PART I [Item 1. Financial Statements (Unaudited)](index=4&type=section&id=Item%201.%20Financial%20Statements%20(Unaudited)) Presents unaudited condensed consolidated financial statements for Q2 and H1 2022, including balance sheets, income, and cash flows [Condensed Consolidated Balance Sheets](index=4&type=section&id=Condensed%20Consolidated%20Balance%20Sheets) Total assets rose to **$1.32 billion** from **$1.21 billion** at year-end 2021, driven by real estate investments Condensed Consolidated Balance Sheet Highlights (in thousands) | Account | June 30, 2022 | December 31, 2021 | | :--- | :--- | :--- | | **Total Assets** | **$1,319,825** | **$1,208,151** | | Investment in real estate, net | $819,618 | $690,113 | | Cash and cash equivalents | $21,851 | $70,162 | | **Total Liabilities** | **$672,385** | **$582,051** | | Debt, net | $291,471 | $223,034 | | **Total Equity** | **$647,440** | **$626,100** | - A separate balance sheet for consolidated joint ventures shows total assets of **$474.0 million** and total liabilities of **$406.9 million** as of June 30, 2022. These assets are restricted to settling JV obligations and the liabilities do not have recourse to the general credit of the Company, with certain exceptions[11](index=11&type=chunk)[12](index=12&type=chunk) [Condensed Consolidated Statements of Income](index=6&type=section&id=Condensed%20Consolidated%20Statements%20of%20Income) Q2 2022 revenue decreased to **$68.3 million** due to real estate, while H1 revenue increased to **$133.1 million** Q2 Financial Performance (in thousands, except per share) | Metric | Q2 2022 | Q2 2021 | | :--- | :--- | :--- | | Total Revenue | $68,250 | $72,239 | | Real estate revenue | $28,027 | $41,063 | | Hospitality revenue | $29,556 | $22,627 | | Operating Income | $18,805 | $30,750 | | Net Income Attributable to Company | $17,039 | $24,224 | | Diluted EPS | $0.29 | $0.41 | Six-Month Financial Performance (in thousands, except per share) | Metric | H1 2022 | H1 2021 | | :--- | :--- | :--- | | Total Revenue | $133,121 | $113,545 | | Real estate revenue | $64,801 | $62,116 | | Hospitality revenue | $45,877 | $35,694 | | Operating Income | $39,029 | $36,289 | | Net Income Attributable to Company | $30,451 | $27,420 | | Diluted EPS | $0.52 | $0.47 | [Condensed Consolidated Statements of Comprehensive Income](index=8&type=section&id=Condensed%20Consolidated%20Statements%20of%20Comprehensive%20Income) Q2 2022 total comprehensive income was **$17.2 million**, influenced by net income and favorable interest rate swaps Comprehensive Income Summary (in thousands) | Metric | Q2 2022 | Q2 2021 | H1 2022 | H1 2021 | | :--- | :--- | :--- | :--- | :--- | | Net Income | $17,089 | $24,024 | $30,543 | $26,981 | | Total other comprehensive income (loss), net of tax | $399 | $(11) | $2,400 | $251 | | **Total comprehensive income attributable to the Company** | **$17,203** | **$24,213** | **$31,924** | **$27,671** | [Condensed Consolidated Statements of Changes in Stockholders' Equity](index=9&type=section&id=Condensed%20Consolidated%20Statements%20of%20Changes%20in%20Stockholders'%20Equity) Equity increased to **$647.4 million** from **$626.1 million**, driven by net income and OCI, offset by dividends - For the six months ended June 30, 2022, the company paid dividends of **$0.20 per share**, totaling **$11.8 million**[24](index=24&type=chunk) - The company repurchased **4,760** common shares for **$0.2 million** during the first six months of 2022[24](index=24&type=chunk) [Condensed Consolidated Statements of Cash Flows](index=13&type=section&id=Condensed%20Consolidated%20Statements%20of%20Cash%20Flows) H1 2022 net cash from operations was **$29.0 million**, with **$130.1 million** used in investing, resulting in a **$44.8 million** cash decrease Six-Month Cash Flow Summary (in thousands) | Cash Flow Activity | H1 2022 | H1 2021 | | :--- | :--- | :--- | | Net cash provided by operating activities | $29,005 | $47,196 | | Net cash used in investing activities | $(130,148) | $(137,696) | | Net cash provided by financing activities | $56,389 | $17,155 | | **Net decrease in cash, cash equivalents and restricted cash** | **$(44,754)** | **$(73,345)** | - Expenditures for operating property were a significant use of cash, totaling **$106.3 million** in H1 2022, up from **$67.7 million** in H1 2021[28](index=28&type=chunk) - The company had net debt borrowings of **$69.9 million** (**$88.8 million** borrowings less **$18.9 million** payments) in H1 2022, compared to net borrowings of **$25.0 million** in H1 2021[28](index=28&type=chunk) [Notes to the Condensed Consolidated Financial Statements](index=16&type=section&id=Notes%20to%20the%20Condensed%20Consolidated%20Financial%20Statements) Notes detail accounting policies, JV consolidation, real estate investments, debt structure, and revenue recognition - The company operates primarily in three segments: residential, hospitality, and commercial, with all real estate assets located in Northwest Florida[33](index=33&type=chunk)[34](index=34&type=chunk) - The company utilizes numerous joint ventures (JVs) for development, classified as either consolidated (if St. Joe is the primary beneficiary of a VIE or has majority control) or unconsolidated (accounted for via the equity method)[35](index=35&type=chunk)[49](index=49&type=chunk) - As of June 30, 2022, the company had total debt of **$297.2 million**, an increase from **$227.5 million** at year-end 2021, primarily to finance construction and development projects[125](index=125&type=chunk)[326](index=326&type=chunk) - On July 27, 2022, the Board of Directors declared a quarterly cash dividend of **$0.10 per share**[210](index=210&type=chunk) [Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=75&type=section&id=Item%202.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses Q2 and H1 2022 financial performance, highlighting strong demand in Northwest Florida despite macroeconomic headwinds [Business Overview and Market Conditions](index=75&type=section&id=Business%20Overview%20and%20Market%20Conditions) St. Joe focuses on Northwest Florida real estate development, facing supply chain issues but maintaining strong demand - The company's strategy is to use its existing land assets for residential, hospitality, and commercial ventures to increase recurring revenue and long-term shareholder value[213](index=213&type=chunk)[214](index=214&type=chunk) - While demand remains strong in H1 2022, the company is experiencing impacts from macro-economic factors like inflation and supply chain disruptions, leading to project delays and increased operating costs[216](index=216&type=chunk)[217](index=217&type=chunk) [Reportable Segments Analysis](index=77&type=section&id=Reportable%20Segments%20Analysis) Residential, Hospitality, and Commercial segments show growth, with **2,172** homesites, **476** hotel rooms, and **981,000 sq. ft.