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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) April 10, 2026
FRP HOLDINGS, INC.
(Exact name of registrant as specified in its charter)
Florida
(State or other jurisdiction of incorporation)
001-36769
(Commission File Number)
47-2449198
(IRS Employer Identification No.)
200 W. FORSYTH STREET, 7TH FLOOR
JACKSONVILLE, FL
(Address of principal executive offices)
32202
(Zip Code)
(904) 858-9100
(Registrant’s telephone number, including area code)
Not Applicable
(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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
FRPH
Nasdaq Global Select Market
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
Emerging growth company o
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. o On April 10, 2026, FRP Holdings, Inc. issued a press release announcing results of operations for the fourth quarter ended December 31, 2025. A copy of the press release is furnished as Exhibit 99.1.



Item 2.02. Results of Operations and Financial Condition.
The information in this report (including the exhibit) shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liability of that section, and shall not be incorporated by reference into any registration statement or other document filed under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
Item 9.01. Financial Statements and Exhibits.
(d)Exhibits
Exhibit No. Description
99.1 FRP Holdings, Inc. Press Release dated April 10, 2026



SIGNATURES
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 hereunto duly authorized.
FRP HOLDINGS, INC.
Registrant
Date:  March 4, 2026
By:
/s/Matthew C. McNulty
Matthew C. McNulty
Chief Financial Officer & Treasurer

EX-99 2 frph-20260304xexx99.htm EX-99 Document

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FRP Holdings, Inc. Reports Fiscal 2025 Fourth Quarter Results

Jacksonville, Florida; April 10, 2026 -- FRP Holdings, Inc. (NASDAQ-FRPH), a full-service real estate investment and development company with four distinct business segments including Multifamily, Industrial
and Commercial, Development, and Mining and Royalty Lands, today reported financial results for the quarter and full year ended December 31, 2025.

Fourth Quarter Highlights
•77% decrease in Net Income ($0.4 million vs $1.7 million) due to expenses related to the Altman Logistics platform acquisition ($0.5 million), increased G&A due to the Altman new hires, under performance at Dock and Maren, industrial vacancies and added depreciation at Chelsea partially offset by higher mining royalties and improved results in Equity in Loss of Joint Ventures.
•Net Operating Income (NOI) increased slightly ($9.29 million vs $9.10 million).
•3% decrease in the Multifamily segment’s NOI primarily due to reduced occupancy, uncollectable revenue along with higher operating costs and property taxes at the Maren and higher than typical maintenance expenses at Dock 79.
•12% decrease in Industrial and Commercial segment NOI primarily due to vacancies from an eviction of one tenant and lease expirations.
•Mining Royalty Land's revenue increased 11%, and segment NOI increased 11% due to improved royalties per ton.
•On October 21, 2025, the Company acquired the business operations and development pipeline of Altman Logistics Property, LLC, including two projects already majority-owned by FRP Holdings as well as minority interests in a portfolio of institutional grade assets under development. In conjunction with the acquisition, the Company hired six of Altman Logistic's employees.


Executive Summary and Analysis

Results for 2025 were in line with the expectations we outlined earlier this year. Reported net income declined compared to 2024 primarily due to legal expenses associated with the acquisition of Altman Logistics Properties in October 2025. This acquisition was a critical step and tactical change in how we will execute our development strategy and is crucial to pro rata net operating income growth and expanding our asset base for the rest of this decade.
Pro rata Net Operating Income (NOI) for 2025 was down 0.7% compared to the previous year. In 2024, the Mining Royalty Lands segment experienced two non-recurring events which had a net positive impact to NOI of ~$1.2M.



Adjusting for the $1.2M of non-recurring mining items from 2024, NOI would have been up by ~$1.0M, despite the vacancy and leasing headwinds we faced in our Commercial and Industrial segment.

Looking forward to 2026 and beyond, we will look to generate value in two ways. The first way, and the more immediate return, is through increasing same store industrial and commercial NOI. Absolutely essential to that is resolving our current industrial vacancies (approximately 400,000 square feet) to restore the segment’s occupancy percentages back to the levels it has traditionally enjoyed. At current market rents, this represents approximately $3-3.5 million in NOI improvement to this segment that can be achieved with minimal capex.

