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, 2025 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 001-34049 Presidio Property Trust, Inc. ...

Core Insights - Presidio Property Trust, Inc. has engaged Acorn Management Partners LLC to enhance its visibility and strengthen market perception [1] - The partnership aims to expand access to high-quality investors [1] Company Engagement - The engagement with Acorn is expected to improve the company's market presence [1] - The collaboration is part of a strategic initiative to attract more investors [1]

Real Estate Assets - As of September 30, 2025, the total book value of the company's real estate assets is approximately $113.3 million, down from $127.6 million as of December 31, 2024, reflecting a decrease of about 11.5%[12] - The commercial portfolio includes 10 properties with a book value of approximately $74.2 million, contributing to the overall real estate assets[11] - The model homes portfolio consists of 84 properties with a total square footage of 250,281 sqft, generating an annual rent of approximately $3.65 million[13] - The company recorded an impairment charge of approximately $3.3 million related to the Dakota Center property, which is expected to be sold for $5.125 million[12] - The impairment of model homes was reported at $(200,625), reflecting challenges in the model home segment[24] Financial Performance - Total revenue for the three months ended September 30, 2025, was $4,196,142, a decrease of 11.1% compared to $4,723,374 for the same period in 2024[17] - Net loss attributable to common stockholders for the nine months ended September 30, 2025, was $6,026,871, compared to a net loss of $24,800,532 for the same period in 2024[21] - EBITDAre for the three months ended September 30, 2025, was $638,723, an increase from $558,376 in the same period of 2024[20] - FFO for the three months ended September 30, 2025, was $(839,846), compared to $(566,910) in the same period of 2024[21] - Core FFO for the nine months ended September 30, 2025, was $(1,627,404), compared to $(995,236) in 2024[21] - The company reported a net loss attributable to stockholders of $4,302,021 for the nine months ended September 30, 2025, primarily due to significant interest expenses and impairment charges[26] Assets and Liabilities - As of September 30, 2025, the total assets of the company amount to $127.8 million, a decrease from $142.6 million as of December 31, 2024[15] - The company reported existing secured debt of $94.6 million, which represents approximately 83.5% of the total book value of real estate assets[9] - The mortgage notes payable total approximately $93.7 million, down from $102.1 million as of December 31, 2024, indicating a reduction of about 8.5%[15] - Total stockholders' equity decreased to approximately $29.3 million as of September 30, 2025, from $34.9 million as of December 31, 2024[15] - Total assets decreased from $142,569,650 as of December 31, 2024, to $127,808,885 as of September 30, 2025, indicating a reduction in asset base[27] Cash Flow and Liquidity - Net cash used in operating activities for the nine months ended September 30, 2025, was $380,224, compared to $658,434 for the same period in 2024[19] - Net cash provided by investing activities for the nine months ended September 30, 2025, was $11,433,947, compared to $10,664,729 in 2024[19] - Cash, cash equivalents, and restricted cash at the end of the period on September 30, 2025, was $8,002,915, compared to $7,199,448 at the end of the same period in 2024[19] - Cash and cash equivalents increased to $1,575,384 from $564,922, indicating improved liquidity[27] Revenue Breakdown - Total revenues for the nine months ended September 30, 2025, amounted to $12,700,066, with a breakdown of $450,426 from retail, $9,193,982 from office/industrial, and $2,976,521 from model homes[24] - Net Operating Income (NOI) reached $8,090,256, with adjusted NOI at $8,473,575, reflecting strong operational performance[24] Operational Activities - The company has leased approximately 69% of the space previously occupied by Halliburton in the Shea Center II property, which represents about 31% of the total space[12] - The company is actively pursuing third-party tenants for the remaining space in the Shea Center II property, although there is no guarantee of success[12] - Rental operating costs totaled $4,609,810, with general and administrative expenses at $4,335,697, highlighting the cost structure of the business[26] Other Income and Expenses - The company recorded a gain on sales of real estate amounting to $5,078,302, contributing positively to the overall financial results[26] - The company’s total other income (expense), net, was $408,203, influenced by various factors including interest expenses and gains on real estate sales[26] Shareholder Information - Weighted average number of common shares outstanding for the three months ended September 30, 2025, was 1,215,943[21] Performance Metrics - The company defines Funds from Operations (FFO) as a key performance metric, which excludes gains from property sales and includes depreciation and amortization adjustments[30]

Financial Performance - Total revenue for Q3 2025 was $4,196,142, a decrease of 11.1% from $4,723,374 in Q3 2024[19] - Rental income for the nine months ended September 30, 2025, was $12,423,048, down 9.7% from $13,754,740 in the same period of 2024[19] - The company reported a net loss of $3,955,918 for the nine months ended September 30, 2025, compared to a net loss of $20,820,853 for the same period in 2024[19] - The company recorded a net loss attributable to stockholders of $4,302,021, primarily driven by significant impairments and interest expenses[134] - Total revenues for the nine months ended September 30, 2025, were $12,700,066, with net operating income (NOI) of $8,090,256[125] - Adjusted NOI for the nine months ended September 30, 2025, was $8,473,575, compared to $12,398,589 for the same period in 2024[125] Assets and Liabilities - Total assets as of September 30, 2025, were $127,808,885, a decrease of 10.4% from $142,569,650 as of December 31, 2024[17] - Total liabilities decreased to $98,461,525 as of September 30, 2025, from $107,624,495 as of December 31, 2024[17] - Mortgage notes payable, total net, decreased to $93,719,413 as of September 30, 2025, from $102,094,094 as of December 31, 2024[17] - The company has accumulated losses of $165,400,881 as of September 30, 2025[21] Cash Flow and Financing - Cash flows from operating activities resulted in a net cash used of $380,224 for the nine months ended September 30, 2025, compared to $658,434 in the prior year, reflecting a reduction in cash outflow[25] - The company reported net cash provided by investing activities of $11,433,947 for the nine months ended September 30, 2025, compared to $10,664,729 in 2024, showing an increase in cash inflow from investments[25] - The company raised $18,942,396 from mortgage notes payable, net of issuance costs, for the nine months ended September 30, 2025, compared to $13,602,291 in 2024, reflecting increased financing activity[25] - Total cash, cash equivalents, and restricted cash at the end of the period was $8,002,915, a decrease from $8,036,496 at the beginning of the period[25] Impairments and Expenses - The company incurred impairment of goodwill and real estate assets amounting to $4,427,245 for the nine months ended September 30, 2025[19] - General and administrative expenses were significant at $4,335,697, indicating a focus on operational overhead[134] - The company recognized non-cash impairment charges of approximately $4.4 million and $0.9 million for the nine months ended September 30, 2025 and 2024, respectively, related to commercial properties and model homes[54] Stock and Dividends - Dividends paid to Series D preferred stockholders amount to $574,096 for the current period[21] - The company declared and paid approximately $1.7 million in cash dividends on Series D Preferred Stock for both the nine months ended September 30, 2025, and 2024[116] - Holders of Series D Preferred Stock are entitled to cumulative cash dividends at a rate of 9.375% per annum, equivalent to $2.34375 per share[102] Real Estate Operations - The company reported a gain on sales of real estate of $5,078,302 for the nine months ended September 30, 2025, compared to $3,191,149 for the same period in 2024[19] - The company recognized a net gain of approximately $4.5 million from the sale of Union Town Center and Research Parkway for approximately $15.9 million, net of selling costs[77] - The company sold all remaining shares of Conduit Pharmaceuticals for a total of $13,990 during the nine months ended September 30, 2025[57] Future Outlook - The company anticipates future liquidity sources to include cash flows from operations, refinancing existing mortgages, and potential real estate sales[35] - Future principal payments due on mortgage notes payable total approximately $10.4 million in the last two quarters of 2025 and $21.1 million in 2026[36] - The company is monitoring economic factors such as interest rate increases and geopolitical conflicts that could impact its commercial real estate portfolio[98] Compliance and Governance - The company is in compliance with the Fixed Charge Coverage Ratio covenant of 1.10 to 1.00 as of September 30, 2025[88] - The Company has entered into a cooperation agreement with an activist stockholder group, resulting in the appointment of a new director[95] - The Board of Directors authorized a stock repurchase program of up to $6.0 million for Series A Common Stock and $4.0 million for Series D Preferred Stock, expiring in December 2025[114]

Financial Performance - Total revenue for Q2 2025 was $4,378,740, a decrease of 4.5% compared to $4,586,541 in Q2 2024[18]. - Net loss attributable to common stockholders for Q2 2025 was $5,850,621, compared to a net loss of $12,391,371 in Q2 2024, representing a 52.8% improvement[18]. - For the six months ended June 30, 2025, total revenues amounted to $8,503,925, with rental revenue contributing $7,155,342[24]. - The company recorded a net loss attributable to common stockholders of $(3,011,173) for the six months ended June 30, 2025[26]. - EBITDAre for Q2 2025 was $893,438, compared to $(117,604) in Q2 2024, showing a significant recovery[21]. Asset and Liability Management - As of June 30, 2025, the total real estate assets and lease intangibles, net, amount to $114.6 million, down from $127.6 million as of December 31, 2024[12]. - Total assets decreased to $128,400,413 as of June 30, 2025, down from $142,569,650 as of December 31, 2024, a decline of 9.9%[16]. - Total liabilities decreased to $99,023,400 from $107,624,495, a decline of 8.0%[16]. - The existing secured debt stands at $94.6 million, indicating a debt-to-asset ratio of approximately 82.6%[9]. Revenue Streams - Rental income for the first half of 2025 was $8,314,182, down 8.8% from $9,113,925 in the first half of 2024[18]. - Rental operating costs for the six months ended June 30, 2025, totaled $3,075,248, indicating a focus on managing operational expenses[24]. - The company reported a gain on the sale of real estate assets of $4,777,327 during the same period[26]. - The model homes portfolio consists of 87 properties with a total square footage of 260,227 sqft, generating an annual rent of approximately $3.79 million[14]. Impairment Charges - The company recorded an impairment charge of approximately $0.1 million for model homes during the three and six months ended June 30, 2025[13]. - The company has recorded an impairment charge of approximately $0.9 million for the Shea Center II property as of June 30, 2025[12]. - The company reported impairment of goodwill and real estate assets totaling $4,344,332 for the first half of 2025, compared to $196,793 in the same period of 2024[18]. - The company incurred impairment charges of $4,344,332 related to goodwill and real estate assets during the six months ended June 30, 2025[26]. Operational Highlights - The company is actively pursuing new tenants for the Shea Center II property, which has 45,535 sqft available after Halliburton's lease expiration, with 54% of the space currently leased[12]. - The model homes in Texas represent 86.1% of the total square footage in the model homes portfolio[14]. - The company has a total of 14 employees and operates primarily in California, Colorado, Maryland, North Dakota, and Texas[7]. - Net cash used in operating activities for the first half of 2025 was $1,012,227, compared to $1,301,028 in the first half of 2024, indicating a 22.2% improvement[20].

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ___________________________________________________________ FORM 10-Q ___________________________________________________________ ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the period from _____ to _____ 001-34049 (Commission File N ...