** leased - As of June 30, 2022, the Residential segment had **2,172** homesites under contract, expected to generate approximately **$167.8 million** in revenue, an increase from **1,349** homesites a year prior[228](index=228&type=chunk) - The Hospitality segment's hotel portfolio includes **476** operational rooms and **767** rooms under development/construction, for a total of **1,298** rooms[238](index=238&type=chunk) - The Commercial segment's leasing portfolio includes approximately **981,000 sq. ft.** of mixed-use, retail, and other space, which was **93% leased** as of June 30, 2022, and **1,043** completed multi-family and senior living units, which were **93% occupied**[246](index=246&type=chunk)[250](index=250&type=chunk) [Results of Operations](index=89&type=section&id=Results%20of%20Operations) Q2 2022 total revenue decreased to **$68.2 million** due to residential sales mix, while H1 revenue grew **17.3%** to **$133.1 million** Consolidated Revenue by Source (in millions) | Revenue Source | Q2 2022 | Q2 2021 | H1 2022 | H1 2021 | | :--- | :--- | :--- | :--- | :--- | | Real estate revenue | $28.0 | $41.0 | $64.8 | $62.1 | | Hospitality revenue | $29.6 | $22.6 | $45.9 | $35.7 | | Leasing revenue | $9.3 | $6.4 | $18.1 | $11.9 | | Timber revenue | $1.3 | $2.2 | $4.3 | $3.8 | | **Total revenue** | **$68.2** | **$72.2** | **$133.1** | **$113.5** | - Q2 2022 residential real estate revenue decreased **29.2%** YoY to **$23.0 million** due to the mix of sales from different communities, with the average revenue per homesite dropping to **$83,000** from **$164,000** in Q2 2021[260](index=260&type=chunk) - Q2 2022 hospitality revenue grew **31.0%** YoY to **$29.6 million**, driven by new hotels (Hilton Garden Inn and Homewood Suites) and increased membership at Watersound Club[266](index=266&type=chunk) - Q2 2022 leasing revenue increased **45.3%** YoY to **$9.3 million**, primarily due to new leases at Watersound Origins Crossings apartments and Watercrest senior living community[268](index=268&type=chunk) [Liquidity and Capital Resources](index=112&type=section&id=Liquidity%20and%20Capital%20Resources) As of June 30, 2022, the company held **$135.6 million** in cash, with total debt increasing to **$297.2 million** to fund capital expenditures - The company had cash, cash equivalents, and U.S. Treasury Bill investments of **$135.6 million** as of June 30, 2022[323](index=323&type=chunk) - Capital expenditures for the first six months of 2022 totaled **$157.9 million**, with **$69.7 million** for hospitality, **$45.8 million** for residential, and **$42.3 million** for commercial projects[325](index=325&type=chunk) - Total outstanding debt was **$297.2 million** as of June 30, 2022, up from **$227.5 million** at December 31, 2021[326](index=326&type=chunk) - The company has numerous guarantees on its own debt and the debt of its joint ventures, which could become full recourse in certain events[328](index=328&type=chunk)[330](index=330&type=chunk)[331](index=331&type=chunk) [Item 3. Quantitative and Qualitative Disclosures About Market Risk](index=125&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) The company faces interest rate risk, with a 100 basis point increase raising annual interest expense by **$1.7 million** on variable-rate debt - A **100 basis point** increase in interest rates would increase annual interest expense by **$1.7 million** on the company's variable-rate debt, which is based on LIBOR and SOFR[369](index=369&type=chunk) - The company is managing the transition away from LIBOR, which is set to be discontinued in June 2023. Existing debt agreements contain provisions for alternative base rates[370](index=370&type=chunk) [Item 4. Controls and Procedures](index=125&type=section&id=Item%204.%20Controls%20and%20Procedures) CEO and CFO concluded disclosure controls were effective as of June 30, 2022, with no material changes in internal controls - The CEO and CFO have concluded that the company's disclosure controls and procedures were effective as of the end of the reporting period[371](index=371&type=chunk) - No changes in internal controls over financial reporting occurred during the quarter that materially affected, or are reasonably likely to materially affect, these controls[372](index=372&type=chunk) PART II [Item 1. Legal Proceedings](index=125&type=section&id=Item%201.%20Legal%20Proceedings) The company is subject to ordinary course litigation and environmental regulations, not expecting a material adverse effect - The company is subject to ordinary course litigation and environmental regulations but does not expect them to have a material adverse effect[374](index=374&type=chunk)[376](index=376&type=chunk) [Item 1A. Risk Factors](index=127&type=section&id=Item%201A.%20Risk%20Factors) No material changes to the risk factors previously disclosed in the Annual Report on Form 10-K were reported - No material changes to risk factors were reported for the quarter[377](index=377&type=chunk) [Item 2. Unregistered Sales of Equity Securities and Use of Proceeds](index=127&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) The company repurchased **4,760** shares in Q2 2022 under its ongoing program, with **$99.8 million** remaining for future repurchases Share Repurchases in Q2 2022 | Period | Total Shares Purchased | Average Price Paid per Share | Maximum Dollar Value Remaining for Purchase (in Millions) | | :--- | :--- | :--- | :--- | | April 1-30, 2022 | — | $— | — | | May 1-31, 2022 | — | $— | — | | June 1-30, 2022 | 4,760 | $37.83 | $99.8 | | **Total** | **4,760** | **$37.83** | **$99.8** | - As of June 30, 2022, the company had **$99.8 million** remaining under its stock repurchase authorization[379](index=379&type=chunk) [Item 5. Other Information](index=127&type=section&id=Item%205.%20Other%20Information) No other information to report for this item - None[383](index=383&type=chunk) [Item 6. Exhibits](index=128&type=section&id=Item%206.%20Exhibits) Exhibits include CEO and CFO certifications under Sarbanes-Oxley Act and XBRL data files - Exhibits filed include CEO and CFO certifications under Sections 302 and 906 of the Sarbanes-Oxley Act, as well as XBRL data files[385](index=385&type=chunk) [SIGNATURES](index=129&type=section&id=SIGNATURES) The report was signed on July 27, 2022, by the company's CEO and CFO - The report was signed on July 27, 2022, by the company's CEO and CFO[389](index=389&type=chunk)

