Form 8-K

8-K — Seaport Entertainment Group Inc.

Accession: 0001104659-26-091195

Filed: 2026-08-05

Period: 2026-08-05

CIK: 0002009684

SIC: 7990 (SERVICES-MISCELLANEOUS AMUSEMENT & RECREATION)

Item: Results of Operations and Financial Condition

Item: Financial Statements and Exhibits

Documents

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EX-99.1 (seg-20260805xex99d1.htm)

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8-K

8-K (Primary)

Filename: seg-20260805x8k.htm · Sequence: 1

SEAPORT ENTERTAINMENT GROUP INC._August 5, 2026

0002009684false00020096842026-08-052026-08-05

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): August 5, 2026

SEAPORT ENTERTAINMENT GROUP INC.

(Exact name of registrant as specified in charter)

Delaware

001-42113

99-0947924

(State or other jurisdiction

(Commission File Number)

(IRS Employer

of incorporation)

Identification No.)

199 Water Street, 28th Floor

10038

New York, NY

(Zip code)

(Address of principal executive offices)

Registrant’s telephone number, including area code: (212) 732-8257

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

Name of each exchange on which registered

Common stock, par value $0.01 per share

SEG

NYSE

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 ☒

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. ☒

Item 2.02Results of Operations and Financial Condition.

On August 5, 2026, Seaport Entertainment Group Inc. (the “Company”) issued an earnings press release relating to the Company’s financial results for the quarter ended June 30, 2026, and issued a related supplemental disclosure package. The press release and supplemental disclosure package are attached hereto as Exhibit 99.1 and 99.2, respectively, and are incorporated by reference herein.

The information in Item 2.02 of this Current Report, including Exhibit 99.1 and 99.2, is being furnished and shall not be deemed “filed” for 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. Such information shall not be incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933, as amended (the “Securities Act”), or the Exchange Act, unless it is specifically incorporated by reference therein.

Item 9.01Financial Statements and Exhibits.

(d)

Exhibits

Exhibit No.

Description

99.1

Earnings Press Release, dated August 5, 2026

99.2

Supplemental Disclosure Package

104

Cover Page Interactive Data File (the cover page tags are embedded within the Inline XBRL document)

SIGNATURE

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

Dated: August 5, 2026

SEAPORT ENTERTAINMENT GROUP INC.

By:

/s/ Lenah J. Elaiwat

Name:

Lenah J. Elaiwat

Title:

Chief Financial Officer & Treasurer

EX-99.1

Filename: seg-20260805xex99d1.htm · Sequence: 2

‌Exhibit 99.1

SEAPORT ENTERTAINMENT GROUP REPORTS SECOND QUARTER 2026 RESULTS

NEW YORK, NY, August 5, 2026 – Seaport Entertainment Group Inc. (NYSE: SEG) (“Seaport Entertainment Group,” “SEG,” “we,” “our," or the “Company”) announced today its operating and financial results for the quarter ended June 30, 2026.

“The second quarter was our strongest to date, with each business segment profitable for the first time in our two-year history. Our emphasis on delivering unique in-person experiences through a growing events calendar and increased set of offerings are resulting in more visitors, more energy, and more reasons to return to our destinations,” said Matt Partridge, President and Chief Executive Officer of Seaport Entertainment Group. “With the upcoming opening of Balloon Museum at the Tin Building, the Las Vegas Aviators once again positioned for a playoff run, and an exciting pipeline of new concepts and activations coming to both New York and Las Vegas, we believe the progress we’ve made is building momentum to deliver long-term value for our communities, shareholders and partners.”

Recent Updates

◾ Successfully opened Sadie’s and Sadie’s Garden Bar in the Seaport, with Sadie’s Garden Bar generating a 125% increase in year-over-year revenue compared to non-SEG managed operations in the prior year.

◾ Hosted the 50th annual Macy's 4th of July Fireworks® at the Seaport as part of America's 250th anniversary celebrations.

◾ Appointed Rebecca Sachs as Chief Administrative Officer and Corporate Secretary.

◾ The Las Vegas Aviators clinched a spot in the 2026 Pacific Coast League Playoffs, marking their second consecutive appearance in the MiLB Triple-A Playoffs.

◾ Finalized the lease termination with Nike and received $3.7 million in accelerated rent and termination fees; the Company regained possession of the space, enabling the commencement of its buildout of the Pier 17 Event Space.

◾ Net Loss Attributable to Common Stockholders improved 29.2% year-over-year to ($10.5) million and, on a per share basis, improved 29.3% year-over-year to ($0.82) per basic and diluted share.

◾ Non-GAAP Adjusted Net Income (Loss) Attributable to Common Stockholders improved 104.3% year-over-year to $0.3 million and, on a per share basis, improved 103.4% to $0.02 per basic and diluted share.

Select Year-to-Date 2026 Results

◾ Completed the sale of the 250 Water Street development site for $143.0 million in February 2026, generating net proceeds of $76.1 million after repaying $61.3 million of variable-rate debt and closing costs.

◾ Executed a five-year lease with Lux Entertainment to open its U.S. flagship of Balloon Museum, the award-winning interactive contemporary art experience, in the Tin Building.

◾ Announced a 10-year management and lease agreement with Brooklyn-based arts, culture, and hospitality company, Public Service, the creative and curatorial team behind Public Records.

◾ The Rooftop at Pier 17 named by the 2026 Rolling Stone Audio Awards as the Best Outdoor Music Venue in the country.

◾ Leased or programmed occupancy of the Seaport neighborhood at 89%.

◾ Net Loss Attributable to Common Stockholders increased (16.9%) year-over-year to ($54.6) million and, on a per share basis, increased (16.0%) year-over-year to ($4.27) per basic and diluted share.

‌

◾ Non-GAAP Adjusted Net Loss Attributable to Common Stockholders improved 41.8% year-over-year to ($17.6) million and, on a per share basis, improved 42.4% to ($1.37) per basic and diluted share.

Quarterly Results

The table below provides a summary of the Company’s unaudited consolidated operating and financial results for the three months ended June 30, 2026 and June 30, 2025:

For the Three Months Ended

June 30, 2026

For the Three Months Ended

June 30, 2025

Variance

to Comparable

Period in Prior Year

Total revenues

34,290

39,801

(5,511)

(13.8%)

Net loss

(10,108)

(14,424)

4,316

29.9%

Net loss attributable to common stockholders

(10,458)

(14,774)

4,316

29.2%

Net loss attributable to common stockholders per share

(0.82)

(1.16)

0.34

29.3%

Non-GAAP Adjusted Net Income (Loss) Attributable

to Common Stockholders1

320

(7,415)

7,735

104.3%

Non-GAAP Adjusted Net Income (Loss) Attributable

to Common Stockholders Per Share1

0.02

(0.58)

0.60

103.4%

Note: $ in thousands, except per share data.

1 The Company’s Non-GAAP measures being presented are unaudited. See the “Non-GAAP Financial Measures” and “Reconciliation of Net Loss to Non-GAAP Adjusted Net Income (Loss) Attributable to Common Stockholders” sections in this press release for a discussion and reconciliation of net income (loss) attributable to common stockholders to non-GAAP financial measures, including Non-GAAP Adjusted Net Income (Loss) Attributable to Common Stockholders and Non-GAAP Adjusted Net Income (Loss) Attributable to Common Stockholders Per Share.

Year-to-Date Results

The table below provides a summary of the Company’s unaudited consolidated operating and financial results for the six months ended June 30, 2026 and June 30, 2025:

For the Six

Months Ended

June 30, 2026

For the Six Months Ended

June 30, 2025

Variance

to Comparable

Period in Prior Year

Total revenues

47,027

55,870

(8,843)

(15.8%)

Net loss

(53,861)

(45,962)

(7,899)

(17.2%)

Net loss attributable to common stockholders

(54,561)

(46,662)

(7,899)

(16.9%)

Net loss attributable to common stockholders per share

(4.27)

(3.68)

(0.59)

(16.0%)

Non-GAAP Adjusted Net Loss Attributable

to Common Stockholders1

(17,560)

(30,173)

12,613

41.8%

Non-GAAP Adjusted Net Loss Attributable

to Common Stockholders Per Share1

(1.37)

(2.38)

1.01

42.4%

Note: $ in thousands, except per share data.