[Forward-Looking Statements](index=2&type=section&id=FORWARD-LOOKING%20STATEMENTS) The company issues standard forward-looking statements, cautioning that actual results may differ due to risks detailed in its SEC filings [Forward-Looking Statements Overview](index=2&type=section&id=Forward-Looking%20Statements%20Overview) The company issues standard forward-looking statements, cautioning that actual results may differ due to risks detailed in its SEC filings - The presentation contains forward-looking statements subject to risks and uncertainties, with actual results potentially differing materially from anticipations[3](index=3&type=chunk) - Forward-looking statements are based on historical performance and management's current plans, estimates, and expectations, and are subject to changes in circumstances and various factors described in the 'Risk Factors' section of the Annual and Quarterly Reports[4](index=4&type=chunk) [Company Overview](index=3&type=section&id=COMPANY%20OVERVIEW) Presidio Property Trust, Inc. is an internally managed real estate company focused on commercial properties and model homes [Corporate Information](index=3&type=section&id=Corporate%20Information) Presidio Property Trust, Inc., founded in 1999, is an internally managed real estate company focused on commercial properties and model homes Corporate Information | Metric | Detail | | :--- | :--- | | Headquarters | San Diego, CA | | Founded | 1999 | | Key Geographies | CA, CO, MD, ND & TX | | Employees | 14 | [Portfolio Summary & Strategy](index=3&type=section&id=Portfolio%20Summary%20%26%20Strategy) The company's portfolio, valued at **$117.4 million** with **$93.7 million** in debt, focuses on commercial real estate and model homes Property Portfolio Breakdown | Property Type | Number of Properties | Square Footage | | :--- | :--- | :--- | | Office | 8 | 608,076 sqft. | | Retail | 1 | 10,500 sqft. | | Industrial | 1 | 150,099 sqft. | | Model Homes | 84 | 248,412 sqft | Portfolio Financial Metrics | Metric | Value | | :--- | :--- | | Book Value | $117.4 million | | Existing Secured Debt | $93.7 million | - Presidio is an internally managed real estate company focused on commercial real estate opportunities in often overlooked and regionally dominant markets, acquiring, owning, and managing office and industrial assets with attractive going-in cap rates[8](index=8&type=chunk) [Portfolio Details](index=4&type=section&id=PORTFOLIO%20DETAILS) The company's portfolio details include commercial properties and model homes, with recent sales and impairment charges impacting valuations [Commercial Portfolio](index=4&type=section&id=COMMERCIAL%20PORTFOLIO) The commercial portfolio's book value decreased to **$78.5 million** due to property sales and impairment charges, with ongoing leasing efforts Commercial Property Values | Property Name | Location | March 31, 2025 Value (USD) | December 31, 2024 Value (USD) | | :--- | :--- | :--- | :--- | | Genesis Plaza | San Diego, CA | $7,273,346 | $7,363,571 | | Dakota Center | Fargo, ND | $8,154,951 | $8,154,951 | | Grand Pacific Center | Bismarck, ND | $8,380,905 | $8,413,926 | | Arapahoe Center | Centennial, CO | $9,173,855 | $9,298,534 | | Union Town Center | Colorado Springs, CO | — | $8,922,943 | | West Fargo Industrial | Fargo, ND | $6,531,693 | $6,599,953 | | 300 N.P. | Fargo, ND | $2,026,816 | $1,963,000 | | Research Parkway | Colorado Springs, CO | — | $2,220,284 | | One Park Center | Westminster, CO | $5,587,080 | $5,580,950 | | Shea Center II | Highlands Ranch, CO | $18,609,105 | $18,820,370 | | Mandolin | Houston, TX | $4,577,635 | $4,600,562 | | Baltimore | Baltimore, MD | $8,185,279 | $8,241,456 | | **Commercial properties total** | | **$78,500,665** | **$90,180,500** | - During February 2025, Union Town Center and Research Parkway were sold for a combined **$16.95 million**, resulting in a net gain of approximately **$4.2 million**[9](index=9&type=chunk) - The Dakota Center property was impaired by approximately **$0.7 million** as of September 30, 2024, and is now held for sale to settle its non-recourse loan[9](index=9&type=chunk) [Model Homes Portfolio](index=6&type=section&id=MODEL%20HOMES%20PORTFOLIO) The model homes portfolio, comprising **84 homes** and generating **$3.56 million** in annual rent, recorded a **$26,943** impairment charge in Q1 2025 Model Homes Portfolio by State | State | No. of Properties | Aggregate Square Feet | % of Square Feet | Current Base Annual Rent (USD) | % of Aggregate Annual Rent | | :--- | :--- | :--- | :--- | :--- | :--- | | Alabama | 9 | 20,804 | 8.4% | $309,456 | 8.7% | | Arizona | 2 | 6,822 | 2.7% | $149,196 | 4.2% | | Florida | 2 | 5,337 | 2.2% | $89,844 | 2.5% | | Texas | 71 | 215,449 | 86.7% | $3,007,512 | 84.6% | | **Total** | **84** | **248,412** | **100.0%** | **$3,556,008** | **100.0%** | - An impairment charge of **$26,943** was recorded for model homes during the three months ended March 31, 2025, reflecting estimated sales prices[9](index=9&type=chunk) [Consolidated Financial Statements](index=7&type=section&id=CONSOLIDATED%20FINANCIAL%20STATEMENTS) The consolidated financial statements provide an overview of the company's balance sheets, statements of operations, and cash flows [Consolidated Balance Sheets](index=7&type=section&id=Consolidated%20Balance%20Sheets) Total assets decreased to **$135.4 million** as of March 31, 2025, while total liabilities decreased to **$98.9 million**, and total equity increased to **$36.6 million** Consolidated Balance Sheet Summary | Metric | March 31, 2025 (USD) | December 31, 2024 (USD) | Change (USD) | | :--- | :--- | :--- | :--- | | **Assets** | | | | | Real estate assets, net | $117,366,015 | $127,596,500 | -$10,230,485 | | Real estate assets held for sale, net | $12,515,912 | $22,185,742 | -$9,669,830 | | Total Assets | $135,424,916 | $142,569,650 | -$7,144,734 | | **Liabilities** | | | | | Mortgage notes payable, total net | $93,742,547 | $102,094,094 | -$8,351,547 | | Total Liabilities | $98,864,550 | $107,624,495 | -$8,759,945 | | **Equity** | | | | | Total equity | $36,560,366 | $34,945,155 | +$1,615,211 | [Consolidated Statements of Operations](index=9&type=section&id=Consolidated%20Statements%20of%20Operations) The company achieved a net income of **$1.69 million** in Q1 2025, a significant improvement from a **$5.76 million** net loss year-over-year, despite a **13.9%** revenue decrease Consolidated Statements of Operations Summary | Metric | Q1 2025 (USD) | Q1 2024 (USD) | YoY Change | | :--- | :--- | :--- | :--- | | Total revenue | $4,125,184 | $4,790,061 | -13.9% | | Total costs and expenses | $4,545,667 | $5,094,593 | -10.8% | | Gain on sales of real estate, net | $4,453,968 | $2,018,095 | +120.7% | | Net loss in Conduit Pharmaceuticals marketable securities | ($176,658) | ($3,861,233) | +95.4% (reduction in loss) | | Net income (loss) attributable to Presidio Property Trust, Inc. common stockholders | $1,685,777 | ($5,763,695) | N/A (swing to profit) | | Basic & Diluted EPS | $0.13 | ($0.47) | N/A (swing to profit) | [Consolidated Statements of Cash Flows](index=10&type=section&id=Consolidated%20Statements%20of%20Cash%20Flows) Net cash used in operating activities decreased to **$0.12 million** in Q1 2025, while investing activities provided **$13.55 million**, leading to a **$3.92 million** increase in cash and equivalents Consolidated Statements of Cash Flows Summary | Cash Flow Activity | Q1 2025 (USD) | Q1 2024 (USD) | YoY Change | | :--- | :--- | :--- | :--- | | Net cash used in operating activities | ($118,905) | ($866,768) | +86.3% (reduction in use) | | Net cash provided by investing activities | $13,553,064 | $9,168,562 | +47.8% | | Net cash used in financing activities | ($9,513,802) | ($7,652,790) | -24.3% (increase in use) | | Net (decrease) increase in cash equivalents and restricted cash | $3,920,357 | $649,004 | +504.1% | | Cash, cash equivalents and restricted cash - end of period | $11,956,853 | $7,159,432 | +67.0% | - Proceeds from sales of real estate, net, significantly increased to **$18.39 million** in Q1 2025 from **$12.64 million** in Q1 2024, contributing to the rise in investing cash flows[16](index=16&type=chunk) - Repayment of mortgage notes payable increased to **$11.38 million** in Q1 2025 from **$7.86 million** in Q1 2024[16](index=16&type=chunk) [Non-GAAP Financial Measures](index=11&type=section&id=NON-GAAP%20FINANCIAL%20MEASURES) This section provides reconciliations for non-GAAP financial measures, including EBITDAre, FFO, and Core FFO [EBITDAre Reconciliation](index=11&type=section&id=EBITDAre%20RECONCILIATION) EBITDAre for Q1 2025 was **$0.16 million**, a significant improvement from a negative **$0.88 million** year-over-year, driven by real estate sales and reduced marketable securities losses EBITDAre Reconciliation Summary | Metric | Q1 2025 (USD) | Q1 2024 (USD) | YoY Change | | :--- | :--- | :--- | :--- | | Net income (loss) attributable to Presidio Property Trust, Inc. common stockholders | $1,685,777 | ($5,763,695) | N/A (swing to profit) | | Net gain on sale of real estate | ($4,453,968) | ($2,018,095) | -120.7% (larger gain) | | Net loss on marketable securities | $176,658 | $3,861,793 | -95.4% (smaller loss) | | **EBITDAre** | **$163,553** | **($879,905)** | N/A (swing to positive) | [FFO and Core FFO Reconciliation](index=12&type=section&id=FFO%20AND%20CORE%20FFO%20RECONCILIATION) FFO for Q1 2025 was a negative **$1.21 million**, and Core FFO was a negative **$0.98 million**, both worsening year-over-year, with Core FFO per share at **($0.076)** FFO and Core FFO Reconciliation Summary | Metric | Q1 2025 (USD) | Q1 2024 (USD) | YoY Change | | :--- | :--- | :--- | :--- | | Net income (loss) attributable to Presidio Property Trust, Inc. common stockholders | $1,685,777 | ($5,763,695) | N/A (swing to profit) | | Net gain on sale of real estate assets | ($4,453,968) | ($2,018,095) | -120.7% (larger gain) | | **FFO** | **($1,209,945)** | **($971,367)** | -24.6% (larger loss) | | **Core FFO** | **($980,442)** | **($429,445)** | -128.3% (larger loss) | | Core FFO / Wgt Avg Share | ($0.076) | ($0.035) | -117.1% (larger loss per share) | [Segment Data](index=13&type=section&id=SEGMENT%20DATA) Segment data provides a breakdown of operating performance (NOI) and assets across different property types [Segment Operating Performance (NOI)](index=13&type=section&id=Segment%20Operating%20Performance%20(NOI)) Total revenues decreased to **$4.13 million** in Q1 2025, with Net Operating Income (NOI) declining across all segments, notably **Retail NOI by 60.6%** Segment Operating Performance (NOI) Summary | Metric | Q1 2025 (USD) | Q1 2024 (USD) | YoY Change | | :--- | :--- | :--- | :--- | | **Total Revenues** | | | | | Retail | $263,278 | $553,389 | -52.4% | | Office/Industrial | $2,916,392 | $2,961,520 | -1.5% | | Model Homes | $913,767 | $1,268,951 | -28.0% | | **Net Operating Income (NOI)** | | | | | Retail | $162,710 | $413,435 | -60.6% | | Office/Industrial | $1,298,027 | $1,415,957 | -8.3% | | Model Homes | $865,610 | $1,227,721 | -29.5% | | **Adjusted NOI** | | | | | Retail | $162,710 | $413,435 | -60.6% | | Office/Industrial | $1,298,027 | $1,415,957 | -8.3% | | Model Homes | $1,079,566 | $3,150,268 | -65.8% | | **Total Adjusted NOI** | **$2,726,498** | **$5,149,031** | **-47.0%** | - Gain on Sale - Model Homes decreased significantly from **$2,018,095** in Q1 2024 to **$240,899** in Q1 2025, impacting Adjusted NOI[20](index=20&type=chunk) [Segment Assets](index=14&type=section&id=Segment%20Assets) Total