[PART I - FINANCIAL INFORMATION](index=4&type=section&id=PART%20I%20-%20FINANCIAL%20INFORMATION) This section presents the company's unaudited condensed consolidated financial statements and management's analysis for the quarter [Item 1. Financial Statements](index=4&type=section&id=Item%201.%20Financial%20Statements) Unaudited Q1 2022 financial statements show significant revenue and net income growth, driven by real estate investments [Condensed Consolidated Balance Sheets](index=4&type=section&id=Condensed%20Consolidated%20Balance%20Sheets) | Balance Sheet Highlights | March 31, 2022 (in thousands) | December 31, 2021 (in thousands) | | :--- | :--- | :--- | | **Total Assets** | **$1,256,345** | **$1,208,151** | | Investment in real estate, net | $741,455 | $690,113 | | Cash and cash equivalents | $33,115 | $70,162 | | **Total Liabilities** | **$619,313** | **$582,051** | | Debt, net | $256,763 | $223,034 | | **Total Equity** | **$637,032** | **$626,100** | - Total assets increased by approximately **$48.2 million** from December 31, 2021, to March 31, 2022, primarily driven by a **$51.3 million** increase in Investment in real estate, net[11](index=11&type=chunk) - Total liabilities increased by **$37.3 million**, mainly due to a **$33.7 million** increase in net debt[11](index=11&type=chunk) [Condensed Consolidated Statements of Income](index=6&type=section&id=Condensed%20Consolidated%20Statements%20of%20Income) | Income Statement Highlights | Three Months Ended March 31, 2022 (in thousands) | Three Months Ended March 31, 2021 (in thousands) | | :--- | :--- | :--- | | **Total Revenue** | **$64,871** | **$41,305** | | Real estate revenue | $36,774 | $21,053 | | Hospitality revenue | $16,321 | $13,067 | | Leasing revenue | $8,822 | $5,594 | | **Operating Income** | **$20,224** | **$5,539** | | **Net Income Attributable to the Company** | **$13,412** | **$3,196** | | **Diluted EPS** | **$0.23** | **$0.05** | - Total revenue for Q1 2022 increased by **57.1%** year-over-year, driven by strong growth across all segments, particularly in real estate revenue which grew by **74.7%**[16](index=16&type=chunk) - Net income attributable to the Company saw a substantial increase of **319.6%** year-over-year, rising from **$3.2 million** in Q1 2021 to **$13.4 million** in Q1 2022[16](index=16&type=chunk) [Condensed Consolidated Statements of Comprehensive Income](index=7&type=section&id=Condensed%20Consolidated%20Statements%20of%20Comprehensive%20Income) | Comprehensive Income | Three Months Ended March 31, 2022 (in thousands) | Three Months Ended March 31, 2021 (in thousands) | | :--- | :--- | :--- | | Net Income | $13,453 | $2,957 | | Total other comprehensive income, net of tax | $2,001 | $262 | | **Total comprehensive income attributable to the Company** | **$14,721** | **$3,458** | [Condensed Consolidated Statements of Changes in Stockholders' Equity](index=8&type=section&id=Condensed%20Consolidated%20Statements%20of%20Changes%20in%20Stockholders%27%20Equity) - Total equity increased from **$626.1 million** at December 31, 2021, to **$637.0 million** at March 31, 2022. The increase was primarily driven by net income of **$13.5 million** and other comprehensive income of **$2.0 million**, partially offset by dividends of **$5.9 million**[21](index=21&type=chunk) - The company paid dividends of **$0.10 per share**, totaling **$5.9 million**, during the three months ended March 31, 2022[21](index=21&type=chunk) [Condensed Consolidated Statements of Cash Flows](index=10&type=section&id=Condensed%20Consolidated%20Statements%20of%20Cash%20Flows) | Cash Flow Highlights | Three Months Ended March 31, 2022 (in thousands) | Three Months Ended March 31, 2021 (in thousands) | | :--- | :--- | :--- | | Net cash provided by operating activities | $19,813 | $9,828 | | Net cash used in investing activities | ($81,339) | ($71,093) | | Net cash provided by financing activities | $28,928 | $7,048 | | **Net decrease in cash, cash equivalents and restricted cash** | **($32,598)** | **($54,217)** | - Cash from operations more than doubled year-over-year, increasing to **$19.8 million** from **$9.8 million**, mainly due to higher net income and changes in operating assets and liabilities[23](index=23&type=chunk) - Investing activities used **$81.3 million**, primarily for expenditures for operating property (**$51.6 million**) and net purchases of debt securities (**$29.5 million**)[23](index=23&type=chunk) - Financing activities provided **$28.9 million**, largely from **$35.2 million** in new debt borrowings, which offset dividend payments of **$5.9 million**[23](index=23&type=chunk) [Notes to the Condensed Consolidated Financial Statements](index=13&type=section&id=Notes%20to%20the%20Condensed%20Consolidated%20Financial%20Statements) - The company operates primarily in real estate development, asset management, and operations in Northwest Florida, with business conducted across three reportable segments: residential, hospitality, and commercial[28](index=28&type=chunk)[29](index=29&type=chunk) - The company utilizes numerous joint ventures (JVs) for development projects. Some are consolidated as Variable Interest Entities (VIEs) where St. Joe is the primary beneficiary, while others are unconsolidated and accounted for using the equity method. As of March 31, 2022, the total investment in unconsolidated JVs was **$52.6 million**[46](index=46&type=chunk)[59](index=59&type=chunk) - Total debt, net of issuance costs, increased to **$256.8 million** as of March 31, 2022, from **$223.0 million** at year-end 2021, primarily to finance construction and development projects across its segments[120](index=120&type=chunk) - On April 27, 2022, the Board of Directors declared a quarterly cash dividend of **$0.10 per share**[202](index=202&type=chunk) [Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=70&type=section&id=Item%202.