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 ~~October~~January 31, ~~2025~~2026


☐	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from ___________ to ___________

Commission File Number: 1-4702

AMREP Corporation

(Exact Name of Registrant as Specified in its Charter)

Oklahoma		59-0936128
State or Other Jurisdiction ofIncorporation or Organization		I.R.S. Employer Identification No.
850 West Chester Pike, Suite 205, Havertown, PA		19083
Address of Principal Executive Offices		Zip Code

(610) 487-0905

Registrant’s Telephone Number, Including Area Code

Former Name, Former Address and Former Fiscal Year, if Changed Since Last Report

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock $0.10 par value		AXR		New York Stock Exchange

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 (the “Exchange Act”) during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer”, “accelerated filer”, “smaller reporting company”, and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer ☐	Accelerated filer ☐
Non-accelerated filer ☒	Smaller reporting company ☒
Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

Number of Shares of Common Stock, par value $.10 per share, outstanding at ~~December~~March 10, ~~2025~~2026 – 5,305,199.

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AMREP CORPORATION AND SUBSIDIARIES

INDEX

PART I. FINANCIAL INFORMATION		PAGE NO.

Item 1.	Financial Statements

	Condensed Consolidated Balance Sheets ~~October~~January 31, ~~2025~~2026 (Unaudited) and April 30, 2025	2

	Condensed Consolidated Statements of Operations (Unaudited) Three and ~~Six~~Nine Months Ended ~~October~~January 31, ~~2025~~2026 and ~~2024~~2025	3

	Condensed Consolidated Statements of Comprehensive Income (Unaudited) Three and ~~Six~~Nine Months Ended ~~October~~January 31, ~~2025~~2026 and ~~2024~~2025	4

	Condensed Consolidated Statements of Shareholders’ Equity (Unaudited) Three and ~~Six~~Nine Months Ended ~~October~~January 31, ~~2025~~2026 and ~~2024~~2025	5

	Condensed Consolidated Statements of Cash Flows (Unaudited) ~~Six~~Nine Months Ended ~~October~~January 31, ~~2025~~2026 and ~~2024~~2025	6

	Notes to Condensed Consolidated Financial Statements (Unaudited)	7

Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	16

Item 4.	Controls and Procedures	2423

PART II. OTHER INFORMATION

Item 5.	Other Information	2524

Item 6.	Exhibits	2524

SIGNATURE		2625

EXHIBIT INDEX		2726

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PART I. FINANCIAL INFORMATION

Item 1. Financial Statements

AMREP CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

(Amounts in thousands, except share and per share amounts)


	~~October~~January 31,		April 30,
	~~2025~~2026		2025
	(Unaudited)
ASSETS
Cash and cash equivalents	$	4449,~~620~~998	$	39,466
Restricted cash		~~491~~496		455
Real estate inventory		6866,~~584~~798		66,750
Investment assets, net		16,~~362~~591		14,880
Other assets		3,~~046~~103		2,939
Income taxes receivable, net		—		317
Deferred income taxes, net		76,~~030~~959		8,969
TOTAL ASSETS	$	~~140~~143,~~133~~945	$	133,776

LIABILITIES AND SHAREHOLDERS’ EQUITY

LIABILITIES:
Accounts payable and accrued expenses	$	4,~~052~~531	$	3,789
Income taxes payable, net		3013		—
Notes payable		2321		26
TOTAL LIABILITIES		4,~~105~~565		3,815

Commitments and Contingencies (Note 11)

SHAREHOLDERS’ EQUITY:
Common stock, $.10 par value; shares authorized – 20,000,000; shares issued – 5,305,199 at October 31, 2025 and 5,287,449 at April 30, 2025		531		528
Common stock, $.10 par value; shares authorized – 20,000,000; shares issued – 5,305,199 at January 31, 2026 and 5,287,449 at April 30, 2025		531		528
Capital contributed in excess of par value		33,~~581~~786		33,409
Retained earnings		~~101~~105,~~916~~063		96,024
TOTAL SHAREHOLDERS’ EQUITY		~~136~~139,~~028~~380		129,961
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY	$	~~140~~143,~~133~~945	$	133,776

The accompanying notes to unaudited condensed consolidated financial statements are an integral part of these unaudited condensed consolidated financial statements.

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AMREP CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)

Three and ~~Six~~Nine Months Ended ~~October~~January 31, ~~2025~~2026 and ~~2024~~2025

(Amounts in thousands, except per share amounts)

Three Months ended ~~October~~January 31,

~~Six~~Nine Months ended ~~October~~January 31,

~~2025~~2026

~~2024~~2025

~~2025~~2026

~~2024~~2025

REVENUES:

Land sale revenues

~~825~~8,266

52,~~857~~908

816,~~319~~585

1518,~~206~~113

Home sale revenues

75,~~725~~425

54,~~334~~094

1722,~~296~~720

1418,~~326~~420

Other revenues

~~848~~882

~~715~~518

12,~~635~~518

1,~~465~~983

Total revenues

914,~~398~~573

117,~~906~~520

2741,~~250~~823

3038,~~997~~516

COSTS AND EXPENSES:

Land sale cost of revenues, net

~~168~~4,142

21,~~326~~860

26,~~521~~663

79,~~235~~095

Home sale cost of revenues

54,~~831~~152

43,~~277~~173

1317,~~012~~163

1114,~~522~~694

Other cost of revenues

~~324~~342

~~334~~180

~~648~~992

~~648~~828

General and administrative expenses

12,~~956~~930

1,~~825~~875

36,~~804~~733

35,~~456~~331

Total costs and expenses

811,~~279~~566

87,~~762~~088

1931,~~985~~551

2229,~~861~~948

Operating income

13,~~119~~007

~~3,144~~432

710,~~265~~272

8,~~136~~568

Interest income, net

~~459~~393

~~576~~410

~~915~~1,308

~~857~~1,267

Income before income taxes

13,~~578~~400

~~3,720~~842

811,~~180~~580

89,~~993~~835

Benefit (provision) for income taxes

(378)

322

(2,288)

(887)

Provision for income taxes

253

125

2,541

1,012

Net income

13,~~200~~147

~~4,042~~717

59,~~892~~039

8,~~106~~823

Earnings per share – basic

0.2259

0.7613

1.1169

1.5366

Earnings per share – diluted

0.2258

0.7513

1.0968

1.5164

Weighted average number of common shares outstanding – basic

5,~~338~~340

5,~~320~~321

5,~~332~~334

5,~~314~~316

Weighted average number of common shares outstanding – diluted

5,~~392~~389

5,~~374~~381

5,~~385~~384

5,~~367~~376

The accompanying notes to unaudited condensed consolidated financial statements are an integral part of these unaudited condensed consolidated financial statements.

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AMREP CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (UNAUDITED)

Three and ~~Six~~Nine Months Ended ~~October~~January 31, ~~2025~~2026 and ~~2024~~2025

(Amounts in thousands)


	Three Months ended				~~Six~~Nine Months ended
	~~October~~January 31,				~~October~~January 31,
	~~2025~~2026		~~2024~~2025		~~2025~~2026		~~2024~~2025

Net income	$	3,147	$	717	$	9,039	$	8,823
Net income	$	1,200	$	4,042	$	5,892	$	8,106
Other comprehensive income, net of tax:
Reclassification of the balance of accumulated other comprehensive income (loss) to a benefit for income taxes		—		~~(1,230)~~—		—		(1,230)

Decrease in pension liability		—		—		—		—
Other comprehensive income		—		—		—		(1,230)
Income tax effect		—		—		—		—
Total comprehensive income	$	3,147	$	717	$	9,039	$	7,593
Decrease in pension liability, net of tax		—		—		—		—
Other comprehensive income		—		(1,230)		—		(1,230)
Total comprehensive income	$	1,200	$	2,812	$	5,892	$	6,876

The accompanying notes to unaudited condensed consolidated financial statements are an integral part of these unaudited condensed consolidated financial statements.

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AMREP CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY (UNAUDITED)

Three and ~~Six~~Nine Months Ended ~~October~~January 31, ~~2025~~2026 and ~~2024~~2025

(Amounts in thousands)


				Capital				Accumulated
				Contributed				Other
	Common Stock			in Excess of		Retained		Comprehensive
	Shares	Amount		Par Value		Earnings		Income		Total
Balance, August 1, 2024	5,287	$	526	$	33,043	$	87,372	$	1,230	$	122,171
Balance, November 1, 2024	5,287	$	527	$	33,135	$	91,414	$	—	$	125,076
Stock compensation expense	—		1		80		—		—		81
Compensation related to issuance of option to purchase common stock	—		—		12		—		—		12
Net income	—		—		—		4,042		—		4,042
Issuance of deferred common share units	—		—		90		—		—		90
Other comprehensive income	—		—		—		—		(1,230)		(1,230)
Net income	—		—		—		717		—		717
Balance, October 31, 2024	5,287	$	527	$	33,135	$	91,414	$	—	$	125,076
Balance, January 31, 2025	5,287	$	528	$	33,317	$	92,131	$	—	$	125,976

Balance, August 1, 2025	5,306	$	531	$	33,482	$	100,716	$	—	$	134,729
Balance, November 1, 2025	5,306	$	531	$	33,581	$	101,916	$	—	$	136,028
Stock compensation expense	—		—		87103		—		—		87103
Compensation related to issuance of option to purchase common stock	—		—		12		—		—		12
Net income	—		—		—		1,200		—		1,200
Issuance of deferred common share units	—		—		90		—		—		90
Balance, October 31, 2025	5,306	$	531	$	33,581	$	101,916	$	—	$	136,028
Net income	—		—		—		3,147		—		3,147
Balance, January 31, 2026	5,306	$	531	$	33,786	$	105,063	$	—	$	139,380

Balance, May 1, 2024	5,271	$	526	$	32,986	$	83,308	$	1,230	$	118,050
Issuance of restricted common stock	16		—		—		—		—		—
Stock compensation expense	—		12		~~124~~204		—		—		~~125~~206
Compensation related to issuance of option to purchase common stock	—		—		2537		—		—		2537
Net income	—		—		—		8,106		—		8,106
Issuance of deferred common share units	—		—		90		—		—		90
Net income	—		—		—		8,823		—		8,823
Other comprehensive income	—		—		—		—		(1,230)		(1,230)
Balance, October 31, 2024	5,287	$	527	$	33,135	$	91,414	$	—	$	125,076
Balance, January 31, 2025	5,287	$	528	$	33,317	$	92,131	$	—	$	125,976

Balance, May 1, 2025	5,287	$	528	$	33,409	$	96,024	$	—	$	129,961
Issuance of restricted common stock	19		3		—		—		—		3
Stock compensation expense	—		—		~~147~~250		—		—		~~147~~250
Compensation related to issuance of option to purchase common stock	—		—		2537		—		—		2537
Net income	—		—		—		5,892		—		5,892
Issuance of deferred common share units	—		—		90		—		—		90
Balance, October 31, 2025	5,306	$	531	$	33,581	$	101,916	$	—	$	136,028
Net income	—		—		—		9,039		—		9,039
Balance, January 31, 2026	5,306	$	531	$	33,786	$	105,063	$	—	$	139,380

The accompanying notes to unaudited condensed consolidated financial statements are an integral part of these unaudited condensed consolidated financial statements.