1 The Company’s Non-GAAP measures being presented are unaudited. See the “Non-GAAP Financial Measures” and “Reconciliation of Net Loss to Non-GAAP Adjusted Net Income (Loss) Attributable to Common Stockholders” sections in this press release for a discussion and reconciliation of net loss attributable to common stockholders to non-GAAP financial measures, including Non-GAAP Adjusted Net Loss Attributable to Common Stockholders and Non-GAAP Adjusted Net Loss Attributable to Common Stockholders Per Share.

Balance Sheet

As of June 30, 2026, the Company had $127.0 million in cash, cash equivalents and restricted cash and $38.1 million of debt outstanding at a fixed interest rate of 4.9%. The Company’s outstanding debt is asset-specific, secured debt, and the maturity date is in 2038.

‌

Investor Conference Call and Webcast

The Company will host a conference call to present its second quarter 2026 results on Thursday, August 6, 2026, at 8:30 AM ET.

A live audio webcast of the conference call will be available in listen-only mode through the “Investors” section of the Company’s website at www.seaportentertainment.com. Participants are encouraged to log in ten minutes prior to the scheduled start time to register. A replay of the audio webcast will be available on the Company’s website shortly after the conclusion of the call and until August 20, 2026.

To dial into the live Telephone Conference Call:

Domestic: 1-877-407-3982

International: 1-201-493-6780

Conference Call Playback:

Domestic: 1-844-512-2921

International: 1-412-317-6671

Passcode: 13761098

About Seaport Entertainment Group

Seaport Entertainment Group (NYSE: SEG) is a premier entertainment and hospitality company that owns, operates, and develops a unique collection of assets positioned at the intersection of entertainment and real estate. Seaport Entertainment Group’s focus is to deliver unparalleled experiences through a combination of restaurant, entertainment, sports, retail and hospitality offerings integrated into one-of-a-kind real estate that redefine entertainment and hospitality. For more information, please visit www.seaportentertainment.com.

Safe Harbor and Forward-Looking Statements

This press release includes forward-looking statements within the meaning of the federal securities laws. Such forward-looking statements include, but are not limited to, statements concerning the Company’s plans, goals, objectives, outlook, expectations, and intentions. Forward-looking statements are based on the Company’s current expectations and involve risks and uncertainties that could cause actual results to differ materially from those expressed or implied in such forward-looking statements. Factors that could cause the Company’s results to differ materially from current expectations include, but are not limited to: risks related to macroeconomic conditions; risks related to the impact of tariffs and global trade disruptions on the Company and its tenants, including impacts on inflation, interest rates, supply chains and consumer sentiment and spending; changes in discretionary consumer spending patterns or consumer tastes or preferences; risks associated with the Company’s investments in real estate assets and trends in the real estate industry; the Company’s ability to obtain operating and development capital on favorable terms, or at all; the availability of debt and equity capital; the Company’s ability to renew its leases or re-lease available space; the Company’s ability to compete effectively; the impact of uncertainty around, and disruptions to, the Company’s supply chain; risks related to the concentration of the Company’s properties and operations in New York City and the Las Vegas area; social, political and economic instability, unrest and other circumstances beyond the Company’s control which could adversely affect the Company’s business operations; adverse changes in laws or regulations governing the Company’s operation, changes in the interpretation thereof, or newly enacted laws or regulations could require changes to the Company’s business practices, adversely impact the Company’s revenues and/or impose additional costs on the Company; extreme weather conditions or climate change that may cause property damage

‌

or interrupt business; the impact of water and electricity shortages on the Company’s business; the Company’s ability to successfully identify, acquire, develop, and manage properties on terms that are favorable to it; the contamination of the Company’s properties by hazardous or toxic substances; catastrophic events or geopolitical conditions that may disrupt the Company’s business; actual or threatened terrorist activity and other acts of violence, or the perception of a heightened threat of such events; losses that are not insured or that exceed the applicable insurance limits; risks related to the disruption or failure of information technology networks and related systems – both the Company’s and those operated and managed by third parties; the Company’s ability to attract and retain key personnel; the Company’s inability to control certain properties due to the joint ownership of such property and inability to successfully attract desirable strategic partners, including joint venture partners; risks related to the concentration of ownership of the Company’s common stock by Pershing Square; risks related to the Company’s separation from, and relationship with, Howard Hughes Holdings Inc. (“Howard Hughes”); and the other factors detailed in the Company’s filings with the SEC. Forward-looking statements speak only as of the date of this press release. The Company is under no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by applicable law.

Non-GAAP Financial Measures

Our reported results are presented in accordance with accounting principles generally accepted in the United States of America (“GAAP”). We also disclose Non-GAAP Adjusted Net Income (Loss) Attributable to Common Stockholders and Non-GAAP Adjusted Net Income (Loss) Attributable to Common Stockholders Per Share, each of which are non-GAAP financial measures. We believe these non-GAAP financial measures are useful to investors because they provide a meaningful supplement to the Company’s operating performance and period-over-period changes without regard to certain potential distortions or certain non-cash items.

Non-GAAP Adjusted Net Income (Loss) Attributable to Common Stockholders and Non-GAAP Adjusted Net Income (Loss) Attributable to Common Stockholders Per Share do not represent cash generated from operating activities and are not necessarily indicative of cash available to fund cash requirements. Accordingly, they should not be considered alternatives to net loss as a performance measure or cash flows from operating activities as reported on our statement of cash flows as a liquidity measure and should be considered in addition to, and not in lieu of, GAAP financial measures.

To derive Non-GAAP Adjusted Net Income (Loss) Attributable to Common Stockholders, GAAP net loss attributable to common stockholders is adjusted to exclude depreciation and amortization, as well as gains and losses from the sale of assets, gains or losses on extinguishment of debt, and provisions for impairment, and these adjustments include the pro rata share of such adjustments of unconsolidated subsidiaries. Additionally, adjustments are made for non-cash revenues and expenses such as straight-line rental revenue and expenses, amortization of above- and below-market lease related intangibles, and non-cash compensation; other non-recurring items such as termination fees, leadership transition costs, corporate restructuring costs, and legal settlements; and certain capitalized items such as capitalized interest. Please see the reconciliation table provided in this press release for a reconciliation of Non-GAAP Adjusted Net Income (Loss) Attributable to Common Stockholders and Non-GAAP Adjusted Net Income (Loss) Attributable to Common Stockholders Per Share to the most directly comparable GAAP measure of net loss.

Availability of Information on SEG’s Website and Social Media Channels

Investors and others should note that SEG routinely announces material information to investors and the marketplace using SEC filings, press releases, public conference calls, webcasts and the SEG Investor Relations

‌

website. The Company uses these channels as well as social media channels (e.g., LinkedIn www.linkedin.com/company/new-york-seaportentertainment) as a means of disclosing information about the Company's business to our customers, employees, investors, and the public. While not all of the information that the Company posts to the SEG Investor Relations website or on the Company's social media channels is of a material nature, some information could be deemed to be material. Accordingly, the Company encourages investors, the media, and others interested in SEG to review the information that it shares through its website and on the Company's social media channels. Users may automatically receive email alerts and other information about the Company when enrolling an email address by visiting "Email Alerts" in the "Resources" section of the SEG Investor Relations website at https://ir.seaportentertainment.com/resources/email-alerts. The contents of these websites are not incorporated by reference into this press release or any report or document SEG files with the SEC, and any references to the websites are intended to be inactive textual references only.

Contacts:

Investor Relations:

Seaport Entertainment Group Inc.

T: (212) 732-8257

ir@seaportentertainment.com

Media Relations:

media@seaportentertainment.com

‌

Seaport Entertainment Group Inc.

Consolidated Balance Sheets

(in thousands, except par value amounts)

(Unaudited)

June

30, 2026

December

31, 2025

ASSETS

Buildings and equipment

531,207

537,243

Less: accumulated depreciation

(224,106)

(225,662)

Land

9,497

Net investment in real estate

316,598

321,078

Assets held for sale

—

137,441

Investments in unconsolidated ventures

17,367

16,676

Cash and cash equivalents

117,795

77,808

Restricted cash

9,179

9,586

Accounts receivable, net

8,580

7,149

Deferred expenses, net

10,329

3,539

Operating lease right-of-use assets, net

44,250

45,102

Other assets, net

19,201

31,743

Total assets

543,299

650,122

LIABILITIES

Mortgages payable, net

37,339

38,348

Mortgages payable related to assets held for sale

—

61,300

Operating lease obligations

56,722

56,527

Accounts payable and other liabilities

35,413

27,540

Total liabilities

129,474

183,715

EQUITY

Preferred stock, $0.01 par value, 20,000 shares authorized, none issued or outstanding

—

Common stock, $0.01 par value, 480,000 shares authorized, 12,805 issued and outstanding as of June 30, 2026, and 12,777 issued and outstanding issued or outstanding as of December 31, 2025

128

Additional paid in capital

626,760

624,781

Accumulated deficit

(222,963)

(168,402)

Total stockholders' equity

403,925

456,507

Noncontrolling interest in subsidiary

9,900

Total equity

413,825

466,407

Total liabilities and equity

543,299

650,122

‌

Seaport Entertainment Group Inc.

