Form 8-K

8-K — Presidio Property Trust, Inc.

Accession: 0001493152-26-013371

Filed: 2026-03-30

Period: 2026-03-27

CIK: 0001080657

SIC: 6798 (REAL ESTATE INVESTMENT TRUSTS)

Item: Results of Operations and Financial Condition

Item: Regulation FD Disclosure

Item: Financial Statements and Exhibits

Documents

8-K — form8-k.htm (Primary)

EX-99.1 (ex99-1.htm)

EX-99.2 (ex99-2.htm)

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GRAPHIC (ex99-2_002.jpg)

GRAPHIC (ex99-2_001.jpg)

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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): March 27, 2026

Presidio

Property Trust, Inc.

(Exact

name of registrant as specified in its charter)

Maryland

001-34049

33-0841255

(State

or other jurisdiction

incorporation)

(Commission

File

Number)

(IRS

Employer

Identification

No.)

4995

Murphy Canyon Road, Suite 300

San

Diego, California 92123

(Address

of principal executive offices, including zip code)

Registrant’s

telephone number, including area code: (760) 471-8536

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:

☐

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

Series

A Common Stock, $0.01 par value per share

SQFT

The

Nasdaq Stock Market LLC

9.375%

Series D Cumulative Redeemable Perpetual Preferred Stock, $0.01 par value per share

SQFTP

The

Nasdaq Stock Market LLC

Series

A Common Stock Purchase Warrants to Purchase Shares of Common Stock

SQFTW

The

Nasdaq Stock Market LLC

Indicate

by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405

of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging

growth company ☐

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. ☐

Item

2.02

Results

of Operations and Financial Condition

Press

Release

March 27, 2026, Presidio Property Trust, Inc. (the “Company”) issued a press release announcing its financial results for

the year ended December 31, 2025 and made the press release available on its website, www.PresidioPT.com. A copy of the press release

is attached hereto as Exhibit 99.1 and is incorporated by reference herein.

The

Company also made available on its website a financial supplement containing financial data of the Company (“Supplemental Financial

Information”) for the year ended December 31, 2025, and such Supplemental Financial Information is attached hereto as Exhibit 99.2

and is incorporated by reference herein.

The

information in this Item 2.02 of this Current Report on Form 8-K, including the information contained in the exhibits, shall not be deemed

“filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”),

or otherwise subject to the liabilities 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

7.01

Regulation

FD Disclosure.

The

Supplemental Financial Information furnished by the Company and posted to its website as described above under Item 2.02 is hereby incorporated

by reference into this Item 7.01.

Item

9.01

Financial

Statements and Exhibits.

(d)

Exhibits

99.1

Press Release dated March 27, 2026

99.2

Supplemental Financial Information for the year ended December 31, 2025

104

Cover

Page Interactive Data File (embedded with the inline XBRL document)

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.

Date:

March 27, 2026

PRESIDIO

PROPERTY TRUST, INC.

By:

/s/

Ed Bentzen

Name:

Bentzen

Title:

Chief

Financial Officer

EX-99.1

Filename: ex99-1.htm · Sequence: 2

Exhibit 99.1

Presidio

Property Trust, Inc. Announces Earnings for

the

Year Ended December 31, 2025

San

Diego, California, March 27, 2026 – Presidio Property Trust, Inc. (Nasdaq: SQFT, SQFTP, SQFTW) (the “Company”),

an internally managed, diversified real estate investment trust (“REIT”), today reported earnings for its year ended December

31, 2025.

“The

Model Home Segment continued to perform well throughout the year. We remain focused on purchasing models within the Sunbelt states, which

we believe have continued upside potential. Our acquisitions in 2025 executed that plan. Despite challenges in the general resale market,

our model sales performed well. Our resale portfolio remains an attractive option for homebuyers given its unique combination of upgrades

and features, compared to typical construction,” said Steve Hightower, President of the Model Home Division.

“Our

tenant retention and renewal activity during 2025 was very strong, resulting in 88% of expiring space renewing, including 84% of our

expiring office leases. This demonstrates underlying strength in strategically located assets within the office sector.” said Gary

Katz, the Company’s Chief Investment Officer.

The

Year Ended December 31, 2025, Financial Results

Net

loss attributable to the Company’s common stockholders for the year ended December 31, 2025 was approximately $10.5 million, or

$8.59 per basic and diluted share, compared to a net loss of approximately $27.9 million, or ($22.50) per basic and diluted share for

the year ended December 31, 2024. The change in net income attributable to the Company’s common stockholders was a result of:

●

Total

revenue was approximately $16.8 million for the year ended December 31, 2025 compared to approximately $18.9 million for the same

period in 2024, a decrease of approximately $2.1 million or 11.2%. As of December 31, 2025, we had approximately $108.6 million in

net real estate assets including 80 model homes, compared to approximately $127.6 million in net real estate assets including 78

model homes on December 31, 2024. The average number of model homes held during the years ended December 31, 2025 and 2024 was 79

and 94, respectively. The change in revenue is directly related to the decrease in commercial real estate rental income during the

current period, from the sale of our two commercial properties on February 6, 2025.

●

Rental

operating costs were approximately $6.2 million for the year ended December 31, 2025 compared to approximately $6.3 million for the

same period in 2024, a decrease of approximately $0.1 million or 1.6%. Rental operating costs as a percentage of total revenue were

36.6% and 33.1% for the years ended December 31, 2025 and 2024, respectively, as office property expenses continue to increase, specifically

insurance costs. As of December 31, 2025 our model home assets made up 33.8% of our total real estate assets, which is up from 29.3%

as of December 31, 2024, and our gross revenue from model home assets represented approximately 23.5%of our total revenue. This percentage

is expected to increase in 2026 as the percentage of our model home real estate assets has increased, with the sale of Dakota Center

in 2026 and the status of Shea Center II; however, if we purchase additional properties during 2026, our rental operating costs could

increase. As for our commercial properties, we expect operating costs to decrease by $2.5 million as a result of the Dakota Center

sale and the loss of Shea Center II.