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AMREP CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)

~~Six~~Nine Months Ended ~~October~~January 31, ~~2025~~2026 and ~~2024~~2025

(Amounts in thousands)


	~~Six~~Nine Months Ended ~~October~~January 31,
	~~2025~~2026		~~2024~~2025
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income	$	59,~~892~~039	$	8,~~106~~823
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation		~~160~~250		96130
Non-cash credits and charges:
Stock-based compensation		~~219~~355		~~209~~331
Deferred income tax provision		12,~~939~~010		~~441~~666
Changes in assets and liabilities:
Real estate inventory		~~(1,746)~~48		~~2,628~~881
Investment assets, net		(1,~~570~~807)		(~~469~~1,947)
Other assets		(~~217~~360)		~~253~~264
Accounts payable and accrued expenses		~~249~~812		(1,~~344~~898)
Income taxes (payable) receivable, net		~~347~~330		~~589~~23
Net cash provided by operating activities		510,~~273~~677		107,~~509~~273

CASH FLOWS FROM INVESTING ACTIVITIES:
Capital expenditures of property and equipment		(80)		(120)
Capital expenditures for property and equipment		(99)		(146)
Net cash used in investing activities		(80)		(120)
Proceeds from the sale of property and equipment		—		30
Net cash used in investing activities		(99)		(116)

CASH FLOWS FROM FINANCING ACTIVITIES:
Debt payments		(35)		(37)
Net cash used in financing activities		(35)		(37)

Increase in cash, cash equivalents and restricted cash		510,~~190~~573		107,~~386~~150
Cash, cash equivalents and restricted cash, beginning of period		39,921		30,241
Cash, cash equivalents and restricted cash, end of period	$	4550,~~111~~494	$	4037,~~627~~391

SUPPLEMENTAL CASH FLOW INFORMATION:
Income taxes refunded, net	$	—	$	157

The accompanying notes to unaudited condensed consolidated financial statements are an integral part of these unaudited condensed consolidated financial statements.

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AMREP CORPORATION AND SUBSIDIARIES

Notes to Condensed Consolidated Financial Statements (Unaudited)

Three and ~~Six~~Nine Months Ended ~~October~~January 31, ~~2025~~2026 and ~~2024~~2025

(1) SUMMARY OF SIGNIFICANT ACCOUNTING AND FINANCIAL REPORTING POLICIES

The accompanying unaudited condensed consolidated financial statements have been prepared by AMREP Corporation (the “Company”) pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”) for interim financial information, and do not include all the information and footnotes required by accounting principles generally accepted in the United States of America for complete financial statements. The Company, through its subsidiaries, is primarily engaged in two business segments: land development and homebuilding. The Company has no foreign sales. Unless the context otherwise indicates, all references to the Company in this quarterly report on Form 10-Q include the Company and its subsidiaries. All intercompany accounts and transactions have been eliminated in consolidation.

In the opinion of management, these unaudited condensed consolidated financial statements include all adjustments, which are of a normal recurring nature, considered necessary to reflect a fair statement of the results for the interim periods presented. The results of operations for such interim periods are not necessarily indicative of what may occur in future periods. Unless the context otherwise indicates, all references to 2026 and 2025 are to the fiscal years ending April 30, 2026 and 2025.

The unaudited condensed consolidated financial statements herein should be read in conjunction with the Company’s annual report on Form 10-K for the year ended April 30, 2025, which was filed with the SEC on July 25, 2025 (the “2025 Form 10-K”). The significant accounting policies used in preparing these unaudited condensed consolidated financial statements are consistent with the accounting policies described in the 2025 Form 10-K.

Other than as provided in Note 1 to the consolidated financial statements contained in the 2025 Form 10-K, there are no new accounting standards or updates to be adopted that the Company currently believes might have a significant impact on its unaudited condensed consolidated financial statements.

(2) REAL ESTATE INVENTORY

Real estate inventory consists of (in thousands):


	~~October~~January 31,		April 30,
	~~2025~~2026		2025
Land inventory	$	5654,~~433~~871	$	50,030
Homebuilding model and completed inventory		8,~~155~~682		13,090
Homebuilding construction in process		3,~~996~~245		3,630
Total	$	6866,~~584~~798	$	66,750

Refer to Note 2 to the consolidated financial statements contained in the 2025 Form 10-K for detail regarding real estate inventory. No interest or loan costs were capitalized in real estate inventory for the three or ~~six~~nine months ended ~~October~~January 31, ~~2025~~2026 or ~~October~~January 31, ~~2024~~2025. Real estate taxes capitalized in real estate inventory were $2215,000 and $3449,000 for the three and ~~six~~nine months ended ~~October~~January 31, ~~2025~~2026 and $1724,000 and $4671,000 for the three and ~~six~~nine months ended ~~October~~January 31, ~~2024~~2025.

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(3) INVESTMENT ASSETS, NET

Investment assets, net consist of (in thousands):


	~~October~~January 31,		April 30,
	~~2025~~2026		2025
Land held for long-term investment	$	8,~~502~~482	$	8,843
Owned real estate leased or intended to be leased		8,~~118~~421		6,207
Less accumulated depreciation		(~~258~~312)		(170)
Owned real estate leased or intended to be leased, net		78,~~860~~109		6,037
Total	$	16,~~362~~591	$	14,880

Refer to Note 3 to the consolidated financial statements contained in the 2025 Form 10-K for detail regarding investment assets, net. As of ~~October~~January 31, ~~2025~~2026, the Company leased 28 homes to residential tenants. As of April 30, 2025, the Company leased 21 homes to residential tenants. Depreciation associated with owned real estate leased or intended to be leased was $4954,000 and $88142,000 for the three and ~~six~~nine months ended ~~October~~January 31, ~~2025~~2026 and $2433,000 and $4864,000 for the three and ~~six~~nine months ended ~~October~~January 31, ~~2024~~2025.

(4) OTHER ASSETS

Other assets consist of (in thousands):


	~~October~~January 31,		April 30,
	~~2025~~2026		2025
Prepaid expenses	$	~~519~~576	$	470
Miscellaneous assets		~~332~~350		283
Property		2,~~138~~156		2,060
Equipment		569		567
Less accumulated depreciation of property and equipment		(~~512~~548)		(441)
Property and equipment, net		2,~~195~~177		2,186
Total	$	3,~~046~~103	$	2,939

Prepaid expenses as of ~~October~~January 31, ~~2025~~2026 ~~primarily consist of land development cash collateralized performance guaranties~~ and ~~insurance. Prepaid expenses~~ as of April 30, 2025 primarily consist of land development cash collateralized performance guaranties and insurance. Amortized lease cost for right-of-use assets associated with the leases of office facilities was $78,000 and $1422,000 for the three and ~~six~~nine months ended ~~October~~January 31, ~~2025~~2026 and $7,000 and $1421,000 for the three and ~~six~~nine months ended ~~October~~January 31, ~~2024~~2025. Depreciation expense associated with property and equipment was $3337,000 and $72108,000 for the three and ~~six~~nine months ended ~~October~~January 31, ~~2025~~2026 and $2419,000 and $4866,000 for the three and ~~six~~nine months ended ~~October~~January 31, ~~2024~~2025.

(5) ACCOUNTS PAYABLE AND ACCRUED EXPENSES

Accounts payable and accrued expenses consist of (in thousands):


	~~October~~January 31,		April 30,
	~~2025~~2026		2025
Land development and homebuilding operations
Accrued expenses	$	1,~~645~~735	$	1,083
Trade payables		1,~~242~~257		1,305
Customer deposits		~~744~~1,058		833
		34,~~631~~050		3,221
Corporate operations		~~421~~481		568
Total	$	4,~~052~~531	$	3,789

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(6) NOTES PAYABLE

The following tables present information on the Company’s notes payable in effect as of ~~October~~January 31, ~~2025~~2026 (dollars in thousands):


		Principal Amount
		Available for		Outstanding Principal
		New Borrowings		Amount
		~~October~~January 31,		~~October~~January 31,		April 30,
Loan Identifier	Lender	~~2025~~2026		~~2025~~2026		2025
Revolving Line of Credit	BOKF	$	4,438	$	—	$	—
Equipment Financing	DC		—		2321		26
Total		$	4,438	$	2321	$	26


	~~October~~January 31, ~~2025~~2026
	Interest		Mortgaged Property		Scheduled
Loan Identifier	Rate		Book Value		Maturity
Revolving Line of Credit	76.1883	%	$	1,721	August 2028
Equipment Financing	2.35	%		2321	June 2028


	Principal Repayments
	Three Months Ended				~~Six~~Nine Months Ended
	~~October~~January 31,				~~October~~January 31,
Loan Identifier	~~2025~~2026		~~2024~~2025		~~2025~~2026		~~2024~~2025
Revolving Line of Credit	$	—	$	—	$	—	$	—
Equipment Financing		2		2		35		36
Total	$	2	$	2	$	35	$	36

There were no capitalized interest and fees for the three and ~~six~~nine months ended ~~October~~January 31, ~~2025~~2026 and ~~October~~January 31, ~~2024~~2025 for the Company’s notes payable in effect as of ~~October~~January 31, ~~2025~~2026. As of ~~October~~January 31, ~~2025~~2026, the Company was in compliance with the financial covenants contained in the loan documentation for the then outstanding notes payable. Refer to Note 6 to the consolidated financial statements contained in the 2025 Form 10-K for detail about the above notes payable.