Consolidated Statements of Operations

(in thousands, except per share amounts)

(Unaudited)

Three months ended

June 30,

Six months ended

June 30,

2026

2025

2026

2025

REVENUES

Hospitality revenue

7,020

15,177

12,128

22,912

Entertainment revenue

19,639

19,908

24,137

24,117

Rental revenue

7,053

4,232

9,835

8,021

Other revenue

578

484

927

820

Total revenues

34,290

39,801

47,027

55,870

EXPENSES

Hospitality costs

6,874

17,845

17,101

33,587

Entertainment costs

16,056

15,281

23,344

22,358

Operating costs

6,900

7,684

13,884

15,763

General and administrative

6,639

8,291

14,695

18,073

Depreciation and amortization

6,818

6,581

26,931

14,672

Total expenses

43,287

55,682

95,955

104,453

OTHER

Loss on assets held for sale

(1,434)

—

(1,434)

—

Provision for impairment

—

(339)

—

Other income (loss), net

(672)

(126)

(2,921)

(126)

Total other

(2,106)

(126)

(4,694)

(126)

Operating loss

(11,103)

(16,007)

(53,622)

(48,709)

Interest income

689

801

419

1,795

Equity in earnings (losses) from unconsolidated ventures

306

782

(658)

952

Loss before income taxes

(10,108)

(14,424)

(53,861)

(45,962)

Income tax expense (benefit)

—

Net loss

(10,108)

(14,424)

(53,861)

(45,962)

Preferred distributions to noncontrolling interest in subsidiary

(350)

(700)

Net loss attributable to common stockholders

(10,458)

(14,774)

(54,561)

(46,662)

Total weighted average shares

Basic

12,802

12,695

12,792

12,695

Diluted

12,802

12,695

12,792

12,695

Net loss per share attributable to common stockholders

Basic

(0.82)

(1.16)

(4.27)

(3.68)

Diluted

(0.82)

(1.16)

(4.27)

(3.68)

‌

Seaport Entertainment Group Inc.

Reconciliation of Net Loss to Non-GAAP Adjusted

Net Income (Loss) Attributable to Common Stockholders

(in thousands, except per share amounts)

(Unaudited)

Three months ended

June 30,

Six months ended

June 30,

2026

2025

2026

2025

Net loss

(10,108)

(14,424)

(53,861)

(45,962)

Preferred distributions to noncontrolling interest in subsidiary

(350)

(700)

Net loss attributable to common stockholders

(10,458)

(14,774)

(54,561)

(46,662)

Adjustments:

Depreciation and amortization

7,171

7,603

27,617

15,701

Provision for impairment

—

339

—

Lease termination fee income1

(2,090)

(190)

(2,660)

(190)

Non-cash compensation

1,537

1,738

2,628

3,775

Leadership transition costs

1,195

—

1,195

—

Straight line rent, net

831

(230)

2,081

425

Capitalized interest

—

(1,688)

—

(3,348)

Restructuring costs

313

—

3,710

—

Loss on assets held for sale

1,434

—

1,434

—

Other (income) loss

387

126

657

126

Non-GAAP adjusted net income (loss) attributable to

common stockholders

320

(7,415)

(17,560)

(30,173)

Total weighted average shares

Basic

12,802

12,695

12,792

12,695

Diluted

12,802

12,695

12,792

12,695

Non-GAAP adjusted net income (loss) attributable to common stockholders per share

Basic

0.02

(0.58)

(1.37)

(2.38)

Diluted

0.02

(0.58)

(1.37)

(2.38)

1. As previously disclosed, during the quarter ended June 30, 2025, Nike exercised an early termination right related to its office space at Pier 17. Under the terms of the early termination right within the lease, the Company received one-half of the contractual termination payment during the quarter ended June 30, 2025, with the remaining balance originally due at the end of the revised lease term in February 2027. On April 28, 2026, the Company and Nike entered into a lease termination agreement accelerating the end of the lease term to April 30, 2026. In connection with that lease termination agreement, Nike paid the Company (i) the remaining balance of the contractual termination payment (the “Termination Payment Balance”), and (ii) a separately negotiated payment of $1.7 million representing a discounted amount of rent that Nike otherwise would have owed through February 2027 (the “Discounted Rent Payment”). Lease termination fee income for the three and six months ended June 30, 2026 includes the Termination Payment Balance but does not include the Discounted Rent Payment.

EX-99.2

Filename: seg-20260805xex99d2.htm · Sequence: 3

Exhibit 99.2

Q2 2026

SUPPLEMENTAL

TABLE OF CONTENTS

Q2 2026 Earnings Release p. 3

Capitalization p. 11

Debt Summary p. 12

Capital Investments p. 13

Portfolio Summary p. 14

Seaport NYC Detail p. 15

Seaport NYC Leasing or Programming Activity p. 16

2026 Statement of Operations p. 17

2025 Statement of Operations p. 18

Statement of Operations YoY Change p. 19

Q2 2026 Segment Operating EBITDA p. 20

Q2 2025 Segment Operating EBITDA p. 21

Q2 Segment Operating EBITDA YoY Change p. 22

Asset Based Value Components p. 23

Contact Information p. 24

Safe Harbor and Key Terms and References p. 25

SEAPORT ENTERTAINMENT GROUP REPORTS SECOND QUARTER 2026 RESULTS

NEW YORK, NY, August 5, 2026 – Seaport Entertainment Group Inc. (NYSE: SEG) (“Seaport Entertainment Group,”

“SEG,” “we,” “our," or the “Company”) announced today its operating and financial results for the quarter ended

June 30, 2026.

increased set of offerings are resulting in more visitors, more energy, and more reasons to return to our

destinations,” said Matt Partridge, President and Chief Executive Officer of Seaport Entertainment Group.

“With the upcoming opening of Balloon Museum at the Tin Building, the Las Vegas Aviators once again positioned

for a playoff run, and an exciting pipeline of new concepts and activations coming to both New York and Las Vegas,

we believe the progress we’ve made is building momentum to deliver long-term value for our communities,

shareholders and partners.”

Recent Updates

▪ Successfully opened Sadie’s and Sadie’s Garden Bar in the Seaport, with Sadie’s Garden Bar generating a

125% increase in year-over-year revenue compared to non-SEG managed operations in the prior year.

▪ Hosted the 50th annual Macy's 4th of July Fireworks® at the Seaport as part of America's 250th anniversary

celebrations.

▪ Appointed Rebecca Sachs as Chief Administrative Officer and Corporate Secretary.

▪ The Las Vegas Aviators clinched a spot in the 2026 Pacific Coast League Playoffs, marking their second

consecutive appearance in the MiLB Triple-A Playoffs.

▪ Finalized the lease termination with Nike and received $3.7 million in accelerated rent and termination

fees; the Company regained possession of the space, enabling the commencement of its buildout of the

Pier 17 Event Space.

▪ Net Loss Attributable to Common Stockholders improved 29.2% year-over-year to ($10.5) million and, on

a per share basis, improved 29.3% year-over-year to ($0.82) per basic and diluted share.

▪ Non-GAAP Adjusted Net Income (Loss) Attributable to Common Stockholders improved 104.3% year-over-year to $0.3 million and, on a per share basis, improved 103.4% to $0.02 per basic and diluted share.

Select Year-to-Date 2026 Results

▪ Completed the sale of the 250 Water Street development site for $143.0 million in February 2026,

generating net proceeds of $76.1 million after repaying $61.3 million of variable-rate debt and closing

costs.

▪ Executed a five-year lease with Lux Entertainment to open its U.S. flagship of Balloon Museum, the award-winning interactive contemporary art experience, in the Tin Building.

▪ Announced a 10-year management and lease agreement with Brooklyn-based arts, culture, and hospitality

company, Public Service, the creative and curatorial team behind Public Records.

▪ The Rooftop at Pier 17 named by the 2026 Rolling Stone Audio Awards as the Best Outdoor Music Venue in

the country.

▪ Leased or programmed occupancy of the Seaport neighborhood at 89%.

