2025 the Estero partnership secured a $81.5 million loan at SOFR plus 2.75% from Santander Bank. It is a four-year construction/stabilization loan with two one-year conditional extensions. In addition, there is an $8 million loan at SOFR plus 4.25% from Santander Bank related to future phases.

On October 21, 2025 as part of the Altman Logistics platform acquisition the Company assumed minority equity ownership interests in three joint ventures which had existing construction debt agreements. Delray partnership secured a $23.8 million loan at SOFR plus 3.50% from City National Bank. It is a two-year construction loan issued April 4, 2024 with two one-year conditional extensions. The Delray partnership also secured a two-year $7.5 million loan at SOFR plus 3.75% on April 4, 2024 from City National for the land for future phases of the project, also with two one-year conditional extensions. Parsippany partnership secured a $22.0 million loan at SOFR plus 2.75% from Truist Bank. It is a three-year construction loan issued January 15, 2025 with a one-year conditional extension. Hamilton partnership secured a $20.5 million loan at SOFR plus 3.50% from the joint venture partner effective for three years from May 22, 2025 with two one-year conditional extensions.

Cash Requirements – The Company expects to invest cash of $75 million into our existing real estate holdings and joint ventures during 2026 and $114 million beyond 2026 for projects currently in our pipeline, with such capital being funded from cash and investments on hand, cash generated from operations, property sales, distributions from joint ventures, or borrowings through credit facilities.

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Non-GAAP Financial Measures.

To supplement the financial results presented in accordance with GAAP, FRP presents certain non-GAAP financial measures within the meaning of Regulation G promulgated by the Securities and Exchange Commission. We believe these non-GAAP measures provide useful information to our Board of Directors, management and investors regarding certain trends relating to our financial condition and results of operations. Our management uses these non-GAAP measures to compare our performance to that of prior periods for trend analyses, purposes of determining management incentive compensation and budgeting, forecasting and planning purposes. We provide Pro rata net operating income (NOI), adjusted Pro rata net operating income, and adjusted Net income because we believe they assist investors and analysts in estimating our economic interest in our consolidated and unconsolidated partnerships, when read in conjunction with our reported results under GAAP. We provided an adjusted Net Income to adjust for the impact of one-time expenses of the Altman Logistics acquisition, which is a material business combination unlike our historical real estate acquisitions or joint ventures where expenses are capitalized. We also provided adjusted net operating income to adjust for the impact of the one-time material royalty payment in the third quarter of 2024 to better depict the comparable results. Management believes these adjustments provide a more accurate comparison of our on-going business operations and results over time due to the non-recurring, material and unusual nature of these two specific items. These measures are not, and should not be viewed as, a substitute for GAAP financial measures. For ease of comparison all the figures in the tables below include the results for The Verge in the Multifamily segment for all periods shown.

Pro Rata Net Operating Income Reconciliation

Twelve months ended 12/31/25 (in thousands)

Industrial and

Commercial

Segment

Development

Segment

Multifamily

Segment

Mining

Royalties

Segment

Unallocated

Corporate

Expenses

FRP

Holdings

Totals

Net income (loss)

$

1,330 

1,270 

(5,773)

10,104 

(3,969)

2,962 

Income tax allocation

408 

390 

(1,784)

3,104 

(1,300)

818 

Income (loss) before income taxes

1,738 

1,660 

(7,557)

13,208 

(5,269)

3,780 

Less:

Management fee revenue

214 

— 

214 

Interest income

3,243 

18 

5,563 

8,824 

Plus:

Unrealized rents

94 

1 

21 

608 

— 

724 

Professional fees

2,406 

164 

2,570 

Equity in loss of joint ventures

— 

(386)

9,446 

45 

9,105 

Interest expense

— 

— 

2,790 

— 

177 

2,967 

Depreciation/amortization

2,096 

171 

7,940 

752 

10,959 

General and administrative

— 

— 

— 

— 

10,655 

10,655 

— 

Net operating income (loss)

3,928 

395 

12,786 

14,613 

— 

31,722 

NOI of noncontrolling interest

(5,827)

(5,827)

Pro rata NOI from unconsolidated joint ventures

817 

11,151 

11,968 

Pro rata net operating income

$

3,928 

1,212 

18,110 

14,613 

— 

37,863 

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Table of contents

Pro Rata Net Operating Income Reconciliation

Twelve months ended 12/31/24 (in thousands)