In August 2025, ASW and BOKF entered into the Seventh Modification Agreement to the Loan Agreement and ASW entered into the Second Amended and Restated Revolving Line of Credit Promissory Note in favor of BOKF. These documents resulted in the following changes to the revolving line of credit financing facility: (1) the scheduled maturity date of the loan was changed to August 15, 2028 and (2) the maximum amount available for borrowing increased by $750,000 to a new total maximum amount of $6,500,000. ASW incurred customary costs and expenses and paid certain fees to BOKF in connection with the amendment of the revolving line of credit financing facility.

As of ~~October~~January 31, ~~2025~~2026, the Company had (a) loan reserves outstanding under its Revolving Line of Credit in the aggregate principal amount of $1,812,000 in favor of a municipality guarantying the completion of improvements in a subdivision being constructed by the Company and (b) $250,000 reserved under its Revolving Line of Credit for credit card usage. The amounts under the loan reserves and credit card reserve are not reflected as outstanding principal in notes payable.

The following table summarizes the notes payable scheduled principal repayments subsequent to ~~October~~January 31, ~~2025~~2026 (in thousands):


Fiscal Year	Scheduled Payments
2026	$	42
2027		9
2028		9
2029		1
Total	$	2321

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(7) REVENUES

Land sale revenues. Land sale revenues are sales of developed residential land, developed commercial land and undeveloped land.

Home sale revenues. Home sale revenues are sales of homes constructed and sold by the Company.

Other revenues. Other revenues consist of (in thousands):

Three Months Ended

~~Six~~Nine Months Ended

~~October~~January 31,

~~2025~~2026

~~2024~~2025

~~2025~~2026

~~2024~~2025

Landscaping revenues

~~565~~622

~~482~~370

1,~~106~~728

1,~~103~~473

Miscellaneous other revenues

~~283~~260

~~233~~148

~~529~~790

~~362~~510

Total

~~848~~882

~~715~~518

12,~~635~~518

1,~~465~~983

Refer to Note 7 to the consolidated financial statements contained in the 2025 Form 10-K for detail about the categories of other revenues.

Miscellaneous other revenues for the three and ~~six~~nine months ended ~~October~~January 31, ~~2025~~2026 primarily consist of management fees for homeowners’ associations, ~~and~~ residential rental revenues and billboard advertising revenues. Miscellaneous other revenues for the three and ~~six~~nine months ended ~~October~~January 31, ~~2024~~2025 primarily consist of extension fees for purchase contracts, management fees for homeowners’ associations and residential rental revenues.

Major customers:

● ~~Substantially~~A ~~all~~majority of the land sale revenues were received from one customer and two customers for the three and ~~six~~nine months ended ~~October~~January 31, ~~2025~~2026 and ~~three~~two customers ~~and~~for ~~four~~each ~~customers~~of ~~for~~ the three and ~~six~~nine months ended ~~October~~January 31, ~~2024~~2025. Other than receivables for immaterial amounts, there were no outstanding receivables from these customers as of ~~October~~January 31, ~~2025~~2026 or ~~October~~January 31, ~~2024~~2025.

● There ~~were~~was noone ~~customers~~customer that contributed in excess of 10% of the Company’s revenues for the three months ended ~~October~~January 31, ~~2025~~2026. The revenue for such customer for the three months ended January 31, 2026 was as follows: $6,429,000, with this revenue reported in the Company’s land development business segment. There were two customers that each contributed in excess of 10% of the Company’s revenues for the three months ended ~~October~~January 31, ~~2024~~2025. The revenues for such customers for the three months ended ~~October~~January 31, ~~2024~~2025 were as follows: $2985,~~224,~~000 and $21,~~502~~869,000, with this revenue reported in the Company’s land development business segment.

● There ~~were~~was noone ~~customers~~customer that contributed in excess of 10% of the Company’s revenues for the ~~six~~nine months ended ~~October~~January 31, ~~2025~~2026. The revenue for such customer for the nine months ended January 31, 2026 was as follows: $8,954,000, with this revenue reported in the Company’s land development business segment. There were two customers that each contributed in excess of 10% of the Company’s revenues for the ~~six~~nine months ended ~~October~~January 31, ~~2024~~2025. The revenues from such customers for the ~~six~~nine months ended ~~October~~January 31, ~~2024~~2025 were as follows: $46,~~159~~028,000 and $6,036,000, with this revenue reported in the Company’s land development business segment.

~~(8) COST OF REVENUES~~10

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(8)COST OF REVENUES

Land sale cost of revenues, net consists of (in thousands):

Three Months Ended

~~Six~~Nine Months Ended

~~October~~January 31,

~~2025~~2026

~~2024~~2025

~~2025~~2026

~~2024~~2025

Land sale cost of revenues

~~543~~5,249

2,~~745~~206

38,~~668~~917

912,~~891~~097

Less:

Public improvement district reimbursements

(~~192~~403)

—

(~~497~~899)

(814)

Private infrastructure covenant reimbursements

(~~124~~109)

(~~131~~57)

(~~225~~334)

(~~373~~430)

Payments for impact fee credits

(59595)

(~~288~~289)

(~~425~~1,021)

(1,~~469~~758)

Land sale cost of revenues, net

~~168~~4,142

21,~~326~~860

26,~~521~~663

79,~~235~~095

Refer to Note 8 to the consolidated financial statements contained in the 2025 Form 10-K for detail about land sale cost of revenues, net.

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Home sale cost of revenues includes costs for residential homes that were sold.

Other cost of revenues for the three and ~~six~~nine months ended ~~October~~January 31, ~~2025~~2026 and ~~October~~January 31, ~~2024~~2025 consists of the cost of goods sold for landscaping services.

(9) GENERAL AND ADMINISTRATIVE EXPENSES

General and administrative expenses consist of (in thousands):

Three Months Ended

~~Six~~Nine Months Ended

~~October~~January 31,

~~2025~~2026

~~2024~~2025

~~2025~~2026

~~2024~~2025

Land development

1,~~042~~922

~~987~~989

23,~~030~~952

12,~~895~~884

Homebuilding

~~479~~544

~~417~~467

~~926~~1,471

~~807~~1,274

Corporate

~~435~~464

~~421~~419

~~848~~1,310

~~754~~1,173

Total

12,~~956~~930

1,~~825~~875

36,~~804~~733

35,~~456~~331

(10) BENEFIT PLANS

401(k). Refer to Note 11 to the consolidated financial statements contained in the 2025 Form 10-K for detail regarding the Company’s 401(k) plan. For its 401(k) employer contribution, the Company accrued $3628,000 and $6795,000 for the three and ~~six~~nine months ended ~~October~~January 31, ~~2025~~2026 and $4131,000 and $6394,000 for the three and ~~six~~nine months ended ~~October~~January 31, ~~2024~~2025.

Equity compensation plan. Refer to Note 11 to the consolidated financial statements contained in the 2025 Form 10-K for detail regarding the AMREP Corporation 2016 Equity Compensation Plan (the “Equity Plan”). The summary of the restricted share award activity for the ~~six~~nine months ended ~~October~~January 31, ~~2025~~2026 presented below represents the maximum number of shares that could become vested after that date:


		Number of
Restricted share awards		Shares
Non-vested as of April 30, 2025		31,942
Granted during the six months ended October 31, 2025		18,500
Granted during the nine months ended January 31, 2026		18,500
Vested during the six months ended October 31, 2025		(15,715)
Vested during the nine months ended January 31, 2026		(15,715)
Forfeited during the six months ended October 31, 2025		(750)
Forfeited during the nine months ended January 31, 2026		(750)
Non-vested as of October 31, 2025		33,977
Non-vested as of January 31, 2026		33,977

The Company recognized non-cash compensation expense related to the vesting of restricted shares of common stock net of forfeitures of $85,000 and $149,000 for the three and six months ended October 31, 2025 and $86,000 and $139,000 for the three and six months ended October 31, 2024. As of October 31, 2025, there was $454,000 of unrecognized compensation expense related to restricted shares of common stock previously issued under the Equity Plan which had not vested, which is expected to be recognized over the remaining vesting term not to exceed three years.

Refer to Note 11 to the consolidated financial statements contained in the 2025 Form 10-K for detail regarding the option to purchase 50,000 shares of common stock of the Company under the Equity Plan. As of October 31, 2025, the option had not been exercised, cancelled or forfeited. The Company recognized non-cash compensation expense related to the option of $12,000 and $25,000 for the three and six months ended October 31, 2025 and $12,000 and $25,000 for the three and six months ended October 31, 2024. As of October 31, 2025 and October 31, 2024, the option was in-the-money and therefore was included in “weighted average number of common shares outstanding – diluted” when calculating diluted earnings per share.

Director compensation non-cash expense, which is recognized for the annual grant of deferred common share units to non-employee members of the Company’s Board of Directors ratably over each director’s service in office during the calendar year, was $22,000 and $45,000 for the three and six months ended October 31, 2025 and $22,000 and $45,000 for the three and six months ended October 31, 2024. As of October 31, 2025, there was $75,000 of accrued compensation expense related to the deferred common share units expected to be issued in December 2025. As of October 31, 2024, there was $75,000 of accrued compensation expense related to the deferred common share units issued in December 2024.