●

General

and administrative (“G&A”) expenses were approximately $5.7 million for the year ended December 31, 2025, compared

to approximately $7.5 million for the same period in 2024, representing a decrease of approximately $1.8 million or 24.2%. As a percentage

of total revenue, our general and administrative costs were approximately 33.9% and 39.8% for the years ended December 31, 2025 and

2024, respectively. G&A expenses comparatively decreased in 2025, largely due to the one-time nature of the 2024 annual meeting

and settlement with Zuma Capital and certain individuals and entities affiliated or associated with Zuma Capital Management, LLC

(“Zuma Capital”). The comparative decline was also due to additional consulting fees, higher proxy solicitation fees,

and legal fees in 2024, all of which decreased by an aggregate of approximately $0.6 million in 2025 as compared to 2024. Additionally,

employee, ex-officer and board costs, including stock compensation and bonus accruals increased during the year ended December 31,

2024 by approximately $0.5 million.

●

During

the year ended December 31, 2025, the Company sold 20 model homes for approximately $9.8 million, net of closing costs, and the Company

recognized a gain of approximately $1.0 million. Additionally, on February 7, 2025, the Company sold two commercial properties, Union

Town Center and Research Parkway, to a single buyer for approximately $15.9 million, net of selling costs, and recognized $4.5 million

net of closing costs. For the period ended December 31, 2024, the Company sold 51 model homes for approximately $24.8 million and

the Company recognized a gain of approximately $3.4 million.

●

During

the year ended December 31, 2025, we recognized a non-cash impairment charge of approximately $6.4 million on our real estate assets.

Of the $6.4 million impairment for the year, approximately$6.0 million was related to our commercial properties Shea Cener II and

Dakota Center, approximately $0.3 million was related to model homes, and approximately $0.1 million was related to goodwill impairment.

The impairment on Shea Center II was primarily related to suboptimal occupancy levels and the near term conditions of the Denver

market conditions, while the new impairment charges for the model homes reflect the estimated and actual sales prices for these specific

model homes.

●

Interest

expense, including amortization of deferred finance charges, was approximately $6.1 million for the year ended December 31, 2025.

This value is unchanged from the $6.1 million in interest expense incurred for December 31, 2024. As of December 31, 2025 we carried

total debt of $92.1 million which reflects a decrease of 9.8% from the year ended December 31, 2024. Simultaneously, the weighted

average of our interest expenses increased from 5.63% as of December 31, 2024 to 6.16% for the year ended December 31, 2025. We expect

these costs to decrease for 2026, as approximately $1.3 million of our current interest expenses were driven by Shea Center II and

Dakota Center.

FFO

(non-GAAP) totaled approximately $(3.8 million) and $(3.4 million) for the years ended December 31, 2025 and 2024, respectively. A reconciliation

of FFO to net loss, the most directly comparable GAAP financial measure, is attached to this press release. However, because FFO excludes

depreciation and amortization as well as the changes in the value of the Company’s properties that result from use or market conditions,

each of which have real economic effects and could materially impact the Company’s results from operations, the utility of FFO

as a measure of the Company’s performance is limited.

believe Core FFO (non-GAAP) provides a useful metric in comparing operations between reporting periods and in assessing the sustainability

of our ongoing operating performance. Core FFO decreased by about $1.3 million, from approximately $(1.4 million) for the year ended

December 31, 2024, to approximately $(2.7 million) for the year ended December 31, 2025. A reconciliation of Core FFO to net income,

the most directly comparable GAAP financial measure, is attached to this press release.

Acquisitions

and Dispositions for the year ended December 31, 2025:

Acquisitions

during the year ended December 31, 2025:

● We

acquired 22 Model Home Properties and leased them back to the homebuilders under triple net

leases during the year ended December 31, 2025. The purchase price for these properties was

approximately $9.4 million. The purchase price consisted of cash payments of approximately

$2.8 million and mortgage notes of approximately $6.6 million.

Dispositions

during the year ended December 31, 2025:

● 20

model homes for approximately $9.8 million, net of sales costs, and the Company recognized

a gain of approximately $1.0 million.

● On

February 6, 2025, the Company sold two commercial properties, Union Town Center and Research

Parkway, to a single buyer for approximately $15.9 million, net of selling costs, and recognized

a net gain of approximately $4.5 million net of closing costs.

Segment

Income during the year ended December 31, 2025:

The

following tables compare the Company’s segment activity and NOI and adjusted NOI for Model Home income to its results of operations

and financial position as of and for the year ended December 31, 2025. The line items listed in the below NOI tables include the significant

expense considered by the CODM for cash allocations on future investments. The Other Non-Segment & Consolidating Items represent

corporate activity, the investment in Conduit Pharmaceutical, and other eliminating items for consolidation. The information for Corporate

and Other are presented to reconcile back to the consolidated statement of operations, but is not considered a reportable segment. This

includes the loss on Conduit marketable securities.

The

following tables compare the Company’s segment activity to its results of operations and financial position as of and for the year

ended December 31, 2025:

For the Year Ended December 31, 2025

Retail

Office/Industrial

Model Homes

Corporate and Other

Total

Rental revenue

$ 487,161

$ 9,585,303

$ 3,952,162

$ —

$ 14,024,626

Recovery revenue

56,439

2,389,853

—

2,446,292

Other operating revenue

400

257,414

5,776

80,200

343,790

Total revenues

544,000

12,232,570

3,957,938

80,200

16,814,708

Rental operating costs

115,047

6,423,862

212,817

(593,674 )

6,158,052

Net Operating Income (NOI)

428,953

5,808,708

3,745,121

673,874

10,656,656

Gain on Sale - Model Homes

—

950,434

—

950,434

Impairment of Model Homes

—

(339,609 )

—

(339,609 )

Adjusted NOI

$ 428,953

$ 5,808,708

$ 4,355,946

$ 673,874

$ 11,267,481

The

CODM reviews on a regular basis the GAAP performance of each segment, including the significant segment expenses reported for GAAP shown

in the table below. Our significant segment expenses include consolidated expense categories presented in our consolidated statements

of operations, as well as rental operating costs. This information is provided to the CODM and factors into the CODM’s decision

making for company-wide strategy. The following tables compare the Company’s segment activity and to its results of GAAP operations

and financial position as of and for the year ended December 31, 2025. The information for Corporate and Other are presented to reconcile

back to the consolidated statement of operations, but is not considered a reportable segment as noted above.