assets for reportable segments decreased to **$119.29 million** as of March 31, 2025, with Retail Properties experiencing the most significant decline Segment Assets Summary | Segment | March 31, 2025 Total Assets (USD) | December 31, 2024 Total Assets (USD) | Change (USD) | | :--- | :--- | :--- | :--- | | Office/Industrial Properties | $74,742,379 | $76,292,662 | -$1,550,283 | | Model Home Properties | $39,778,198 | $38,166,964 | +$1,611,234 | | Retail Properties | $4,772,995 | $16,673,605 | -$11,900,610 | | **Total assets for reportable segments** | **$119,293,572** | **$131,133,231** | **-$11,839,659** | [Non-GAAP Measurements Definitions](index=15&type=section&id=NON-GAAP%20MEASUREMENTS%20DEFINITIONS) This section provides definitions for non-GAAP financial measures used by the company [Non-GAAP Measurements Definitions Overview](index=15&type=section&id=Non-GAAP%20Measurements%20Definitions%20Overview) This section defines non-GAAP financial measures, including EBITDAre, FFO, and Core FFO, along with caveats regarding their utility and comparability - EBITDAre is defined by NAREIT as earnings before interest, taxes, depreciation, and amortization, gain or loss on disposal of depreciated assets, and impairment write-offs[23](index=23&type=chunk) - FFO is defined as net income or loss (GAAP), excluding gains/losses from property sales, plus depreciation and amortization, and impairment charges, with adjustments for non-consolidated REITs[24](index=24&type=chunk) - Core FFO is calculated by adjusting FFO for certain non-core items such as acquisition costs, loss on early extinguishment of debt, changes in fair value, non-cash warrant dividends, other non-recurring expenses, and amortization of stock-based compensation[26](index=26&type=chunk) - The utility of FFO as a measure of performance is limited because it excludes depreciation, amortization, and changes in property value, which have real economic effects. FFO and Core FFO may not be comparable to those of other REITs[25](index=25&type=chunk)[27](index=27&type=chunk)

[PART I — FINANCIAL INFORMATION](index=6&type=section&id=Part%20I.%20FINANCIAL%20INFORMATION) This section presents the unaudited consolidated financial statements and management's discussion and analysis for Q1 2025 and 2024 [ITEM 1. FINANCIAL STATEMENTS](index=6&type=section&id=Item%201.%20FINANCIAL%20STATEMENTS) This section presents the unaudited consolidated financial statements for Presidio Property Trust, Inc. and its subsidiaries for the three months ended March 31, 2025 and 2024, including balance sheets, statements of operations, changes in equity, and cash flows, along with detailed notes explaining the company's organization, accounting policies, recent real estate transactions, and other financial disclosures [Consolidated Balance Sheets](index=6&type=section&id=Consolidated%20Balance%20Sheets) This statement provides a snapshot of the company's financial position, detailing assets, liabilities, and equity as of March 31, 2025, and December 31, 2024 Consolidated Balance Sheets (in USD) | Metric | March 31, 2025 (unaudited) | December 31, 2024 | | :--------------------------------------- | :------------------------- | :------------------ | | **Assets** | | | | Real estate assets, net | $117,366,015 | $127,596,500 | | Cash, cash equivalents and restricted cash | $11,956,853 | $8,036,496 | | Total Assets | $135,424,916 | $142,569,650 | | **Liabilities** | | | | Mortgage notes payable, total net | $93,742,547 | $102,094,094 | | Total Liabilities | $98,864,550 | $107,624,495 | | **Equity** | | | | Total equity | $36,560,366 | $34,945,155 | - Total assets decreased by approximately **$7.1 million** from December 31, 2024, to March 31, 2025, primarily due to a reduction in real estate assets, net, and mortgage notes payable[17](index=17&type=chunk) [Consolidated Statements of Operations](index=7&type=section&id=Consolidated%20Statements%20of%20Operations) This statement outlines the company's revenues, expenses, and net income or loss for the three months ended March 31, 2025, and 2024 Consolidated Statements of Operations (in USD) | Metric | Three Months Ended March 31, 2025 | Three Months Ended March 31, 2024 | | :---------------------------------------------------- | :-------------------------------- | :-------------------------------- | | Total revenue | $4,125,184 | $4,790,061 | | Total costs and expenses | $4,545,667 | $5,094,593 | | Net (loss) income | $2,376,915 | $(3,737,795) | | Net income (loss) attributable to Presidio Property Trust, Inc. stockholders | $2,265,352 | $(5,241,663) | | Net income (loss) attributable to Presidio Property Trust, Inc. common stockholders | $1,685,777 | $(5,763,695) | | Basic & Diluted EPS | $0.13 | $(0.47) | - The company reported a net income of **$2.38 million** for the three months ended March 31, 2025, a significant improvement from a net loss of **$3.74 million** in the prior-year period, primarily driven by a substantial gain on sales of real estate[19](index=19&type=chunk) - Total revenue decreased by approximately **13.9%** year-over-year, from **$4.79 million** in Q1 2024 to **$4.13 million** in Q1 2025[19](index=19&type=chunk) [Consolidated Statements of Changes in Equity](index=8&type=section&id=Consolidated%20Statements%20of%20Changes%20in%20Equity) This statement details the changes in the company's total equity, including stockholders' equity and noncontrolling interests, over the three months ended March 31, 2025 Consolidated Statements of Changes in Equity (in USD) | Metric | Balance, December 31, 2024 | Balance, March 31, 2025 | | :------------------------------------ | :------------------------- | :---------------------- | | Total Stockholders' Equity | $26,535,146 | $28,255,453 | | Noncontrolling Interests | $8,410,009 | $8,304,913 | | Total Equity | $34,945,155 | $36,560,366 | - Total equity increased by **$1.62 million** from December 31, 2024, to March 31, 2025, primarily due to net income of **$2.27 million** attributable to Presidio Property Trust, Inc. stockholders, partially offset by preferred stock dividends and repurchase[21](index=21&type=chunk) [Consolidated Statements of Cash Flows](index=9&type=section&id=Consolidated%20Statements%20of%20Cash%20Flows) This statement summarizes the cash inflows and outflows from operating, investing, and financing activities for the three months ended March 31, 2025, and 2024 Consolidated Statements of Cash Flows (in USD) | Metric | Three Months Ended March 31, 2025 | Three Months Ended March 31, 2024 | | :------------------------------------ | :-------------------------------- | :-------------------------------- | | Net cash used in operating activities | $(118,905) | $(866,768) | | Net cash provided by investing activities | $13,553,064 | $9,168,562 | | Net cash used in financing activities | $(9,513,802) | $(7,652,790) | | Net (decrease) increase in cash equivalents and restricted cash | $3,920,357 | $649,004 | | Cash, cash equivalents and restricted cash - end of period | $11,956,853 | $7,159,432 | - Net cash provided by investing activities significantly increased to **$13.55 million** in Q1 2025 from **$9.17 million** in Q1 2024, primarily due to higher proceeds from real estate sales[23](index=23&type=chunk) - Net cash used in operating activities improved from **$(866,768)** in Q1 2024 to **$(118,905)** in Q1 2025[23](index=23&type=chunk) [Notes to Consolidated Financial Statements](index=10&type=section&id=Notes%20to%20Consolidated%20Financial%20Statements) These notes provide detailed explanations and additional information supporting the consolidated financial statements, covering accounting policies, transactions, and other disclosures [1. ORGANIZATION AND BASIS OF PRESENTATION](index=10&type=section&id=1.%20ORGANIZATION%20AND%20BASIS%20OF%20PRESENTATION) This note describes the company's structure as an internally-managed REIT, its property holdings, and the basis for financial statement preparation - Presidio Property Trust, Inc. is an internally-managed REIT with holdings in office, industrial, retail, and model home properties, operating through various subsidiaries and partnerships[25](index=25&type=chunk) - The company has elected to be taxed as a REIT and is generally not subject to corporate-level income tax on distributed earnings from REIT qualifying activities[28](index=28&type=chunk) - Short-term liquidity needs include operating costs, debt service, tenant improvements, leasing commissions, and dividends; management believes existing working capital and refinancing capabilities will fund operations for at least the next twelve months[32](index=32&type=chunk)[33](index=33&type=chunk) [2. SIGNIFICANT ACCOUNTING POLICIES](index=11&type=section&id=2.%20SIGNIFICANT%20ACCOUNTING%20POLICIES) This note outlines the key accounting principles and methods used in preparing the financial statements, including consolidation and impairment policies - No significant changes to accounting policies since the 2024 Annual Report; financial statements are prepared in accordance with GAAP for interim reporting[34](index=34&type=chunk)[35](index=35&type=chunk) - The company consolidates its subsidiaries and partnerships, including NetREIT Partnerships and Model Home Partnerships, where it directs activities and has control[37](index=37&type=chunk) - Impairment charges of approximately **$26,943** and **$0.1 million** were recognized for model homes during the three months ended March 31, 2025 and 2024, respectively, reflecting estimated sales prices due to short hold periods and builder model changes[51](index=51&type=chunk)[52](index=52&type=chunk) [3. RECENT REAL ESTATE TRANSACTIONS](index=17&type=section&id=3.%20RECENT%20REAL%20ESTATE%20TRANSACTIONS) This note details the company's property acquisitions and dispositions during the three months ended March 31, 2025, and 2024 - Acquisitions (Q1 2025): **12 model homes** for approximately **$4.3 million** (cash: **$3.0 million**, mortgage notes: **$1.3 million**)[72](index=72&type=chunk) - Acquisitions (Q1 2024): **5 model homes** for approximately **$2.2 million** (cash: **$0.6 million**, mortgage notes: **$1.6 million**)[73](index=73&type=chunk) - Dispositions (Q1 2025): Sold two commercial properties (Union Town Center and Research Parkway) for **$17.0 million**, recognizing a net gain of **$4.2 million**; also sold **6 model homes** for **$2.8 million**, recognizing a gain of **$0.2 million**[75](index=75&type=chunk) - Dispositions (Q1 2024): Sold **27 model homes** for **$12.6 million**, recognizing a gain of **$2.0 million**[74](index=74&type=chunk) [4. REAL ESTATE ASSETS](index=18&type=section&id=4.%20REAL%20ESTATE%20ASSETS) This note provides a breakdown of the company's real estate portfolio, including commercial and model home properties, and their net carrying values - As of March 31, 2025, the company owned **8 office buildings**, **1 industrial property**, **1 retail building**, and **84 model home residential properties**[78](index=78&type=chunk) Real Estate Assets (in USD) | Property Type | March 31, 2025 | December 31, 2024 | | :------------------------------------ | :--------------- | :---------------- | | Commercial properties, net | $78,500,665 | $90,180,500 | | Model Home properties, net | $38,865,350 | $37,416,000 | | Total real estate assets and lease intangibles, net | $117,366,015 | $127,596,500 | - Two commercial properties (Union Town Center and Research Parkway) were sold in February 2025, and Dakota Center was classified as held for sale due to loan maturity and market uncertainties[82](index=82&type=chunk) [5. LEASE INTANGIBLES](index=19&type=section&id=5.