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~~Pension~~The ~~Plan.~~Company Inrecognized ~~connection~~non-cash ~~with~~compensation ~~the~~expense ~~termination~~related ofto the ~~Company’s~~vesting ~~defined~~of ~~benefit~~restricted ~~pension~~shares ~~plan,~~of ~~$1,230,000~~common ofstock ~~income~~net ~~tax~~of ~~effects~~forfeitures ~~that~~of ~~remained~~$103,000 inand ~~accumulated~~$250,000 ~~other~~for ~~comprehensive~~the ~~income~~three ~~were~~and ~~reclassified~~nine tomonths aended ~~benefit~~January ~~for~~31, ~~income~~2026 ~~taxes~~and ~~during~~$88,000 and $227,000 for the three and nine months ended ~~October~~January 31, ~~2024~~2025. ~~Refer~~As toof ~~Note~~January 1131, 2026, there was $355,000 of unrecognized compensation expense related to ~~the~~restricted ~~consolidated~~shares ~~financial~~of ~~statements~~common ~~contained~~stock inpreviously issued under the ~~2025~~Equity ~~Form~~Plan ~~10-K~~which ~~for~~had ~~detail~~not ~~regarding~~vested, ~~accumulated~~which ~~other~~is ~~comprehensive~~expected ~~income~~to be recognized over the remaining vesting term not to exceed three years.

(Refer to Note 11) ~~COMMITMENTS~~to ~~AND~~the ~~CONTINGENCIES~~consolidated financial statements contained in the 2025 Form 10-K for detail regarding the option to purchase 50,000 shares of common stock of the Company under the Equity Plan. As of January 31, 2026, the option had not been exercised, cancelled or forfeited. The Company recognized non-cash compensation expense related to the option of $13,000 and $37,000 for the three and nine months ended January 31, 2026 and $13,000 and $38,000 for the three and nine months ended January 31, 2025. As of January 31, 2026 and January 31, 2025, the option was in-the-money and therefore was included in “weighted average number of common shares outstanding – diluted” when calculating diluted earnings per share.

Director compensation non-cash expense, which is recognized for the annual grant of deferred common share units to non-employee members of the Company’s Board of Directors ratably over each director’s service in office during the calendar year, was $23,000 and $68,000 for the three and nine months ended January 31, 2026 and $23,000 and $68,000 for the three and nine months ended January 31, 2025. As of January 31, 2026, there was $8,000 of accrued compensation expense related to the deferred common share units expected to be issued in December 2026. As of January 31, 2025, there was $8,000 of accrued compensation expense related to the deferred common share units issued in December 2025.

Pension Plan. In connection with the termination of the Company’s defined benefit pension plan, $1,230,000 of income tax effects that remained in accumulated other comprehensive income were reclassified to a benefit for income taxes during the nine months ended January 31, 2025. This resulted in a reduction in the provision for income taxes for the nine months ended January 31, 2025. Refer to Note 11 to the consolidated financial statements contained in the 2025 Form 10-K for detail regarding accumulated other comprehensive income.

(11)COMMITMENTS AND CONTINGENCIES

Refer to Note 13 to the consolidated financial statements contained in the 2025 Form 10-K for detail regarding the Company’s warranty reserves, security for performance obligations and litigation.

Warranty Reserves. Changes in warranty reserves were as follows (in thousands):


	Three Months Ended				Six Months Ended
	October 31,				October 31,
	2025		2024		2025		2024
Balance at beginning of period	$	303	$	215	$	259	$	174
Warranty issued during period		40		25		91		70
Change in pre-existing reserves		—		—		—		—
Warranty expenditures during period		(3)		(6)		(10)		(10)
Balance at end of period	$	340	$	234	$	340	$	234

Security for Performance Obligations. As of October 31, 2025, the Company had loan reserves outstanding under its Revolving Line of Credit in the aggregate principal amount of $1,812,000 in favor of a municipality guarantying the completion of improvements in a subdivision being constructed by the Company.


	Three Months Ended				Nine Months Ended
	January 31,				January 31,
	2026		2025		2026		2025
Balance at beginning of period	$	340	$	234	$	259	$	175
Warranty issued during period		20		22		110		91
Change in pre-existing reserves		—		—		—		—
Warranty expenditures during period		(4)		(7)		(13)		(17)
Balance at end of period	$	356	$	249	$	356	$	249

Litigation. The Company has not accrued any amounts related to litigation matters as of October 31, 2025.

(12) EARNINGS PER SHARE

Refer to Note 14 to the consolidated financial statements contained in the 2025 Form 10-K for detail regarding the calculation of earnings per share – basic and earnings per share – diluted.

The components of earnings per share – basic are as follows (amounts in thousands, except per share amounts):


	Three Months Ended				Six Months Ended
	October 31,				October 31,
	2025		2024		2025		2024
Numerator:
Net income	$	1,200	$	4,042	$	5,892	$	8,106

Denominator:
Weighted average number of common shares outstanding – basic		5,338		5,320		5,332		5,314

Earnings per share – basic	$	0.22	$	0.76	$	1.11	$	1.53

Security for Performance Obligations. As of January 31, 2026, the Company had loan reserves outstanding under its Revolving Line of Credit in the aggregate principal amount of $1,812,000 in favor of a municipality guarantying the completion of improvements in a subdivision being constructed by the Company.

Litigation. The Company has not accrued any amounts related to litigation matters as of January 31, 2026.

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~~The components of earnings per share – diluted are as follows~~ (~~amounts~~12)EARNINGS inPER ~~thousands, except per share amounts):~~SHARE

Refer to Note 14 to the consolidated financial statements contained in the 2025 Form 10-K for detail regarding the calculation of earnings per share – basic and earnings per share – diluted.

The components of earnings per share – basic are as follows (amounts in thousands, except per share amounts):


	Three Months Ended				~~Six~~Nine Months Ended
	~~October~~January 31,				~~October~~January 31,
	~~2025~~2026		~~2024~~2025		~~2025~~2026		~~2024~~2025
Numerator:
Net income	$	13,~~200~~147	$	~~4,042~~717	$	59,~~892~~039	$	8,~~106~~823
Denominator:
Weighted average number of common shares outstanding – basic		5,~~338~~340		5,~~320~~321		5,~~332~~334		5,~~314~~316
Dilutive effect of unvested shares of restricted common stock		53		32		34		16
Earnings per share – basic	$	0.59	$	0.13	$	1.69	$	1.66
Dilutive effect of shares issuable upon the exercise of stock options that are in-the-money		1		22		19		37
Weighted average number of common shares outstanding – diluted		5,392		5,374		5,385		5,367
Earnings per share – diluted	$	0.22	$	0.75	$	1.09	$	1.51

The components of earnings per share – diluted are as follows (amounts in thousands, except per share amounts):

(13) INFORMATION ABOUT THE COMPANY’S OPERATIONS IN DIFFERENT INDUSTRY SEGMENTS


	Three Months Ended				Nine Months Ended
	January 31,				January 31,
	2026		2025		2026		2025
Numerator:
Net income	$	3,147	$	717	$	9,039	$	8,823
Denominator:
Weighted average number of common shares outstanding – basic		5,340		5,321		5,334		5,316
Dilutive effect of unvested shares of restricted common stock		34		32		35		32
Dilutive effect of shares issuable upon the exercise of stock options that are in-the-money		15		28		15		28
Weighted average number of common shares outstanding – diluted		5,389		5,381		5,384		5,376

Earnings per share – diluted	$	0.58	$	0.13	$	1.68	$	1.64

Refer to Note 15 to the consolidated financial statements contained in the 2025 Form 10-K for detail regarding the Company’s operations in different industry segments. With respect to the tables below, (1) revenue information provided for the land development segment includes certain amounts classified as home sale revenues in the accompanying condensed consolidated statements of operations, (2) general and administrative expenses primarily relate to payroll, employee benefits and professional expenses and (3) segment assets exclude corporate assets, such as cash and cash equivalents, corporate facilities and tax assets.

Three months ended October 31, 2025. The following table sets forth summarized data for the industry segments in which the Company operated for the three months ended October 31, 2025 (in thousands):



For the Three Months Ended	Land
October 31, 2025	Development		Homebuilding		Consolidated
Revenues	$	2,204	$	6,346	$	8,550
Other Revenues		826		22		848
Segment Revenues		3,030		6,368		9,398
Cost of Revenues		1,221		4,778		5,999
Other Cost of Revenues		324		—		324
General and administrative expenses		1,042		479		1,521
Segment profit (loss)		443		1,111		1,554
Interest income, net						459
Other income						—
Unallocated amounts:
Other corporate general and administrative expenses						(435)
Income before income taxes					$	1,578
Depreciation and amortization	$	77	$	4
Capital expenditures	$	(3)	$	63

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~~Three~~(13)INFORMATION ~~months~~ABOUT ~~ended~~THE ~~October~~COMPANY’S ~~31,~~OPERATIONS ~~2024.~~IN ~~The~~DIFFERENT ~~following~~REPORTABLE ~~table sets forth summarized data for the industry segments in which the Company operated for the three months ended October 31, 2024 (in thousands):~~SEGMENTS


For the Three Months Ended	Land
October 31, 2024	Development		Homebuilding		Consolidated
Revenues	$	6,955	$	4,236	$	11,191
Other Revenues		714		1		715
Segment Revenues		7,669		4,237		11,906
Cost of Revenues		3,575		3,028		6,603
Other Cost of Revenues		334		—		334
General and administrative expenses		987		417		1,404
Segment profit (loss)		2,773		792		3,565
Interest income, net						576
Other income						—
Unallocated amounts:
Other corporate general and administrative expenses						(421)
Income before income taxes					$	3,720
Depreciation and amortization	$	45	$	2
Capital expenditures	$	86	$	1

Refer to Note 15 to the consolidated financial statements contained in the 2025 Form 10-K for detail regarding the Company’s operations in different reportable segments. With respect to the tables below, (1) revenue information provided for the land development segment includes certain amounts classified as home sale revenues in the accompanying condensed consolidated statements of operations, (2) general and administrative expenses primarily relate to payroll, employee benefits and professional expenses and (3) segment assets exclude corporate assets, such as cash and cash equivalents, corporate facilities and tax assets.