For the Year Ended December 31, 2025

Retail

Office/Industrial

Model Homes

Corporate and Other

Total

Revenues:

Rental income

$ 543,600

$ 11,975,156

$ 3,952,162

$ —

$ 16,470,918

Fees and other income

400

257,414

5,776

80,200

343,790

Total revenue

544,000

12,232,570

3,957,938

80,200

16,814,708

Costs and expenses:

Rental operating costs

115,047

6,423,862

212,817

(593,674 )

6,158,052

General and administrative

—

19,195

813,705

4,871,930

5,704,830

Depreciation and amortization

100,472

3,910,547

846,818

4,430

4,862,267

Impairment of goodwill and real estate assets

—

6,031,828

339,609

72,000

6,443,437

Total costs and expenses

215,519

16,385,432

2,212,949

4,354,686

23,168,586

Other income (expense):

Interest expense - mortgage notes

(276,961 )

(3,757,328 )

(2,010,791 )

(5,357 )

(6,050,437 )

Interest and other income, net

—

(13,735 )

34,616

20,881

Net loss in Conduit Pharmaceuticals marketable securities (see footnote 9)

—

(188,287 )

Gain on sales of real estate, net

4,494,358

—

950,434

—

5,444,792

Income tax (expense) benefit

—

(9,600 )

(60,875 )

(392,695 )

(463,170 )

Total other income, net

4,217,397

(3,766,928 )

(1,134,967 )

(551,723 )

(1,236,221 )

Net income (loss)

4,545,878

(7,919,790 )

610,022

(4,826,209 )

(7,590,099 )

Less: Income attributable to noncontrolling interests

—

(47,710 )

(637,876 )

—

(685,586 )

Net income (loss) attributable to Presidio Property Trust, Inc. stockholders

$ 4,545,878

$ (7,967,500 )

$ (27,854 )

$ (4,826,209 )

$ (8,275,685 )

Dividends

paid during the years ended December 31, 2025 and 2024:

The

following is a summary of distributions declared per share of our Series D Preferred Stock for the years ended December 31, 2025 and

2024.

Series

D Preferred Stock

Month

2025

2024

Distributions Declared

January

$ 0.19531

February

0.19531

March

0.19531

April

0.19531

May

0.19531

June

0.19531

July

0.19531

August

0.19531

September

0.19531

October

0.19531

November

0.19531

December

0.19531

Total

$ 2.34372

Subsequent

Real Estate Activity:

of January 14, 2026, the Company sold Dakota Center for $5,125,000. The remaining loan balance was released as a part of the discounted

payoff agreement with the lender. During February and March 2026, we sold five model homes in Texas for approximately $2.5 million and

recorded a gain of approximately $0.1 million on sales. These sales included the final home for DMH#204 LP.

About

Presidio Property Trust

Presidio

is an internally managed, diversified REIT with holdings in model home properties which are triple-net leased to homebuilders, office,

industrial, and retail properties. Presidio’s model homes are leased to homebuilders located primarily in the sun belt states.

Presidio’s office, industrial, and retail properties are located primarily in Colorado, with properties also located in Maryland,

North Dakota, Texas, and Southern California. For more information on Presidio, please visit Presidio’s website at https://www.PresidioPT.com.

Definitions

Non-GAAP

Financial Measures

Funds

from Operations (“FFO”) – The Company evaluates performance based on Funds From Operations, which we refer to as

FFO, as management believes that FFO represents the most accurate measure of activity and is the basis for distributions paid to equity

holders. The Company defines FFO as net income or loss (computed in accordance with GAAP), excluding gains (or losses) from sales of

property, hedge ineffectiveness, acquisition costs of newly acquired properties that are not capitalized and lease acquisition costs

that are not capitalized plus depreciation and amortization, including amortization of acquired above and below market lease intangibles

and impairment charges on properties or investments in non-consolidated REITs, and after adjustments to exclude equity in income or losses

from, and, to include the proportionate share of FFO from, non-consolidated REITs.

However,

because FFO excludes depreciation and amortization as well as the changes in the value of the Company’s properties that result

from use or market conditions, each of which have real economic effects and could materially impact the Company’s results from

operations, the utility of FFO as a measure of the Company’s performance is limited. In addition, other REITs may not calculate

FFO in accordance with the NAREIT definition as the Company does, and, accordingly, the Company’s FFO may not be comparable to

other REITs’ FFO. Accordingly, FFO should be considered only as a supplement to net income as a measure of the Company’s

performance.

Core

Funds from Operations (“Core FFO”) – We calculate Core FFO by using FFO as defined by NAREIT and adjusting for

certain other non-core items. We exclude from our Core FFO calculation acquisition costs, loss on early extinguishment of debt, changes

in the fair value of the earn-out, changes in fair value of contingent consideration, non-cash warrant dividends, other non-recuring

expenses, and the amortization of stock-based compensation.

believe Core FFO provides a useful metric in comparing operations between reporting periods and in assessing the sustainability of our

ongoing operating performance. Other equity REITs may calculate Core FFO differently or not at all, and, accordingly, the Company’s

Core FFO may not be comparable to such other REITs’ Core FFO.

Cautionary

Note Regarding Forward-Looking Statements

This

press release contains statements that are “forward-looking statements” within the meaning of the Private Securities Litigation

Reform Act of 1995, Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as

amended, and other federal securities laws. Forward-looking statements are statements that are not historical, including statements regarding

management’s intentions, beliefs, expectations, representations, plans or predictions of the future, and are typically identified

by such words as “believe,” “expect,” “anticipate,” “intend,” “estimate,”

“may,” “will,” “should” and “could.” Because such statements include risks, uncertainties

and contingencies, actual results may differ materially from those expressed or implied by such forward-looking statements. Forward-looking

statements also include statements relating to the closing of the business combination with Conduit within a certain timeframe or at

all. These forward-looking statements are based upon the Company’s present expectations, but these statements are not guaranteed

to occur. Except as required by law, the Company disclaims any obligation to publicly update or revise any forward-looking statement

to reflect changes in underlying assumptions or factors, of new information, data or methods, future events or other changes. Investors

should not place undue reliance upon forward-looking statements. For further discussion of the factors that could affect outcomes, please

refer to the “Risk Factors” section of the Company’s documents filed with the SEC, copies of which are available on

the SEC’s website, www.sec.gov.

Investor

Relations Contact:

Presidio

Property Trust, Inc.