Industrial and

Commercial

Segment

Development

Segment

Multifamily

Segment

Mining

Royalties

Segment

Unallocated

Corporate

Expenses

FRP

Holdings

Totals

Net income (loss)

$

1,459 

(3,098)

(5,708)

8,219 

5,588 

6,460 

Income tax allocation

448 

(952)

(1,764)

2,525 

1,772 

2,029 

Income (loss) before income taxes

1,907 

(4,050)

(7,472)

10,744 

7,360 

8,489 

Less:

Unrealized rents

7 

— 

— 

— 

— 

7 

Gain on sale of real estate

— 

— 

— 

182 

— 

182 

Interest income

— 

3,574 

— 

— 

7,538 

11,112 

Plus:

Unrealized rents

— 

— 

10 

1,907 

— 

1,917 

Professional fees

— 

— 

85 

— 

— 

85 

Equity in loss of joint ventures

— 

2,049 

9,266 

44 

— 

11,359 

Interest expense

— 

— 

2,972 

— 

178 

3,150 

Depreciation/amortization

1,444 

171 

7,936 

636 

— 

10,187 

General and administrative

1,203 

5,767 

1,059 

1,247 

— 

9,276 

— 

Net operating income (loss)

4,547 

363 

13,856 

14,396 

— 

33,162 

NOI of noncontrolling interest

— 

— 

(6,326)

— 

— 

(6,326)

Pro rata NOI from unconsolidated joint ventures

— 

656 

10,647 

— 

— 

11,303 

Pro rata net operating income

$

4,547 

1,019 

18,177 

14,396 

— 

38,139 

Three Months Ended

December 31

Years Ended December 31

2025

2024

2025

2024

Reconciliation of net Income to adjusted net income:

Net income attributable to the Company

$

380 

$

1,679 

$

3,330 

$

6,385 

Adjustments related to Altman acquisition expenses:

Operating expenses

431 

— 

2,381 

— 

General and administrative

81 

— 

124 

— 

Total adjustments to net income before income taxes

512 

— 

2,505 

— 

Income tax effect on non-GAAP adjustment

(120)

— 

(589)

— 

Adjusted net income attributable to the Company

$

772 

$

1,679 

$

5,246 

$

6,385 

Reconciliation of NOI to adjusted NOI:

Pro rata net operating income

$

9,288 

$

9,103 

$

37,863 

$

38,139 

Minimum royalty payment applicable to prior 24 months

— 

— 

— 

(1,853)

Deduction to resolve royalty overpayment

— 

— 

— 

619 

Adjusted pro rata net operating income

$

9,288 

$

9,103 

$

37,863 

$

36,905 

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OFF-BALANCE SHEET ARRANGEMENTS

The Company has outstanding letters of credit described above under “Liquidity and Capital Resources.” The Company has guaranteed debt as described in Note 12 Contingent Liabilities. The Company's unconsolidated Joint Ventures have debt as scheduled under “Investments in Joint Ventures”. The Company does not have any other off-balance sheet arrangements that either have, or are reasonably likely to have, a current or future material effect on its financial condition.

CRITICAL ACCOUNTING POLICIES

Management of the Company considers the following accounting policies critical to the reported operations of the Company:

Net Real Estate Investments and Impairment of Assets. Net real estate investments are recorded at cost less accumulated depreciation and depletion. Depletion expense is computed on the basis of units of production in relation to estimated sand and stone deposits. Provision for depreciation of Net real estate investments is computed using the straight-line method based on the following estimated useful lives:

Years

Buildings and improvements

3-39

The Company periodically reviews net real estate investments for potential impairment whenever events or circumstances indicate the carrying amount of a long-lived asset may not be recoverable. This review consists of comparing cap rates on recent cash flows and market value estimates to the carrying values of each asset group. If this review indicates the carrying value might exceed fair value then an estimate of future cash flows for the remaining useful life of each property is prepared considering anticipated vacancy, lease rates, and any future capital expenditures. Changes in estimates or assumptions could have an impact on the Company’s financials.

All direct and indirect costs, including interest and real estate taxes, associated with the development, construction, leasing or expansion of real estate investments are capitalized as a development cost of the property. Included in indirect costs is an estimate of internal costs associated with development and rental of real estate investments. Changes in estimates or assumptions could have an impact on the Company’s financials.