The Company has simplified the presentation of segment revenues and cost of sales in the tables below to reflect total amounts per segment. Previously, these figures were disaggregated into two categories. This change was made to better align the presentation with how management reviews the business and to improve clarity for users. This modification is presentational only and does not affect the reported measures of segment profit or loss. The identification of reportable segments, as well as the measures of segment profit and segment assets used by the Company’s chief operating decision maker, remain unchanged. Prior period amounts have been reclassified to conform to the current period presentation.

Three months ended January 31, 2026. The following table sets forth summarized data for the reportable segments in which the Company operated for the three months ended January 31, 2026 (in thousands):

Six months ended October 31, 2025. The following table sets forth summarized data for the industry segments in which the Company operated for the six months ended October 31, 2025 (in thousands):



For the Three Months Ended	Land
January 31, 2026	Development		Homebuilding		Consolidated
Revenues	$	10,040	$	4,533	$	14,573
Cost of Revenues		5,270		3,366		8,636
General and administrative expenses		1,922		544		2,466
Segment profit		2,848		623		3,471
Interest income, net						393
Unallocated amounts:
Other corporate general and administrative expenses						(464)
Income before income taxes					$	3,400
Depreciation and amortization	$	83	$	8
Capital expenditures	$	—	$	18


For the Six Months Ended	Land
October 31, 2025	Development		Homebuilding		Consolidated
Revenues	$	11,049	$	14,566	$	25,615
Other Revenues		1,592		43		1,635
Segment Revenues		12,641		14,609		27,250
Cost of Revenues		4,803		10,730		15,533
Other Cost of Revenues		648		—		648
General and administrative expenses		2,030		926		2,956
Segment profit (loss)		5,160		2,953		8,113
Interest income, net						915
Other income						—
Unallocated amounts:
Other corporate general and administrative expenses						(848)
Income before income taxes					$	8,180
Depreciation and amortization	$	145	$	14
Capital expenditures	$	—	$	80
Segment assets as of October 31, 2025	$	115,465	$	23,450

Three months ended January 31, 2025. The following table sets forth summarized data for the reportable segments in which the Company operated for the three months ended January 31, 2025 (in thousands):


For the Three Months Ended	Land
January 31, 2025	Development		Homebuilding		Consolidated
Revenues	$	4,248	$	3,272	$	7,520
Cost of Revenues		2,734		2,479		5,213
General and administrative expenses		989		467		1,456
Segment profit		525		326		851
Interest income, net						410
Unallocated amounts:
Other corporate general and administrative expenses						(419)
Income before income taxes					$	842
Depreciation and amortization	$	54	$	3
Capital expenditures	$	24	$	2

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~~Six~~Nine months ended ~~October~~January 31, ~~2024~~2026. The following table sets forth summarized data for the ~~industry~~reportable segments in which the Company operated for the ~~six~~nine months ended ~~October~~January 31, ~~2024~~2026 (in thousands):


For the Six Months Ended	Land
For the Nine Months Ended	Land
October 31, 2024	Development		Homebuilding		Consolidated
January 31, 2026	Development		Homebuilding		Consolidated
Revenues	$	1722,~~622~~681	$	1119,~~910~~142	$	2941,~~532~~823
Other Revenues		1,455		5		1,460
Cost of Revenues		10,723		14,095		24,818
Segment Revenues		19,077		11,915		30,992
General and administrative expenses		3,952		1,471		5,423
Cost of Revenues		9,729		9,028		18,757
Segment profit		8,006		3,576		11,582
Other Cost of Revenues		648		—		648
Interest income, net						1,308
General and administrative expenses		1,895		807		2,702
Unallocated amounts:
Segment profit (loss)		6,805		2,080		8,885
Other corporate general and administrative expenses						(1,310)
Interest income, net						857
Income before income taxes					$	11,580
Other income						—
Depreciation and amortization	$	229	$	21
Unallocated amounts:
Capital expenditures	$	—	$	98
Other corporate general and administrative expenses						(749)
Segment assets as of January 31, 2026	$	120,418	$	22,586
Income before income taxes					$	8,993
Depreciation and amortization	$	91	$	5
Capital expenditures	$	110	$	10
Segment assets as of October 31, 2024	$	102,749	$	14,790

Nine months ended January 31, 2025. The following table sets forth summarized data for the reportable segments in which the Company operated for the nine months ended January 31, 2025 (in thousands):


For the Nine Months Ended	Land
January 31, 2025	Development		Homebuilding		Consolidated
Revenues	$	23,324	$	15,187	$	38,511
Cost of Revenues		13,669		10,948		24,617
General and administrative expenses		2,884		1,274		4,158
Segment profit		6,771		2,965		9,736
Interest income, net						1,267
Unallocated amounts:
Other corporate general and administrative expenses						(1,168)
Income before income taxes					$	9,835
Depreciation and amortization	$	145	$	8
Capital expenditures	$	134	$	12
Segment assets as of January 31, 2025	$	102,219	$	18,514

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Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

AMREP Corporation (the “Company”), through its subsidiaries, is primarily engaged in two business segments: land development and homebuilding. The Company has no foreign sales or activities outside the United States. Unless the context otherwise indicates, all references to the Company in this quarterly report on Form 10-Q include the Company and its subsidiaries. The following provides information that management believes is relevant to an assessment and understanding of the Company’s unaudited condensed consolidated results of operations and financial condition. The information contained in this Item 2 should be read in conjunction with the unaudited condensed consolidated financial statements and related notes thereto included in this report on Form 10-Q and with the Company’s annual report on Form 10-K for the year ended April 30, 2025, which was filed with the Securities and Exchange Commission on July 25, 2025 (the “2025 Form 10-K”). Many of the amounts and percentages presented in this Item 2 have been rounded for convenience of presentation. Unless the context otherwise indicates, all references to 2026 and 2025 are to the fiscal years ending April 30, 2026 and 2025.

CRITICAL ACCOUNTING POLICIES AND ESTIMATES

Management’s discussion and analysis of financial condition and results of operations is based on the accounting policies used and disclosed in the 2025 condensed consolidated financial statements and accompanying notes that were prepared in accordance with accounting principles generally accepted in the United States of America and included as part of the 2025 Form 10-K. The preparation of the unaudited condensed consolidated financial statements included in this report on Form 10-Q required management to make estimates and assumptions that affected the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the dates of the unaudited condensed consolidated financial statements and the reported amounts of revenues and expenses during the reporting periods. Actual amounts or results could differ from those estimates and assumptions.

The Company’s critical accounting policies, assumptions and estimates are described in Item 7 of Part II of the 2025 Form 10-K. There have been no changes in these critical accounting policies.

Information concerning the Company’s implementation and the impact of recent accounting standards or updates issued by the Financial Accounting Standards Board is included in the notes to the consolidated financial statements contained in the 2025 Form 10-K and in the notes to the unaudited condensed consolidated financial statements included in this report on Form 10-Q. The Company did not adopt any accounting ~~policy~~policies induring the ~~six~~nine months ended ~~October~~January 31, ~~2025~~2026 that had a material effect on its unaudited condensed consolidated financial statements.

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RESULTS OF OPERATIONS

For the three months ended ~~October~~January 31, ~~2025~~2026, the Company had net income of $13,~~200~~147,000, or $0.2258 per diluted share, compared to net income of $4717,~~042,~~000, or $0.7513 per diluted share, for the three months ended ~~October~~January 31, ~~2024~~2025. For the ~~six~~nine months ended ~~October~~January 31, ~~2025~~2026, the Company had net income of $59,~~892~~039,000, or $1.0968 per diluted share, compared to net income of $8,~~106~~823,000, or $1.5164 per diluted share, for the ~~six~~nine months ended ~~October~~January 31, ~~2024~~2025.

During 2026 and 2025, the Company experienced material delays in municipal entitlements, infrastructure availability, approvals and inspections, contractor schedules and utility response times in both the land development business segment and homebuilding business segment, which caused delays in construction and the realization of revenues and increases in cost of revenues. While construction and land costs remain elevated, the Company has been able to partially offset these cost increases through land and home price increases in 2026 and 2025 due to a strong pricing environment, which may not continue. The rising cost of housing due to increases in average sales prices in recent years and the level of mortgage interest rates, coupled with general inflation in the U.S. economy and other macroeconomic factors, have placed pressure on overall housing affordability, negatively affecting demand and have caused many potential homebuyers to pause and reconsider their housing choices. In addition, any tariffs on goods used as inputs in ~~both~~ the land development business segment ~~and~~or homebuilding business segment may result in further increases in the cost of housing and average sales prices. Given the affordability challenges and the resulting impact on demand, the Company has provided sales incentives on certain homes, reduced the sale prices of certain homes, reduced the size of lots and homes, opportunistically leased completed homes and slowed the pace of housing starts and land development projects. During 2026 and 2025, the Company reduced the number and scope of its active land development projects and delayed proceeding with certain new land development projects due to market headwinds and uncertainty, a more intentional focus on growing the homebuilding business segment and an increase in entitlement, contractor and infrastructure delays as compared to prior years. This is expected to result in a reduction of revenues from the sale of developed residential land during 2026 and fiscal year 2027 as compared to 2025. Future economic conditions and the demand for land and homes are subject to continued uncertainty due to many factors, including macroeconomic factors, changes in mortgage interest rates, inflation, tariffs, supplies of new and existing home inventory available for sale, labor shortages and other factors. The Company’s past performance may not be indicative of future results.