▪ Net Loss Attributable to Common Stockholders increased (16.9%) year-over-year to ($54.6) million and,

on a per share basis, increased (16.0%) year-over-year to ($4.27) per basic and diluted share.

▪ Non-GAAP Adjusted Net Loss Attributable to Common Stockholders improved 41.8% year-over-year to

($17.6) million and, on a per share basis, improved 42.4% to ($1.37) per basic and diluted share.

Quarterly Results

The table below provides a summary of the Company’s unaudited consolidated operating and financial results for

the three months ended June 30, 2026 and June 30, 2025:

For the Three

Months Ended

June 30, 2026

For the Three

Months Ended

June 30, 2025

Variance

to Comparable

Period in Prior Year

Total revenues $ 34,290 $ 39,801 $ (5,511) (13.8%)

Net loss $ (10,108) $ (14,424) $ 4,316 29.9%

Net loss attributable to common stockholders $ (10,458) $ (14,774) $ 4,316 29.2%

Net loss attributable to common stockholders per share $ (0.82) $ (1.16) $ 0.34 29.3%

Non-GAAP Adjusted Net Income (Loss) Attributable

to Common Stockholders1

$ 320 $ (7,415) $ 7,735 104.3%

Non-GAAP Adjusted Net Income (Loss) Attributable

to Common Stockholders Per Share1

$ 0.02 $ (0.58) $ 0.60 103.4%

Note: $ in thousands, except per share data.

The Company’s Non-GAAP measures being presented are unaudited. See the “Non-GAAP Financial Measures” and “Reconciliation of Net Loss to Non-GAAP Adjusted Net Income (Loss) Attributable to Common Stockholders” sections in this press release for a discussion and reconciliation of net income

(loss) attributable to common stockholders to non-GAAP financial measures, including Non-GAAP Adjusted Net Income (Loss) Attributable to Common

Stockholders and Non-GAAP Adjusted Net Income (Loss) Attributable to Common Stockholders Per Share.

Year-to-Date Results

The table below provides a summary of the Company’s unaudited consolidated operating and financial results for

the six months ended June 30, 2026 and June 30, 2025:

For the Six

Months Ended

June 30, 2026

For the Six

Months Ended

June 30, 2025

Variance

to Comparable

Period in Prior Year

Total revenues $ 47,027 $ 55,870 $ (8,843) (15.8%)

Net loss $ (53,861) $ (45,962) $ (7,899) (17.2%)

Net loss attributable to common stockholders $ (54,561) $ (46,662) $ (7,899) (16.9%)

Net loss attributable to common stockholders per share $ (4.27) $ (3.68) $ (0.59) (16.0%)

Non-GAAP Adjusted Net Loss Attributable

to Common Stockholders1

$ (17,560) $ (30,173) $ 12,613 41.8%

Non-GAAP Adjusted Net Loss Attributable

to Common Stockholders Per Share1

$ (1.37) $ (2.38) $ 1.01 42.4%

Note: $ in thousands, except per share data.

attributable to common stockholders to non-GAAP financial measures, including Non-GAAP Adjusted Net Loss Attributable to Common Stockholders and

Non-GAAP Adjusted Net Loss Attributable to Common Stockholders Per Share.

Balance Sheet

As of June 30, 2026, the Company had $127.0 million in cash, cash equivalents and restricted cash and $38.1

million of debt outstanding at a fixed interest rate of 4.9%. The Company’s outstanding debt is asset-specific,

secured debt, and the maturity date is in 2038.

Investor Conference Call and Webcast

The Company will host a conference call to present its second quarter 2026 results on Thursday, August 6, 2026,

at 8:30 AM ET.

A live audio webcast of the conference call will be available in listen-only mode through the “Investors” section of

the Company’s website at www.seaportentertainment.com. Participants are encouraged to log in ten minutes

prior to the scheduled start time to register. A replay of the audio webcast will be available on the Company’s

website shortly after the conclusion of the call and until August 20, 2026.

To dial into the live Telephone Conference Call:

Domestic: 1-877-407-3982

International: 1-201-493-6780

Conference Call Playback:

Domestic: 1-844-512-2921

International: 1-412-317-6671

Passcode: 13761098

About Seaport Entertainment Group

Seaport Entertainment Group (NYSE: SEG) is a premier entertainment and hospitality company that owns,

operates, and develops a unique collection of assets positioned at the intersection of entertainment and real

estate. Seaport Entertainment Group’s focus is to deliver unparalleled experiences through a combination of

restaurant, entertainment, sports, retail and hospitality offerings integrated into one-of-a-kind real estate that

redefine entertainment and hospitality. For more information, please visit www.seaportentertainment.com.

Safe Harbor and Forward-Looking Statements

This press release includes forward-looking statements within the meaning of the federal securities laws. Such

forward-looking statements include, but are not limited to, statements concerning the Company’s plans, goals,

objectives, outlook, expectations, and intentions. Forward-looking statements are based on the Company’s

current expectations and involve risks and uncertainties that could cause actual results to differ materially from

those expressed or implied in such forward-looking statements. Factors that could cause the Company’s results

to differ materially from current expectations include, but are not limited to: risks related to macroeconomic

conditions; risks related to the impact of tariffs and global trade disruptions on the Company and its tenants,

including impacts on inflation, interest rates, supply chains and consumer sentiment and spending; changes in

discretionary consumer spending patterns or consumer tastes or preferences; risks associated with the

Company’s investments in real estate assets and trends in the real estate industry; the Company’s ability to obtain

operating and development capital on favorable terms, or at all; the availability of debt and equity capital; the

Company’s ability to renew its leases or re-lease available space; the Company’s ability to compete effectively;

the impact of uncertainty around, and disruptions to, the Company’s supply chain; risks related to the

concentration of the Company’s properties and operations in New York City and the Las Vegas area; social,

political and economic instability, unrest and other circumstances beyond the Company’s control which could

adversely affect the Company’s business operations; adverse changes in laws or regulations governing the

Company’s operation, changes in the interpretation thereof, or newly enacted laws or regulations could require

changes to the Company’s business practices, adversely impact the Company’s revenues and/or impose

additional costs on the Company; extreme weather conditions or climate change that may cause property damage

or interrupt business; the impact of water and electricity shortages on the Company’s business; the Company’s

ability to successfully identify, acquire, develop, and manage properties on terms that are favorable to it; the

contamination of the Company’s properties by hazardous or toxic substances; catastrophic events or geopolitical

conditions that may disrupt the Company’s business; actual or threatened terrorist activity and other acts of

violence, or the perception of a heightened threat of such events; losses that are not insured or that exceed the

applicable insurance limits; risks related to the disruption or failure of information technology networks and

related systems – both the Company’s and those operated and managed by third parties; the Company’s ability to

attract and retain key personnel; the Company’s inability to control certain properties due to the joint ownership

of such property and inability to successfully attract desirable strategic partners, including joint venture partners;

risks related to the concentration of ownership of the Company’s common stock by Pershing Square; risks related

to the Company’s separation from, and relationship with, Howard Hughes Holdings Inc. (“Howard Hughes”); and

the other factors detailed in the Company’s filings with the SEC. Forward-looking statements speak only as of the

date of this press release. The Company is under no obligation to publicly update or revise any forward-looking

statements, whether as a result of new information, future events or otherwise, except as required by applicable

law.

Non-GAAP Financial Measures

Our reported results are presented in accordance with accounting principles generally accepted in the United

States of America (“GAAP”). We also disclose Non-GAAP Adjusted Net Income (Loss) Attributable to Common

Stockholders and Non-GAAP Adjusted Net Income (Loss) Attributable to Common Stockholders Per Share, each

of which are non-GAAP financial measures. We believe these non-GAAP financial measures are useful to investors

because they provide a meaningful supplement to the Company’s operating performance and period-over-period

changes without regard to certain potential distortions or certain non-cash items.

Non-GAAP Adjusted Net Income (Loss) Attributable to Common Stockholders and Non-GAAP Adjusted Net

Income (Loss) Attributable to Common Stockholders Per Share do not represent cash generated from operating

activities and are not necessarily indicative of cash available to fund cash requirements. Accordingly, they should

not be considered alternatives to net loss as a performance measure or cash flows from operating activities as

reported on our statement of cash flows as a liquidity measure and should be considered in addition to, and not

in lieu of, GAAP financial measures.