%20LEASE%20INTANGIBLES) This note details the net value of acquired intangible assets and liabilities related to in-place, above-market, and below-market leases Lease Intangibles (net, in USD) | Lease Intangible | March 31, 2025 (net) | December 31, 2024 (net) | | :----------------- | :------------------- | :---------------------- | | In-place leases | $8,020 | $10,465 | | Leasing costs | $7,375 | $9,312 | | Above-market leases | $0 | $0 | | Total | $15,395 | $19,777 | - The net value of acquired intangible liabilities related to below-market leases was approximately **$7,047** at March 31, 2025, down from **$8,625** at December 31, 2024[83](index=83&type=chunk) [6. OTHER ASSETS](index=20&type=section&id=6.%20OTHER%20ASSETS) This note presents a breakdown of other assets, including deferred rent receivable, prepaid expenses, notes receivable, and right-of-use assets Other Assets (in USD) | Other Asset | March 31, 2025 | December 31, 2024 | | :-------------------------- | :--------------- | :---------------- | | Deferred rent receivable | $1,937,513 | $2,126,609 | | Prepaid expenses, deposits and other | $484,752 | $406,494 | | Notes receivable | $316,374 | $316,374 | | Accounts receivable, net | $96,628 | $463,194 | | Deferred offering costs | $60,000 | $0 | | Right-of-use assets, net | $58,010 | $64,026 | | Total other assets | $2,953,277 | $3,376,697 | - Total other assets decreased from **$3.38 million** at December 31, 2024, to **$2.95 million** at March 31, 2025, primarily due to a reduction in deferred rent receivable and accounts receivable[85](index=85&type=chunk) [7. MORTGAGE NOTES PAYABLE](index=21&type=section&id=7.%20MORTGAGE%20NOTES%20PAYABLE) This note details the company's mortgage debt, including principal balances, unamortized loan costs, and scheduled principal payments Mortgage Notes Payable (Principal, in USD) | Mortgage Note Type | March 31, 2025 (Principal) | December 31, 2024 (Principal) | | :------------------------- | :------------------------- | :-------------------------- | | Presidio Property Trust, Inc. Properties | $67,364,842 | $76,781,271 | | Model Home mortgage notes | $27,076,548 | $26,060,798 | | Total Mortgage Notes Payable | $94,441,390 | $102,842,069 | | Unamortized loan costs | $(698,843) | $(747,975) | | Mortgage Notes Payable, net | $93,742,547 | $102,094,094 | - Total net mortgage notes payable decreased by approximately **$8.35 million** from December 31, 2024, to March 31, 2025, mainly due to the sale of two commercial properties and repayment of associated loans[86](index=86&type=chunk) - Scheduled principal payments for mortgage notes payable total approximately **$27.8 million** for the remainder of 2025 and **$18.4 million** for 2026[88](index=88&type=chunk) - The Dakota Center loan matured on July 6, 2024, and management has agreed with the lender to sell the property to settle the loan balance, with the property classified as held for sale[86](index=86&type=chunk) [8. NOTES PAYABLE](index=22&type=section&id=8.%20NOTES%20PAYABLE) This note outlines the company's other notes payable, including the SBA EIDL loan and a promissory note to Dubose Model Home Investors - The principal balance on the SBA Economic Injury Disaster Loan (EIDL) was approximately **$143,229** as of March 31, 2025, down from **$144,089** at December 31, 2024[89](index=89&type=chunk) - A promissory note issued to Dubose Model Home Investors 202 LP for **$0.3 million** was paid in full in October 2024 after the related property was sold[90](index=90&type=chunk) [9. INVESTMENT IN CONDUIT PHARMACEUTICALS](index=22&type=section&id=9.%20INVESTMENT%20IN%20CONDUIT%20PHARMACEUTICALS) This note describes the company's equity investment in Conduit Pharmaceuticals Inc., including shareholdings, warrants, and fair value adjustments - As of March 31, 2025, the company held **29,431 shares** of Conduit Pharmaceuticals Inc. (CDT) and various warrants, with a combined fair value of approximately **$29,519**[92](index=92&type=chunk) - Conduit Pharmaceuticals Inc. executed a **1-for-100 reverse stock split** in January 2025, reducing the company's CDT shares from **2,944,514** to **29,431**[91](index=91&type=chunk) - A net loss of approximately **$0.2 million** was recorded in Q1 2025 due to fair value adjustments of Conduit Pharmaceuticals marketable securities, a significant improvement from a **$3.9 million** loss in Q1 2024[170](index=170&type=chunk) [10. COMMITMENTS AND CONTINGENCIES](index=23&type=section&id=10.%20COMMITMENTS%20AND%20CONTINGENCIES) This note discloses the company's estimated capital expenditures, resolution of a proxy contest, and absence of material litigation or environmental liabilities - Approximately **$1.8 million** is estimated for capital expenditures on existing properties for the remainder of 2025[93](index=93&type=chunk) - The company resolved a proxy contest with an activist stockholder group by appointing Elena Piliptchak to its board of directors in May 2024[94](index=94&type=chunk) - The company is not currently subject to any material litigation or environmental liabilities that would materially affect its financial condition[95](index=95&type=chunk)[96](index=96&type=chunk) [11. STOCKHOLDERS' EQUITY](index=23&type=section&id=11.%20STOCKHOLDERS%27%20EQUITY) This note details the company's authorized and outstanding shares of common and preferred stock, dividend policies, and stock repurchase programs - The company is authorized to issue up to **1,000,000 shares** of Preferred Stock and **100,000,000 shares** of Series A Common Stock[98](index=98&type=chunk)[108](index=108&type=chunk) - Holders of Series D Preferred Stock are entitled to cumulative cash dividends at **9.375% per annum** (**$2.34375 per share annually**), payable monthly[101](index=101&type=chunk) - A stock repurchase program authorized in December 2024 allows for repurchases of up to **$6.0 million** of Series A Common Stock and **$4.0 million** of Series D Preferred Stock, expiring in December 2025[112](index=112&type=chunk) - During Q1 2025, the company repurchased **12,844 shares** of Series D Preferred Stock for approximately **$194,971**[113](index=113&type=chunk) - A fixed-price self-tender offer for Series A common stock at **$0.68 per share** expired on May 5, 2025, resulting in the purchase of **2,144,116 shares** for approximately **$1.46 million**[114](index=114&type=chunk) [12. SHARE-BASED INCENTIVE PLAN](index=27&type=section&id=12.%20SHARE-BASED%20INCENTIVE%20PLAN) This note describes the company's incentive award plan, including available shares for issuance, outstanding restricted shares, and compensation expense - The 2017 Incentive Award Plan was amended to increase available shares for issuance to **3.5 million** and includes an evergreen provision to automatically increase shares to **15%** of outstanding common stock semi-annually[118](index=118&type=chunk) - As of March 31, 2025, **1,319,715 non-vested restricted shares** were outstanding, with approximately **63,797 shares** available for grant[119](index=119&type=chunk) - Share-based compensation expense decreased from **$0.5 million** in Q1 2024 to **$0.2 million** in Q1 2025[119](index=119&type=chunk) [13. SEGMENTS](index=27&type=section&id=13.%20SEGMENTS) This note presents financial information for the company's reportable segments: Office/Industrial, Model Home, and Retail Properties, evaluated by Net Operating Income - The company operates in three reportable segments: Office/Industrial Properties, Model Home Properties, and Retail Properties, with performance evaluated based on Net Operating Income (NOI)[120](index=120&type=chunk)[121](index=121&type=chunk) Segment Performance (Q1 2025, in USD) | Segment (Q1 2025) | Total Revenues | Rental Operating Costs | Net Operating Income (NOI) | | :------------------ | :------------- | :--------------------- | :------------------------- | | Retail | $263,278 | $100,568 | $162,710 | | Office/Industrial | $2,916,392 | $1,618,365 | $1,298,027 | | Model Homes | $913,767 | $48,157 | $865,610 | | Corporate and Other | $31,747 | $(154,448) | $186,195 | | **Total** | **$4,125,184** | **$1,612,642** | **$2,512,542** | Segment Performance (Q1 2024, in USD) | Segment (Q1 2024) | Total Revenues | Rental Operating Costs | Net Operating Income (NOI) | | :------------------ | :------------- | :--------------------- | :------------------------- | | Retail | $553,389 | $139,954 | $413,435 | | Office/Industrial | $2,961,520 | $1,545,563 | $1,415,957 | | Model Homes | $1,268,951 | $41,230 | $1,227,721 | | Corporate and Other | $6,201 | $(163,170) | $169,371 | | **Total** | **$4,790,061** | **$1,563,577** | **$3,226,484** | - Model Home segment's Adjusted NOI includes gain/loss on sale of real estate and impairments, reflecting its business model[122](index=122&type=chunk) [14. INCOME TAX PROVISION](index=31&type=section&id=14.%20INCOME%20TAX%20PROVISION) This note explains the company's income tax provision, primarily related to its taxable REIT subsidiaries, and its REIT tax status - The company recorded a current income tax provision of **$25,409** in Q1 2025, compared to **$79,565** in Q1 2024, related to its taxable REIT subsidiaries (TRS)[133](index=133&type=chunk) - As a REIT, the company is generally required to distribute at least **90%** of its REIT taxable income and is not subject to corporate-level income tax on distributed earnings[132](index=132&type=chunk) [15. RELATED PARTY](index=31&type=section&id=15.%20RELATED%20PARTY) This note discloses transactions with related parties, including rent billed to entities owned by the CEO and consulting payments to a former officer - Rent billed to related parties (Puppy Toes, Inc. and Centurion Counsel, Inc., owned by the CEO and his wife) totaled **$3,378** in Q1 2025, up from **$2,688** in Q1 2024[136](index=136&type=chunk) - Consulting payments to former officer and director Larry Dubose (father-in-law of the President of Model Home Division) decreased significantly from **$131,250** in Q1 2024 to **$12,500** in Q1 2025[139](index=139&type=chunk) [16. SUBSEQUENT EVENTS](index=32&type=section&id=16.%20SUBSEQUENT%20EVENTS) This note reports significant events occurring after the balance sheet date, including dividend declarations, property transactions, and a common stock tender offer - Dividends for Series D Preferred Stock were declared for April, May, and June 2025 at **$0.19531 per share per month**[142](index=142&type=chunk) - In April 2025, the company acquired **five Model Home Properties** for **$3.3 million** and sold **three model homes** for approximately **$1.5 million**[143](index=143&type=chunk) - A fixed-price self-tender offer for Series A common stock, which expired on May 5, 2025, resulted in the purchase of **2,144,116 shares** for approximately **$1.46 million**[144](index=144&type=chunk) [ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS](index=32&type=section&id=Item%202.