Revenues. The following presents information on revenues (dollars in thousands):

Three Months Ended ~~October~~January 31,

Increase

~~2025~~2026

~~2024~~2025

(decrease)

Land sale revenues

~~825~~8,266

52,~~857~~908

(5,~~032)~~358

~~(86)~~184

Home sale revenues

75,~~725~~425

54,~~334~~094

21,~~391~~331

4533

Other revenues

~~848~~882

~~715~~518

~~133~~364

1970

Total

914,~~398~~573

117,~~906~~520

(27,~~508)~~053

~~(21)~~94

~~Six~~Nine Months Ended ~~October~~January 31,

Increase

~~2025~~2026

~~2024~~2025

(decrease)

Land sale revenues

816,~~319~~585

1518,~~206~~113

(61,~~887~~528)

(458)

Home sale revenues

1722,~~296~~720

1418,~~326~~420

24,~~970~~300

2123

Other revenues

12,~~635~~518

1,~~465~~983

~~170~~535

1227

Total

2741,~~250~~823

3038,~~997~~516

(3,~~747)~~307

~~(12)~~9

● The change in land sale revenues for the three months ended October 31, 2025 compared to the prior period was primarily due to decreases in revenues from the sale of developed residential land and undeveloped land. The change in land sale revenues for the six months ended October 31, 2025 compared to the prior period was primarily due to a decrease in revenues from the sale of developed residential land offset in part by increases in revenues from the sale of undeveloped land and commercial developed land. During the six months ended October 31, 2025, the Company sold 467 acres of contiguous undeveloped land in Sandoval County, New Mexico, representing $2,174,000 of revenue, to one purchaser. During the three months ended October 31, 2024, the Company sold 549 acres of contiguous undeveloped land in Sandoval County, New Mexico, representing $2,502,000 of revenue, to one purchaser. The Company’s land sale revenues consist of (dollars in thousands):

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	Three Months Ended October 31, 2025					Three Months Ended October 31, 2024
	Acres Sold	Revenues		Revenue Per Acre1		Acres Sold	Revenues		Revenue Per Acre1
Developed
Residential	1.0	$	689	$	710	4.1	$	3,283	$	801
Commercial	—		—		—	—		—		—
Total Developed	1.0		689		710	4.1		3,283		801
Undeveloped	15.7		136		9	567.1		2,574		5
Total	16.7	$	825		50	571.2	$	5,857		10

●

The change in land sale revenues for the three months ended January 31, 2026 compared to the prior period was primarily due to increases in revenues from the sale of developed residential land and undeveloped land. The change in land sale revenues for the nine months ended January 31, 2026 compared to the prior period was primarily due to a decrease in revenues from the sale of developed residential land offset in part by increases in revenues from the sale of undeveloped land and commercial developed land. During the nine months ended January 31, 2026, the Company sold 467 acres of contiguous undeveloped land in Sandoval County, New Mexico, representing $2,174,000 of revenue, to one purchaser. During the nine months ended January 31, 2025, the Company sold 549 acres of contiguous undeveloped land in Sandoval County, New Mexico, representing $2,502,000 of revenue, to one purchaser. The Company’s land sale revenues consist of (dollars in thousands):

~~Six~~Three Months Ended ~~October~~January 31, ~~2025~~2026

~~Six~~Three Months Ended ~~October~~January 31, ~~2024~~2025

Acres Sold

Revenues

Revenue Per Acre1

Acres Sold

Revenues

Revenue Per Acre1

Developed

Residential

68.6

47,~~917~~531

~~745~~876

164.1

122,~~468~~855

~~779~~696

Commercial

~~3.3~~—

~~1,000~~—

~~303~~—

—

Total Developed

98.96

57,~~917~~531

~~598~~876

164.1

122,~~468~~855

~~779~~696

Undeveloped

~~501~~25.82

~~2,402~~735

529

~~585~~5.27

~~2,738~~53

Total

~~511~~33.78

8,~~319~~266

16245

~~601~~9.28

152,~~206~~908

25297


	Nine Months Ended January 31, 2026					Nine Months Ended January 31, 2025
	Acres Sold	Revenues		Revenue Per Acre¹		Acres Sold	Revenues		Revenue Per Acre¹
Developed
Residential	15.2	$	12,448	$	819	20.1	$	15,322	$	762
Commercial	3.3		1,000		303	—		—		—
Total Developed	18.5		13,448		727	20.1		15,322		762
Undeveloped	520.8		3,137		6	590.8		2,791		5
Total	539.3	$	16,585		31	610.9	$	18,113		30

¹ Revenue per acre may not calculate precisely due to the rounding of revenues to the nearest thousand dollars.

The changes in the revenue per acre of developed residential land, developed commercial land and undeveloped land for the three and ~~six~~nine months ended ~~October~~January 31, ~~2025~~2026 compared to the prior periods were primarily due to the location and mix of land sold.

● The changes in home sale revenues for the three and ~~six~~nine months ended ~~October~~January 31, ~~2025~~2026 compared to the prior periods were primarily due to an increase in the number of homes sold. The changes in average selling prices for the three and ~~six~~nine months ended ~~October~~January 31, ~~2025~~2026 compared to the prior periods were primarily due to the location, size and mix of homes sold. The Company’s home sale revenues consist of (dollars in thousands):


	Three Months Ended ~~October~~January 31,
	~~2025~~2026		~~2024~~2025
Homes sold		1813		1210
Average selling price	$	~~435~~416	$	~~444~~409


	~~Six~~Nine Months Ended ~~October~~January 31,
	~~2025~~2026		~~2024~~2025
Homes sold		4053		3343
Average selling price	$	~~435~~430	$	~~434~~428

As of ~~October~~January 31, ~~2025~~2026, the Company had 5967 homes in production, including 1615 homes under contract, which homes under contract represented $7,~~446~~797,000 of expected home sale revenues (less any sales incentives associated with such contracts) when closed, subject to customer cancellations and change orders. As of ~~October~~January 31, ~~2024~~2025, the Company had 70101 homes in production, including 1516 homes under contract, which homes under contract represented $67,~~610~~204,000 of expected home sale revenues (less any sales incentives associated with such contracts) when closed, subject to customer cancellations and change orders.

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●

Other revenues consist of (in thousands):


	Three Months Ended ~~October~~January 31,
	~~2025~~2026		~~2024~~2025
Landscaping revenues	$	~~565~~622	$	~~482~~370
Miscellaneous other revenues		~~283~~260		~~233~~148
Total	$	~~848~~882	$	~~715~~518


	~~Six~~Nine Months Ended ~~October~~January 31,
	~~2025~~2026		~~2024~~2025
Landscaping revenues	$	1,~~106~~728	$	1,~~103~~473
Miscellaneous other revenues		~~529~~790		~~362~~510
Total	$	12,~~635~~518	$	1,~~465~~983

Miscellaneous other revenues for the three and ~~six~~nine months ended ~~October~~January 31, ~~2025~~2026 primarily consist of management fees for homeowners’ associations and residential rental revenues. Miscellaneous other revenues for the three and ~~six~~nine months ended ~~October~~January 31, ~~2024~~2025 primarily consist of extension fees for purchase contracts, management fees for homeowners’ associations and residential rental revenues.

Cost of Revenues. The following presents information on cost of revenues (~~dollars~~ in thousands):


	Three Months Ended ~~October~~January 31,				Increase
	~~2025~~2026		~~2024~~2025		(decrease)
Land sale cost of revenues, net	$	~~168~~4,142	$	21,~~326~~860	$	(2,~~158)~~282
Home sale cost of revenues		54,~~831~~152		43,~~277~~173		~~1,554~~979
Other cost of revenues		~~324~~342		~~334~~180		~~(10)~~162
Total	$	68,~~323~~636	$	65,~~937~~213		~~(614)~~3,423


	~~Six~~Nine Months Ended ~~October~~January 31,				Increase
	~~2025~~2026		~~2024~~2025		(decrease)
Land sale cost of revenues, net	$	26,~~521~~663	$	79,~~235~~095	$	(42,~~714~~432)
Home sale cost of revenues		1317,~~012~~163		1114,~~522~~694		12,~~490~~469
Other cost of revenues		~~648~~992		~~648~~828		0164
Total	$	1624,~~181~~818	$	1924,~~405~~617		~~(3,224)~~201

●

Land sale cost of revenues, net consists of (in thousands):


	Three Months Ended ~~October~~January 31,
	~~2025~~2026		~~2024~~2025
Land sale cost of revenues	$	~~543~~5,249	$	2,~~745~~206
Less:
Public improvement district reimbursements		(~~192~~403)		—
Private infrastructure covenant reimbursements		(~~124~~109)		(~~131~~57)
Payments for impact fee credits		(59595)		(~~288~~289)
Land sale cost of revenues, net	$	~~168~~4,142	$	21,~~326~~860


	~~Six~~Nine Months Ended ~~October~~January 31,
	~~2025~~2026		~~2024~~2025
Land sale cost of revenues	$	38,~~668~~917	$	912,~~891~~097
Less:
Public improvement district reimbursements		(~~497~~899)		(814)
Private infrastructure covenant reimbursements		(~~225~~334)		(~~373~~430)
Payments for impact fee credits		(~~425~~1,021)		(1,~~469~~758)
Land sale cost of revenues, net	$	26,~~521~~663	$	79,~~235~~095

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Land sale gross margins were 8050% and 7060% for the three and ~~six~~nine months ended ~~October~~January 31, ~~2025~~2026 compared to 6036% and 5250% for the three and ~~six~~nine months ended ~~October~~January 31, ~~2024~~2025. The changes in gross margin were primarily due to changes in public improvement district reimbursements, private infrastructure covenant reimbursements and payments for impact fee credits and the location, size and mix of property sold ~~(including the sale of 15~~.7 acres and 501.8 acres for the three and six months ended October 31, 2025 as compared to the sale of 567.1 acres and 585.2 acres for the three and six months ended October 31, 2024 of undeveloped land with a low associated land sale cost of revenues).

● The changes in home sale cost of revenues for the three and ~~six~~nine months ended ~~October~~January 31, ~~2025~~2026 compared to the prior periods were primarily due to the number, location, size and mix of homes sold and increases in the prices of building materials and skilled labor. Home sale gross margins were 2523% and 24% for the three and ~~six~~nine months ended ~~October~~January 31, ~~2025~~2026 compared to 23% and 20% for the three and ~~six~~nine months ended ~~October~~January 31, ~~2024~~2025. The changes in gross margin were primarily due to the location, size and mix of homes sold offset in part by increases in the amount of sales incentives to homebuyers and increases in the prices of building materials and skilled labor.

● Other cost of revenues for the three and ~~six~~nine months ended ~~October~~January 31, ~~2025~~2026 and ~~October~~January 31, ~~2024~~2025 consists of the cost of goods sold for landscaping services.