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



COMPARATIVE RESULTS OF OPERATIONS
Consolidated Results
(dollars in thousands)
Three months ended December 31
2025 2024 Change %
Revenues:
Lease revenue $ 6,853  7,072  $ (219) -3.1  %
Mining royalty and rents 3,848  3,459  389  11.2  %
Joint venture management fee revenue 214  —  214 
Total revenues 10,915  10,531  384  3.6  %
Cost of operations:
Depreciation, depletion and amortization 2,801  2,558  243  9.5  %
Operating expenses 2,554  1,741  813  46.7  %
Property taxes 1,012  920  92  10.0  %
General and administrative 2,865  2,393  472  19.7  %
Total cost of operations 9,232  7,612  1,620  21.3  %
Total operating profit 1,683  2,919  (1,236) -42.3  %
Net investment income 1,546  2,317  (771) -33.3  %
Interest expense (709) (668) (41) 6.1  %
Equity in loss of joint ventures (2,470) (2,777) 307  -11.1  %
(Loss) gain on sale of real estate —  182  (182) -100.0  %
(Loss) income before income taxes 50  1,973  (1,923) -97.5  %
Provision for income taxes (89) 286  (375) -131.1  %
Net (loss) income 139  1,687  (1,548) -91.8  %
Income (loss) attributable to noncontrolling interest (241) (249)
Net income attributable to the Company $ 380  1,679  $ (1,299) -77.4  %
Net income for the fourth quarter of 2025 was $380,000 or $0.02 per share versus $1,679,000 or $.09 per share last year. Pro rata NOI for the fourth quarter of 2025 was $9,288,000 versus $9,103,000 last year.

•Operating profit decreased $1,236,000, impacted by $512,000 of expenses related to the Altman Logistics platform acquisition. General and administrative expense increased $177,000 (net of $214,000 Development fee revenue and $81,000 of acquisition expenses) primarily due to the new employees from the acquisition. Operating profit at our consolidated multifamily projects (Dock & Maren only) decreased $558,000 due to lower occupancy and higher bad debts along with higher than typical maintenance expenses. Industrial and Commercial segment's operating profit declined $315,000 because of a $206,000 increase in depreciation expense from our new Chelsea warehouse, as well as lower occupancy. Mining Royalty Land's segment operating profit increased $366,000 due to higher royalties per ton.




•Net investment income decreased $771,000 due to lower cash equivalent balances and interest rates ($653,000) along with lower income from our lending ventures ($118,000).
•Interest expense increased $41,000 compared to last year as we capitalized $33,000 less interest.
•Equity in loss of Joint Ventures improved $307,000 due to improved results at our unconsolidated joint ventures. Results improved $96,000 at Windlass Run Business Park due to improved occupancy and lower variable interest rates. Bryant Street results improved $148,000 primarily due to lower variable interest rates.
Multifamily Segment (pro rata consolidated and pro rata unconsolidated)
Three months ended December 31
(dollars in thousands) 2025 % 2024 % Change %
Lease revenue 8,012  100.0 % 8,156  100.0 % (144) (1.8 %)
Depreciation and amortization 3,513  43.8 % 3,269  40.1 % 244  7.5 %
Operating expenses 2,826  35.3 % 2,645  32.4 % 181  6.8 %
Property taxes 973  12.1 % 1,016  12.5 % (43) (4.2 %)
Cost of operations 7,312  91.3 % 6,930  85.0 % 382  5.5 %
Operating profit before G&A 700  8.7 % 1,226  15.0 % (526) (42.9 %)
Depreciation and amortization 3,513  3,269  244 
Unrealized rents & other (40) (209) 169 
Net operating income 4,173  52.1 % 4,286  52.6 % (113) (2.6 %)
The combined consolidated and unconsolidated pro rata NOI in the fourth quarter for this segment was $4,173,000, down $113,000 or 3% compared to $4,286,000 last year. Dock and Maren combined NOI was $334,000 lower due to reduced occupancy and higher than typical maintenance expenses to improve our tenants' experience. Bryant Street NOI was $163,000 higher primarily due to higher than typical expenses in the same quarter last year. The NOI for .408 Jackson increased $67,000 despite lower occupancy due to improved rental rates and ancillary revenues.
Apartment Building Units Pro rata NOI
Q4 2025
Pro rata NOI
Q4 2024
Avg. Occupancy Q4 2025 Avg. Occupancy Q4 2024 Renewal Success Rate Q4 2025 Renewal % increase Q4 2025
Dock 79 Anacostia DC 305 $802,000 $958,000 91.1 % 94.4 % 76.4 % 4.1 %
Maren Anacostia DC 264 $778,000 $956,000 89.0 % 93.9 % 64.1 % 4.3 %
Riverside Greenville 200 $182,000 $179,000 91.6 % 92.6 % 77.1 % 3.2 %
Bryant Street DC 487 $1,368,000 $1,205,000 89.9 % 90.1 % 61.5 % 3.4 %
.408 Jackson Greenville 227 $365,000 $298,000 92.9 % 96.2 % 63.0 % 0.9 %
Verge Anacostia DC 344 $678,000 $690,000 91.1 % 90.9 % 61.5 % 1.2 %
Multifamily Segment 1,827 $4,173,000 $4,286,000 90.7 % 92.5 %





Multifamily Segment (Consolidated - Dock & Maren)
Three months ended December 31
(dollars in thousands) 2025 % 2024 % Change %
Lease revenue $ 5,305  100.0  % 5,504  100.0  % (199) -3.6  %
Depreciation and amortization 2,008  37.9  % 1,989  36.2  % 19  1.0  %
Operating expenses 1,838  34.6  % 1,494  27.1  % 344  23.0  %
Property taxes 619  11.7  % 623  11.3  % (4) -0.6  %
Cost of operations 4,465  84.2  % 4,106  74.6  % 359  8.7  %
Operating profit before G&A $ 840  15.8  % 1,398  25.4  % (558) -39.9  %

Total revenues for our two consolidated joint ventures (Dock & Maren) were $5,305,000, a decrease of $199,000 versus $5,504,000 last year due to lower occupancy. Total operating profit before G&A for the consolidated joint ventures was $840,000, down 40% versus $1,398,000 last year due to reduced occupancy and higher than typical maintenance expenses.