To derive Non-GAAP Adjusted Net Income (Loss) Attributable to Common Stockholders, GAAP net loss attributable

to common stockholders is adjusted to exclude depreciation and amortization, as well as gains and losses from

the sale of assets, gains or losses on extinguishment of debt, and provisions for impairment, and these

adjustments include the pro rata share of such adjustments of unconsolidated subsidiaries. Additionally,

adjustments are made for non-cash revenues and expenses such as straight-line rental revenue and expenses,

amortization of above- and below-market lease related intangibles, and non-cash compensation; other non-recurring items such as termination fees, leadership transition costs, corporate restructuring costs, and legal

settlements; and certain capitalized items such as capitalized interest. Please see the reconciliation table

provided in this press release for a reconciliation of Non-GAAP Adjusted Net Income (Loss) Attributable to

Common Stockholders and Non-GAAP Adjusted Net Income (Loss) Attributable to Common Stockholders Per

Share to the most directly comparable GAAP measure of net loss.

Availability of Information on SEG’s Website and Social Media Channels

Investors and others should note that SEG routinely announces material information to investors and the

marketplace using SEC filings, press releases, public conference calls, webcasts and the SEG Investor Relations

website. The Company uses these channels as well as social media channels (e.g., LinkedIn

www.linkedin.com/company/new-york-seaportentertainment) as a means of disclosing information about the

Company's business to our customers, employees, investors, and the public. While not all of the information that

the Company posts to the SEG Investor Relations website or on the Company's social media channels is of a

material nature, some information could be deemed to be material. Accordingly, the Company encourages

investors, the media, and others interested in SEG to review the information that it shares through its website and

on the Company's social media channels. Users may automatically receive email alerts and other information

about the Company when enrolling an email address by visiting "Email Alerts" in the "Resources" section of the

SEG Investor Relations website at https://ir.seaportentertainment.com/resources/email-alerts. The contents of

these websites are not incorporated by reference into this press release or any report or document SEG files with

the SEC, and any references to the websites are intended to be inactive textual references only.

Contacts:

Investor Relations:

Seaport Entertainment Group Inc.

T: (212) 732-8257

ir@seaportentertainment.com

Media Relations:

media@seaportentertainment.com

Seaport Entertainment Group Inc.

Consolidated Balance Sheets

(in thousands, except par value amounts)

(Unaudited)

June

30, 2026

December

31, 2025

ASSETS

Buildings and equipment $ 531,207 $ 537,243

Less: accumulated depreciation (224,106) (225,662)

Land 9,497 9,497

Net investment in real estate 316,598 321,078

Assets held for sale — 137,441

Investments in unconsolidated ventures 17,367 16,676

Cash and cash equivalents 117,795 77,808

Restricted cash 9,179 9,586

Accounts receivable, net 8,580 7,149

Deferred expenses, net 10,329 3,539

Operating lease right-of-use assets, net 44,250 45,102

Other assets, net 19,201 31,743

Total assets $ 543,299 $ 650,122

LIABILITIES

Mortgages payable, net $ 37,339 $ 38,348

Mortgages payable related to assets held for sale — 61,300

Operating lease obligations 56,722 56,527

Accounts payable and other liabilities 35,413 27,540

Total liabilities 129,474 183,715

EQUITY

Preferred stock, $0.01 par value, 20,000 shares authorized, none issued or outstanding — —

Common stock, $0.01 par value, 480,000 shares authorized, 12,805 issued and outstanding as of

June 30, 2026, and 12,777 issued and outstanding issued or outstanding as of December 31, 2025

128 128

Additional paid in capital 626,760 624,781

Accumulated deficit (222,963) (168,402)

Total stockholders' equity 403,925 456,507

Noncontrolling interest in subsidiary 9,900 9,900

Total equity 413,825 466,407

Total liabilities and equity $ 543,299 $ 650,122

Seaport Entertainment Group Inc.

Consolidated Statements of Operations

(in thousands, except per share amounts)

(Unaudited)

Three months ended

June 30,

Six months ended

June 30,

2026 2025 2026 2025

REVENUES

Hospitality revenue $ 7,020 $ 15,177 $ 12,128 $ 22,912

Entertainment revenue 19,639 19,908 24,137 24,117

Rental revenue 7,053 4,232 9,835 8,021

Other revenue 578 484 927 820

Total revenues 34,290 39,801 47,027 55,870

EXPENSES

Hospitality costs 6,874 17,845 17,101 33,587

Entertainment costs 16,056 15,281 23,344 22,358

Operating costs 6,900 7,684 13,884 15,763

General and administrative 6,639 8,291 14,695 18,073

Depreciation and amortization 6,818 6,581 26,931 14,672

Total expenses 43,287 55,682 95,955 104,453

OTHER

Loss on assets held for sale (1,434) — (1,434) —

Provision for impairment — — (339) —

Other income (loss), net (672) (126) (2,921) (126)

Total other (2,106) (126) (4,694) (126)

Operating loss (11,103) (16,007) (53,622) (48,709)

Interest income 689 801 419 1,795

Equity in earnings (losses) from unconsolidated ventures 306 782 (658) 952

Loss before income taxes (10,108) (14,424) (53,861) (45,962)

Income tax expense (benefit) — — — —

Net loss (10,108) (14,424) (53,861) (45,962)

Preferred distributions to noncontrolling interest in subsidiary (350) (350) (700) (700)

Net loss attributable to common stockholders $ (10,458) $ (14,774) $ (54,561) $ (46,662)

Total weighted average shares

Basic 12,802 12,695 12,792 12,695

Diluted 12,802 12,695 12,792 12,695

Net loss per share attributable to common stockholders

Basic $ (0.82) $ (1.16) $ (4.27) $ (3.68)

Diluted $ (0.82) $ (1.16) $ (4.27) $ (3.68)

Seaport Entertainment Group Inc.

Reconciliation of Net Loss to Non-GAAP Adjusted

Net Income (Loss) Attributable to Common Stockholders

(in thousands, except per share amounts)

(Unaudited)

Three months ended

June 30,

Six months ended

June 30,

2026 2025 2026 2025

Net loss $ (10,108) $ (14,424) $ (53,861) $ (45,962)

Preferred distributions to noncontrolling interest in subsidiary (350) (350) (700) (700)

Net loss attributable to common stockholders (10,458) (14,774) (54,561) (46,662)

Adjustments:

Depreciation and amortization 7,171 7,603 27,617 15,701

Provision for impairment — — 339 —

Lease termination fee income1

(2,090) (190) (2,660) (190)

Non-cash compensation 1,537 1,738 2,628 3,775

Leadership transition costs 1,195 — 1,195 —

Straight line rent, net 831 (230) 2,081 425

Capitalized interest — (1,688) — (3,348)

Restructuring costs 313 — 3,710 —

Loss on assets held for sale 1,434 — 1,434 —

Other (income) loss 387 126 657 126

Non-GAAP adjusted net income (loss) attributable to

common stockholders

320 (7,415) (17,560) (30,173)

Total weighted average shares

Basic 12,802 12,695 12,792 12,695

Diluted 12,802 12,695 12,792 12,695

Non-GAAP adjusted net income (loss) attributable to common stockholders per share

Basic $ 0.02 $ (0.58) $ (1.37) $ (2.38)

Diluted $ 0.02 $ (0.58) $ (1.37) $ (2.38)

1. As previously disclosed, during the quarter ended June 30, 2025, Nike exercised an early termination right related to its office space at Pier 17. Under the terms

of the early termination right within the lease, the Company received one-half of the contractual termination payment during the quarter ended June 30, 2025,

with the remaining balance originally due at the end of the revised lease term in February 2027. On April 28, 2026, the Company and Nike entered into a lease

termination agreement accelerating the end of the lease term to April 30, 2026. In connection with that lease termination agreement, Nike paid the Company (i)

the remaining balance of the contractual termination payment (the “Termination Payment Balance”), and (ii) a separately negotiated payment of $1.7 million

representing a discounted amount of rent that Nike otherwise would have owed through February 2027 (the “Discounted Rent Payment”). Lease termination fee

income for the three and six months ended June 30, 2026 includes the Termination Payment Balance but does not include the Discounted Rent Payment.

Common stock outstanding 12,805

Period ending common stock price $26.60

Common equity market capitalization $340,613

Series A Preferred Equity outstanding 10

Per share liquidation preference of Series A Preferred Equity $1,000.00

Liquidation preference of Series A Preferred Equity outstanding $10,000

Total debt outstanding $38,054

Total capitalization $388,667

Cash, restricted cash, and cash equivalents $126,974

Total enterprise value $261,693

CAPITALIZATION

Notes: As of June 30, 2026. $ and shares outstanding in

thousands, except per share data.