As a result of many factors, including the nature and timing of specific transactions and the type and location of land or homes being sold, revenues, average selling prices and related gross margins from land sales or home sales can vary significantly from period to period and prior results are not necessarily a good indication of what may occur in future periods.

General and Administrative Expenses. The following presents information on general and administrative expenses (dollars in thousands):


	Three Months Ended ~~October~~January 31,				Increase
	~~2025~~2026		~~2024~~2025		(decrease)
Land development	$	1,~~042~~922	$	~~987~~989	$	55933	694	%
Homebuilding		~~479~~544		~~417~~467		6277	1516	%
Corporate		~~435~~464		~~421~~419		1445	311	%
Total	$	12,~~956~~930	$	1,~~825~~875		~~131~~1,055	756	%


	~~Six~~Nine Months Ended ~~October~~January 31,				Increase
	~~2025~~2026		~~2024~~2025		(decrease)
Land development	$	23,~~030~~952	$	12,~~895~~884	$	~~135~~1,068	737	%
Homebuilding		~~926~~1,471		~~807~~1,274		~~119~~197	15	%
Corporate		~~848~~1,310		~~754~~1,173		94137	12	%
Total	$	36,~~804~~733	$	35,~~456~~331		~~348~~1,402	1026	%

● The changes in land development general and administrative expenses for the three and ~~six~~nine months ended ~~October~~January 31, ~~2025~~2026 compared to the prior periods were primarily due to ~~increases~~an increase in ~~compensation~~property ~~expense, professional services and depreciation~~taxes.

● The changes in homebuilding general and administrative expenses for the three and ~~six~~nine months ended ~~October~~January 31, ~~2025~~2026 compared to the prior periods were primarily due to increases in professional services, ~~compensation expense, property taxes~~ and ~~depreciation~~insurance expense.

● The changes in corporate general and administrative expenses for the three and ~~six~~nine months ended ~~October~~January 31, ~~2025~~2026 compared to the prior periods were primarily due to ~~increases~~an increase in ~~professional services and~~ compensation expense.

The Company did not record any non-cash impairment charges on real estate inventory or investment assets in the three and ~~six~~nine months ended ~~October~~January 31, ~~2025~~2026 or ~~October~~January 31, ~~2024~~2025. Changes in economic and other market conditions may adversely impact the fair market value of the Company’s real estate inventory or investment assets, which could lead to impairment charges in future periods.

Interest Income, net. Interest income, net was $393,000 and $1,308,000 for the three and nine months ended January 31, 2026 and $410,000 and $1,267,000 for the three and nine months ended January 31, 2025. There were no interest or loan costs capitalized in real estate inventory in the three and nine months ended January 31, 2026 or January 31, 2025.

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~~Interest~~ Income, ~~net~~Taxes. ~~Interest~~The Company had a provision for income, ~~net~~taxes ~~was~~of $~~459~~253,000 and $~~915~~2,541,000 for the three and ~~six~~nine months ended ~~October~~January 31, ~~2025~~2026 ~~and~~related to the amount of income before income taxes during each period. The Company had a provision for income taxes of $~~576~~125,000 and $~~857~~1,012,000 for the three and ~~six~~nine months ended ~~October~~January 31, ~~2024~~2025. ~~There~~The ~~were~~provision nofor ~~interest~~income ortaxes ~~loan~~for ~~costs~~the ~~capitalized~~three inand ~~real~~nine ~~estate~~months ~~inventory~~ended inJanuary 31, 2025 related to the ~~three~~amount of income before income taxes during each period and, ~~six~~for the nine months ended ~~October~~January 31, 2025, orto ~~October~~the reclassification of the balance of accumulated other comprehensive income (loss) to a benefit for income taxes. In connection with the termination of the Company’s defined benefit pension plan, $1,230,000 of income tax effects that remained in accumulated other comprehensive income were reclassified to a benefit for income taxes during the three months ended January 31, ~~2024~~2025. Refer to Note 11 to the consolidated financial statements contained in the 2025 Form 10-K for detail regarding accumulated other comprehensive income.

Income Taxes. The Company had a provision for income taxes of $378,000 and $2,288,000 for the three and six months ended October 31, 2025 related to the amount of income before income taxes during each period. The Company had a benefit for income taxes of $322,000 for the three months ended October 31, 2024 and a provision for income taxes of $887,000 for the six months ended October 31, 2024. The benefit (provision) for income taxes for the three and six months ended October 31, 2024 related to the amount of income before income taxes during each period and to the reclassification of the balance of accumulated other comprehensive income to a benefit for income taxes. In connection with the termination of the Company’s defined benefit pension plan, $1,230,000 of income tax effects that remained in accumulated other comprehensive income were reclassified to a benefit for income taxes during the three months ended October 31, 2024. Refer to Note 11 to the consolidated financial statements contained in the 2025 Form 10-K for detail regarding accumulated other comprehensive income.

LIQUIDITY AND CAPITAL RESOURCES

Except as described herein, there have been no material changes to the Company’s liquidity and capital resources as reflected in the Liquidity and Capital Resources section of Management’s Discussion and Analysis of Financial Condition and Results of Operations in the 2025 Form 10-K.

The Company had cash, cash equivalents and restricted cash as follows (dollars in thousands):


	~~October~~January 31,		April 30,
	~~2025~~2026		2025		Increase (decrease)
Cash	$	1016,~~131~~299	$	10,651	$	~~(520)~~5,648	~~(5)~~53	%
U.S. Government Securities		3433,~~489~~699		28,815		54,~~674~~884	2017	%
Restricted Cash		~~491~~496		455		3641	89	%
Total	$	4550,~~111~~494	$	39,921		510,~~190~~573	1326	%

Cash Flow. The following presents information on cash flows (in thousands):


	~~Six~~Nine Months Ended ~~October~~January 31,
	~~2025~~2026		~~2024~~2025
Net cash provided by (used in) operating activities	$	510,~~273~~677	$	107,~~509~~273
Net cash provided by (used in) investing activities		(8099)		(~~120~~116)
Net cash provided by (used in) financing activities		(35)		(37)
Increase in cash and cash equivalents	$	510,~~190~~573	$	107,~~386~~150

~~The~~Notes ~~net~~payable ~~cash~~decreased ~~provided~~from by$26,000 ~~operating~~as ~~activities~~of ~~for~~April ~~the six months ended October 31~~30, 2025 ~~was primarily due~~ to ~~cash~~$21,000 ~~generated~~as ~~from~~of ~~business~~January ~~operations~~31, ~~and~~2026 ~~increases~~due into ~~accounts~~principal ~~payable~~debt ~~and accrued expenses offset in part by increases in real estate inventory and investment assets and a decrease in income taxes (payable) receivable, net~~repayments. ~~The~~Refer ~~net~~to ~~cash~~Note ~~provided~~6 byto ~~operating activities for~~ the ~~six~~unaudited ~~months~~condensed ~~ended~~consolidated ~~October~~financial ~~31,~~statements ~~2024~~included ~~was primarily due to cash generated from business operations and decreases~~ in ~~real~~this ~~estate~~report ~~inventory~~on ~~and~~Form ~~other~~10-Q ~~assets~~ and anNote ~~increase~~6 into ~~taxes~~the ~~payable~~consolidated ~~(receivable),~~financial ~~net~~statements ~~offset~~contained in ~~part~~the by2025 anForm ~~increase~~10-K infor ~~investment~~detail ~~assets~~regarding ~~and~~the aCompany’s ~~decrease~~notes ~~in accounts~~ payable ~~and accrued expenses~~.

Notes payable decreased from $26,000 as of April 30, 2025 to $23,000 as of October 31, 2025 due to principal debt repayments. Refer to Note 6 to the unaudited condensed consolidated financial statements included in this report on Form 10-Q and Note 6 to the consolidated financial statements contained in the 2025 Form 10-K for detail regarding the Company’s notes payable.

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Asset and Liability Levels. The following presents information on certain assets and liabilities (dollars in thousands):


	~~October~~January 31,		April 30,		Increase
	~~2025~~2026		2025		(decrease)
Real estate inventory	$	6866,~~584~~798	$	66,750	$	~~1,834~~48	30	%
Investment assets, net		16,~~362~~591		14,880		1,~~482~~711	1011	%
Other assets		3,~~046~~103		2,939		~~107~~164	46	%
Deferred income taxes, net		76,~~030~~959		8,969		(12,~~939~~010)	(22)	%
Accounts payable and accrued expenses		4,~~052~~531		3,789		~~263~~742	720	%
Income taxes (payable) receivable, net		(3013)		317		(~~347~~330)	(~~109~~104)	%

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●

Real estate inventory consists of (dollars in thousands):


	~~October~~January 31,		April 30,		Increase
	~~2025~~2026		2025		(decrease)
Land inventory	$	5654,~~433~~871	$	50,030	$	64,~~403~~841	1310	%
Homebuilding model and completed inventory		8,~~155~~682		13,090		(4,~~935~~408)	(3834)	%
Homebuilding construction in process		3,~~996~~245		3,630		~~366~~(385)	10(11)	%
Total	$	6866,~~584~~798	$	66,750

From April 30, 2025 to ~~October~~January 31, ~~2025~~2026, the change in land inventory was primarily due to land development activity and the acquisition of land offset in part by the sale of land, the change in homebuilding model and completed inventory was primarily due to the sale of homes offset in part by the completion of homes not yet sold and the change in homebuilding construction in process was primarily due to ana ~~increase~~decrease in the number of homes that started construction.