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) This section provides management's perspective on the company's financial performance, liquidity, and capital resources for the three months ended March 31, 2025, compared to the same period in 2024. It highlights key revenue and expense drivers, real estate transactions, and future financial outlook, emphasizing the company's strategy as a diversified REIT [Forward-Looking Statements](index=33&type=section&id=Forward-Looking%20Statements) This section cautions readers about inherent risks and uncertainties associated with forward-looking statements within the report - The report contains forward-looking statements subject to risks and uncertainties, including those related to real estate investments, competition, economic conditions, financing, and REIT qualification[146](index=146&type=chunk) [OVERVIEW](index=33&type=section&id=OVERVIEW) This section provides a general description of Presidio Property Trust, Inc. as a diversified REIT, its investment strategy, and recent corporate governance initiatives - Presidio Property Trust, Inc. is an internally managed, diversified REIT with holdings in office, industrial, retail, and triple-net leased model home properties across multiple states[147](index=147&type=chunk)[148](index=148&type=chunk) - The company acquires stabilized properties or those expected to stabilize within two to three years, with a focus on diversifying its portfolio to mitigate risks[148](index=148&type=chunk)[150](index=150&type=chunk) - A Strategic Planning and Cyber Committee was established in June 2024 to oversee business strategy and cybersecurity risks[151](index=151&type=chunk) [SIGNIFICANT TRANSACTIONS IN 2025 AND 2024](index=34&type=section&id=SIGNIFICANT%20TRANSACTIONS%20IN%202025%20AND%202024) This section summarizes the company's key real estate acquisitions and dispositions during the first quarters of 2025 and 2024 - Q1 2025 Acquisitions: **12 model homes** for approximately **$4.3 million**[154](index=154&type=chunk) - Q1 2024 Acquisitions: **5 model homes** for approximately **$2.2 million**[155](index=155&type=chunk) - Q1 2025 Dispositions: Sold two commercial properties for **$17.0 million** (net gain **$4.2 million**) and **6 model homes** for **$2.8 million** (net gain **$0.2 million**)[161](index=161&type=chunk) - Q1 2024 Dispositions: Sold **27 model homes** for **$12.6 million** (gain **$2.0 million**)[156](index=156&type=chunk) [CRITICAL ACCOUNTING POLICIES](index=35&type=section&id=CRITICAL%20ACCOUNTING%20POLICIES) This section confirms that no material changes have occurred in the company's critical accounting policies since its last annual report - No material changes to critical accounting policies were reported since the 2024 Annual Report[157](index=157&type=chunk) [MANAGEMENT EVALUATION OF RESULTS OF OPERATIONS](index=35&type=section&id=MANAGEMENT%20EVALUATION%20OF%20RESULTS%20OF%20OPERATIONS) This section outlines management's approach to assessing operational performance, focusing on cash flow generation and property value enhancement - Management assesses operating results based on cash flow generation, giving less emphasis to non-cash charges like depreciation and impairment[158](index=158&type=chunk) - Focus is on increasing and enhancing property value, improving underperforming assets through re-leasing, and reinvesting proceeds from property sales into new acquisitions[159](index=159&type=chunk) [RESULTS OF OPERATIONS FOR THE THREE MONTHS ENDED MARCH 31, 2025 AND 2024](index=35&type=section&id=RESULTS%20OF%20OPERATIONS%20FOR%20THE%20THREE%20MONTHS%20ENDED%20MARCH%2031%2C%202025%20AND%202024) This section provides a comparative analysis of the company's financial results for the first quarters of 2025 and 2024 [Revenues](index=35&type=section&id=Revenues) This section analyzes the changes in total revenues for the three months ended March 31, 2025, compared to the prior-year period Total Revenues (in USD) | Metric | Three Months Ended March 31, 2025 | Three Months Ended March 31, 2024 | | :----------- | :-------------------------------- | :-------------------------------- | | Total revenues | $4.1 million | $4.8 million | - Total revenues decreased by approximately **$0.7 million** (**14.6%**) year-over-year, primarily due to decreased model home rental income and transaction fees, and the sale of two commercial properties[160](index=160&type=chunk) [Rental Operating Costs](index=36&type=section&id=Rental%20Operating%20Costs) This section examines the company's rental operating costs and their proportion to total revenue for the periods presented Rental Operating Costs (in USD) | Metric | Three Months Ended March 31, 2025 | Three Months Ended March 31, 2024 | | :-------------------- | :-------------------------------- | :-------------------------------- | | Rental operating costs | $1.6 million | $1.6 million | | % of total revenue | 39.1% | 32.6% | - Rental operating costs remained stable year-over-year, but increased as a percentage of total revenue from **32.6%** to **39.1%** due to lower overall revenue[162](index=162&type=chunk) [General and Administrative Expenses](index=36&type=section&id=General%20and%20Administrative%20Expenses) This section discusses the year-over-year changes in general and administrative expenses and their impact on overall financial performance General and Administrative Expenses (in USD) | Metric | Three Months Ended March 31, 2025 | Three Months Ended March 31, 2024 | | :-------------------------- | :-------------------------------- | :-------------------------------- | | G&A expenses | $1.7 million | $2.1 million | | % of total revenue | 40.3% | 43.5% | - G&A expenses decreased by approximately **$0.4 million** (**19%**) year-over-year, primarily due to reduced consulting fees and lower stock compensation, leading to a decrease in G&A as a percentage of total revenue[163](index=163&type=chunk) [Depreciation and Amortization](index=36&type=section&id=Depreciation%20and%20Amortization) This section details the depreciation and amortization expenses recognized for the three months ended March 31, 2025, and 2024 Depreciation and Amortization (in USD) | Metric | Three Months Ended March 31, 2025 | Three Months Ended March 31, 2024 | | :-------------------------- | :-------------------------------- | :-------------------------------- | | Depreciation and amortization | $1.2 million | $1.4 million | - Depreciation and amortization expense decreased by approximately **$0.2 million** (**14.3%**) year-over-year[164](index=164&type=chunk) [Asset Impairments](index=36&type=section&id=Asset%20Impairments) This section reports the non-cash impairment charges recognized on model homes during the first quarters of 2025 and 2024 Asset Impairments (in USD) | Metric | Three Months Ended March 31, 2025 | Three Months Ended March 31, 2024 | | :---------------- | :-------------------------------- | :-------------------------------- | | Impairment charges | $26,943 | $0.1 million | - Non-cash impairment charges on model homes decreased from **$0.1 million** in Q1 2024 to **$26,943** in Q1 2025[165](index=165&type=chunk) [Interest Expense - mortgage notes](index=36&type=section&id=Interest%20Expense%20-%20mortgage%20notes) This section analyzes the interest expense on mortgage notes, considering changes in principal balances and weighted average interest rates Interest Expense - Mortgage Notes (in USD) | Metric | Three Months Ended March 31, 2025 | Three Months Ended March 31, 2024 | | :------------------------------------ | :-------------------------------- | :-------------------------------- | | Interest expense - mortgage notes | $1.5 million | $1.5 million | | Weighted average interest rate | 5.83% | 5.23% | | Mortgage notes payable (period end) | $94.4 million | $102.3 million | - Interest expense remained stable despite a decrease in mortgage notes payable, as the weighted average interest rate increased from **5.23%** to **5.83%** year-over-year[166](index=166&type=chunk) [Gain on Sale of Real Estate Assets, net](index=37&type=section&id=Gain%20on%20Sale%20of%20Real%20Estate%20Assets%2C%20net) This section discusses the factors influencing the net gain or loss from the sale of real estate assets - The gain on sale of real estate assets is dependent on the mix of properties sold and market conditions[168](index=168&type=chunk) [Income allocated to non-controlling interests](index=37&type=section&id=Income%20allocated%20to%20non-controlling%20interests) This section explains the allocation of income or loss to non-controlling interests, particularly related to model home sales Income Allocated to Non-Controlling Interests (in USD) | Metric | Three Months Ended March 31, 2025 | Three Months Ended March 31, 2024 | | :------------------------------------ | :-------------------------------- | :-------------------------------- | | Income allocated to non-controlling interests | $0.1 million | $1.5 million | - Income allocated to non-controlling interests significantly decreased from **$1.5 million** in Q1 2024 to **$0.1 million** in Q1 2025, directly related to the gain on sales of model homes held by affiliated limited partnerships[169](index=169&type=chunk) [Loss on Conduit remeasurement](index=37&type=section&id=Loss%20on%20Conduit%20remeasurement) This section details the net loss recognized from fair value adjustments of marketable securities in Conduit Pharmaceuticals Loss on Conduit Remeasurement (in USD) | Metric | Three Months Ended March 31, 2025 | Three Months Ended March 31, 2024 | | :-------------------------- | :-------------------------------- | :-------------------------------- | | Net loss in Conduit Pharmaceuticals marketable securities | $0.2 million | $3.9 million | - The loss from Conduit Pharmaceuticals marketable securities remeasurement decreased substantially from **$3.9 million** in Q1 2024 to **$0.2 million** in Q1 2025[170](index=170&type=chunk) [Geographic Diversification Tables](index=37&type=section&id=Geographic%20Diversification%20Tables) This section presents tables illustrating the geographic distribution of the company's commercial and model home properties by state Commercial Properties by State (March 31, 2025) | State | No. of Properties | Approximate Aggregate Square Feet | % of Square Feet | Current Base Annual Rent (USD) | % of Aggregate Annual Rent | | :---------- | :---------------- | :-------------------------------- | :--------------- | :----------------------- | :------------------------- | | California | 1 | 57,807 | 7.5% | $1,546,117 | 14.6% | | Colorado | 3 | 269,503 | 35.1% | $4,347,958 | 41.1% | | Maryland | 1 | 31,752 | 4.1% | $739,050 | 7.0% | | North Dakota | 4 | 399,113 | 51.8% | $3,585,035 | 34.0% | | Texas | 1 | 10,500 | 1.4% | $349,546 | 3.3% | | **Total** | **10** | **768,675** | **99.9%** | **$10,567,706** | **100.0%** | Model Home Properties by State (March 31, 2025) | State | No. of Properties | Approximate Aggregate Square Feet | % of Square Feet | Current Base Annual Rent (USD) | % of Aggregate Annual Rent | | :-------- | :---------------- | :-------------------------------- | :--------------- | :----------------------- | :------------------------- | | Alabama | 9 | 20,804 | 8.4% | $309,456 | 8.7% | | Arizona | 2 | 6,822 | 2.7% | $149,196 | 4.2% | | Florida | 2 | 5,337 | 2.2% | $89,844 | 2.5% | | Texas | 71 | 215,449 | 86.7% | $3,007,512 | 84.6% | | **Total** | **84** | **248,412** | **100.0%** | **$3,556,008** | **100.0%** | [LIQUIDITY AND CAPITAL RESOURCES](index=38&type=section&id=LIQUIDITY%20AND%20CAPITAL%20RESOURCES) This section discusses the company's ability to meet its short-term and long-term financial obligations and fund its operations [Overview (Liquidity)](index=38&type=section&id=Overview%20%28Liquidity%29) This section outlines the company's anticipated sources of liquidity and its assessment of funding operational needs for the next twelve months - Anticipated liquidity sources include existing cash, cash flows from