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management reports strong Q1 2022 financial performance, with significant revenue and net income growth driven by robust demand across all real estate segments [Business Overview and Market Conditions](index=70&type=section&id=Business%20Overview%20and%20Market%20Conditions) - The company is a real estate development, asset management, and operating company focused entirely on Northwest Florida, with **90%** of its land holdings within fifteen miles of the Gulf of Mexico[204](index=204&type=chunk) - Despite macroeconomic headwinds such as inflation and rising interest rates, demand across all business segments remains strong, attributed to the continued growth and quality of life in Northwest Florida[208](index=208&type=chunk) Q1 2022 Financial Highlights (YoY) | Q1 2022 Financial Highlights (YoY) | Q1 2022 | Q1 2021 | % Change | | :--- | :--- | :--- | :--- | | Revenue | $64.9M | $41.3M | +57.1% | | Net Income (attributable to Company) | $13.4M | $3.2M | +319.6% | | Net Cash from Operating Activities | $19.8M | $9.8M | +101.6% | [Reportable Segments Overview](index=72&type=section&id=Reportable%20Segments%20Overview) - **Residential:** As of March 31, 2022, the company had **2,294** residential homesites under contract, expected to generate approximately **$175.6 million** in revenue. This is a significant increase from **1,268** homesites under contract for **$114.0 million** a year prior[222](index=222&type=chunk) - **Hospitality:** The company's hotel portfolio totals **1,177** rooms (**524** operational/managed, **653** under development). The Watersound Club membership grew to **2,271** members as of March 31, 2022, up from **1,722** a year ago[229](index=229&type=chunk)[255](index=255&type=chunk) - **Commercial:** The leasing portfolio includes **877** completed multi-family units (**97% leased**) and **107** senior living units (**54% occupied**). The commercial property portfolio consists of approximately **981,000 square feet** of leasable space, which was **90% leased**[236](index=236&type=chunk)[241](index=241&type=chunk) [Results of Operations](index=85&type=section&id=Results%20of%20Operations) Revenue by Segment | Revenue by Segment (in millions) | Q1 2022 | Q1 2021 | % Change | | :--- | :--- | :--- | :--- | | Real estate revenue | $36.8 | $21.0 | +75.2% | | Hospitality revenue | $16.3 | $13.1 | +24.4% | | Leasing revenue | $8.8 | $5.6 | +57.1% | | Timber revenue | $3.0 | $1.6 | +87.5% | - Residential real estate revenue grew **59.5%** to **$32.7 million**, driven by a higher average revenue per homesite sold (**$150,000** in Q1 2022 vs **$73,000** in Q1 2021) due to a favorable mix of sales from different communities[252](index=252&type=chunk) - Hospitality gross margin decreased from **12.2%** to **8.6%** YoY, impacted by pre-opening expenses for the new Homewood Suites hotel and increased labor and product costs[255](index=255&type=chunk) - Leasing revenue increased **57.1%** due to new leases at recently completed apartment and senior living communities. Gross margin improved to **58.0%** from **51.8%** as start-up expenses from the prior period subsided[256](index=256&type=chunk) [Liquidity and Capital Resources](index=99&type=section&id=Liquidity%20and%20Capital%20Resources) - As of March 31, 2022, the company had **$151.3 million** in cash, cash equivalents, and U.S. Treasury Bills[287](index=287&type=chunk) - Total capital expenditures for Q1 2022 were **$79.0 million**, with significant investments across residential (**$25.9 million**), commercial (**$25.8 million**), and hospitality (**$27.2 million**) segments[289](index=289&type=chunk) - Total outstanding debt increased to **$262.1 million** from **$227.5 million** at year-end 2021 to fund ongoing development[290](index=290&type=chunk) Summary of Cash Flows | Summary of Cash Flows (in millions) | Q1 2022 | Q1 2021 | | :--- | :--- | :--- | | Net cash provided by operating activities | $19.8 | $9.8 | | Net cash used in investing activities | ($81.3) | ($71.1) | | Net cash provided by financing activities | $28.9 | $7.1 | [Item 3. Quantitative and Qualitative Disclosures About Market Risk](index=113&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) The company's primary market risk exposure is to interest rate fluctuations, impacting investment values and variable-rate debt expenses - A hypothetical **100 basis point** increase in interest rates would increase annual interest expense on variable-rate loans by **$1.4 million**[335](index=335&type=chunk) - The company is managing the transition from LIBOR to alternative rates like SOFR, as many of its debt agreements are tied to LIBOR. Existing agreements have provisions for an alternative base rate[336](index=336&type=chunk) [Item 4. Controls and Procedures](index=113&type=section&id=Item%204.%20Controls%20and%20Procedures) The CEO and CFO confirmed effective disclosure controls and procedures, with no material changes to internal controls during the quarter - The CEO and CFO concluded that the company's disclosure controls and procedures were effective as of the end of the period covered by the report[337](index=337&type=chunk) - No material changes were made to the internal controls over financial reporting during the quarter ended March 31, 2022[338](index=338&type=chunk) [PART II - OTHER INFORMATION](index=113&type=section&id=PART%20II%20-%20OTHER%20INFORMATION) This section provides information on legal proceedings, risk factors, and other required disclosures [Item 1. Legal Proceedings](index=113&type=section&id=Item%201.%20Legal%20Proceedings) The company is subject to various litigation and claims in the ordinary course of business, none expected to have a material adverse effect - The company is subject to a variety of litigation and claims in the ordinary course of business, none of which are expected to have a material adverse effect[340](index=340&type=chunk) [Item 1A. Risk Factors](index=115&type=section&id=Item%201A.%20Risk%20Factors) No material changes to the company's risk factors have occurred since the filing of the 2021 Annual Report on Form 10-K - No material changes to the company's Risk Factors have occurred since the filing of the 2021 Annual Report on Form 10-K[343](index=343&type=chunk) [Item 2. Unregistered Sales of Equity Securities and Use of Proceeds](index=115&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) None [Item 3. Defaults Upon Senior Securities](index=115&type=section&id=Item%203.%20Defaults%20Upon%20Senior%20Securities) None [Item 4. Mine Safety Disclosures](index=115&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) Not applicable [Item 5. Other Information](index=115&type=section&id=Item%205.%20Other%20Information) None [Item 6. Exhibits](index=115&type=section&id=Item%206.%20Exhibits) This section lists exhibits filed with the Form 10-Q, including required certifications and Inline XBRL documents [Signatures](index=117&type=section&id=SIGNATURES) The report is duly signed and authorized by the President and CEO, and EVP and CFO, on April 27, 2022