●

Investment assets, net consist of (dollars in thousands):


	~~October~~January 31,		April 30,		Increase
	~~2025~~2026		2025		(decrease)
Land held for long-term investment	$	8,~~502~~482	$	8,843	$	(~~341~~361)	(4)	%
Owned real estate leased or intended to be leased		8,~~118~~421		6,207		12,~~911~~214	3136	%
Less accumulated depreciation		(~~258~~312)		(170)		(88142)	(5284)	%
Owned real estate leased or intended to be leased, net		78,~~860~~109		6,037		12,~~823~~072	3034	%
Total	$	16,~~362~~591	$	14,880

~~During~~As of January 31, 2026, the ~~six~~Company ~~months~~leased ~~ended~~28 ~~October~~homes 31to residential tenants. As of April 30, 2025, the Company ~~sold~~leased ~~501~~21 homes to residential tenants.8 ~~acres~~Given the impact on demand as a result of ~~undeveloped~~affordability ~~property~~challenges, inthe ~~Sandoval~~Company ~~County~~has opportunistically leased completed homes. Depreciation associated with owned real estate leased or intended to be leased was $54,000 ~~New~~and ~~Mexico~~$142,000 ~~categorized~~for asthe ~~land~~three ~~held~~and nine months ended January 31, 2026 and $33,000 and $64,000 for ~~long-term~~the ~~investment~~three and nine months ended January 31, 2025.

As● ofFrom ~~October 31, 2025, the Company leased 28 homes to residential tenants. As of~~ April 30, 2025, ~~the Company leased 21 homes~~ to ~~residential~~January tenants. Given the impact on demand as a result of affordability challenges, the Company has opportunistically leased completed homes. Depreciation associated with owned real estate leased or intended to be leased was $49,000 and $88,000 for the three and six months ended October 31, ~~2025 and $24,000 and $48,000 for the three and six months ended October 31, 2024.~~2026:

● From April 30, 2025 to October 31, 2025:

o

The change in other assets was primarily due to increases in prepaid expenses related to insurance and accounts receivable.

o The change in deferred income taxes, net was primarily due to the income tax effect of the amount of income before income taxes for the ~~six~~nine months ended ~~October~~January 31, ~~2025~~2026.

o

The change in accounts payable and accrued expenses was primarily due to an increase in accruals for property taxes.

o

The change in income taxes (payable) receivable was primarily due to the accrual of income taxes payable.

22Off-Balance Sheet Arrangements. As of January 31, 2026 and January 31, 2025, the Company did not have any off-balance sheet arrangements (as defined in Item 303(a)(4)(ii) of Regulation S-K).

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Off-Balance Sheet Arrangements. As of October 31, 2025 and October 31, 2024, the Company did not have any off-balance sheet arrangements (as defined in Item 303(a)(4)(ii) of Regulation S-K).

Recent Accounting Pronouncements. Refer to Note 1 to the consolidated financial statements contained in the 2025 Form 10-K and Note 1 to the unaudited condensed consolidated financial statements included in this report on Form 10-Q for a discussion of recently issued accounting pronouncements.

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Statement of Forward-Looking Information

The Private Securities Litigation Reform Act of 1995 provides a safe harbor for forward-looking statements made by or on behalf of the Company. The Company and its representatives may from time to time make written or oral statements that are “forward-looking”, including statements contained in this report and other filings with the Securities and Exchange Commission, reports to the Company’s shareholders and news releases. All statements that express expectations, estimates, forecasts or projections are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. In addition, other written or oral statements, which constitute forward-looking statements, may be made by or on behalf of the Company. Words such as “expects”, “anticipates”, “intends”, “plans”, “believes”, “seeks”, “estimates”, “projects”, “forecasts”, “may”, “should”, variations of such words and similar expressions are intended to identify such forward-looking statements. These statements are not guarantees of future performance and involve certain risks, uncertainties and contingencies that are difficult to predict. All forward-looking statements speak only as of the date of this report or, in the case of any document incorporated by reference, the date of that document. All subsequent written and oral forward-looking statements attributable to the Company or any person acting on behalf of the Company are qualified by the cautionary statements in this section. Many of the factors that will determine the Company’s future results are beyond the ability of management to control or predict. Therefore, actual outcomes and results may differ materially from what is expressed or forecasted in or suggested by such forward-looking statements.

The forward-looking statements contained in this report include, but are not limited to, statements regarding (1) the Company’s ability to finance its future working capital, land development, acquisition of land, homebuilding, commercial projects, general and administrative expenses and capital expenditure needs, (2) the Company’s expected liquidity sources, including the availability of bank financing for projects and the utilization of existing bank financing, (3) estimates of the Company’s exposure to warranty claims and liabilities for litigation and legal claims, estimates of the cost to complete of common land development costs and the estimated relative sales values of individual parcels of land in connection with the allocation of common land development costs, (4) the adequacy of warranty reserves to cover the ultimate resolution of any potential liabilities associated with warranty claims, (5) the conditions resulting in homebuyer affordability challenges, (6) the amount of land sale revenues during 2025 and 2026, (7) the backlog of homes under contract and in production and the dollar amount of expected sale revenues when such homes are closed, (8) the categorization of owned real estate leased or intended to be leased, (9) the timing of recognizing unrecognized compensation expense related to shares of common stock issued under the AMREP Corporation 2016 Equity Compensation Plan, (10) the future issuance of deferred stock units to directors of the Company, (11) the dilution to earnings per share that unvested shares of restricted common stock or shares issuable upon the exercise of stock options may cause in the future and (12) the future business conditions that may be experienced by the Company. The Company undertakes no obligation to update or publicly release any revisions to any forward-looking statement to reflect events, circumstances or changes in expectations after the date of such forward-looking statement, or to make any other forward-looking statements, whether as a result of new information, future events or otherwise.

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Item 4. Controls and Procedures

Evaluation of Disclosure Controls and Procedures

The Company’s management, with the participation of the Company’s Chief Executive Officer and Chief Financial Officer, has evaluated the effectiveness of the Company’s disclosure controls and procedures (as defined in Rule 13a-15(e) under the Securities Exchange Act of 1934) as of the end of the period covered by this report. As a result of such evaluation, the Company’s Chief Executive Officer and Chief Financial Officer have concluded that such disclosure controls and procedures were effective as of ~~October~~January 31, ~~2025~~2026 to provide reasonable assurance that the information required to be disclosed in the reports the Company files or submits under the Securities Exchange Act of 1934 is (i) recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission’s rules and forms, and (ii) accumulated and communicated to the Company’s management, including the Company’s Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding disclosure. The Company believes that a control system, no matter how well designed and operated, cannot provide absolute assurance that the objectives of the control system are met, and no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, within a company have been detected.

Changes in Internal Control over Financial Reporting

No change in the Company’s system of internal control over “financial reporting” (as such term is defined in Rules 13a-15(f) and 15d-15(f) of the Securities Exchange Act of 1934) occurred during the most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, internal control over financial reporting.

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PART II. OTHER INFORMATION

Item 5. Other Information

During the three months ended ~~October~~January 31, ~~2025~~2026, no director or officer of the Company adopted or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement”, as each term is defined in Item 408(a) of Regulation S-K.

Item 6. Exhibits

ExhibitNumber		Description
10.1		Seventh Modification Agreement, dated as of August 15, 2025, between BOKF, NA dba Bank of Albuquerque and AMREP Southwest Inc. (Incorporated by reference to Exhibit 10.1 to Registrant’s Current Report on Form 8-K filed August 19, 2025)
3.1		Bylaws, as amended. (Incorporated by reference to Exhibit 3.1 to Registrant’s Current Report on Form 8-K filed January 26, 2026)
10.2		Second Amended and Restated Revolving Line of Credit Promissory Note, dated August 15, 2025, by AMREP Southwest Inc. in favor of BOKF, NA dba Bank of Albuquerque. (Incorporated by reference to Exhibit 10.2 to Registrant’s Current Report on Form 8-K filed August 19, 2025)
31.1		Certification required by Rule 13a-14(a) under the Securities Exchange Act of 1934
31.2		Certification required by Rule 13a-14(a) under the Securities Exchange Act of 1934
32		Certification required pursuant to 18 U.S.C. Section 1350
101.INS		Inline XBRL Instance Document
101.SCH		Inline XBRL Taxonomy Extension Schema
101.CAL		Inline XBRL Taxonomy Extension Calculation Linkbase
101.DEF		Inline XBRL Taxonomy Extension Definition Linkbase
101.LAB		Inline XBRL Taxonomy Extension Label Linkbase
101.PRE		Inline XBRL Taxonomy Extension Presentation Linkbase
104		Cover Page Interactive Data File (Embedded within the Inline XBRL document and included in Exhibit)

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SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

Date: December 12, 2025	AMREP CORPORATION
Date: March 12, 2026	AMREP CORPORATION
	(Registrant)

	By:	/s/ Adrienne M. Uleau
		Name: Adrienne M. Uleau
		Title: Chief Financial Officer
		(Principal Accounting Officer)

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EXHIBIT INDEX

ExhibitNumber		Description
10.1		Seventh Modification Agreement, dated as of August 15, 2025, between BOKF, NA dba Bank of Albuquerque and AMREP Southwest Inc. (Incorporated by reference to Exhibit 10.1 to Registrant’s Current Report on Form 8-K filed August 19, 2025)
3.1		Bylaws, as amended. (Incorporated by reference to Exhibit 3.1 to Registrant’s Current Report on Form 8-K filed January 26, 2026)
10.2		Second Amended and Restated Revolving Line of Credit Promissory Note, dated August 15, 2025, by AMREP Southwest Inc. in favor of BOKF, NA dba Bank of Albuquerque. (Incorporated by reference to Exhibit 10.2 to Registrant’s Current Report on Form 8-K filed August 19, 2025)
31.1		Certification required by Rule 13a-14(a) under the Securities Exchange Act of 1934
31.2		Certification required by Rule 13a-14(a) under the Securities Exchange Act of 1934
32		Certification required pursuant to 18 U.S.C. Section 1350
101.INS		Inline XBRL Instance Document
101.SCH		Inline XBRL Taxonomy Extension Schema
101.CAL		Inline XBRL Taxonomy Extension Calculation Linkbase
101.DEF		Inline XBRL Taxonomy Extension Definition Linkbase
101.LAB		Inline XBRL Taxonomy Extension Label Linkbase
101.PRE		Inline XBRL Taxonomy Extension Presentation Linkbase
104		Cover Page Interactive Data File (Embedded within the Inline XBRL document and included in Exhibit)

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Filing Compare · AMREP CORP.