Multifamily Segment (Pro rata unconsolidated)
Three months ended December 31
(dollars in thousands) 2025 % 2024 % Change %
Lease revenue 5,123  100.0 % 5,156  100.0 % (33) (0.6 %)
Depreciation and amortization 2,413  47.1 % 2,178  42.2 % 235  10.8 %
Operating expenses 1,852  36.2 % 1,895  36.8 % (43) (2.3 %)
Property taxes 636  12.4 % 677  13.1 % (41) (6.1 %)
Cost of operations 4,901  95.7 % 4,750  92.1 % 151  3.2 %
Operating profit before G&A 222  4.3 % 406  7.9 % (184) -45.3 %
For our four unconsolidated joint ventures, pro rata revenues were $5,123,000, a decrease of $33,000 or 1% compared to $5,156,000 in the same period last year due to lower occupancy. Pro rata operating profit before G&A was $222,000 compared to $406,000 last year, a decrease of $184,000 primarily due to the write-off of water damaged fixed assets as a result of two small accidental fires.




Industrial and Commercial Segment
Three months ended December 31
(dollars in thousands) 2025 % 2024 % Change %
Lease revenue $ 1,200  100.0  % 1,268  100.0  % (68) (5.4) %
Depreciation and amortization 567  47.3  % 361  28.5  % 206  57.1  %
Operating expenses 226  18.8  % 212  16.7  % 14  6.6  %
Property taxes 96  8.0  % 69  5.4  % 27  39.1  %
Cost of operations 889  74.1  % 642  50.6  % 247  38.5  %
Operating profit before G&A $ 311  25.9  % 626  49.4  % (315) (50.3) %
Depreciation and amortization 567  361  206 
Unrealized revenues (3) (8)
Net operating income $ 875  72.9  % $ 992  78.2  % $ (117) (11.8) %
Shell construction on our 258,279 square foot spec warehouse project in Aberdeen, MD on Chelsea Road was completed effective April 1, 2025 and is in the lease-up phase. We have ten buildings in service at four different locations totaling 773,356 square feet of industrial and 33,708 square feet of office of which 47.5% was leased and occupied at December 31, 2025. Excluding Chelsea (100% vacant) these assets were 69.9% leased and occupied during the quarter compared to 95.6% leased and occupied during the same quarter last year primarily due to an eviction for failure to pay rent by one tenant and other tenants' lease expirations.
Total revenues in this segment were $1,200,000, down $68,000 or 5%, over last year. Operating profit before G&A was $311,000, down $315,000 or 50% from $626,000 last year. Depreciation and amortization increased $206,000 primarily due to last April's completion of our Chelsea warehouse. Net operating income in this segment was $875,000, down $117,000 or 12% compared to last year. NOI decreased due to $40,000 of carry costs at Chelsea and $72,000 due to reduced occupancy at 34 Loveton. Cranberry NOI was down $23,000 due to vacancies (the same quarter last year included $222,000 of allowance for uncollectible revenue on one tenant in the process of eviction). Hollander NOI increased $18,000.




Mining Royalty Lands Segment Results
Three months ended December 31
(dollars in thousands) 2025 % 2024 % Change %
Mining royalty and rent revenue $ 3,848  100.0  % 3,459  100.0  % 389  11.2  %
Depreciation, depletion and amortization 184  4.8  % 165  4.7  % 19  11.5  %
Operating expenses 16  0.4  % 16  0.5  % —  —  %
Property taxes 84  2.2  % 80  2.3  % 5.0  %
Cost of operations 284  7.4  % 261  7.5  % 23  8.8  %
Operating profit before G&A $ 3,564  92.6  % 3,198  92.5  % 366  11.4  %
Depreciation and amortization 184  165  19 
Unrealized revenues 160  142  18 
Net operating income $ 3,908  101.6  % $ 3,505  101.3  % $ 403  11.5  %

Total revenues in this segment were $3,848,000, an increase of $389,000 or 11% versus $3,459,000 last year. Royalty tons decreased 3% but royalties per ton increased 15%. Total operating profit before G&A in this segment was $3,564,000, an increase of $366,000 versus $3,198,000 last year due to the higher revenue less increased depletion on newer leases. Net operating income in this segment was $3,908,000, up $403,000 or 11% compared to last year due to the increased revenues.
Development Segment Results
Three months ended December 31
(dollars in thousands) 2025 2024 Change
Lease revenue $ 348  300  48 
Management fee revenue 214  —  214 
Total revenues 562  300  262 
Depreciation, depletion and amortization 42  43  (1)
Operating expenses 474  19  455 
Property taxes 213  148  65 
Cost of operations 729  210  519 
Operating (loss) profit before G&A $ (167) 90  (257)
    