Accounting for Real Estate Investments. The Company accounts for its real estate investments which are not wholly owned using either the cost method, the equity method or by consolidation with related non-controlling interest. Consolidation is required if the Company controls an investment and is the primary beneficiary. Equity method is required when the Company has significant influence over the operating and financial policies of the investment but is not in control or not the primary beneficiary. Cost method applies when the Company does not have significant influence of the operating and financial policies. Significant judgment is required and regular review as the facts change.

Income Taxes. The Company accounts for income taxes under the asset-and-liability method. Deferred tax assets and liabilities represent items that will result in taxable income or a tax deduction in future years for which the related tax expense or benefit has already been recorded in our statement of earnings. Deferred tax accounts arise as a result of timing differences between when items are recognized in the Consolidated Financial Statements compared with when they are recognized in the tax returns. The Company assesses the likelihood that deferred tax assets will be recovered from future taxable income. To the extent recovery is not probable, a valuation allowance is established and included as an expense as part of our income tax provision. No valuation allowance was recorded at December 31, 2025, as all deferred tax assets are considered more likely than not to be realized. Significant judgment is required in determining and assessing the impact of complex tax laws and certain tax-related contingencies on the provision for income taxes. As part of the calculation of the provision for income taxes, we assess whether the benefits of our tax positions are at least

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more likely than not of being sustained upon audit based on the technical merits of the tax position. For tax positions that are more likely than not of being sustained upon audit, we accrue the largest amount of the benefit that is more likely than not of being sustained in our consolidated financial statements. Such accruals require estimates and judgments, whereby actual results could vary materially from these estimates. Further, a number of years may elapse before a particular matter, for which an established accrual was made, is audited and resolved.

INFLATION

Most of the Company’s operating expenses are inflation-sensitive, with inflation generally producing increased costs of operations. Substantially all of the Company’s royalty agreements are based on a percentage of the sales price of the related mined items. Substantially all lease agreements provide escalation provisions.

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CONSOLIDATED STATEMENTS OF INCOME – Years ended December 31

(in thousands, except per share amounts)

Years Ended December 31,

2025

2024

2023

Revenues:

Lease revenue

$

28,252 

28,922 

28,979 

Mining royalty and rents

14,380 

12,852 

12,527 

Joint venture management fee revenue

214 

— 

— 

Total revenues

42,846 

41,774 

41,506 

Cost of operations:

Depreciation, depletion and amortization

10,959 

10,187 

10,821 

Operating expenses

10,297 

7,170 

7,364 

Property taxes

3,907 

3,437 

3,650 

General and administrative

10,655 

9,276 

7,971 

Total cost of operations

35,818 

30,070 

29,806 

Total operating profit

7,028 

11,704 

11,700 

Net investment income

8,824 

11,112 

10,897 

Interest expense

(2,967)

(3,150)

(4,315)

Equity in loss of joint ventures

(9,105)

(11,359)

(11,937)

Gain on sale of real estate and other income

— 

182 

53 

Income before income taxes

3,780 

8,489 

6,398 

Provision for income taxes

818 

2,029 

1,516 

Net income

2,962 

6,460 

4,882 

(Loss) gain attributable to noncontrolling interest

(368)

75 

(420)

Net income attributable to the Company

$

3,330 

6,385 

5,302 

Earnings per common share:

Net income attributable to the Company -

Basic

$

0.18 

0.34 

0.28 

Diluted

$

0.18 

0.34 

0.28 

Number of shares (in thousands) used in computing:

 -basic earnings per common share

18,967

18,882

18,840

 -diluted earnings per common share

19,015

18,970

18,922

See accompanying notes.

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CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME – Years ended December 31

(In thousands)

Years Ended December 31,

2025

2024

2023

Net income

$

2,962 

6,460 

4,882 

Other comprehensive income (loss) net of tax:

Unrealized gain (loss) on investments, net of income tax effect of $—, $49 and $563

1 

52 

1,341 

Minimum pension liability, net of income tax effect of $(10), $(10) and $(12)

(32)

(32)

(30)

Comprehensive income

$

2,931 

6,480 

6,193 

Less comp. income (loss) attributable to noncontrolling interest

(368)

75 

(420)

Comprehensive income attributable to the Company

$

3,299 

6,405 

6,613 

See accompanying notes.