PART I [Business](index=3&type=section&id=Item%201.%20Business) The St. Joe Company is a Florida-based real estate developer owning 170,000 acres in Northwest Florida, focused on developing residential, hospitality, and commercial assets to build recurring revenues and long-term value - The company is a major real estate developer in Northwest Florida, owning **170,000 acres** with entitlements for over **170,000 residential units** and **22 million sq. ft. of commercial space**[11](index=11&type=chunk) - St. Joe's business is organized into three reportable segments: (1) residential, (2) hospitality, and (3) commercial[15](index=15&type=chunk) - The company's strategy is to develop its real estate assets to generate recurring revenues and enterprise value, funded by project proceeds, cash, partner capital, and financing, while maintaining low corporate debt[12](index=12&type=chunk)[13](index=13&type=chunk) - As of February 21, 2022, the company employed **54 corporate professionals**, **528 full-time employees**, and **80 part-time/seasonal employees**, with approximately **49% of the workforce** and **50% of the executive management team being female**[20](index=20&type=chunk)[27](index=27&type=chunk) - The company returns cash to shareholders via dividends and stock repurchases, paying a quarterly dividend of **$0.08 per share** in 2021, with **$77.4 million** available under the Stock Repurchase Program as of December 31, 2021[14](index=14&type=chunk) [Risk Factors](index=6&type=section&id=Item%201A.%20Risk%20Factors) The company faces strategic, operational, geographic, ownership, legal, regulatory, and financial risks that could materially affect its business and financial performance - Strategic risks include potential failure to implement its business strategy, accurately forecast financial results, and significant competition from local, regional, and national companies[39](index=39&type=chunk)[41](index=41&type=chunk)[42](index=42&type=chunk) - Operational risks stem from real estate development and construction, including supply chain disruptions, labor shortages, rising costs, and high dependency on homebuilders, alongside inherent risks in the hospitality and commercial leasing sectors[55](index=55&type=chunk)[61](index=61&type=chunk)[62](index=62&type=chunk)[63](index=63&type=chunk) - The company's geographic concentration in Northwest Florida makes it particularly vulnerable to regional economic downturns, hurricanes, and the long-term effects of climate change[74](index=74&type=chunk)[76](index=76&type=chunk) - A significant ownership risk exists as the largest shareholder, Fairholme Capital Management, L.L.C. and its clients, beneficially own approximately **42.6% of the company's common stock**, allowing them to influence corporate matters[79](index=79&type=chunk) - Legal and regulatory risks include the potential of being deemed an investment company under the Investment Company Act of 1940, complex development and land use requirements, and evolving environmental regulations[81](index=81&type=chunk)[85](index=85&type=chunk)[88](index=88&type=chunk) - The company faces risks related to cybersecurity threats, its ability to attract and retain skilled employees in a competitive labor market, and the effectiveness of its internal controls over financial reporting[94](index=94&type=chunk)[97](index=97&type=chunk)[101](index=101&type=chunk) [Unresolved Staff Comments](index=18&type=section&id=Item%201B.%20Unresolved%20Staff%20Comments) The company reports no unresolved staff comments from the U.S. Securities and Exchange Commission - There are no unresolved staff comments[108](index=108&type=chunk) [Properties](index=19&type=section&id=Item%202.%20Properties) The company owns 170,000 acres in Northwest Florida, with properties across residential, hospitality, and commercial segments, including communities, hotels, golf courses, and various leasing assets - St. Joe owns **170,000 acres** in Northwest Florida, with entitlements for over **170,000 residential units**, **22 million sq. ft. of commercial space**, and **3,000 hotel rooms**[110](index=110&type=chunk) - The residential segment is actively developing homesites in **17 communities**, including Watersound Origins, Breakfast Point East, and WindMark Beach[111](index=111&type=chunk) - The hospitality portfolio includes the WaterColor Inn, **three golf courses**, a beach club, and **two marinas**, with several new hotels under construction, including an Embassy Suites, Homewood Suites, and Hotel Indigo[112](index=112&type=chunk) - The commercial segment owns and operates multi-family, senior living, self-storage, retail, and office properties, including assets in Pier Park North, VentureCrossings, and Watersound Town Center[113](index=113&type=chunk) [Legal Proceedings](index=19&type=section&id=Item%203.%20Legal%20Proceedings) Information regarding the company's legal proceedings is incorporated by reference from Note 20 of the financial statements - Details on legal proceedings are available in Note 20. Commitments and Contingencies[114](index=114&type=chunk) [Mine Safety Disclosures](index=19&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) This item is not applicable to the company - Not applicable[115](index=115&type=chunk) PART II [Market for the Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities](index=20&type=section&id=Item%205.%20Market%20for%20the%20Registrant%27s%20Common%20Equity%2C%20Related%20Stockholder%20Matters%20and%20Issuer%20Purchases%20of%20Equity%20Securities) The company's common stock trades on the NYSE, paid quarterly dividends in 2021, significantly outperformed indices, and has an active stock repurchase program - The company's common stock (Symbol: **JOE**) is listed on the NYSE, and it paid quarterly cash dividends of **$0.08 per share** in 2021[118](index=118&type=chunk) Stock Performance vs. Indices (2016-2021) | | 12/31/2016 | 12/31/2017 | 12/31/2018 | 12/31/2019 | 12/31/2020 | 12/31/2021 | |:---|:---:|:---:|:---:|:---:|:---:|:---:| | **The St. Joe Company** | $100 | $95.00 | $69.32 | $104.37 | $223.94 | $276.44 | | **S&P SmallCap 600 Index** | $100 | $113.23 | $103.63 | $127.24 | $141.60 | $179.58 | | **Custom Real Estate Peer Group** | $100 | $107.65 | $76.47 | $93.69 | $65.83 | $87.28 | - As of December 31, 2021, the company had **$77.4 million** available for share repurchases under its Stock Repurchase Program, with no shares repurchased in 2021[122](index=122&type=chunk) [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=21&type=section&id=Item%207.