operations, refinancing, real estate sales, new borrowings, and equity/debt securities sales[172](index=172&type=chunk) - Management believes current working capital and refinancing capabilities will fund operations for at least the next twelve months[174](index=174&type=chunk) - The Board authorized a stock repurchase program for up to **$6.0 million** of Series A Common Stock and **$4.0 million** of Series D Preferred Stock, expiring in December 2025[176](index=176&type=chunk) [Cash Equivalents and Restricted Cash](index=40&type=section&id=Cash%20Equivalents%20and%20Restricted%20Cash) This section provides details on the company's cash and restricted cash balances and their intended uses Cash Equivalents and Restricted Cash (in USD) | Metric | March 31, 2025 | December 31, 2024 | | :------------------------------------ | :--------------- | :---------------- | | Cash equivalents and restricted cash | $12.0 million | $8.0 million | | Restricted cash | $4.0 million | $5.0 million | - Approximately **$1.5 million** of cash was used in the Tender Offer that closed on May 5, 2025, and **$1.5 million** to **$2.0 million** is intended for capital expenditures[181](index=181&type=chunk) [Secured Debt](index=40&type=section&id=Secured%20Debt) This section describes the company's secured debt, including mortgage notes on commercial and model home properties, and upcoming loan maturities - As of March 31, 2025, commercial properties had **$67.4 million** in fixed-rate mortgage notes (weighted-average interest rate **5.38%**), and model homes had **$27.1 million** (weighted-average interest rate **6.97%**)[182](index=182&type=chunk)[183](index=183&type=chunk) - Three commercial property loans totaling approximately **$28.2 million** will mature within the next 12 months[182](index=182&type=chunk) - The Dakota Center loan, which matured on July 6, 2024, is non-recourse, and the property is held for sale to settle the loan balance[182](index=182&type=chunk) [Cash Flow for the three months ended March 31, 2025, and March 31, 2024](index=40&type=section&id=Cash%20Flow%20for%20the%20three%20months%20ended%20March%2031%2C%202025%2C%20and%20March%2031%2C%202024) This section provides a comparative analysis of cash flows from operating, investing, and financing activities [Operating Activities](index=40&type=section&id=Operating%20Activities) This section details the net cash used in operating activities, highlighting the impact of net income and non-cash adjustments Net Cash Used in Operating Activities (in USD) | Metric | Three Months Ended March 31, 2025 | Three Months Ended March 31, 2024 | | :------------------------------------ | :-------------------------------- | :-------------------------------- | | Net cash used in operating activities | $(0.1) million | $(0.9) million | - Net cash used in operating activities significantly improved from **$(0.9) million** in Q1 2024 to **$(0.1) million** in Q1 2025, driven by changes in net income and non-cash adjustments[184](index=184&type=chunk) [Investing Activities](index=40&type=section&id=Investing%20Activities) This section explains the net cash provided by investing activities, primarily driven by real estate sales and acquisitions Net Cash Provided by Investing Activities (in USD) | Metric | Three Months Ended March 31, 2025 | Three Months Ended March 31, 2024 | | :------------------------------------ | :-------------------------------- | :-------------------------------- | | Net cash provided by investing activities | $13.6 million | $9.2 million | - Net cash provided by investing activities increased to **$13.6 million** in Q1 2025, up from **$9.2 million** in Q1 2024, primarily due to proceeds from commercial property sales[185](index=185&type=chunk) - The company projects up to **$1.8 million** in capital improvements, tenant improvements, and leasing costs for the next 12 months[186](index=186&type=chunk) [Financing Activities](index=41&type=section&id=Financing%20Activities) This section outlines the net cash used in financing activities, including mortgage repayments and stock repurchases Net Cash Used in Financing Activities (in USD) | Metric | Three Months Ended March 31, 2025 | Three Months Ended March 31, 2024 | | :------------------------------------ | :-------------------------------- | :-------------------------------- | | Net cash used in financing activities | $(9.5) million | $(7.7) million | - Net cash used in financing activities increased to **$9.5 million** in Q1 2025, from **$7.7 million** in Q1 2024, driven by mortgage note repayments and Series D Preferred Stock repurchases[187](index=187&type=chunk)[191](index=191&type=chunk) [Off-Balance Sheet Arrangements](index=41&type=section&id=Off-Balance%20Sheet%20Arrangements) This section discloses the company's outstanding common stock warrants and their potential gross proceeds upon exercise - The company has outstanding Common Stock Warrants (**2,000,000 shares** at **$5.50 exercise price**), Placement Agent Warrants (**80,000 shares** at **$6.25 exercise price**), and Series A Warrants (**14,450,069 shares** at **$7.00 exercise price**)[189](index=189&type=chunk)[190](index=190&type=chunk)[193](index=193&type=chunk) - Potential gross proceeds from the exercise of all outstanding warrants could be approximately **$10.0 million** for Common Stock Warrants, **$0.5 million** for Placement Agent Warrants, and **$101.2 million** for Series A Warrants[189](index=189&type=chunk)[190](index=190&type=chunk)[193](index=193&type=chunk) [Inflation](index=42&type=section&id=Inflation) This section discusses the potential impact of inflation on the company's rental income and property expenses - Leases generally provide for limited rent increases, which may not keep pace with inflation, but net lease agreements reduce exposure to rising property expenses as tenants are responsible for these costs[194](index=194&type=chunk)[195](index=195&type=chunk) [ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK](index=42&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20about%20Market%20Risk) As a smaller reporting company, Presidio Property Trust, Inc. is not required to provide specific quantitative and qualitative disclosures about market risk in this report - The company is exempt from providing detailed market risk disclosures as it qualifies as a smaller reporting company[196](index=196&type=chunk) [ITEM 4. CONTROLS AND PROCEDURES](index=42&type=section&id=Item%204.%20Controls%20and%20Procedures) Management, including the CEO and CFO, evaluated the effectiveness of the company's disclosure controls and procedures, concluding they were effective as of March 31, 2025. No material changes in internal control over financial reporting occurred during the quarter - Disclosure controls and procedures were evaluated and deemed effective as of March 31, 2025[198](index=198&type=chunk) - No material changes in internal control over financial reporting occurred during the fiscal quarter ended March 31, 2025[199](index=199&type=chunk) [PART II — OTHER INFORMATION](index=43&type=section&id=Part%20II.%20OTHER%20INFORMATION) This section covers legal proceedings, risk factors, equity security sales, defaults, mine safety, and other general information [ITEM 1. Legal Proceedings](index=43&type=section&id=Item%201.%20Legal%20Proceedings) The company is not currently involved in any material legal proceedings, nor is it aware of any threatened material litigation - No material legal proceedings are currently active or threatened against the company or its properties[200](index=200&type=chunk) [ITEM 1A. Risk Factors](index=43&type=section&id=Item%201A.%20Risk%20Factors) The company has not identified any new material risk factors that would require disclosure in this quarterly report - No new material risk factors were identified for this reporting period[201](index=201&type=chunk) [ITEM 2. Unregistered Sales of Equity Securities and Use of Proceeds](index=43&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) This section details the company's stock repurchase programs for both Series A Common Stock and Series D Preferred Stock, including the amounts authorized and shares repurchased during the quarter [Stock Repurchase Program](index=43&type=section&id=Stock%20Repurchase%20Program) This section details the Board-authorized stock repurchase program for Series A Common Stock and Series D Preferred Stock - The Board of Directors authorized a stock repurchase program in December 2024 for up to **$6.0 million** of Series A Common Stock and up to **$4.0 million** of Series D Preferred Stock, expiring in December 2025[202](index=202&type=chunk) - During the three months ended March 31, 2025, no shares of Series A Common Stock were repurchased[202](index=202&type=chunk) - During the three months ended March 31, 2025, **12,844 shares** of Series D Preferred Stock were repurchased at an average price of approximately **$15.18 per share**, totaling **$194,971**[202](index=202&type=chunk) [Stock repurchases for Series A Common Stock](index=44&type=section&id=Stock%20repurchases%20for%20Series%20A%20Common%20Stock) This section provides a table summarizing repurchases of Series A Common Stock during Q1 2025 and remaining authorization Stock Repurchases for Series A Common Stock (in USD) | Month | Total Number of Shares Purchased | Average Price Paid Per Share | Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs | Approximate Dollar Value of Shares that May Yet Be Purchased Under the Plans or Programs | | :------------ | :------------------------------- | :--------------------------- | :----------------------------------------------------------------- | :--------------------------------------------------------------------------------- | | January 2025 | — | $— | — | $5,956,977 | | February 2025 | — | $— | — | $5,956,977 | | March 2025 | — | $— | — | $5,956,977 | | **Total** | **—** | **$—** | **—** | **$5,956,977** | - No Series A Common Stock shares were repurchased during Q1 2025, leaving approximately **$5.96 million** available under the repurchase program[204](index=204&type=chunk) [Stock repurchases for Series D Preferred Stock](index=44&type=section&id=Stock%20repurchases%20for%20Series%20D%20Preferred%20Stock) This section provides a table summarizing repurchases of Series D Preferred Stock during Q1 2025 and remaining authorization Stock Repurchases for Series D Preferred Stock (in USD) | Month | Total Number of Shares Purchased | Average Price Paid Per Share | Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs | Approximate Dollar Value of Shares that May Yet Be Purchased Under the Plans or Programs | | :------------ | :------------------------------- | :--------------------------- | :----------------------------------------------------------------- | :--------------------------------------------------------------------------------- | | January 2025 | 2,854 | $14.36 | 2,854 | $3,918,112 | | February 2025 | 5,233 | $15.52 | 5,233 | $3,836,896 | | March 2025 | 4,757 | $15.30 | 4,757 | $3,764,119 | | **Total** | **12,844** | **$15.18** | **12,844** | **$3,764,119** | - A total of **12,844 Series D Preferred Stock shares** were repurchased in Q1 2025 at an average price of **$15.18 per share**, with approximately **$3.76 million** remaining under the program[205](index=205&type=chunk) [ITEM 3. Defaults Upon Senior Securities](index=44&type=section&id=Item%203.