Management fee revenue are the fees paid to the Company primarily from our three minority ownership warehouse projects acquired from Altman Logistics on October 21, 2025. Development segment operating expenses included $431,000 of expenses related to the Altman Logistics platform acquisition.                                                




With respect to ongoing Development Segment projects:
▪We are the principal capital source to develop 344 residential lots on 110 acres in Harford County, MD. We have funded $27.8 million of our $31.1 million total commitment. A national homebuilder is under contract to purchase all 222 townhome lots and 122 single family lots. At quarter-end, 195 lots have been sold and $26.4 million has been returned to the company of which $6.4 million was booked as profit to the Company.
▪We entered into two new joint venture agreements in early 2024 with Altman Logistics. The first joint venture is a 201,420 square-foot warehouse development project in Lakeland, FL, and the second joint venture is a two building 183,215 square-foot warehouse development project in Broward County, FL. We closed on both construction loans in March, 2025 and construction commenced in the second quarter of 2025. Substantial completion of both projects is expected in the second quarter of 2026. On October 21, 2025 we purchased the minority interests of Altman Logistics in these projects.
▪On May 30, 2025, we secured construction financing for our multifamily joint venture with Woodfield Development, known as Woven. This is our third multifamily project in Greenville, SC. This is an $87.8M project with 214 units and 13,500 square feet of ground floor retail that is eligible to receive South Carolina Textile Rehabilitation Credits upon substantial completion and received Special Source Credits equal to 50% of the real estate taxes for a period of 20 years. The project broke ground during the 3rd quarter and substantial completion of the project is expected in late 2027.
▪On July 23, 2025, we entered into a joint venture agreement with Strategic Real Estate Partners (“SREP”), a private real estate development firm which specializes in industrial real estate development, to develop 377,892 square feet in two warehouses in Lake County, Florida near Orlando, with options for investment in additional industrial warehouses on adjacent properties in the future. Substantial completion of the first warehouse is expected in the first quarter of 2027,
▪On September 12, 2025, we secured construction financing for the first phase (296 multifamily units and 28,745 square feet of retail) of our Estero joint venture with Woodfield Development, located between Naples and Ft. Myers. Substantial completion is expected late 2027.
▪On October 21, 2025, the Company completed the closing on its Purchase and Sales Agreement to acquire the business operations and development pipeline of Altman Logistics Properties, LLC, an operating platform of BBX Capital. In conjunction with the acquisition, the Company hired six of Altman Logistic's employees. The following table details the projects purchased and the square feet (SF) of the warehouses:
City Street Address 36’ Clear Height SF Ownership Acquired
Status
Delray Beach, FL 14130 S State Rd. 7 199,476 10%(1) Substantial completion Q1 2026
Delray Beach, FL 14130 S State Rd. 7 392,976 10% (1) Land for 2 warehouses
Hamilton, NJ 600 Horizon Dr. 170,800 8.5% (1) Substantial completion Q1 2026
Parsippany, NJ 8 Lanidex Plaza W. 140,031 10% (1) Substantial completion Q2 2026
Southwest Ranches, FL
SW 202nd Ave. & Sheridan St.
335,617 Land acquisition contract 2026
(1) General Partner investment, distributions will be based upon waterfall model.





Highlights 2025 compared to 2024:
•48% decrease in Net Income ($3.3 million vs $6.4 million) mainly due to $2.5 million of expenses related to acquiring the Altman Logistics platform. Excluding the $2.5 million of Altman acquisition expenses, adjusted Net income was down $1.1 million primarily due to the Industrial and commercial segment's operating profit decline of $1.4 million.
•0.7% decrease in pro rata NOI ($37.9 million vs $38.1 million) primarily due to a non-recurring $1.85 million minimum royalty payment in last year's third quarter partially offset by a $0.62 million royalty overpayment deduction in the prior year. The one-time, catch-up payment applied to the prior twenty-four months when the tenant failed to meet a production requirement contained in the lease. The revenue from this payment was straight-lined over the life of the lease. Excluding the $1.23 million positive net impact of non-recurring items in last year, adjusted pro rata NOI was up $1.0 million (3%) this year.
•Multifamily segment’s pro rata NOI decreased slightly as improved results at Bryant Street, .408 Jackson and The Verge were offset by reduced occupancy, uncollectable revenue along with higher operating costs and property taxes at Maren and higher than typical maintenance expenses at Dock 79.
•8% decrease in Industrial and Commercial revenue and 14% decrease in that segment’s NOI due to vacancies following an eviction and lease expirations.
•Mining Royalty Lands' Segment's NOI increased slightly. Excluding the $1.23 million non-recurring, positive net impact last year, adjusted pro rata NOI in this segment was up $1.5 million or 11% due to higher royalties per ton.