Lowell

Hartkorn, Investor Relations

LHartkorn@presidiopt.com

Telephone: (760) 471-8536 x1244

Presidio

Property Trust, Inc. and Subsidiaries

Consolidated

Balance Sheets

December 31,

2025

2024

ASSETS

Real estate assets and lease intangibles:

Land

$ 16,390,250

$ 15,983,323

Buildings and improvements

101,878,107

102,862,977

Tenant improvements

17,645,103

16,488,066

Lease intangibles

3,467,798

3,776,654

Real estate assets and lease intangibles held for investment, cost

139,381,258

139,111,020

Accumulated depreciation and amortization

(37,536,809 )

(33,700,262 )

Real estate assets and lease intangibles held for investment, net

101,844,449

105,410,758

Real estate assets held for sale, net

6,805,255

22,185,742

Real estate assets, net

108,649,704

127,596,500

Other assets:

Cash, cash equivalents and restricted cash

7,422,359

8,036,496

Deferred leasing costs, net

1,340,853

1,666,135

Goodwill

1,317,000

1,389,000

Investment in Conduit Pharmaceuticals marketable securities (see Notes 2 & 9)

3,900

206,177

Deferred tax asset

223,388

298,645

Other assets, net (see Note 6)

3,095,670

3,376,697

Total other assets

13,403,170

14,973,150

TOTAL ASSETS (1)

$ 122,052,874

$ 142,569,650

LIABILITIES AND EQUITY

Liabilities:

Mortgage notes payable, net

$ 81,936,586

$ 80,977,448

Mortgage notes payable related to properties held for sale, net

10,137,781

21,116,646

Mortgage notes payable, total net

92,074,367

102,094,094

Accounts payable and accrued liabilities

3,302,187

3,290,170

Accrued real estate taxes

1,785,029

1,972,477

Dividends payable

190,220

194,784

Lease liability, net

40,108

64,345

Below-market leases, net

3,316

8,625

Total liabilities

97,395,227

107,624,495

Commitments and contingencies (see Note 10)

Equity:

Series D Preferred Stock, $0.01 par value per share; 1,000,000 shares authorized; 973,736 shares issued and outstanding (liquidation preference $25.00 per share) as of December 31, 2025 and 997,082 shares issued and outstanding as of December 31, 2024

9,737

9,971

Series A Common Stock, $0.01 par value per share, shares authorized: 100,000,000; 1,313,832 shares and 1,283,432 shares were issued and outstanding at December 31, 2025 and December 31, 2024, respectively

13,142

128,343

Additional paid-in capital

186,762,388

185,770,842

Dividends and accumulated losses

(169,945,302 )

(159,374,010 )

Total stockholders’ equity before noncontrolling interest

16,839,965

26,535,146

Noncontrolling interest

7,817,682

8,410,009

Total equity

24,657,647

34,945,155

TOTAL LIABILITIES AND EQUITY

$ 122,052,874

$ 142,569,650

Presidio

Property Trust, Inc. and Subsidiaries

Consolidated

Statements of Operations

For the Year Ended December 31,

2025

2024

Revenues:

Rental income

$ 16,470,918

$ 18,523,813

Fees and other income

343,790

401,462

Total revenue

16,814,708

18,925,275

Costs and expenses:

Rental operating costs

6,158,052

6,256,077

General and administrative

5,704,830

7,526,675

Depreciation and amortization

4,862,267

5,515,518

Impairment of goodwill and real estate assets

6,443,437

1,969,311

Total costs and expenses

23,168,586

21,267,581

Other income (expense):

Interest expense - mortgage notes

(6,050,437 )

(6,050,196 )

Interest and other income, net

20,881

(151,356 )

Gain on sales of real estate, net

5,444,792

3,426,572

Net loss in Conduit Pharmaceuticals marketable securities (see footnote 9)

(188,287 )

(17,925,723 )

Income tax (expense) benefit

(463,170 )

(60,855 )

Total loss, net

(1,236,221 )

(20,761,558 )

Net loss:

(7,590,099 )

(23,103,864 )

Less: Income attributable to noncontrolling interests

(685,586 )

(2,524,665 )

Net loss attributable to Presidio Property Trust, Inc. stockholders

$ (8,275,685 )

$ (25,628,529 )

Less: Preferred Stock Series D dividends

(2,295,607 )

(2,236,696 )

Net loss attributable to Presidio Property Trust, Inc. common stockholders

$ (10,571,292 )

$ (27,865,225 )

Net loss per share attributable to Presidio Property Trust, Inc. common stockholders:

Basic & Diluted

$ (8.65 )

$ (22.50 )

Weighted average number of common shares outstanding - basic & dilutive

1,221,413

1,238,659

FFO

AND CORE FFO RECONCILIATION

For the three months

Ended December 31,

For the Year

Ended December 31,

2025

2024

2025

2024

Net loss attributable to Presidio Property Trust, Inc. common stockholders

$ (4,544,421 )

$ (3,064,694 )

$ (10,571,292 )

$ (27,865,225 )

Adjustments:

Income attributable to noncontrolling interests

339,483

196,279

685,586

2,524,665

Depreciation and amortization

1,170,832

1,357,248

4,862,267

5,515,518

Amortization of above and below market leases, net

(1,244 )

(910 )

(4,752 )

(4,641 )

Impairment of real estate assets

2,016,192

1,075,372

6,443,437

1,969,311

Net change in marketable securities

3,615

104,287

188,287

17,926,283

Gain on sale of real estate assets, net

(366,490 )

(235,423 )

(5,444,792 )

(3,426,572 )

FFO

$ (1,382,033 )

$ (567,841 )

$ (3,841,259 )

$ (3,360,661 )

Restricted stock compensation

306,762

147,031

1,138,585

1,379,080

Cost associated with Zuma Capital Management

—

565,534

Core FFO

$ (1,075,271 )

$ (420,810 )

$ (2,702,674 )

$ (1,416,047 )

Weighted average number of common shares outstanding - basic and diluted

1,234,884

1,234,727

1,221,413

1,238,659

Core FFO / Wgt Avg Share

$ (0.87 )

$ (0.34 )

$ (2.21 )

$ (1.14 )

Quarterly Dividends / Share

$ —

EX-99.2

Filename: ex99-2.htm · Sequence: 3

Exhibit

99.2

SUPPLEMENTAL

FINANCIAL INFORMATION

of December 31, 2025

FORWARD-LOOKING

STATEMENTS

This

presentation contains “forward-looking statements” within the meaning of the federal securities laws that involve risks and

uncertainties, many of which are beyond our control. Our actual results could differ materially and adversely from those anticipated

in such forward-looking statements as a result of certain factors, including those set forth in the Quarterly Report on Form 10-Q. Forward-looking

statements relate to matters such as our industry, business strategy, goals and expectations concerning our market position, future operations,

margins, profitability, capital expenditures, financial condition, liquidity, capital resources, cash flows, dividends, results of operations

and other financial and operating information. When used in this presentation, the words “will,” “may,” “believe,”

“anticipate,” “intend,” “estimate,” “expect,” “should,” “project,”

“plan,” and similar expressions are intended to identify forward-looking statements, although not all forward-looking statements

contain such identifying words.