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses the company's strong 2021 financial performance, driven by robust demand across all segments, increased revenue and net income, and a solid liquidity position supporting future development [2021 Highlights and Market Conditions](index=22&type=section&id=2021%20Highlights%20and%20Market%20Conditions) In 2021, the company achieved significant revenue and net income growth, driven by strong demand across all segments in Northwest Florida, despite potential future COVID-19 impacts 2021 Financial Highlights (vs. 2020) | Metric | 2021 | 2020 | % Change | | :--- | :--- | :--- | :--- | | Revenue | $267.0 million | $160.5 million | +66.3% | | Net Income | $74.5 million | $45.2 million | +65.0% | | Net Cash from Operating Activities | $111.8 million | $37.3 million | +199.7% | - Strong demand across all segments is attributed to the continued growth of Northwest Florida, its high quality of life, and evolving workplace flexibility[128](index=128&type=chunk) [Reportable Segments Overview](index=22&type=section&id=Reportable%20Segments%20Overview) The company operates through residential, hospitality, and commercial segments, with residential being the largest revenue contributor in 2021, and all segments showing substantial development pipelines Segment Operating Revenue Contribution | Segment | 2021 | 2020 | 2019 | | :--- | :--- | :--- | :--- | | Residential | 54.6% | 46.6% | 32.7% | | Hospitality | 27.9% | 29.5% | 36.0% | | Commercial | 16.7% | 22.8% | 30.6% | | Other | 0.8% | 1.1% | 0.7% | - As of December 31, 2021, the company had **2,000 residential homesites** under contract with homebuilders, expected to generate revenue of approximately **$158.9 million**[142](index=142&type=chunk) - The hotel portfolio is planned to grow from **393 total operational and managed rooms** to **1,177 rooms** with the completion of projects under development[148](index=148&type=chunk) - The commercial segment is expanding its leasing portfolio, with **390 multi-family units** and **148 senior living units** under construction, in addition to **898 recently completed units**[156](index=156&type=chunk)[157](index=157&type=chunk) [Consolidated Results of Operations](index=29&type=section&id=Consolidated%20Results%20of%20Operations) Total revenue increased significantly in 2021, driven by strong residential and hospitality performance, leading to a near doubling of operating income and substantial net income growth Consolidated Results of Operations (in millions) | | 2021 | 2020 | | :--- | :--- | :--- | | **Total revenue** | **$267.0** | **$160.5** | | Real estate revenue | $158.6 | $87.6 | | Hospitality revenue | $75.3 | $47.8 | | Leasing revenue | $27.1 | $18.8 | | **Operating income** | **$94.5** | **$47.1** | | **Net income** | **$73.7** | **$45.5** | - Residential real estate revenue increased **95.3%** to **$144.7 million** in 2021, driven by the sale of **804 homesites** compared to **509** in 2020, and a higher average sales price per homesite (**$157,000** vs. **$124,000**)[171](index=171&type=chunk) - Hospitality revenue increased **57.5%** in 2021 due to higher demand for lodging and resort amenities, and a significant increase in Watersound Club memberships to **2,255** from **1,563** in 2020[176](index=176&type=chunk) - Leasing revenue grew **44.1%** to **$27.1 million**, primarily due to new leases at recently completed apartment communities (Pier Park Crossings Phase II, Watersound Origins Crossings) and the Watercrest senior living community[178](index=178&type=chunk) - Gain on contribution to unconsolidated joint ventures was **$3.6 million** in 2021, compared to **$20.0 million** in 2020, which included a significant gain from the Latitude Margaritaville Watersound JV land contribution[189](index=189&type=chunk) [Segment Results](index=34&type=section&id=Segment%20Results) All segments demonstrated strong performance in 2021, with residential operating income more than doubling, and hospitality and commercial segments also showing increased operating income from higher revenues Residential Segment Results (in millions) | | 2021 | 2020 | | :--- | :--- | :--- | | Total Revenue | $145.8 | $74.6 | | Operating Income | $82.8 | $38.6 | Hospitality Segment Results (in millions) | | 2021 | 2020 | | :--- | :--- | :--- | | Total Revenue | $74.6 | $47.4 | | Operating Income | $9.2 | $6.9 | Commercial Segment Results (in millions) | | 2021 | 2020 | | :--- | :--- | :--- | | Total Revenue | $44.6 | $36.7 | | Operating Income | $15.7 | $13.8 | [Liquidity and Capital Resources](index=40&type=section&id=Liquidity%20and%20Capital%20Resources) The company maintained a strong liquidity position in 2021 with increased cash from operations, higher capital expenditures for development, and increased debt to fund new projects - As of December 31, 2021, the company had cash, cash equivalents, and U.S. Treasury Bills of **$159.1 million**[217](index=217&type=chunk) Summary of Cash Flows (in millions) | | 2021 | 2020 | | :--- | :--- | :--- | | Net cash provided by operating activities | $111.8 | $37.3 | | Net cash used in investing activities | ($196.1) | ($175.3) | | Net cash provided by financing activities | $48.6 | $59.4 | - Capital expenditures in 2021 totaled **$200.8 million**, with **$101.7 million** for hospitality, **$52.8 million** for residential, and **$45.8 million** for commercial segments, and the 2022 budget is expected to exceed 2021 expenditures[219](index=219&type=chunk) - Total outstanding debt increased to **$227.5 million** as of December 31, 2021, from **$161.4 million** at year-end 2020, primarily to fund new projects[220](index=220&type=chunk) [Critical Accounting Estimates](index=46&type=section&id=Critical%20Accounting%20Estimates) The company's financial statements rely on critical estimates for real estate valuation, development cost allocation, long-lived asset impairment, and income tax assessment, requiring significant management judgment - Investment in Real Estate: Costs are capitalized and allocated to units based on relative sales value, with these estimates reviewed at least annually and adjusted prospectively[254](index=254&type=chunk)[255](index=255&type=chunk) - Long-Lived Assets: The company reviews assets for impairment quarterly by analyzing expected future undiscounted cash flows against the asset's carrying value, using assumptions about sales pace, pricing, and holding periods[258](index=258&type=chunk)[259](index=259&type=chunk)[260](index=260&type=chunk) - Income Taxes: Management judgment is required to estimate income taxes, assess temporary differences creating deferred tax assets/liabilities, and determine the need for a valuation allowance against deferred tax assets[268](index=268&type=chunk) [Quantitative and Qualitative Disclosures about Market Risk](index=49&type=section&id=Item%207A.