COMPARATIVE RESULTS OF OPERATIONS
Consolidated Results
(dollars in thousands)
Twelve Months Ended December 31,
2025 2024 Change %
Revenues:
Lease revenue $ 28,252  28,922  $ (670) -2.3 %
Mining royalty and rents 14,380  12,852  1,528  11.9 %
Joint venture management fee revenue 214  —  214 
Total revenues 42,846  41,774  1,072  2.6 %
Cost of operations:
Depreciation, depletion and amortization 10,959  10,187  772  7.6 %
Operating expenses 10,297  7,170  3,127  43.6 %
Property taxes 3,907  3,437  470  13.7 %
General and administrative 10,655  9,276  1,379  14.9 %
Total cost of operations 35,818  30,070  5,748  19.1 %
Total operating profit 7,028  11,704  (4,676) -40.0 %
Net investment income 8,824  11,112  (2,288) -20.6 %
Interest expense (2,967) (3,150) 183  -5.8 %
Equity in loss of joint ventures (9,105) (11,359) 2,254  -19.8 %
(Loss) gain on sale of real estate —  182  (182) -100.0 %
Income before income taxes 3,780  8,489  (4,709) -55.5 %
Provision for income taxes 818  2,029  (1,211) -59.7 %
Net income 2,962  6,460  (3,498) -54.1 %
Income (loss) attributable to noncontrolling interest (368) 75  (443) -590.7 %
Net income attributable to the Company $ 3,330  6,385  $ (3,055) -47.8 %
Net income for 2025 was $3,330,000 or $.18 per share versus $6,385,000 or $.34 per share last year. Excluding the $2.5 million of Altman acquisition expenses, adjusted Net Income was down $1.1 million. Pro rata NOI for 2025 was $37,863,000 versus $38,139,000 last year. Excluding the $1.23 million positive net impact of non-recurring items in last year, adjusted pro rata NOI was up $1.0 million (3%) this year. The following items impacted the comparative results:
•Operating profit decreased $4,676,000 impacted by $2,505,000 of expenses related to the Altman Logistics platform acquisition and higher General and administrative expense ($1,041,000 net of $214,000 Development fee revenue and $124,000 of acquisition expenses). General and administrative expense increased primarily due to overlapping compensation as a result of the implementation of our executive succession and transition plan that commenced in June, 2024 along with the new employees from the acquisition. Operating profit at our consolidated Multifamily segment (Dock & Maren only) decreased $1,164,000 due to lower occupancy and higher bad debts along with higher than typical maintenance expenses to upgrade our tenants' experience. Industrial and commercial segment's operating profit declined $1,372,000 because of a $652,000 increase in depreciation expense from completion of our new Chelsea warehouse, as well as lower occupancy due to a tenant default and non-renewing leases. Mining Royalty Land's segment operating profit increased $1,400,000 due to higher per ton royalty revenues and the prior year's overpayment deduction of $619,000.



•Net investment income decreased $2,288,000 due to reduced earnings on cash equivalents ($1,956,000) and reduced income from our lending ventures ($332,000) primarily due to fewer residential lot sales.
•Interest expense decreased $183,000 compared to the same period last year as we capitalized $182,000 more interest. More interest was capitalized due to increased in-house and joint venture projects under development this year compared to last year.
•Equity in loss of Joint Ventures improved $2,254,000 due to improved results at our unconsolidated joint ventures. Results improved $719,000 at Windlass Run Business Park due to improved occupancy, lower variable interest rates ($246,000) and a $302,000 write-off of prior entitlement costs due to the change in use. Bryant Street results improved $1,059,000 due to lower variable interest rates ($732,000) along with a $305,000 improved NOI. Results improved $487,000 at The Verge primarily due to $284,000 lower interest expense following the refinancing in 2024 along with a $131,000 improvement in NOI.
Multifamily Segment (pro rata consolidated and pro rata unconsolidated)
Twelve Months Ended December 31,
(dollars in thousands) 2025 % 2024 % Change %
Lease revenue $ 33,250  100.0 % 32,378  100.0 % 872  2.7 %
Depreciation and amortization 13,533  40.7 % 13,311  41.1 % 222  1.7 %
Operating expenses 10,984  33.0 % 10,558  32.6 % 426  4.0 %
Property taxes 3,972  11.9 % 3,682  11.4 % 290  7.9 %
Cost of operations 28,489  85.7 % 27,551  85.1 % 938  3.4 %
Operating profit before G&A $ 4,761  14.3 % 4,827  14.9 % (66) -1.4 %
Depreciation and amortization 13,533  13,311  222 
Unrealized rents & other (184) 39  (223)
Net operating income $ 18,110  54.5 % 18,177  56.1 % (67) -.4 %
The combined consolidated and unconsolidated pro rata net operating income this year for this segment was $18,110,000, down $67,000 compared to $18,177,000 last year. NOI at Dock 79 was down $160,000 (4%) due to higher than typical maintenance expenses to improve our tenants' experience. Maren NOI was down $457,000 (12%) due to lower occupancy and bad debts ($224,000), higher property taxes ($99,000), and higher than typical maintenance expenses. Bryant Street NOI increased $305,000 (5%) primarily due to improved occupancy, lower bad debts and higher retail revenues. Riverside NOI decreased $29,000 (3%) primarily due to higher property taxes ($53,000). NOI at .408 Jackson increased $143,000 (11%) primarily due to improved rental rates. The Verge NOI increased $131,000 (5%) primarily due to higher occupancy and reduced rent concessions more than offsetting a $128,000 increase in property taxes.