%20Defaults%20Upon%20Senior%20Securities) The company received a notice of maturity date default on March 13, 2025, for a $11.1 million loan secured by the Dakota Center property, resulting in a default interest rate and additional expenses - A maturity date default notice was received on March 13, 2025, for an **$11.1 million loan** secured by the Dakota Center, with an outstanding default amount of approximately **$9.1 million** and **$0.4 million** in arrearage[206](index=206&type=chunk)[207](index=207&type=chunk) - The default triggers a **5% increase** above the original interest rate and requires payment of lender's expenses[207](index=207&type=chunk) [ITEM 4. Mine Safety Disclosures](index=44&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) The company has no disclosures related to mine safety - No mine safety disclosures are applicable to the company[208](index=208&type=chunk) [ITEM 5. Other Information](index=44&type=section&id=Item%205.%20Other%20Information) No director or officer adopted or terminated a Rule 10b5-1 trading arrangement or non-Rule 10b5-1 trading arrangement during the three months ended March 31, 2025 - No Rule 10b5-1 trading arrangements were adopted or terminated by directors or officers during Q1 2025[209](index=209&type=chunk) [ITEM 6. Exhibits](index=45&type=section&id=Item%206.%20Exhibits) This section lists the exhibits filed with the Form 10-Q, including certifications from the CEO and CFO, XBRL instance documents, and taxonomy extensions - Exhibits include CEO and CFO certifications (31.1, 31.2, 32.1) and various Inline XBRL documents (101.INS, 101.SCH, 101.CAL, 101.DEF, 101.LAB, 101.PRE, 104)[210](index=210&type=chunk)[211](index=211&type=chunk) [SIGNATURES](index=46&type=section&id=SIGNATURES) This section includes the official signatures of the company's Chief Executive Officer and Chief Financial Officer, certifying the report's accuracy - The report is signed by Jack K. Heilbron, Chief Executive Officer, and Ed Bentzen, Chief Financial Officer, on May 14, 2025[213](index=213&type=chunk)

[Supplemental Financial Information](index=1&type=section&id=1.%20Supplemental%20Financial%20Information) This section provides context on forward-looking statements, emphasizing that actual results may differ due to various risks and uncertainties detailed in SEC filings [Forward-Looking Statements](index=2&type=section&id=1.1%20Forward-Looking%20Statements) This section outlines the nature of forward-looking statements, cautioning that actual results may materially differ due to risks and uncertainties detailed in SEC filings - The presentation contains forward-looking statements subject to risks and uncertainties, which could cause actual results to differ materially[3](index=3&type=chunk)[4](index=4&type=chunk) - Factors influencing actual results include those in the Quarterly Report on Form 10-Q and Annual Report on Form 10-K, as well as global, regional, or local political, economic, business, competitive, market, and regulatory factors[3](index=3&type=chunk)[4](index=4&type=chunk) - The company cautions against undue reliance on forward-looking statements and undertakes no obligation to publicly update them, except as required by applicable securities laws[4](index=4&type=chunk) [Company Overview](index=3&type=section&id=2.%20Company%20Overview) Presidio Property Trust, Inc. is an internally managed real estate company with a diverse portfolio of commercial properties and model homes, holding a book value of $127.6 million [Corporate Information](index=3&type=section&id=2.1%20Corporate%20Information) Presidio Property Trust, Inc., founded in 1999 and headquartered in San Diego, CA, is an internally managed real estate company focusing on commercial properties in key US geographies Corporate Details | Category | Detail | | :--------- | :------- | | Headquarters | San Diego, CA | | Founded | 1999 | | Key Geographies | CA, CO, MD, ND & TX | | Employees | 15 | - Presidio Property Trust, Inc. was founded in **1999** as NetREIT and is an internally managed real estate company[10](index=10&type=chunk) [Portfolio Summary](index=3&type=section&id=2.2%20Portfolio%20Summary) The company's real estate portfolio comprises 12 commercial properties and 78 model homes, totaling over 1 million square feet across various property types Portfolio Composition | Property Type | Number of Properties | Square Footage | | :-------------- | :------------------- | :------------- | | Office | 8 | 608,076 sqft. | | Retail | 3 | 65,242 sqft. | | Industrial | 1 | 150,099 sqft. | | Model Homes | 78 | 236,955 sqft | - The commercial portfolio consists of **12** properties with a **book value** of approximately **$90.2 million**[10](index=10&type=chunk) - The company also generates fees and rental income from affiliated entities managing/owning a portfolio of model homes[10](index=10&type=chunk) [Portfolio Value & Debt](index=3&type=section&id=2.3%20Portfolio%20Value%20%26%20Debt) As of December 31, 2024, the company's portfolio had a book value of $127.6 million with existing secured debt of $102.8 million Portfolio Valuation and Debt Structure | Metric | Value | | :------------------ | :------------ | | Book Value | $127.6 million | | Existing Secured Debt | $102.8 million | [Commercial Portfolio Details](index=4&type=section&id=3.%20Commercial%20Portfolio%20Details) This section details the company's commercial real estate holdings, including office, industrial, and retail properties, along with specific notes on recent property-level events and transactions [Office/Industrial Properties](index=4&type=section&id=3.1%20Office%2FIndustrial%20Properties) The office/industrial portfolio consists of 9 properties totaling 758,175 sqft with 81.0% average occupancy and $60.619 million in total mortgages Office/Industrial Property Overview | Property Location | Sq. Ft. | Occupancy | Ownership | Mortgage On Property ($000's) | | :-------------------------- | :-------- | :-------- | :-------- | :---------------------------- | | Genesis Plaza, San Diego, CA | 57,807 | 95.6% | 92.0% | 5,937 | | Dakota Center, Fargo, ND | 119,554 | 46.1% | 100.0% | 9,197 | | Grand Pacific Center, Bismarck, ND | 94,943 | 88.6% | 100.0% | 5,471 | | Arapahoe Center, Colorado Springs, CO | 79,023 | 100.0% | 100.0% | 7,426 | | West Fargo Industrial, West Fargo, ND | 150,099 | 97.2% | 100.0% | 3,923 | | 300 N.P., West Fargo, ND | 34,517 | 66.4% | 100.0% | - | | One Park Centre, Westminster CO | 69,174 | 85.7% | 100.0% | 6,044 | | Shea Center II, Highlands Ranch, CO | 121,306 | 64.4% | 100.0% | 16,951 | | Baltimore, Baltimore, MD | 31,752 | 100.0% | 100.0% | 5,670 | | **Total Office/Industrial** | **758,175** | **81.0%** | | **60,619** | [Retail Properties](index=4&type=section&id=3.2%20Retail%20Properties) The retail portfolio comprises 3 properties totaling 65,242 sqft with 86.2% average occupancy and $13.032 million in total mortgages Retail Property Overview | Property Location | Sq. Ft. | Occupancy | Ownership | Mortgage On Property ($000's) | | :-------------------------- | :-------- | :-------- | :-------- | :---------------------------- | | Union Town Center, Colorado Springs, CO | 44,042 | 100.0% | 100.0% | 7,870 | | Research Parkway, Colorado Springs, CO | 10,700 | 88.8% | 100.0% | 1,589 | | Mandolin, Houston, TX | 10,500 | 100.0% | 61.3% | 3,573 | | **Total Retail** | **65,242** | **86.2%** | | **13,032** | [Property Specific Notes](index=4&type=section&id=3.3%20Property%20Specific%20Notes) Key commercial properties experienced significant events in 2023-2024, including ownership changes, sales agreements, major lease signings, and active re-leasing efforts - Genesis Plaza: Completed a minority ownership conversion option in July **2024**, issuing **78,215** shares of SQFT Series A Common Stock for a **36.4%** ownership in NetREIT Genesis II[12](index=12&type=chunk) - Dakota Center: Non-recourse loan matured in July **2024**; management agreed to sell the property to settle the loan balance, resulting in a **$0.7 million** impairment charge as of September **30, 2024**. The property was held for sale as of December **31, 2024**[12](index=12&type=chunk) - Grand Pacific Center: Removed from held-for-sale after signing a **122-month** lease with KLJ Engineering for **33,296 sqft** in December **2022**, with rent commencing February **28, 2024**[12](index=12&type=chunk) - Union Town Center and Research Parkway: Listed for sale as of September **30, 2024**, and sold in February **2025** for a combined **$16.95 million**, resulting in a **$4.3 million** gain[12](index=12&type=chunk) - Shea Center II: Largest tenant, Halliburton, did not renew its lease expiring December **31, 2022**. Management is working to fill the **45,535 sqft** space, with approximately **54%** leased as of February **2025**[12](index=12&type=chunk) [Model Homes Portfolio](index=5&type=section&id=4.%20Model%20Homes%20Portfolio) The model homes portfolio consists of 78 properties across Arizona, Florida, and Texas, totaling 236,955 square feet with an aggregate annual rent of $3.37 million Model Homes Portfolio Details | State | No. of Properties | Aggregate Square Feet | % of Square Feet | Current Base Annual Rent | Approximate % of Aggregate Annual Rent | | :------ | :---------------- | :-------------------- | :--------------- | :----------------------- | :------------------------------------- | | Arizona | 2 | 6,822 | 2.9% | $149,196 | 4.4% | | Florida | 3 | 8,199 | 3.4% | $136,812 | 4.1% | | Texas | 73 | 221,934 | 93.7% | $3,086,580 | 91.5% | | **Total** | **78** | **236,955** | **100.0%** | **$3,372,588** | **100.0%** | [Consolidated Financial Statements](index=6&type=section&id=5.%20Consolidated%20Financial%20Statements) This section presents the company's balance sheets, statements of operations, and cash flows, highlighting significant changes in assets, liabilities, equity, and profitability for 2024 [Consolidated Balance Sheets](index=6&type=section&id=5.1%20Consolidated%20Balance%20Sheets) As of December 31, 2024, total assets decreased to $142.57 million and total equity declined to $34.95 million, primarily due to reduced real estate assets and marketable securities Consolidated Balance Sheet Summary | Metric | Dec 31, 2024 ($) | Dec 31, 2023 ($) | Change ($) | Change (%) | | :------------------------------------------------ | :--------------- | :--------------- | :--------- | :--------- | | **ASSETS** | | | | | | Real estate assets and lease intangibles held for investment, net | 105,410,758 | 138,695,791 | (33,285,033) | -24.0% | | Real estate assets held for sale, net | 22,185,742 | 5,459,993 | 16,725,749 | 306.3% | | Real estate assets, net | 127,596,500 | 144,155,784 | (16,559,284) | -11.5% | | Cash, cash equivalents and restricted cash | 8,036,496 | 6,510,428 | 1,526,068 | 23.4% | | Investment in Conduit Pharmaceuticals marketable securities | 206,177 | 18,318,521 | (18,112,344) | -98.9% | | **TOTAL ASSETS** | **142,569,650** | **175,962,638** | **(33,392,988)** | **-19.0%** | | **LIABILITIES** | | | | | | Mortgage notes payable, total net | 102,094,094 | 107,713,273 | (5,619,179) | -5.2% | | Accounts payable and accrued liabilities | 3,290,170 | 4,770,845 | (1,480,675) | -31.0% | | **Total liabilities** | **107,624,495** | **114,640,568** | **(7,016,073)** | **-6.1%** | | **EQUITY** | | | | | | Total stockholders' equity before noncontrolling interest | 26,535,146 | 50,954,183 | (24,419,037) | -47.9% | | Noncontrolling interest | 8,410,009 | 10,367,887 | (1,957,878) | -18.9% | | **Total equity** | **34,945,155** | **61,322,070** | **(26,376,915)** | **-43.0%** | [Consolidated Statements of