DEBT SUMMARY

DEBT OUTSTANDING FACE VALUE MATURITY DATE INTEREST RATE TYPE

Las Vegas Ballpark loan $38,054 December 2038 4.9% Fixed

FIXED RATE DEBT FACE VALUE

Fixed rate debt $38,054

LEVERAGE METRICS

Face value of debt outstanding $38,054

Cash, restricted cash, and cash equivalents (126,974)

Net debt ($88,920)

Total capitalization $388,667

Cash, restricted cash, and cash equivalents to total capitalization 32.7%

Notes: As of June 30, 2026. $ in thousands.

CAPITAL INVESTMENTS

INVESTMENT IN PREVIOUSLY OCCUPIED SPACE Q1 2026 Q2 2026 Q3 2026 Q4 2026 2026

Capital expenditures $11 $15 $26

Tenant improvement allowance − − −

Leasing commissions − 323 323

Total $11 $338 $349

INVESTMENT IN INHERITED VACANCY Q1 2026 Q2 2026 Q3 2026 Q4 2026 2026

Capital expenditures $5,358 $7,106 $12,464

Tenant improvement allowance − − −

Leasing commissions − 503 503

Total $5,358 $7,609 $12,967

OTHER CAPITAL INVESTMENTS Q1 2026 Q2 2026 Q3 2026 Q4 2026 2026

Property improvement/repositioning costs $138 $6,596 $6,734

Development project costs − − −

Maintenance capital investments 592 1,078 1,670

Total $730 $7,674 $8,404

TOTAL CAPITAL INVESTMENTS Q1 2026 Q2 2026 Q3 2026 Q4 2026 2026

Capital expenditures $6,099 $14,795 $20,894

Tenant improvement allowance − − −

Leasing commissions − 826 826

Total $6,099 $15,621 $21,720

Note: $ in thousands. Any differences a result of rounding.

PORTFOLIO SUMMARY

Note: As of June 30, 2026.

1 Seaport Neighborhood includes the following buildings: Pier 17, Fulton Market Building, Schermerhorn Row, One Seaport Plaza, Museum Block, Translux, 117 Beekman, John Street Service

Building, 85 South Street, and the Tin Building.

2 Rentable square feet is calculated using the REBNY standard of measurement and subject to change based on revised use of the usable space.

RENTABLE SQUARE FEET/ UNITS/

USE TYPE CAPACITY/OWNERSHIP INTEREST

454,000 Rentable Square Feet2

3,500-Person Capacity Concert Venue

21 Multifamily Units

Mixed-Use

Music Venue

Multifamily

SEAPORT NEIGHBORHOOD1

LAS VEGAS BALLPARK Baseball Stadium 10,000-Person Capacity Stadium

LAS VEGAS AVIATORS Triple-A MiLB Team 100% Ownership

JEAN-GEORGES RESTAURANTS Restaurant Group 25% Ownership

LAWN CLUB Hospitality/Entertainment Venue 50% Ownership

FASHION SHOW MALL AIR RIGHTS Development Rights Ownership Interest in and to 80%

NYC

85 SOUTH STREET

SEAPORT NYC DETAIL

Note: For the quarter ended June 30, 2026. Any differences a result of rounding.

1 Rentable square feet is calculated using the REBNY standard of measurement and subject to change based on revised use of the usable space.

2 Blue Fox Entertainment acquired the iPic lease in Q2 2026, and is operating the venue as The Cinemas.

3 Square footage for Pier 17 includes the revised square footage of the Tin Building and does not include square footage of The Rooftop at Pier 17 concert venue.

LEASED/PROGRAMMED

OCCUPANCY

IN-PLACE

OCCUPANCY

REMAINING

VACANCY

RENTABLE

USE TYPE SQUARE FEET1

NOTABLE

ASSET TENANTS/CONCEPTS

One Seaport Plaza Vacant Retail 24,460 24,460 − % − %

McNally Jackson, Fulton Stall Market, HIIT Retail 28,727 10,190 65% 65%

the Deck Boxing, Cork, Funny Face

Bakery, The Canvas, Mure + Grand

Schermerhorn Row

Translux Public Service Concept (Future Opening) Retail 9,784 − − % 100%

Mixed-Use 23,397 4,921 31% 79% Willett’s NYC (Future Opening), Sadie’s, Public Service Concept (Future Opening) Museum Block

Mixed-Use 115,029 − 100% 100% Lawn Club, The Cinemas2, Alexander Wang Fulton Market Building

John Street Service Building Cool Sips Retail 225 − 100% 100%

117 Beekman Bakery/Patisserie (Future Opening) Retail 3,699 − − % 100%

Total Cobblestones & Other 205,321 39,571 69% 81%

The Rooftop at Pier 17, GITANO NYC, The Mixed-Use 242,913 5,722 18% 98%

Fulton, Carne Mare, Riverdeck Bar, Balloon

Museum (Future Opening), Meow Wolf

(Future Opening), Event Space (Future

Opening), Flanker Kitchen + Sports Bar &

Hidden Boot Saloon (Future Opening)

Pier 173

85 South Street N/A Multifamily 5,522 + 21 units 5,522 − % − %

Total Seaport Neighborhood 453,756 + 21 units 50,815 41% 89%

SEAPORT NYC LEASING OR PROGRAMMING ACTIVITY

SQUARE FEET

OPENING OR

TENANT/CONCEPT PROPERTY TENANT TYPE STRUCTURE EXPECTED OPENING

GITANO NYC Pier 17 Food & Beverage License to Lease Q2 2025 14,612

Sadie’s and Sadie’s Garden Bar Museum Block Food & Beverage Operating Q2 2026 7,041

Cork Schermerhorn Row Food & Beverage Lease Q2 2026 1,442

Balloon Museum Tin Building Entertainment Lease Q3 2026 40,436

Willett’s NYC Museum Block Food & Beverage Lease Q4 2026 4,478

Flanker Kitchen + Sports Bar Pier 17 Food & Beverage License Q4 2026 14,191

& Hidden Boot Saloon

Public Service Concept Museum Block / Translux Cultural/Food & Beverage License Q2 2027 12,514

Event Space Pier 17 Rental/Food & Beverage Operating Q2 2027 40,490

Meow Wolf Pier 17 Entertainment Lease Q4 2027 82,279

Total Leased or Programmed 217,483 1 Additions

Note: Any differences a result of rounding.

1 Leased or programmed spaces include: spaces occupied under a lease agreement with a third-party lessee; spaces where the Company operates a venue under a wholly owned concept or

brand, or via a licensed concept, brand, and/or certain other contractual services where the Company is the lessor of the space, and spaces where the Company engages a third party to

operate a venue under a wholly owned concept or brand, or via a licensed concept, brand, and/or certain other contractual services where the Company is the lessor of the space.

2 Annualized Pro Forma EBITDA is estimated to include the Year 1 rent, Year 1 additional rent for reimbursement of common area operating expenses, certain projected Year 1 percentage rent,

and/or Year 1 projected operating EBITDA for the leases or operating businesses listed in the Leasing or Programming Activity table above, in addition to the projected TTM Operating EBITDA

impact from the closure of the Tin Building, Malibu Farm, and transition of GITANO NYC from a license agreement to lease. Operating EBITDA is net of inter-segment transactions. Annualized

Pro Forma EBITDA further removes the TTM Operating EBITDA effect of rental revenue related to the Nike and ESPN leases in Pier 17, due to Nike entering into a termination agreement in Q2

2026 and ESPN entering into a termination agreement in Q3 2025.