Apartment Building Units Pro rata NOI
2025
Pro rata NOI
2024
Avg. Occupancy 2025 Avg. Occupancy 2024 Renewal Success Rate YTD 2025 Renewal % increase 2025
Dock 79 Anacostia DC 305 $3,640,000 $3,800,000 94.0 % 94.2 % 70.9 % 3.9 %
Maren Anacostia DC 264 $3,319,000 $3,776,000 92.6 % 94.3 % 56.9 % 4.0 %
Riverside Greenville 200 $832,000 $861,000 92.4  % 93.3 % 61.0  % 4.4  %
Bryant Street DC 487 $6,098,000 $5,793,000 92.4 % 91.4 % 59.5 % 2.7 %
.408 Jackson Greenville 227 $1,441,000 $1,298,000 94.4  % 95.0 % 60.0  % 3.2  %
Verge Anacostia DC 344 $2,780,000 $2,649,000 92.5 % 90.0 % 66.0  % 2.1  %
Multifamily Segment 1,827 $18,110,000 $18,177,000 93.0 % 92.7 %


Multifamily Segment (Consolidated - Dock & Maren)
Twelve Months Ended December 31,
(dollars in thousands) 2025 % 2024 % Change %
Lease revenue $ 21,852  100.0  % 22,096  100.0  % (244) -1.1  %
Depreciation and amortization 7,940  36.4  % 7,936  35.8  % 0.1  %
Operating expenses 6,713  30.7  % 6,047  27.4  % 666  11.0  %
Property taxes 2,538  11.6  % 2,288  10.4  % 250  10.9  %
Cost of operations 17,191  78.7  % 16,271  73.6  % 920  5.7  %
Operating profit before G&A
$ 4,661  21.3  % 5,825  26.4  % (1,164) -20.0  %

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




Multifamily Segment (Pro rata unconsolidated)
Twelve Months Ended December 31,
(dollars in thousands) 2024 % 2023 % Change %
Lease revenue $ 21,348  100.0 % 20,336  100.0 % 1,012  5.0 %
Depreciation and amortization 9,181  43.0 % 8,961  44.1 % 220  2.5 %
Operating expenses 7,412  34.7 % 7,332  36.1 % 80  1.1 %
Property taxes 2,590  12.1 % 2,438  12.0 % 152  6.2 %
Cost of operations 19,183  89.9 % 18,731  92.1 % 452  2.4 %
Operating profit before G&A $ 2,165  10.1 % 1,605  7.9 % 560  34.9 %
For our four unconsolidated joint ventures, pro rata revenues were $21,348,000, an increase of $1,012,000 or 5% compared to $20,336,000 in the same period last year as all four projects experienced revenue improvement. Revenues improved at the Verge (up $446,000) due to higher occupancy and lower rent concessions, at Bryant Street (up $262,000) due to improved occupancy, lower bad debts and higher retail revenues, at .408 Jackson (up $229,000) due to improved rates, and at Riverside (up $76,000). Depreciation increased $220,000 primarily due to the write-off of water damaged fixed assets as a result of two small accidental fires. Pro rata operating profit before G&A was $2,165,000 versus $1,605,000 last year, an increase of $560,000 or 35%.
Industrial and Commercial Segment
Twelve Months Ended December 31,
(dollars in thousands) 2025 % 2024 % Change %
Lease revenue $ 5,150  100.0 % 5,621  100.0 % (471) (8.4 %)
Depreciation and amortization 2,096  40.8 % 1,444  25.7 % 652  45.2 %
Operating expenses 913  17.7 % 803  14.3 % 110  13.7 %
Property taxes 403  7.8 % 264  4.7 % 139  52.7 %
Cost of operations 3,412  66.3 % 2,511  44.7 % 901  35.9 %
Operating profit before G&A $ 1,738  33.7 % 3,110  55.3 % (1,372) (44.1 %)
Depreciation and amortization 2,096  1,444  652 
Unrealized revenues 94  (7) 101 
Net operating income $ 3,928  76.3 % $ 4,547  80.9 % $ (619) (13.6 %)

Total revenues in this segment were $5,150,000, down $471,000 or 8%, over last year. Operating profit before G&A was $1,738,000, down $1,372,000 or 44% from $3,110,000 last year. Depreciation and amortization increased $652,000 primarily due to last April's completion of our 258,000 square foot speculative Chelsea warehouse.