Operations](index=7&type=section&id=5.2%20Consolidated%20Statements%20of%20Operations) For 2024, the company reported a net loss of $23.10 million, a significant decline from 2023's net income, driven by losses in marketable securities and the absence of a prior year SPAC gain Consolidated Statement of Operations Summary | Metric | 2024 ($) | 2023 ($) | Change ($) | Change (%) | | :------------------------------------------------------- | :--------- | :--------- | :--------- | :--------- | | **Revenues:** | | | | | | Total revenue | 18,925,275 | 17,635,614 | 1,289,661 | 7.3% | | **Costs and expenses:** | | | | | | Total costs and expenses | 21,267,581 | 21,426,186 | (158,605) | -0.7% | | **Other income (expense):** | | | | | | Interest expense - mortgage notes | (6,050,196) | (5,004,889) | (1,045,307) | 20.9% | | Net loss in Conduit Pharmaceuticals marketable securities | (17,925,723) | (23,359,774) | 5,434,051 | -23.3% | | Gain on deconsolidation of SPAC | — | 40,321,483 | (40,321,483) | -100.0% | | **Net (loss) income** | **(23,103,864)** | **13,177,526** | **(36,281,390)** | **-275.3%** | | Net (loss) income attributable to Presidio Property Trust, Inc. common stockholders | (27,865,225) | 8,027,600 | (35,892,825) | -447.1% | | Net (loss) income per share attributable to Presidio Property Trust, Inc. common stockholders: Basic & Diluted | (2.25) | 0.68 | (2.93) | -430.9% | - Rental income increased by **$1.13 million** (**6.5%**) year-over-year, reaching **$18.52 million** in **2024**[17](index=17&type=chunk) - Impairment of goodwill and real estate assets decreased from **$3.25 million** in **2023** to **$1.97 million** in **2024**[17](index=17&type=chunk) [Consolidated Statements of Cash Flows](index=8&type=section&id=5.3%20Consolidated%20Statements%20of%20Cash%20Flows) In 2024, the company experienced a net cash outflow from operating activities of $0.73 million, while investing activities generated $12.87 million and financing activities resulted in a $10.61 million outflow Consolidated Statement of Cash Flows Summary | Cash Flow Category | 2024 ($) | 2023 ($) | Change ($) | Change (%) | | :------------------------------------------ | :--------- | :--------- | :--------- | :--------- | | Net cash (used in) provided by operating activities | (728,060) | 1,448,573 | (2,176,633) | -150.3% | | Net cash provided by investing activities | 12,866,819 | 120,598,553 | (107,731,734) | -89.3% | | Net cash (used in) financing activities | (10,612,691) | (132,053,423) | 121,440,732 | -91.9% | | Net (decrease) increase in cash equivalents and restricted cash | 1,526,068 | (10,006,297) | 11,532,365 | -115.2% | | Cash, cash equivalents and restricted cash - end of period | 8,036,496 | 6,510,428 | 1,526,068 | 23.4% | - Proceeds from sales of real estate, net, increased significantly from **$10.70 million** in **2023** to **$24.77 million** in **2024**[19](index=19&type=chunk) - Repayment of mortgage notes payable increased from **$10.09 million** in **2023** to **$27.90 million** in **2024**[19](index=19&type=chunk) [Non-GAAP Reconciliations](index=10&type=section&id=6.%20Non-GAAP%20Reconciliations) This section provides reconciliations for non-GAAP financial measures, including EBITDAre, FFO, and Core FFO, to GAAP net income, offering alternative perspectives on operational performance [EBITDAre Reconciliation](index=10&type=section&id=6.1%20EBITDAre%20Reconciliation) Presidio Property Trust, Inc. reported a positive EBITDAre of $0.23 million for 2024, a significant improvement from a negative $0.25 million in 2023, despite a higher net loss attributable to common stockholders EBITDAre Reconciliation Table | Metric | 2024 ($) | 2023 ($) | | :------------------------------------------------------- | :--------- | :--------- | | Net (loss) income attributable to Presidio Property Trust, Inc. common stockholders | (27,865,225) | 8,027,600 | | Interest Expense | 6,050,195 | 5,004,889 | | Depreciation and Amortization | 5,510,877 | 5,420,765 | | Asset Impairment | 1,969,311 | 3,247,097 | | Net loss (gain) on sale of real estate | (3,426,572) | (3,240,200) | | Net change in Conduit marketable securities | 17,926,283 | 21,945,354 | | Gain on deconsolidation of SPAC | — | (40,321,483) | | Income Taxes | 60,855 | (335,780) | | **EBITDAre** | **225,724** | **(251,757)** | [FFO and Core FFO Reconciliation](index=11&type=section&id=6.2%20FFO%20and%20Core%20FFO%20Reconciliation) The company reported an FFO loss of $3.36 million and a Core FFO loss of $1.98 million in 2024, both worsening from 2023, resulting in a Core FFO per share of $(0.160) FFO and Core FFO Reconciliation Table | Metric | 2024 ($) | 2023 ($) | | :------------------------------------------------------- | :--------- | :--------- | | Net (loss) income attributable to Presidio Property Trust, Inc. common stockholders | (27,865,225) | 8,027,600 | | Income attributable to noncontrolling interests | 2,524,665 | 3,031,081 | | Depreciation and amortization | 5,515,518 | 5,425,739 | | Impairment of real estate assets | 1,969,311 | 3,247,097 | | Loss on Conduit marketable securities | 17,926,283 | 21,945,354 | | Gain on deconsolidation of SPAC | - | (40,321,483) | | Loss (Gain) on sale of real estate assets | (3,426,572) | (3,240,200) | | **FFO** | **(3,360,660)** | **(1,889,786)** | | Stock Based Compensation | 1,379,080 | 989,515 | | **Core FFO** | **(1,981,580)** | **(900,271)** | | Weighted average number of common shares outstanding - basic and diluted | 12,386,594 | 11,847,814 | | Core FFO / Wgt Avg Share | (0.160) | (0.076) | | Quarterly Dividends / Share | — | 0.091 | [Segment Data](index=12&type=section&id=7.%20Segment%20Data) This section provides a detailed breakdown of the company's financial performance and asset allocation across its Retail, Office/Industrial, and Model Homes segments [Segment Activity and NOI](index=12&type=section&id=7.1%20Segment%20Activity%20and%20NOI) For 2024, the Model Homes segment generated the highest Adjusted NOI at $7.28 million, contributing to a total Adjusted NOI increase to $15.69 million from $14.48 million in 2023 Segment Activity and Net Operating Income | Metric | Retail 2024 ($) | Office/Industrial 2024 ($) | Model Homes 2024 ($) | Corporate and Other 2024 ($) | Total 2024 ($) | | :---------------------- | :-------------- | :------------------------- | :------------------- | :--------------------------- | :------------- | | Total revenues | 2,120,663 | 12,338,552 | 4,436,253 | 29,807 | 18,925,275 | | Rental operating costs | 608,667 | 6,136,564 | 171,621 | (660,775) | 6,256,077 | | Net Operating Income (NOI) | 1,511,996 | 6,201,988 | 4,264,632 | 690,582 | 12,669,198 | | Gain on Sale - Model Homes | — | — | 3,426,572 | — | 3,426,572 | | Impairment of Model Homes | — | — | (406,374) | — | (406,374) | | **Adjusted NOI** | **1,511,996** | **6,201,988** | **7,284,830** | **690,582** | **15,689,396** | | | | | | | | | Metric | Retail 2023 ($) | Office/Industrial 2023 ($) | Model Homes 2023 ($) | Corporate and Other 2023 ($) | Total 2023 ($) | | :---------------------- | :-------------- | :------------------------- | :------------------- | :--------------------------- | :------------- | | Total revenues | 1,884,330 | 11,574,955 | 4,132,129 | 44,200 | 17,635,614 | | Rental operating costs | 537,389 | 5,901,042 | 156,493 | (632,006) | 5,962,918 | | Net Operating Income (NOI) | 1,346,941 | 5,673,913 | 3,975,636 | 676,206 | 11,672,696 | | Gain on Sale - Model Home | — | — | 3,240,200 | — | 3,240,200 | | Impairment of Model Homes | — | — | (431,984) | — | (431,984) | | **Adjusted NOI** | **1,346,941** | **5,673,913** | **6,783,852** | **676,206** | **14,480,912** | [Assets by Reportable Segment](index=13&type=section&id=7.2%20Assets%20by%20Reportable%20Segment) As of December 31, 2024, the Office/Industrial segment held the largest assets at $76.29 million, contributing to a total reportable segment asset decrease to $131.13 million Assets by Reportable Segment | Segment | Dec 31, 2024 ($) | Dec 31, 2023 ($) | Change ($) | Change (%) | | :-------------------------- | :--------------- | :--------------- | :--------- | :--------- | | Office/Industrial Properties: Total assets | 76,292,662 | 78,140,372 | (1,847,710) | -2.4% | | Model Home Properties: Total assets | 38,166,964 | 51,456,292 | (13,289,328) | -25.8% | | Retail Properties: Total assets | 16,673,605 | 16,539,399 | 134,206 | 0.8% | | **Total assets for reportable segments** | **131,133,231** | **146,136,063** | **(15,002,832)** | **-10.3%** | | Corporate and other assets: Total Assets | 11,436,419 | 29,826,575 | (18,390,156) | -61.7% | | **Total Assets (Consolidated)** | **142,569,650** | **175,962,638** | **(33,392,988)** | **-19.0%** | [Definitions – Non-GAAP Measurements](index=14&type=section&id=8.%20Definitions%20%E2%80%93%20Non-GAAP%20Measurements) This section provides clear definitions for key non-GAAP financial measures, including EBITDAre, FFO, and Core FFO, explaining their calculation and purpose in financial reporting [EBITDAre Definition](index=14&type=section&id=8.1%20EBITDAre%20Definition) EBITDAre, as defined by NAREIT, represents earnings before interest, taxes, depreciation, and amortization, adjusted for gains or losses on asset disposal and impairment write-offs - **EBITDAre** is defined by NAREIT as earnings before interest, taxes, depreciation, and amortization, gain or loss on disposal of depreciated assets, and impairment write-offs[29](index=29&type=chunk) [Funds from Operations (FFO) Definition](index=14&type=section&id=8.2%20Funds%20from%20Operations%20%28FFO%29%20Definition) FFO is a non-GAAP measure that adjusts net income for property sales gains/losses, depreciation, amortization, and impairment charges, serving as a key metric for REIT performance - **FFO** is a non-GAAP measure defined as **net income** or **loss** (GAAP), excluding gains/losses from property sales, hedge ineffectiveness, certain acquisition/lease costs, plus depreciation and amortization, and impairment charges on properties or non-consolidated REITs[30](index=30&type=chunk) - **FFO** is considered a supplement to **net income** because it excludes depreciation, amortization, and changes in property value, which have real economic effects[31](index=31&type=chunk) - The company believes **FFO** is the most accurate measure of activity and the basis for distributions to equity holders[30](index=30&type=chunk) [Core Funds from Operations (Core FFO) Definition](index=14&type=section&id=8.3%20Core%20Funds%20from%20Operations%20%28Core%20FFO%29%20Definition) Core FFO refines NAREIT's FFO by excluding specific non-core items like acquisition costs and stock-based compensation, aiming to provide a clearer view of ongoing operating performance - **Core FFO** is calculated by adjusting NAREIT's **FFO** for non-core items such as acquisition costs, **loss** on early debt extinguishment, changes in fair value of earn-outs/contingent consideration, non-cash warrant dividends, other non-recurring expenses, and amortization of stock-based compensation[32](index=32&type=chunk) - **Core FFO** is believed to provide a useful metric for comparing operations between reporting periods and assessing the sustainability of ongoing operating performance[33](index=33&type=chunk) - Other equity REITs may calculate **Core FFO** differently, so comparability is not guaranteed[33](index=33&type=chunk)

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, 2024 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 001-34049 Presidio Property Trust, Inc. ...