The

forward-looking statements contained in this presentation are based on historical performance and management’s current plans, estimates

and expectations in light of information currently available to it and are subject to uncertainty and changes in circumstances. There

can be no assurance that future developments affecting us will be those that we have anticipated. Actual results may differ materially

from these expectations due to the factors, risks and uncertainties described in the Annual Report on Form 10-K, as filed March 27, 2026

(“Annual Report”) and the Company’s Quarterly Report on Form 10-Q filed with the SEC on the date hereof (“Quarterly

Report”), changes in global, regional or local political, economic, business, competitive, market, regulatory and other factors

described in the “Risk Factors” section of the Annual Report and the Quarterly Report, many of which are beyond our control.

Should one or more of these risks or uncertainties materialize or should any of our assumptions prove to be incorrect, our actual results

may vary in material respects from what we may have expressed or implied by these forward-looking statements. We caution that you should

not place undue reliance on any of our forward-looking statements. Any forward-looking statement made by us in this presentation speaks

only as of the date on which we make it. Factors or events that could cause our actual results to differ may emerge from time to time,

and it is not possible for us to predict all of them. We undertake no obligation to publicly update any forward-looking statement, whether

as a result of new information, future developments or otherwise, except as may be required by applicable securities laws.

COMPANY

OVERVIEW

●

Presidio

Property Trust, Inc. (“Presidio” or the “Company”) was founded in 1999 as NetREIT

●

Presidio

is an internally managed real estate company focused on commercial real estate opportunities in often overlooked and regionally dominant

markets

●

The

Company acquires, owns, and manages office and industrial real estate assets in markets with strong demographic and economic drivers

with attractive going-in cap rates

●

Presidio’s

commercial portfolio currently includes 10 commercial properties with a book value of approximately $72.0 million

●

addition to its commercial real estate holdings, Presidio generates fees and rental income from affiliated entities, which manage

and/or own a portfolio of model homes (1)

Corporate

Information

Headquarters

San

Diego, CA

Founded

1999

Key

Geographies

CA,

CO, MD, ND & TX

Employees

Portfolio

Summary (Number / Square Footage)

Office

properties / 608,076 sqft.

Retail

properties / 10,500 sqft.

Industrial

property / 150,099 sqft.

Model

Homes (1)

homes / 237,981 sqft

Portfolio

Value & Debt

Book

Value

$108.6

million (2)

Existing

Secured Debt

$92.1

million

(1)

The

Company holds partial ownership interests in several entities which own model home properties

(2)

Includes

book value of model homes

COMMERCIAL

PORTFOLIO

Date

Real

estate assets and lease intangibles, net

Property

Name

Acquired

Location

December

31, 2025

December

31, 2024

Genesis

Plaza (1)

August

2010

San

Diego, CA

$ 7,274,600

$ 7,363,571

Dakota

Center (2)

May

2011

Fargo,

4,861,267

8,154,951

Grand

Pacific Center (3)

March

2014

Bismarck,

8,082,202

8,413,926

Arapahoe

Center

December

2014

Centennial,

8,874,198

9,298,534

Union

Town Center (3)

December

2014

Colorado

Springs, CO

—

8,922,943

West

Fargo Industrial

August

2015

Fargo,

6,404,774

6,599,953

300

N.P.

August

2015

Fargo,

1,949,040

1,963,000

Research

Parkway (3)

August

2015

Colorado

Springs, CO

—

2,220,284

One

Park Center

August

2015

Westminster,

5,740,065

5,580,950

Shea

Center II (4)

December

2015

Highlands

Ranch, CO

16,249,498

18,820,370

Mandolin

(5)

August

2021

Houston,

4,508,851

4,600,562

Baltimore

December

2021

Baltimore,

8,016,747

8,241,456

Commercial

properties

71,961,242

90,180,500

Model

Home properties (6)

2020

- 2025

36,688,462

37,416,000

Total

real estate assets and lease intangibles, net

$ 108,649,704

$ 127,596,500

(1)

Genesis

Plaza is owned by two tenants-in-common, NetREIT Genesis and NetREIT Genessis II, each of which own 57% and 43%, respectively, and we

beneficially own an aggregate of 92.0%, based on our ownership of each entity. We have 100% ownership of NetREIT Genesis and 81.5% ownership

of NetREIT Genesis II, and we have control of both entities. During July 2024, the Company completed a minority ownership conversion

option as result of a death in a noncontrolling trust within NetREIT Genesis II. The Company issued the trust 86,232 shares of SQFT Series

A Common Stock in exchange for their 36.4% ownership in NetREIT Genesis II, as per the original exchange agreement.

(2)

The

non-recourse loan on the Dakota Center property matured on July 6, 2024. During December 2024, the lender agreed to the broker the Company

would use to sell the property to settle the non-recourse debt. At December 31, 2025, the property was included in the real estate assets

held for sale, net on the consolidated balance sheet. During July 2025, the lender approved a purchase offer from a third party for $5,125,000.

In connection with the approved sale, we have impaired the property’s book value and recorded an impairment charge of approximately

$3.5 million for the year ended December 31, 2025. The sale was completed on January 14, 2026.

(3)

During

February 2025, Union Town Center and Research Parkway were sold to a single buyer for a combined total of approximately $15.9 million,

net of selling costs, and recognized a net gain of approximately $4.5 million, net of closing costs.

(4)

During

the year ended December 31, 2025, the Company impaired Shea Center II for a total of approximately $2.5 million after low property occupancy

triggered a cash management event under the terms of the loan agreement. Subsequent to the year ended December 31, 2025, the Company

received notice that the Company’s failure to repay in full by January 5, 2026 the indebtedness related to the loan agreement governing

Shea Center II had triggered a default event. The Company has received notification that the Shea Center II property governed by this

agreement will be moved into receivership, which will fulfill its obligation for this non-recourse loan.