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CONSOLIDATED BALANCE SHEETS – As of December 31

(In thousands, except share data)

Assets:

December 31,

2025

December 31,

2024

Real estate investments at cost:

Land

$

182,936 

168,943 

Buildings and improvements

309,132 

283,421 

Projects under construction

45,032 

32,770 

Total investments in properties

537,100 

485,134 

Less accumulated depreciation and depletion

88,558 

77,695 

Net investments in properties

448,542 

407,439 

Real estate held for investment, at cost

12,626 

11,722 

Investments in joint ventures

153,084 

153,899 

Net real estate investments

614,252 

573,060 

Cash, cash equivalents and restricted cash including $11,394 and $1,315 of restricted cash at December 31, 2025 and 2024, respectively

105,361 

149,935 

Accounts receivable, net

1,874 

1,352 

Federal and state income taxes receivable

1,071 

— 

Unrealized rents

1,264 

1,380 

Deferred costs

3,768 

2,136 

Goodwill

6,893 

— 

Other assets

662 

622 

Total assets

$

735,145 

728,485 

Liabilities:

Secured notes payable

$

192,554 

178,853 

Accounts payable and accrued liabilities

12,148 

6,026 

Other liabilities

2,317 

1,487 

Federal and state income taxes payable

— 

611 

Deferred revenue

3,356 

2,437 

Deferred income taxes

66,900 

67,688 

Deferred compensation

1,524 

1,465 

Tenant security deposits

689 

805 

Total liabilities

279,488 

259,372 

Commitments and contingencies

Equity:

Common stock, $.10 par value 25,000,000 shares authorized, 19,109,541 and 19,046,894 shares issued and outstanding, respectively

1,911 

1,905 

Capital in excess of par value

71,368 

68,876 

Retained earnings

355,210 

352,267 

Accumulated other comprehensive income, net

24 

55 

Total shareholders’ equity

428,513 

423,103 

Noncontrolling interests

27,144 

46,010 

Total equity

455,657 

469,113 

Total liabilities and equity

$

735,145 

728,485 

See accompanying notes.

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CONSOLIDATED STATEMENTS OF CASH FLOWS – Years ended December 31

(In thousands)

2025

2024

2023

Cash flows from operating activities:

Net income

$

2,962 

6,460 

4,882 

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

Depreciation, depletion and amortization

11,375 

10,390 

10,975 

Deferred income taxes

(788)

(1,768)

1,496 

Equity in loss of joint ventures

9,105 

11,359 

11,937 

Gain on sale of equipment and property

(16)

(209)

(14)

Stock-based compensation

2,089 

1,957 

1,738 

Net changes in operating assets and liabilities:

Accounts receivable

(65)

(306)

120 

Deferred costs and other assets

(196)

964 

(499)

Accounts payable and accrued liabilities

6,951 

(795)

3,028 

Income taxes payable and receivable

(1,682)

948 

(355)

Other long-term liabilities

(58)

(14)

(337)

Net cash provided by operating activities

29,677 

28,986 

32,971 

Cash flows from investing activities:

Investments in properties

(51,137)

(51,194)

(11,217)

Investments in joint ventures

(20,380)

(16,372)

(46,693)

Return of capital from investments in joint ventures

21,344 

17,176 

9,210 

Logistics platform business combination, net of cash acquired

(23,513)

— 

— 

Proceeds from sale of assets

16 

224 

16 

Net cash (used in) provided by investing activities

(73,670)

(50,166)

(48,684)

Cash flows from financing activities:

Proceeds from long-term debt

13,888 

— 

— 

Debt issue costs

(2,037)

— 

— 

Contribution from noncontrolling interest

1,234 

15,706 

— 

Distribution to noncontrolling interests

(13,433)

(3,227)

(3,190)

Repurchase of Company stock

(464)

— 

(2,000)

Exercise of employee stock options

231 

221 

1,024 

Net cash (used in) provided by financing activities

(581)

12,700 

(4,166)

Net (decrease) in cash, cash equivalents, and restricted cash

(44,574)

(8,480)

(19,879)

Cash, cash equivalents and restricted cash at beginning of year

149,935 

158,415 

178,294 

Cash, cash equivalents and restricted cash at end of the year

$

105,361 

149,935 

158,415 

Supplemental disclosures of cash flow information:

Cash paid (received) during the year for:

Interest, net of amounts capitalized

$

2,727 

2,971 

4,165 

Income taxes, federal

$

2,999 

2,590 

508 

Income taxes, state

$

239 

200 

419 

Noncash items:

 Profits interest equity grant associated with business combination

$

344 

— 

— 

See accompanying notes.