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

Mining Royalty Lands Segment Results
Twelve Months Ended December 31,
(dollars in thousands) 2025 % 2024 % Change %
Mining royalty and rent revenue $ 14,380  100.0 % 12,852  100.0 % 1,528  11.9 %
Depreciation, depletion and amortization 752  5.1 % 636  5.0 % 116  18.2 %
Operating expenses 65  0.5 % 69  0.5 % (4) -5.8
Property taxes 310  2.2 % 294  2.3 % 16  5.4 %
Cost of operations 1,127  7.8 % 999  7.8 % 128  12.8 %
Operating profit before G&A $ 13,253  92.2 % 11,853  92.2 % 1,400  11.8 %
Depreciation and amortization 752  636  116 
Unrealized revenues 608  1,907  (1,299)
Net operating income $ 14,613  101.6 % $ 14,396  112.0 % $ 217  1.5 %

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





Development Segment Results
Twelve Months Ended December 31,
(dollars in thousands) 2025 2024 Change
Lease revenue $ 1,250  1,205  45 
Joint venture management fee revenue 214  —  214 
Total revenues 1,464  1,205  259 
Depreciation, depletion and amortization 171  171  — 
Operating expenses 2,606  251  2,355 
Property taxes 656  591  65 
Cost of operations 3,433  1,013  2,420 
Operating (loss) profit before G&A $ (1,969) 192  (2,161)
                                                    

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




CONSOLIDATED BALANCE SHEETS – As of December 31
(In thousands, except share data)
Assets: December 31,
2025
December 31,
2024
Real estate investments at cost:
Land $ 182,936  168,943 
Buildings and improvements 309,132  283,421 
Projects under construction 45,032  32,770 
Total investments in properties 537,100  485,134 
Less accumulated depreciation and depletion 88,558  77,695 
Net investments in properties 448,542  407,439 
Real estate held for investment, at cost 12,626  11,722 
Investments in joint ventures 153,084  153,899 
Net real estate investments 614,252  573,060 
Cash, cash equivalents and restricted cash including $11,394 and $1,315 of restricted cash at December 31, 2025 and 2024, respectively
105,361  149,935 
Accounts receivable, net 1,874  1,352 
Federal and state income taxes receivable 1,071  — 
Unrealized rents 1,264  1,380 
Deferred costs 3,768  2,136 
Goodwill
6,893  — 
Other assets 662  622 
Total assets $ 735,145  728,485 
Liabilities:    
Secured notes payable $ 192,554  178,853 
Accounts payable and accrued liabilities 12,148  6,026 
Other liabilities 2,317  1,487 
Federal and state income taxes payable —  611 
Deferred revenue 3,356  2,437 
Deferred income taxes 66,900  67,688 
Deferred compensation 1,524  1,465 
Tenant security deposits 689  805 
Total liabilities 279,488  259,372 
Commitments and contingencies
Equity:    
Common stock, $.10 par value 25,000,000 shares authorized, 19,109,541 and 19,046,894 shares issued and outstanding, respectively
1,911  1,905 
Capital in excess of par value 71,368  68,876 
Retained earnings 355,210  352,267 
Accumulated other comprehensive income, net 24  55 
Total shareholders’ equity 428,513  423,103 
Noncontrolling interests 27,144  46,010 
Total equity 455,657  469,113 
Total liabilities and equity $ 735,145  728,485 
.



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

Pro Rata Net Operating Income Reconciliation
Twelve months ended 12/31/25 (in thousands)
Industrial and
Commercial
Segment
Development
Segment
Multifamily
Segment
Mining
Royalties
Segment
Unallocated
Corporate
Expenses
FRP
Holdings
Totals
Net income (loss) $ 1,330  1,270  (5,773) 10,104  (3,969) 2,962 
Income tax allocation 408  390  (1,784) 3,104  (1,300) 818 
Income (loss) before income taxes 1,738  1,660  (7,557) 13,208  (5,269) 3,780 
Less:
Management fee revenue 214  —  214 
Interest income 3,243  18  5,563  8,824 
Plus:
Unrealized rents 94  21  608  —  724 
Professional fees 2,406  164  2,570 
Equity in loss of joint ventures —  (386) 9,446  45  9,105 
Interest expense —  —  2,790  —  177  2,967 
Depreciation/amortization 2,096  171  7,940  752  10,959 
General and administrative —  —  —  —  10,655  10,655 
— 
Net operating income (loss) 3,928  395  12,786  14,613  —  31,722 
NOI of noncontrolling interest (5,827) (5,827)
Pro rata NOI from unconsolidated joint ventures 817  11,151  11,968 
Pro rata net operating income $ 3,928  1,212  18,110  14,613  —  37,863 