(5)

portion of the proceeds from the sale of Highland Court were used in like-kind exchange transactions pursued under Section 1031 of the

Code for the acquisition of our Mandolin property. Mandolin is owned by NetREIT Palm Self-Storage LP, through its wholly owned subsidiary,

NetREIT Highland LLC, and the Company is the sole general partner and owns 61.3% of NetREIT Palm Self-Storage LP.

(6)

Includes

Model Homes listed as held for sale as of December 31, 2025 and December 31, 2024. During the year ended December 31, 2025, we recorded

impairment charges for model homes of approximately $0.3 million, which reflects the estimated sales prices for these specific model

homes; for the same period in 2024, we recorded $0.4 million in impairment. The short hold period, less than two years, and the builder

changing their model style after we purchased the homes, contributed to the lower-than-expected sales price. As of December 31, 2025,

we had model home properties held for sale in Alabama, Arizona, Tennessee, and Texas. As of December 31, 2024, we had model home

properties held for sale in Arizona, Florida, and Texas.

MODEL

HOMES PORTFOLIO

State

No.

of Properties

Aggregate

Square Feet

Approximate

% of Square Feet

Current

Base Annual Rent

Approximate

% of Aggregate Annual Rent

Alabama

23,835

10.0 %

$ 347,064

10.0 %

Arizona

3,474

1.5 %

74,280

2.1 %

Tennessee

5,534

2.3 %

89,304

2.6 %

Texas

205,138

86.2 %

2,955,864

85.3 %

Total

237,981

100.0 %

$ 3,466,512

100.0 %

CONSOLIDATED

BALANCE SHEET

Presidio

Property Trust, Inc. and Subsidiaries

Consolidated

Balance Sheets

December

31,

December

31,

2025

2024

ASSETS

Real

estate assets and lease intangibles:

Land

$ 16,390,250

$ 15,983,323

Buildings

and improvements

101,878,107

102,862,977

Tenant

improvements

17,645,103

16,488,066

Lease

intangibles

3,467,798

3,776,654

Real

estate assets and lease intangibles held for investment, cost

139,381,258

139,111,020

Accumulated

depreciation and amortization

(37,536,809 )

(33,700,262 )

Real

estate assets and lease intangibles held for investment, net

101,844,449

105,410,758

Real

estate assets held for sale, net

6,805,255

22,185,742

Real

estate assets, net

108,649,704

127,596,500

Other

assets:

Cash,

cash equivalents and restricted cash

7,422,359

8,036,496

Deferred

leasing costs, net

1,340,853

1,666,135

Goodwill

1,317,000

1,389,000

Investment

in Conduit Pharmaceuticals marketable securities (see Notes 2 & 9)

3,900

206,177

Deferred

tax asset

223,388

298,645

Other

assets, net (see Note 6)

3,095,670

3,376,697

Total

other assets

13,403,170

14,973,150

TOTAL

ASSETS (1)

$ 122,052,874

$ 142,569,650

LIABILITIES

AND EQUITY

Liabilities:

Mortgage

notes payable, net

$ 81,936,586

$ 80,977,448

Mortgage

notes payable related to properties held for sale, net

10,137,781

21,116,646

Mortgage

notes payable, total net

92,074,367

102,094,094

Accounts

payable and accrued liabilities

3,302,187

3,290,170

Accrued

real estate taxes

1,785,029

1,972,477

Dividends

payable

190,220

194,784

Lease

liability, net

40,108

64,345

Below-market

leases, net

3,316

8,625

Total

liabilities

97,395,227

107,624,495

Commitments

and contingencies (see Note 10)

Equity:

Series

D Preferred Stock, $0.01 par value per share; 1,000,000 shares authorized; 973,736 shares issued and outstanding (liquidation preference

$25.00 per share) as of December 31, 2025 and 997,082 shares issued and outstanding as of December 31, 2024

9,737

9,971

Series

A Common Stock, $0.01 par value per share, shares authorized: 100,000,000; 1,313,832 shares and 1,283,432 shares were issued and

outstanding at December 31, 2025 and December 31, 2024, respectively

13,142

128,343

Additional

paid-in capital

186,762,388

185,770,842

Dividends

and accumulated losses

(169,945,302 )

(159,374,010 )

Total

stockholders’ equity before noncontrolling interest

16,839,965

26,535,146

Noncontrolling

interest

7,817,682

8,410,009

Total

equity

24,657,647

34,945,155

TOTAL

LIABILITIES AND EQUITY

$ 122,052,874

$ 142,569,650

CONSOLIDATED

STATEMENT OF OPERATIONS

Presidio

Property Trust, Inc. and Subsidiaries

Consolidated

Statements of Operations

For

the Year Ended December 31,

2025

2024

Revenues:

Rental

income

$ 16,470,918

$ 18,523,813

Fees

and other income

343,790

401,462

Total

revenue

16,814,708

18,925,275

Costs

and expenses:

Rental

operating costs

6,158,052

6,256,077

General

and administrative

5,704,830

7,526,675

Depreciation

and amortization

4,862,267

5,515,518

Impairment

of goodwill and real estate assets

6,443,437

1,969,311

Total

costs and expenses

23,168,586

21,267,581

Other

income (expense):

Interest

expense - mortgage notes

(6,050,437 )

(6,050,196 )

Interest

and other income, net

20,881

(151,356 )

Gain

on sales of real estate, net

5,444,792

3,426,572

Net

loss in Conduit Pharmaceuticals marketable securities (see footnote 9)

(188,287 )

(17,925,723 )

Income

tax (expense) benefit

(463,170 )

(60,855 )

Total

loss, net

(1,236,221 )

(20,761,558 )

Net

loss:

(7,590,099 )

(23,103,864 )

Less:

Income attributable to noncontrolling interests

(685,586 )

(2,524,665 )

Net

loss attributable to Presidio Property Trust, Inc. stockholders

$ (8,275,685 )

$ (25,628,529 )

Less:

Preferred Stock Series D dividends

(2,295,607 )

(2,236,696 )

Net

loss attributable to Presidio Property Trust, Inc. common stockholders

$ (10,571,292 )

$ (27,865,225 )

Net

loss per share attributable to Presidio Property Trust, Inc. common stockholders:

Basic

& Diluted

$ (8.65 )

$ (22.50 )

Weighted

average number of common shares outstanding - basic & dilutive

1,221,413

1,238,659

CONSOLIDATED

STATEMENT OF CASH FLOWS

Presidio

Property Trust, Inc. and Subsidiaries

Consolidated

Statements of Cash Flows

For

the Year Ended December 31,

2025

2024

Cash

flows from operating activities:

Net

loss

$ (7,590,099 )

(23,103,864 )

Adjustments

to reconcile net loss to net cash provided by (used in) operating activities:

Depreciation

and amortization

4,862,267

5,515,518

Stock

compensation

1,138,585

1,379,080

Gain

on sale of real estate assets, net

(5,444,792 )

(3,426,572 )

Employee

Bonuses paid with CDT stock

—

172,421

Net

loss in Conduit Pharmaceuticals fair value marketable securities

188,287

17,925,723

Net

loss (gain) in fair value marketable securities

—

560

Impairment

of goodwill and real estate assets

6,443,437

1,969,311

Amortization

of financing costs

281,245

351,291

Amortization

of below-market leases

(4,753 )

(4,641 )

Straight-line

rent adjustment

261,483

(152,722 )

Changes

in operating assets and liabilities:

Other

assets

355,913

82,575

Deferred

tax asset

75,257

48,117

Accounts

payable and accrued liabilities

186,636

(1,001,301 )

Deferred

leasing costs

(148,148 )

(502,946 )

Accrued

real estate taxes

(187,448 )

19,390

Net

cash provided by (used in) operating activities

417,870

(728,060 )

Cash

flows from investing activities:

Real

estate acquisitions

(9,444,465 )

(9,729,351 )

Additions

to buildings and tenant improvements

(2,703,012 )

(2,273,726 )

Investment

in marketable securities

—

(2,362 )

Proceeds

from sale of marketable securities

13,990

105,206

Proceeds

from sales of real estate, net

25,625,377

24,767,052

Net

cash provided by investing activities

13,491,890

12,866,819

Cash

flows from financing activities:

Proceeds

from mortgage notes payable, net of issuance costs

18,942,396

22,272,291

Payment

of debt issuance costs

(424,002 )

(335,724 )

Repayment

of mortgage notes payable

(28,862,783 )

(27,897,127 )

Payment

of deferred offering costs

(343,514 )

—

Distributions

to noncontrolling interests

(1,277,913 )

(3,629,964 )

Contributions

from noncontrolling interests

—

200,000

Issuance

of Series A Common Stock, net of offering costs

1,667,120

—

Issuance

of Series D Preferred Stock, net of offering costs

—

1,195,855

Repurchase

of Series A Common Stock, at cost

(1,585,091 )

(140,416 )

Repurchase

of Series D Preferred Stock, at cost

(344,503 )

(40,910 )

Dividends

paid to Series D Preferred Stockholders

(2,295,607 )

(2,236,696 )

Net

cash used in financing activities

(14,523,897 )

(10,612,691 )

Net

(decrease) increase in cash equivalents and restricted cash

(614,137 )

1,526,068

Cash,

cash equivalents and restricted cash - beginning of period

8,036,496

6,510,428

$ 7,422,359

$ 8,036,496

Supplemental

disclosure of cash flow information:

Interest

paid-mortgage notes payable

$ 5,906,234

$ 5,371,017

Income

taxes paid

$ 78,848

$ 46,511

Non-cash

investing activities:

Paid

building and tenant improvements from prior year

$ (207,847 )

$ (295,567 )

Private

warrants from Conduit Pharmaceuticals

$ —

$ 642,600

Non-cash

financing activities:

Unpaid

deferred offering costs

$ 6,589

$ —

Payment

of accrued bonus to ex-CFO with CDT stock

$ —

$ 124,357

Distribution

of CDT stock to employees

$ —

$ 172,421

Unpaid

building and tenant improvements

$ 361,261

$ 207,847

Dividends

payable - Preferred Stock Series D

$ 190,220

$ 194,784

EBITDAre

RECONCILIATION

For

the Three Months

Ended

December 31,

For

the Year

Ended

December 31,

2025

2024

2025

2024

Net

loss attributable to Presidio Property Trust, Inc. common stockholders

$ (4,544,421 )

$ (3,064,694 )

$ (10,571,292 )

$ (27,865,225 )

Adjustments

Interest

Expense

1,563,022

1,535,617

6,050,437

6,050,196

Depreciation

and Amortization

1,169,588

1,356,338

4,857,515

5,510,877

Asset

Impairment

2,016,192

1,075,372

6,443,437

1,969,311

Net

gain on sale of real estate

(366,490 )

(235,423 )

(5,444,792 )

(3,426,572 )

Net

change in marketable securities

3,615

104,287

188,287

17,926,283

Income

Taxes

449,541

(106,642 )

463,170

60,855

EBITDAre

$ 291,047

$ 664,855

$ 1,986,762

$ 225,725

FFO

AND CORE FFO RECONCILIATION

For

the three months

Ended

December 31,

For

the Year

Ended

December 31,

2025

2024

2025

2024

Net

loss attributable to Presidio Property Trust, Inc. common stockholders

$ (4,544,421 )

$ (3,064,694 )

$ (10,571,292 )

$ (27,865,225 )

Adjustments:

Income

attributable to noncontrolling interests

339,483

196,279

685,586

2,524,665

Depreciation

and amortization

1,170,832

1,357,248

4,862,267

5,515,518

Amortization

of above and below market leases, net

(1,244 )

(910 )

(4,752 )

(4,641 )

Impairment

of real estate assets

2,016,192

1,075,372

6,443,437

1,969,311

Net

change in marketable securities

3,615

104,287

188,287

17,926,283

Gain

on sale of real estate assets, net

(366,490 )

(235,423 )

(5,444,792 )

(3,426,572 )

FFO

$ (1,382,033 )

$ (567,841 )

$ (3,841,259 )

$ (3,360,661 )

Restricted

stock compensation

306,762

147,031

1,138,585

1,379,080

Cost

associated with Zuma Capital Management

—

565,534

Core

FFO

$ (1,075,271 )

$ (420,810 )

$ (2,702,674 )

$ (1,416,047 )

Weighted

average number of common shares outstanding - basic and diluted

1,234,884

1,234,727

1,221,413

1,238,659

Core

FFO / Wgt Avg Share

$ (0.87 )

$ (0.34 )

$ (2.21 )

$ (1.14 )

Quarterly

Dividends / Share

$ —

SEGMENT

DATA

The

following tables compare the Company’s segment activity and NOI and adjusted NOI for Model Home income to its results of operations

and financial position and the Company’s segment activity and to its results of GAAP operations and financial position for the

year ended December 31, 2025. The information for Corporate and Other are presented to reconcile back to the consolidated statement of

operations, but is not considered a reportable segment.