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CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY

(In thousands, except share amounts)

Common Stock

Capital in

Excess of

Par Value

Retained

Earnings

Accumu-

lated

Other

Compre-

hensive

Income, net

of tax

Total

Share

Holders’

Equity

Non-

Controlling

Interest

Total

Equity

Shares

Amount

Balance at January 1, 2023

18,919,372

$

1,892 

$

64,212 

$

342,317 

$

(1,276)

$

407,145 

$

37,066 

$

444,211 

Exercise of stock options

49,710

5 

1,019 

— 

— 

1,024 

— 

1,024 

Stock option grant compensation

—

— 

60 

— 

— 

60 

— 

60 

Restricted stock compensation

—

— 

1,028 

— 

— 

1,028 

— 

1,028 

Shares granted to Employee

1,856

— 

50 

— 

— 

50 

— 

50 

Shares granted to Directors

20,760

2 

598 

— 

— 

600 

— 

600 

Restricted stock award

50,568

5 

(5)

— 

— 

— 

— 

— 

Shares purchased and cancelled

(73,818)

(7)

(256)

(1,737)

— 

(2,000)

— 

(2,000)

Net income

—

— 

— 

5,302 

— 

5,302 

(420)

4,882 

Distributions to partners

—

— 

— 

— 

— 

— 

(3,190)

(3,190)

Minimum pension liability, net

—

— 

— 

— 

(30)

(30)

— 

(30)

Unrealized gains on investment, net

—

— 

— 

— 

1,341 

1,341 

— 

1,341 

Balance at December 31, 2023

18,968,448

$

1,897 

$

66,706 

$

345,882 

$

35 

$

414,520 

$

33,456 

$

447,976 

Exercise of stock options

16,420

2 

219 

— 

— 

221 

— 

221 

Stock option grant compensation

—

— 

78 

— 

— 

78 

— 

78 

Restricted stock compensation

—

— 

1,279 

— 

— 

1,279 

— 

1,279 

Shares granted to Directors

19,356

2 

598 

— 

— 

600 

— 

600 

Restricted stock award

42,670

4 

(4)

— 

— 

— 

— 

— 

Shares purchased and cancelled

—

— 

— 

— 

— 

— 

— 

— 

Net income

—

— 

— 

6,385 

— 

6,385 

75 

6,460 

Contributions from partner

—

— 

— 

— 

— 

— 

15,706 

15,706 

Distributions to partners

—

— 

— 

— 

— 

— 

(3,227)

(3,227)

Minimum pension liability, net

—

— 

— 

— 

(32)

(32)

— 

(32)

Unrealized gains on investment, net

—

— 

— 

— 

52 

52 

— 

52 

Balance at December 31, 2024

19,046,894

$

1,905 

$

68,876 

$

352,267 

$

55 

$

423,103 

$

46,010 

$

469,113 

Exercise of stock options

14,840

1 

230 

— 

— 

231 

— 

231 

Stock option grant compensation

—

— 

155 

— 

— 

155 

— 

155 

Restricted stock compensation

—

— 

1,329 

— 

— 

1,329 

— 

1,329 

Shares granted to Employee

220

— 

5 

— 

— 

5 

— 

5 

Shares granted to Directors

21,900

2 

598 

— 

— 

600 

— 

600 

Restricted stock award

45,968

5 

(5)

— 

— 

— 

— 

— 

Shares purchased and cancelled

(20,281)

(2)

(75)

(387)

— 

(464)

— 

(464)

Net income

—

— 

— 

3,330 

— 

3,330 

(368)

2,962 

Contributions from partner

—

— 

— 

— 

— 

— 

1,234 

1,234 

Distributions to partners

—

— 

(89)

— 

— 

(89)

(19,732)

(19,821)

Profits interest equity grant

—

— 

344 

— 

— 

344 

— 

344 

Minimum pension liability, net

—

— 

— 

— 

(32)

(32)

— 

(32)

Unrealized gains on investment, net

—

— 

— 

— 

1 

1 

— 

1 

Balance at December 31, 2025

19,109,541

$

1,911 

$

71,368 

$

355,210 

$

24 

$

428,513 

$

27,144 

$

455,657 

65    

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