%20Quantitative%20and%20Qualitative%20Disclosures%20about%20Market%20Risk) The company's primary market risk is interest rate fluctuations, impacting investment values and debt expense, while actively managing the transition away from LIBOR in debt agreements - The company is primarily exposed to interest rate risk, where a hypothetical **100 basis point** increase in rates would increase annual interest expense on variable-rate debt by **$0.7 million**[276](index=276&type=chunk)[279](index=279&type=chunk) - The company is managing the transition away from LIBOR, as many of its debt agreements reference it, and these agreements contain provisions for an alternative base rate[280](index=280&type=chunk) [Financial Statements and Supplementary Data](index=50&type=section&id=Item%208.%20Financial%20Statements%20and%20Supplementary%20Data) This section incorporates the company's audited consolidated financial statements, related notes, and the independent auditor's report by reference from Item 15 - The company's audited financial statements and related notes are included in Item 15 of the Form 10-K[281](index=281&type=chunk) - The financial statements are accompanied by the report of the independent registered public accounting firm, Grant Thornton LLP[320](index=320&type=chunk) [Changes in and Disagreements with Accountants on Accounting and Financial Disclosure](index=50&type=section&id=Item%209.%20Changes%20in%20and%20Disagreements%20with%20Accountants%20on%20Accounting%20and%20Financial%20Disclosure) The company reports no changes in or disagreements with its accountants regarding accounting and financial disclosure - None reported[282](index=282&type=chunk) [Controls and Procedures](index=50&type=section&id=Item%209A.%20Controls%20and%20Procedures) Management concluded that disclosure controls and internal control over financial reporting were effective as of December 31, 2021, a conclusion affirmed by the independent auditor - The CEO and CFO concluded that the company's disclosure controls and procedures were effective as of the end of the period covered by the report[285](index=285&type=chunk) - Management concluded that the company's internal control over financial reporting was effective as of December 31, 2021, based on the COSO framework[288](index=288&type=chunk) - The independent auditor, Grant Thornton LLP, issued an unqualified opinion on the effectiveness of the company's internal control over financial reporting as of December 31, 2021[289](index=289&type=chunk) [Other Information](index=52&type=section&id=Item%209B.%20Other%20Information) The company reports no other information for this item - None[295](index=295&type=chunk) PART III [Directors, Executive Officers and Corporate Governance](index=53&type=section&id=Item%2010.%20Directors%2C%20Executive%20Officers%20and%20Corporate%20Governance) Information on directors, executive officers, and corporate governance is incorporated by reference from the 2022 Annual Meeting of Shareholders Proxy Statement - Required information is incorporated by reference from the Registrant's Proxy Statement for the 2022 Annual Meeting of Shareholders[300](index=300&type=chunk) [Executive Compensation](index=53&type=section&id=Item%2011.%20Executive%20Compensation) Information concerning executive compensation is incorporated by reference from the 2022 Annual Meeting of Shareholders Proxy Statement - Required information is incorporated by reference from the Registrant's Proxy Statement for the 2022 Annual Meeting of Shareholders[301](index=301&type=chunk) [Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters](index=53&type=section&id=Item%2012.%20Security%20Ownership%20of%20Certain%20Beneficial%20Owners%20and%20Management%20and%20Related%20Stockholder%20Matters) Information regarding security ownership of beneficial owners and management is incorporated by reference from the 2022 Annual Meeting of Shareholders Proxy Statement - Required information is incorporated by reference from the Registrant's Proxy Statement for the 2022 Annual Meeting of Shareholders[302](index=302&type=chunk) [Certain Relationships and Related Transactions and Director Independence](index=53&type=section&id=Item%2013.%20Certain%20Relationships%20and%20Related%20Transactions%20and%20Director%20Independence) Information concerning certain relationships, related party transactions, and director independence is incorporated by reference from the 2022 Annual Meeting of Shareholders Proxy Statement - Required information is incorporated by reference from the Registrant's Proxy Statement for the 2022 Annual Meeting of Shareholders[303](index=303&type=chunk) [Principal Accounting Fees and Services](index=53&type=section&id=Item%2014.%20Principal%20Accounting%20Fees%20and%20Services) Information concerning principal accounting fees and services is incorporated by reference from the 2022 Annual Meeting of Shareholders Proxy Statement - Required information is incorporated by reference from the Registrant's Proxy Statement for the 2022 Annual Meeting of Shareholders[304](index=304&type=chunk) PART IV [Exhibits, Financial Statement Schedules](index=54&type=section&id=Item%2015.%20Exhibits%2C%20Financial%20Statement%20Schedules) This section includes the audited financial statements, schedules, and exhibits filed as part of the Form 10-K, along with the independent auditor's report - This section includes the audited financial statements, financial statement schedules, and exhibits filed as part of the Form 10-K[307](index=307&type=chunk) - The financial statements are accompanied by the report of the independent registered public accounting firm, Grant Thornton LLP[320](index=320&type=chunk)

Table of Contents Form 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 For the transition period from to . Commission file number: 1-10466 The St. Joe Company (Exact name of registrant as specified in its charter) | Florida | 59-0432511 | ...

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2021 (Exact name of registrant as specified in its charter) | Florida | 59-0432511 | | --- | --- | | (State or other jurisdiction of | (I.R.S. Employer | | incorporation or organization) | Identification No.) | | 130 Richard Jackson Boulevard, Suite 200 | | | Panama City ...