For

the Year Ended December 31, 2025

Retail

Office/Industrial

Model

Homes

Corporate

and Other

Total

Rental

revenue

$ 487,161

$ 9,585,303

$ 3,952,162

$ —

$ 14,024,626

Recovery

revenue

56,439

2,389,853

—

2,446,292

Other

operating revenue

400

257,414

5,776

80,200

343,790

Total

revenues

544,000

12,232,570

3,957,938

80,200

16,814,708

Rental

operating costs

115,047

6,423,862

212,817

(593,674 )

6,158,052

Net

Operating Income (NOI)

428,953

5,808,708

3,745,121

673,874

10,656,656

Gain

on Sale - Model Homes

—

950,434

—

950,434

Impairment

of Model Homes

—

(339,609 )

—

(339,609 )

Adjusted

NOI

$ 428,953

$ 5,808,708

$ 4,355,946

$ 673,874

$ 11,267,481

For

the Year Ended December 31, 2025

Retail

Office/Industrial

Model

Homes

Corporate

and Other

Total

Revenues:

Rental

income

$ 543,600

$ 11,975,156

$ 3,952,162

$ —

$ 16,470,918

Fees

and other income

400

257,414

5,776

80,200

343,790

Total

revenue

544,000

12,232,570

3,957,938

80,200

16,814,708

Costs

and expenses:

Rental

operating costs

115,047

6,423,862

212,817

(593,674 )

6,158,052

General

and administrative

—

19,195

813,705

4,871,930

5,704,830

Depreciation

and amortization

100,472

3,910,547

846,818

4,430

4,862,267

Impairment

of goodwill and real estate assets

—

6,031,828

339,609

72,000

6,443,437

Total

costs and expenses

215,519

16,385,432

2,212,949

4,354,686

23,168,586

Other

income (expense):

Interest

expense - mortgage notes

(276,961 )

(3,757,328 )

(2,010,791 )

(5,357 )

(6,050,437 )

Interest

and other income, net

—

(13,735 )

34,616

20,881

Net

loss in Conduit Pharmaceuticals marketable securities (see footnote 9)

—

(188,287 )

Gain

on sales of real estate, net

4,494,358

—

950,434

—

5,444,792

Income

tax (expense) benefit

—

(9,600 )

(60,875 )

(392,695 )

(463,170 )

Total

other income, net

4,217,397

(3,766,928 )

(1,134,967 )

(551,723 )

(1,236,221 )

Net

income (loss)

4,545,878

(7,919,790 )

610,022

(4,826,209 )

(7,590,099 )

Less:

Income attributable to noncontrolling interests

—

(47,710 )

(637,876 )

—

(685,586 )

Net

income (loss) attributable to Presidio Property Trust, Inc. stockholders

$ 4,545,878

$ (7,967,500 )

$ (27,854 )

$ (4,826,209 )

$ (8,275,685 )

SEGMENT

DATA (continued)

December

31,

December

31,

Assets

by Reportable Segment:

2025

2024

Office/Industrial

Properties:

Land,

buildings and improvements, net (1)

$ 67,445,290

$ 74,425,180

Total

assets (2)

$ 68,980,087

$ 76,292,662

Model

Home Properties:

Land,

buildings and improvements, net (1)

$ 36,688,462

$ 37,416,000

Total

assets (2)

$ 37,301,777

$ 38,166,964

Retail

Properties:

Land,

buildings and improvements, net (1)

$ 4,508,851

$ 15,743,789

Total

assets (2)

$ 4,669,852

$ 16,673,605

Reconciliation

to Total Assets:

Total

assets for reportable segments

$ 110,951,716

$ 131,133,231

Corporate

and other assets:

Cash,

cash equivalents and restricted cash

$ 173,621

564,922

Other

assets, net

$ 10,927,537

10,871,497

Total

Assets

$ 122,052,874

$ 142,569,650

(1)

Includes

lease intangibles.

(2)

Includes

land, buildings and improvements, cash, cash equivalents, and restricted cash, current receivables, deferred rent receivables and

deferred leasing costs and other related intangible assets, all shown on a net basis.

DEFINITIONS

– NON-GAAP MEASUREMENTS

EBITDAre

- EBITDAre is defined by NAREIT as earnings before interest, taxes, depreciation, and amortization, gain or loss on disposal of depreciated

assets, and impairment write-offs.

Funds

from Operations (“FFO”) – The Company evaluates performance based on Funds From Operations, which

we refer to as FFO, as management believes that FFO represents the most accurate measure of activity and is the basis for distributions

paid to equity holders. The Company defines FFO, a non-GAAP measure, as net income or loss (computed in accordance with GAAP), excluding

gains (or losses) from sales of property, hedge ineffectiveness, acquisition costs of newly acquired properties that are not capitalized

and lease acquisition costs that are not capitalized plus depreciation and amortization, including amortization of acquired above and

below market lease intangibles and impairment charges on properties or investments in non-consolidated REITs, and after adjustments to

exclude equity in income or losses from, and, to include the proportionate share of FFO from, non-consolidated REITs.

However,

because FFO excludes depreciation and amortization as well as the changes in the value of the Company’s properties that result

from use or market conditions, each of which have real economic effects and could materially impact the Company’s results from

operations, the utility of FFO as a measure of the Company’s performance is limited. In addition, other REITs may not calculate

FFO in accordance with the NAREIT definition as the Company does, and, accordingly, the Company’s FFO may not be comparable to

other REITs’ FFO. Accordingly, FFO should be considered only as a supplement to net income as a measure of the Company’s

performance.

Core

Funds from Operations (“Core FFO”) – We calculate Core FFO by using FFO as defined by NAREIT and

adjusting for certain other non-core items. We exclude from our Core FFO calculation acquisition costs, loss on early extinguishment

of debt, changes in the fair value of the earn-out, changes in fair value of contingent consideration, non-cash warrant dividends, other

non-recuring expenses, and the amortization of stock-based compensation.

believe Core FFO provides a useful metric in comparing operations between reporting periods and in assessing the sustainability of our

ongoing operating performance. Other equity REITs may calculate Core FFO differently or not at all, and, accordingly, the Company’s

Core FFO may not be comparable to such other REITs’ Core FFO.

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