Total incremental Annualized Pro Forma

EBITDA2 is approximately $26.4 million

2026 STATEMENT OF OPERATIONS

Note: $ in thousands. Any differences a result of rounding. 17

Q1 2026 Q2 2026 Q3 2026 Q4 2026 2026

Hospitality revenue $5,108 $7,020 $12,128

Entertainment revenue 4,498 19,639 24,137

Rental revenue 2,782 7,053 9,835

Other revenue 349 578 927

Total revenues $12,737 $34,290 $47,027

Hospitality costs 10,227 6,874 17,101

Entertainment costs 7,288 16,056 23,344

Operating costs 6,984 6,900 13,884

General & administrative expense 8,056 6,639 14,695

Depreciation and amortization 20,113 6,818 26,931

Total expenses 52,668 43,287 95,955

Loss on assets held for sale − (1,434) (1,434)

Provision for impairment (339) − (339)

Other income (loss), net (2,249) (672) (2,921)

Total other (2,588) (2,106) (4,694)

Operating loss (42,519) (11,103) (53,622)

Interest income (expense) (270) 689 419

Equity in earnings (losses) from unconsolidated ventures (964) 306 (658)

Net loss (43,753) (10,108) (53,861)

Preferred distributions to noncontrolling interest in subsidiary (350) (350) (700)

Net loss attributable to common stockholders ($44,103) ($10,458) ($54,561)

2025 STATEMENT OF OPERATIONS

Note: $ in thousands. Any differences a result of rounding. 18

Q1 2025 Q2 2025 Q3 2025 Q4 2025 2025

Hospitality revenue $7,735 $15,177 $22,912

Entertainment revenue 4,209 19,908 24,117

Rental revenue 3,789 4,232 8,021

Other revenue 336 484 820

Total revenues $16,069 $39,801 $55,870

Hospitality costs 15,742 17,845 33,587

Entertainment costs 7,077 15,281 22,358

Operating costs 8,079 7,684 15,763

General & administrative expense 9,782 8,291 18,073

Depreciation and amortization 8,091 6,581 14,672

Total expenses 48,771 55,682 104,453

Loss on assets held for sale − − −

Provision for impairment − − −

Other income (loss), net − (126) (126)

Total other − (126) (126)

Operating loss (32,702) (16,007) (48,709)

Interest income (expense) 994 801 1,795

Equity in earnings (losses) from unconsolidated ventures 170 782 952

Net loss (31,538) (14,424) (45,962)

Preferred distributions to noncontrolling interest in subsidiary (350) (350) (700)

Net loss attributable to common stockholders ($31,888) ($14,774) ($46,662)

STATEMENT OF OPERATIONS YOY CHANGE

Q1 ’26

−’25 Q2 ’26

−’25 Q3 ’26

−’25 Q4 ’26−’25 2026 VS. 2025

Hospitality revenue ($2,627) ($8,157) ($10,784)

Entertainment revenue 289 (269) 20

Rental revenue (1,007) 2,821 1,814

Other revenue 13 94 107

Total revenues ($3,332) ($5,511) ($8,843)

Hospitality costs (5,515) (10,971) (16,486)

Entertainment costs 211 775 986

Operating costs (1,095) (784) (1,879)

General & administrative expense (1,726) (1,652) (3,378)

Depreciation and amortization 12,022 237 12,259

Total expenses 3,897 (12,395) (8,498)

Loss on assets held for sale − (1,434) (1,434)

Provision for impairment (339)

− (339)

Other income (loss), net (2,249) (546) (2,795)

Total other (2,588) (1,980) (4,568)

Operating loss (9,817) 4,904 (4,913)

Interest income (expense) (1,264) (112) (1,376)

Equity in earnings (losses) from unconsolidated ventures (1,134) (476) (1,610)

Net loss (12,215) 4,316 (7,899)

Preferred distributions to noncontrolling interest in subsidiary

−

Net loss attributable to common stockholders ($12,215) $4,316 ($7,899)

Note: $ in thousands. Any differences a result of rounding.

Q2 2026 SEGMENT OPERATING EBITDA

Q2 2026

LANDLORD

HOSPITALITY ENTERTAINMENT OPERATIONS

Total revenues $7,184 $19,823 $8,902

Hospitality costs (8,333) − −

Entertainment costs − (16,169) −

Operating costs − − (6,947)

Total operating expenses (8,333) (16,169) (6,947)

Operating EBITDA ($1,149) $3,654 $1,955 $4,460

Inter-segment rent and recoveries 1,404 − (1,404)

Inter-segment other 23 (71) 48

Operating EBITDA, net of inter-segment transactions $278 $3,583 $599 $4,460

Other corporate revenues, net −

General and administrative expense (6,639)

Depreciation and amortization (6,818)

Loss on assets held for sale (1,434)

Provision for impairment

−

Other income (loss), net (672)

Interest income (expense) 689

Equity in earnings (losses) from unconsolidated ventures 306

Net loss (10,108)

Preferred distributions to noncontrolling interest in subsidiary (350)

Net loss attributable to common stockholders ($10,458)

Note: $ in thousands. Any differences a result of rounding.

Q2 2025 SEGMENT OPERATING EBITDA

Q2 2025

LANDLORD

HOSPITALITY ENTERTAINMENT OPERATIONS

Total revenues $15,197 $20,118 $9,771

Hospitality costs (23,079) − −

Entertainment costs − (15,411) −

Operating costs − − (7,739)

Total operating expenses (23,079) (15,411) (7,739)

Operating EBITDA ($7,882) $4,707 $2,032 ($1,143)

Inter-segment rent and recoveries 5,055 − (5,055)

Inter-segment other 25 (80) 55

Operating EBITDA, net of inter-segment transactions ($2,802) $4,627 ($2,968) ($1,143)

Other corporate revenues, net 134 1

General and administrative expense (8,291)

Depreciation and amortization (6,581)

Loss on assets held for sale

−

Provision for impairment

−

Other income (loss), net (126)

Interest income (expense) 801

Equity in earnings (losses) from unconsolidated ventures 782

Net loss (14,424)

Preferred distributions to noncontrolling interest in subsidiary (350)

Net loss attributable to common stockholders ($14,774)

Note: $ in thousands. Any differences a result of rounding.

1 Represents intercompany management fees.

Q2 SEGMENT OPERATING EBITDA YOY CHANGE

Q2 2026 VS.

Q2 2025

LANDLORD

HOSPITALITY ENTERTAINMENT OPERATIONS

Total revenues ($8,013) ($295) ($869)

Hospitality costs 14,746

−

Entertainment costs

− (758)

−

Operating costs

−

− 792

Total operating expenses 14,746 (758) 792

Operating EBITDA $6,733 ($1,053) ($77) $5,603

Inter-segment rent and recoveries (3,651)

− 3,651

Inter-segment other (2)

9 (7)

Operating EBITDA, net of inter-segment transactions $3,080 ($1,044) $3,567 $5,603

Other corporate revenues, net (134)

General and administrative expense 1,652

Depreciation and amortization (237)

Loss on assets held for sale (1,434)

Provision for impairment

−

Other income (loss), net (546)

Interest income (expense) (112)

Equity in earnings (losses) from unconsolidated ventures (476)

Net loss 4,316

Preferred distributions to noncontrolling interest in subsidiary

−

Net loss attributable to common stockholders $4,316

Note: $ in thousands. Any differences a result of rounding.

ASSET-BASED VALUE COMPONENTS

+ Cash, Restricted Cash, & Cash Equivalents $127.0 $127.0 $127.0 $127.0 $127.0

Seaport Neighborhood Square Feet 514 514 514 514 514 1,2

Hypothetical Per Square Foot Valuations $350.00 $500.00 $650.00 $800.00 $950.00

+ Total Seaport Neighborhood $179.9 $257.0 $334.1 $411.2 $488.3

Las Vegas Aviators and Ballpark TTM Revenue $37.9 $37.9 $37.9 $37.9 $37.9

Hypothetical Revenue Multiple 2.0x 2.5x 3.0x 3.5x 4.0x

+ Las Vegas Aviators and Ballpark $75.8 $94.8 $113.7 $132.7 $151.6

Lawn Club Venture TTM Operating EBITDA $3.6 $3.6 $3.6 $3.6 $3.6

Hypothetical EBITDA Multiple 1.0x 1.5x 2.0x 2.5x 3.0x

SEG Ownership (50%) 50% 50% 50% 50% 50%

+ Lawn Club Venture $1.8 $2.7 $3.6 $4.5 $5.4

85 South Street $8.0 $9.5 $11.0 $12.5 $14.0 3 +

+ Jean-Georges Restaurants at Book Value $13.5 $13.5 $13.5 $13.5 $13.5

+ Las Vegas Fashion Show Mall Air Rights N/A N/A N/A N/A N/A

Total Implied Asset Value Range $406.0 $504.5 $602.9 $701.4 $799.8

- Total Debt Outstanding $38.1 $38.1 $38.1 $38.1 $38.1

- Series A Preferred Equity Outstanding $10.0 $10.0 $10.0 $10.0 $10.0

Notes: $ in millions, except hypothetical per-square foot valuations. Square feet in thousands. Any differences a result of rounding. Asset-based value components reflect hypothetical asset

valuations and should not be construed as management’s opinion regarding the value of any of the Company’s assets.

1 Seaport Neighborhood includes the following buildings: Pier 17, Fulton Market Building, Schermerhorn Row, One Seaport Plaza, Museum Block, Translux, 117 Beekman, John Street Service

Building, the Tin Building, as well as 60,000 square feet for The Rooftop at Pier 17.