Revenue Performance - Total revenue for the three months ended March 31, 2021, was $41.3 million, a significant increase from $18.6 million in the same period in 2020, representing a growth of 122.0%[234]. - Real estate revenue increased to $21.0 million in Q1 2021 from $5.8 million in Q1 2020, marking a growth of 262.1%[234]. - Hospitality revenue rose to $13.1 million in Q1 2021, compared to $6.6 million in Q1 2020, reflecting an increase of 98.5%[234]. - Residential real estate revenue surged to $20.5 million in Q1 2021, up from $2.9 million in Q1 2020, a growth of 607.7%[236]. - Revenue from homesite sales increased by $15.3 million during Q1 2021 compared to Q1 2020, with average revenue per homesite sold at approximately $73,000, down from $113,000[252]. - Revenue from clubs increased by $2.5 million, or 65.8%, during Q1 2021, with membership growing to 1,722 members from 1,284 members year-over-year[258]. - Revenue from hotel operations and related services increased by $2.8 million, or 112.0%, in Q1 2021, with a gross margin of 1.9% compared to a negative margin of 68.0% in Q1 2020[259]. - Total leasing revenue increased by $1.3 million, or 30.2%, during Q1 2021, with a total leasing gross margin of 51.8%, down from 86.0% in the same period last year[264][265]. Segment Contributions - For the three months ended March 31, 2021, the residential segment contributed 50.0% to consolidated operating revenue, up from 16.4% in the same period of 2020[199]. - The hospitality segment accounted for 31.5% of consolidated operating revenue in Q1 2021, a decrease from 35.3% in Q1 2020[199]. - The hospitality segment includes operations of the WaterColor Inn and WaterSound Inn, which generate revenue from service and rental fees[214]. Development and Construction - As of March 31, 2021, the company had 1,268 residential homesites under contract, expected to generate approximately $114.0 million in revenue, compared to 979 homesites and $91.0 million in revenue expected as of March 31, 2020[208]. - The Latitude Margaritaville Watersound community is projected to include approximately 3,500 residential homes, with construction of the sales center and 13 model homes completed in April 2021[203]. - The residential homesite pipeline includes a total of 19,499 homesites across various stages of development, permitting, and planning[205]. - The company is constructing multiple new hospitality properties, including an Embassy Suites hotel and a Hilton Garden Inn, with construction expected to begin in Q2 2021 for a new waterfront Hotel Indigo[215]. - The commercial segment is constructing 703 apartment units, in addition to 414 recently completed units and 107 senior living units[224]. - The company operates two marinas and is planning new marinas along the Intracoastal Waterway, with partial reconstruction expected to open by the end of 2021[219]. - The company has several commercial projects in planning, including a 50,000 square foot Publix supermarket and a 71,000 square foot self-storage facility[227]. Financial Position - Cash and cash equivalents decreased to $52.3 million as of March 31, 2021, down from $106.8 million as of December 31, 2020[273]. - Outstanding loans as of March 31, 2021, totaled $172.3 million, an increase from $161.4 million as of December 31, 2020[276]. - The company incurred $167.4 million in construction and development-related contractual obligations as of March 31, 2021[275]. - The company had net rentable square feet of approximately 907,000 as of March 31, 2021, with 780,000 square feet under lease[265]. - The company recorded a retained interest of $13.1 million related to notes from a timberland sale, representing future cash flows[298]. Operational Metrics - Total operational rooms amount to 195, with an additional 689 rooms under development, bringing the total to 939 rooms[217]. - The number of members at Watersound Club rose to 1,722 as of March 31, 2021, an increase of 438 members from 1,284 members in the same period in 2020[240]. - Total apartment units completed as of March 31, 2021, were 1,224, with an overall occupancy rate of 81%, up from 60% for the completed units as of December 31, 2020[271]. Cash Flow and Investments - Net cash provided by operating activities for the three months ended March 31, 2021, was $9.8 million, compared to $3.1 million for the same period in 2020[302]. - Net cash used in investing activities during the three months ended March 31, 2021, was $68.6 million, which included capital expenditures of $25.1 million[303][304]. - Net cash provided by financing activities for the three months ended March 31, 2021, was $4.6 million, including borrowings on debt of $11.3 million[305]. Strategic Focus and Future Outlook - The company plans to focus on its core business of real estate development and asset management to increase recurring revenue and long-term shareholder value[194]. - The company expects to optimize the value of its real estate by developing residential, hospitality, and commercial projects to meet market demands and generate recurring revenues[308]. - The company aims to expand its hospitality assets and services to enhance their value and contribution to overall performance[308]. - The company is exploring opportunities for joint ventures (JVs) with third parties to efficiently utilize land assets while reducing capital requirements[308]. - The company is focused on strategic infrastructure and economic development initiatives to attract quality job creators and diversify the Northwest Florida economy[308]. - The company is committed to a cost and investment discipline to ensure low fixed expenses and improve bottom line performance[308]. Risks and Challenges - The ongoing COVID-19 pandemic poses a risk of disruptions that could affect operations and market demand[312]. - There are concerns regarding the ability to obtain land use entitlements and construction financing in a timely manner[312]. - Economic conditions such as inflation, unemployment rates, and consumer confidence may impact future prospects in the Southeastern U.S. and demand for housing[312]. - The company is dependent on the real estate industry, which is cyclical, affecting revenue consistency and pace in residential real estate[312]. - There is a potential risk of negative cash flows and losses due to the long-term property development strategy if self-development of entitlements continues[312].

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2020 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission file number: 1-10466 The St. Joe Company (Exact name of registrant as specified in its charter) Florida 59-0432511 (State or other j ...

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2020 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission file number: 1-10466 The St. Joe Company (Exact name of registrant as specified in its charter) Indicate by check mark w ...

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2020 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission file number: 1-10466 The St. Joe Company (Exact name of registrant as specified in its charter) | Florida | 59-0432511 | | -- ...

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2020 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission file number: 1‑10466 The St. Joe Company (Exact name of registrant as specified in its charter) | Florida | 59‑0432511 | | - ...