Pro Rata Net Operating Income Reconciliation
Twelve months ended 12/31/24 (in thousands)
Industrial and
Commercial
Segment
Development
Segment
Multifamily
Segment
Mining
Royalties
Segment
Unallocated
Corporate
Expenses
FRP
Holdings
Totals
Net income (loss) $ 1,459  (3,098) (5,708) 8,219  5,588  6,460 
Income tax allocation 448  (952) (1,764) 2,525  1,772  2,029 
Income (loss) before income taxes 1,907  (4,050) (7,472) 10,744  7,360  8,489 
Less:
Unrealized rents —  —  —  — 
Gain on sale of real estate —  —  —  182  —  182 
Interest income —  3,574  —  —  7,538  11,112 
Plus:
Unrealized rents —  —  10  1,907  —  1,917 
Professional fees —  —  85  —  —  85 
Equity in loss of joint ventures —  2,049  9,266  44  —  11,359 
Interest expense —  —  2,972  —  178  3,150 
Depreciation/amortization 1,444  171  7,936  636  —  10,187 
General and administrative 1,203  5,767  1,059  1,247  —  9,276 
— 
Net operating income (loss) 4,547  363  13,856  14,396  —  33,162 
NOI of noncontrolling interest —  —  (6,326) —  —  (6,326)
Pro rata NOI from unconsolidated joint ventures —  656  10,647  —  —  11,303 
Pro rata net operating income $ 4,547  1,019  18,177  14,396  —  38,139 
Three Months Ended
December 31 Years Ended December 31
2025 2024 2025 2024
Reconciliation of net Income to adjusted net income:
Net income attributable to the Company $ 380  $ 1,679  $ 3,330  $ 6,385 
Adjustments related to Altman acquisition expenses:
Operating expenses 431  —  2,381  — 
General and administrative 81  —  124  — 
Total adjustments to net income before income taxes 512  —  2,505  — 
Income tax effect on non-GAAP adjustment (120) —  (589) — 
Adjusted net income attributable to the Company $ 772  $ 1,679  $ 5,246  $ 6,385 
Reconciliation of NOI to adjusted NOI:
Pro rata net operating income $ 9,288  $ 9,103  $ 37,863  $ 38,139 
Minimum royalty payment applicable to prior 24 months —  —  —  (1,853)
Deduction to resolve royalty overpayment —  —  —  619 
Adjusted pro rata net operating income $ 9,288  $ 9,103  $ 37,863  $ 36,905 





Conference Call

The Company will host a conference call on Friday, April 10, 2026 at 4:30 p.m. (ET). Analysts, stockholders and other interested parties may access the teleconference live by calling 1-888-506-0062 (passcode 751153) within the United States or by joining the webcast at https://www.webcaster5.com/Webcast/Page/3158/53880. International callers may dial 1-973-528-0011 (passcode 751153). Audio replay will be available until April 10, 2027 by accessing it at https://www.webcaster5.com/Webcast/Page/3158/53880. The webcast replay will also be available on the Company’s investor relations page (https://www.frpdev.com/investor-relations/) following the call.


Additional Information

Our investor relations website is https://investors.frpdev.com and we encourage investors to use it as a way of easily finding information about us. We promptly make available on this website, free of charge, the reports that we file or furnish with the SEC, press releases, quarterly earnings presentations, investor presentations, and corporate governance information, which may contain material information about us, and you may subscribe to Email Alerts to be notified of new information posted to this site.

Investors are cautioned that any statements in this press release which relate to the future are, by their nature, subject to risks and uncertainties that could cause actual results and events to differ materially from those indicated in such forward-looking statements. These include, but are not limited to: the possibility that we may be unable to find appropriate investment opportunities; levels of construction activity in the markets served by our mining properties; demand for flexible warehouse/office facilities in our markets; multifamily demand in Washington D.C. and Greenville, South Carolina; our ability to obtain zoning and entitlements necessary for property development; the impact of lending and capital market conditions on our liquidity; our ability to finance projects or repay our debt; general real estate investment and development risks; vacancies in our properties; risks associated with developing and managing properties in partnership with others; competition; our ability to renew leases or re-lease spaces as leases expire; illiquidity of real estate investments; bankruptcy or defaults of tenants; the impact of restrictions imposed by our credit facility; the level and volatility of interest rates; environmental liabilities; inflation risks; cybersecurity risks; as the impact of tariffs on our industrial tenants and construction costs; well as other risks listed from time to time in our SEC filings; including but not limited to; our annual and quarterly reports. We have no obligation to revise or update any forward-looking statements, other than as imposed by law, as a result of future events or new information. Readers are cautioned not to place undue reliance on such forward-looking statements.

FRP Holdings, Inc. is a holding company engaged in the real estate business, namely (i) leasing and management of commercial properties owned by the Company, (ii) leasing and management of mining royalty land owned by the Company, (iii) real property acquisition, entitlement, development and construction primarily for apartment, retail, warehouse, and office, and (iv) leasing and management of residential apartment buildings.

Contact: Matthew C. McNulty
 Chief Financial Officer
904/858-9100