2 Rentable square feet is calculated using the REBNY standard of measurement and subject to change based on revised use of the usable space.

3 Based on a general range of values determined, in part, by multiple broker opinion of values.

CONTACT INFORMATION

CORPORATE OFFICE

199 Water Street

New York, NY 10038

INVESTOR RELATIONS

(212) 732-8257

ir@seaportentertainment.com

TRANSFER AGENT

Fidelity Stock TransferSM (FST)

(833) 500-1036

nb.fidelity.com

NYSE

Ticker Symbol: SEG

www.seaportentertainment.com

This presentation and accompanying statements contain forward-looking statements that are subject to risks and uncertainties. All statements other than statements of historical facts or relating to present

facts or current conditions included in this presentation are forward-looking statements. Forward-looking statements give Seaport Entertainment Group Inc.’s (“Seaport Entertainment,” the “Company,”

“we,” “us,” “our” and “SEG”) current expectations relating to its financial condition, results of operations, plans, objectives, future performance and business. You can identify forward-looking statements by

the fact that they do not relate strictly to historical or current facts. These statements may include words such as “may,” “could,” “seek,” “potential,” “likely,” “believe,” “will,” “expect,” “anticipate,” “estimate,”

“plan,” “intend,” “hypothetical,” “forecast,” “aim,” “objectives,” “target,” “transform,” “project,” “realize” or variations of these terms and similar expressions, or the negative of these terms or similar

expressions, although not all forward-looking statements contain these identifying words.

Forward-looking statements include, but are not limited to, statements concerning the Company’s plans, goals, objectives, outlook, expectations, and intentions. Forward-looking statements are based on

the Company’s current expectations and involve risks and uncertainties that could cause actual results to differ materially from those expressed or implied in such forward-looking statements. Factors that

could cause the Company’s results to differ materially from current expectations include, but are not limited to: risks related to macroeconomic conditions; risks related to the impact of tariffs and global

trade disruptions on the Company and its tenants, including impacts on inflation, interest rates, supply chains and consumer sentiment and spending; changes in discretionary consumer spending patterns

or consumer tastes or preferences; risks associated with the Company’s investments in real estate assets and trends in the real estate industry; the Company’s ability to obtain operating and development

capital on favorable terms, or at all; the availability of debt and equity capital; the Company’s ability to renew its leases or re-lease available space; the Company’s ability to compete effectively; the impact of

uncertainty around, and disruptions to, the Company’s supply chain; risks related to the concentration of the Company’s properties and operations in New York City and the Las Vegas area; social, political

and economic instability, unrest and other circumstances beyond the Company’s control which could adversely affect the Company’s business operations; adverse changes in laws or regulations

governing the Company’s operation, changes in the interpretation thereof, or newly enacted laws or regulations could require changes to the Company’s business practices, adversely impact the

Company’s revenues and/or impose additional costs on the Company ; extreme weather conditions or climate change that may cause property damage or interrupt business; the impact of water and

electricity shortages on the Company’s business; the Company’s ability to successfully identify, acquire, develop, and manage properties on terms that are favorable to it; the contamination of the

Company’s properties by hazardous or toxic substances; catastrophic events or geopolitical conditions that may disrupt the Company’s business; actual or threatened terrorist activity and other acts of

violence, or the perception of a heightened threat of such events; losses that are not insured or that exceed the applicable insurance limits; risks related to the disruption or failure of information technology

networks and related systems – both the Company’s and those operated and managed by third parties; the Company’s ability to attract and retain key personnel; the Company’s inability to control certain

properties due to the joint ownership of such property and inability to successfully attract desirable strategic partners, including joint venture partners; risks related to the concentration of ownership of the

Company’s common stock by Pershing Square; risks related to the Company’s separation from, and relationship with, Howard Hughes Holdings Inc.; and the other factors detailed in the Company’s filings

with the SEC. Forward-looking statements speak only as of the date of this presentation. The Company is under no obligation to publicly update or revise any forward-looking statements, whether as a

result of new information, future events or otherwise, except as required by applicable law.

All forward-looking statements in this presentation are made as of (i) the date hereof, in the case of information about the Company, and (ii) the date of such information, in the case of information from

persons other than the Company. While management believes the information underlying any estimates and projections forms a reasonable basis for the statements in this presentation, such information

may be limited or incomplete and should not be read to indicate that the Company has conducted an exhaustive inquiry into, or review of, all potentially available relevant information.

All trademarks and logos depicted in this presentation are the property of their respective owners and are displayed solely for purposes of illustration. Such use should not be construed as an endorsement

of the products or services of the Company.

SAFE HARBOR

KEY TERMS AND REFERENCES

References and terms used in this presentation that are in addition to the terms defined in the Safe Harbor section of this presentation, or not already defined in other areas of this

presentation, include:

This presentation was published on August 5, 2026.

All information is as of, or for the quarter-ending June 30, 2026, unless otherwise noted.

Any calculation differences are assumed to be a result of rounding.

“Aviators” refers to the Las Vegas Aviators Triple-A baseball team.

“Inherited Vacancy” refers to rentable spaces of which the majority of the associated space was vacant or on a short-term agreement at the time of the Company’s Spin-Off.

“Jean-Georges,” “JGM,” or “JG” refers to Jean-Georges Restaurants.

“Net Debt” is calculated as the outstanding principal balance of our total long-term borrowings, less cash, restricted cash and cash equivalents.

“NYSE” refers to the New York Stock Exchange.

“Pershing Square” refers to Pershing Square Capital Management, L.P.

“Seaport,” “Seaport NYC,” or “Seaport Neighborhood” refers to the approximately 454,000 square feet of restaurant, retail, office and entertainment properties and 21

residential units that makeup the Seaport in Lower Manhattan.

“Operating EBITDA” refers to the Segment Operating Results disclosed within our Form 10-Q filed August 5, 2026.

“Previously Occupied Space” refers to rentable spaces of which the majority of the associated space was occupied at the time of the Company’s Spin-Off.

“Series A Preferred Equity” refers to 14.000% Series A preferred stock of Seaport District NYC, Inc. On July 31, 2024, in connection with certain restructuring transactions to

effectuate the Spin-Off, where Seaport District NYC, Inc., at such time an indirect subsidiary of HHH, issued 10,000 shares of its 14.000% Series A preferred stock with an

aggregate liquidation preference of $10.0 million to its then-direct parent in exchange for the contribution by its parent of certain assets. In connection with the Separation,

Seaport District NYC, Inc. became a subsidiary of Seaport Entertainment.

“Spin-Off” or “Separation” refers to the pro rata distribution of the shares of Seaport Entertainment Group Inc. to the Seaport Entertainment Group Inc. shareholders in a

distribution that is intended to be tax-free to HHH stockholders for U.S. federal income tax purposes except for cash received in lieu of fractional shares.

“TTM” or “Trailing Twelve Months” refers to the financial results for the twelve consecutive months ending on the date of the reported financial statements.

“REBNY standard of measurement” refers to the Real Estate Board of New York’s recommended method for calculating rentable square footage.

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Aug. 05, 2026

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Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 14d

-Subsection 2b

+ Details

Name:

dei_PreCommencementTenderOffer

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

Period Type:

duration

- Definition

Title of a 12(b) registered security.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b

+ Details

Name:

dei_Security12bTitle

Namespace Prefix:

dei_

Data Type:

dei:securityTitleItemType

Balance Type:

Period Type:

duration

- Definition

Name of the Exchange on which a security is registered.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection d1-1

+ Details

Name:

dei_SecurityExchangeName

Namespace Prefix:

dei_

Data Type:

dei:edgarExchangeCodeItemType

Balance Type:

Period Type:

duration

- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as soliciting material pursuant to Rule 14a-12 under the Exchange Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 14a

-Subsection 12

+ Details

Name:

dei_SolicitingMaterial

Namespace Prefix:

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Data Type:

xbrli:booleanItemType

Balance Type:

Period Type:

duration

- Definition

Trading symbol of an instrument as listed on an exchange.

+ References

No definition available.

+ Details

Name:

dei_TradingSymbol

Namespace Prefix:

dei_

Data Type:

dei:tradingSymbolItemType

Balance Type:

Period Type:

duration

- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as written communications pursuant to Rule 425 under the Securities Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Securities Act

-Number 230

-Section 425

+ Details

Name:

dei_WrittenCommunications

Namespace Prefix:

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Data Type:

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Balance Type:

Period Type:

duration