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AMREP (NYSE: AXR) Q2 FY26 profit falls on weaker land sales, solid cash

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
10-Q

Rhea-AI Filing Summary

AMREP Corporation reported weaker results for the quarter ended October 31, 2025, as land sales slowed sharply. Total revenues were $9.4 million, down from $11.9 million a year earlier, and net income fell to $1.2 million (diluted EPS $0.22) from $4.0 million (diluted EPS $0.75). For the first six months, revenues declined to $27.3 million from $31.0 million, with net income dropping to $5.9 million from $8.1 million, driven mainly by significantly lower land sale revenues.

Home sale revenues grew, but were offset by reduced volumes of high-margin land sales and higher general and administrative costs. Management cites entitlement and infrastructure delays, elevated construction costs, and affordability pressures from higher home prices and mortgage rates, and it has responded with price reductions, incentives, smaller products, more leasing of completed homes, and a slower pace of development.

The company remains very lightly levered, with $45.1 million in cash, cash equivalents and restricted cash and only $23,000 of notes payable. It also extended and upsized its revolving credit facility to a $6.5 million maximum, maturing in August 2028, and expects lower revenues from developed residential land sales in fiscal 2026 compared to 2025.

Positive

  • None.

Negative

  • Material earnings and land revenue decline with softer outlook for land sales: net income fell sharply year over year and management expects lower developed residential land revenues in fiscal 2026 than 2025.

Insights

Quarterly profit fell sharply as land sales slowed, despite solid cash and minimal debt.

AMREP saw a pronounced earnings decline as its land business cooled. Quarterly revenues fell to $9.4 million from $11.9 million, and net income dropped to $1.2 million versus $4.0 million, mainly because land sale revenues slid from $5.9 million to $0.8 million. For the first six months, total revenues decreased to $27.3 million and net income to $5.9 million, reflecting a 45% decline in land sale revenues year over year.

Homebuilding is partly offsetting this, with six‑month home sale revenues rising to $17.3 million from $14.3 million, but general and administrative expenses increased about 10% to $3.8 million. Management describes persistent entitlement and infrastructure delays, elevated construction costs, and housing affordability pressures that are leading to incentives, price cuts and smaller products, which can pressure margins.

Financially, the balance sheet is very conservative: cash, cash equivalents and restricted cash totaled $45.1 million against only $23,000 of notes payable as of October 31, 2025. The revolving credit facility’s maximum availability was raised to $6.5 million with maturity extended to August 2028, providing additional flexibility. However, management explicitly expects lower revenues from developed residential land sales in fiscal 2026 than in 2025, underscoring a more challenging near‑term outlook for the higher‑margin land segment.

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Table of Contents

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

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

For the quarterly period ended October 31, 2025

OR

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

For the transition period from ___________ to ___________

Commission File Number: 1-4702

AMREP Corporation

(Exact Name of Registrant as Specified in its Charter)

Oklahoma

    

59-0936128

State or Other Jurisdiction of

Incorporation or Organization

I.R.S. Employer Identification No.

 

 

850 West Chester Pike,

Suite 205, Havertown, PA

19083

Address of Principal Executive Offices

Zip Code

(610) 487-0905

Registrant’s Telephone Number, Including Area Code

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

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

Title of each class

    

Trading Symbol(s)

    

Name of each exchange on which registered

Common Stock $0.10 par value

AXR

New York Stock Exchange

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

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

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

Large accelerated filer 

Accelerated filer 

Non-accelerated filer  

Smaller reporting company 

Emerging growth company   

 

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

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

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

Table of Contents

AMREP CORPORATION AND SUBSIDIARIES

INDEX

PART I. FINANCIAL INFORMATION

PAGE NO.

Item 1.

Financial Statements

Condensed Consolidated Balance Sheets October 31, 2025 (Unaudited) and April 30, 2025

2

Condensed Consolidated Statements of Operations (Unaudited) Three and Six Months Ended October 31, 2025 and 2024

3

Condensed Consolidated Statements of Comprehensive Income (Unaudited) Three and Six Months Ended October 31, 2025 and 2024

4

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

5

Condensed Consolidated Statements of Cash Flows (Unaudited) Six Months Ended October 31, 2025 and 2024

6

Notes to Condensed Consolidated Financial Statements (Unaudited)

7

Item 2.

Management’s Discussion and Analysis of Financial Condition and Results of Operations

16

Item 4.

Controls and Procedures

24

PART II. OTHER INFORMATION

Item 5.

Other Information

25

Item 6.

Exhibits

25

SIGNATURE

26

EXHIBIT INDEX

27

Table of Contents

PART I. FINANCIAL INFORMATION

Item 1.  Financial Statements

AMREP CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

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

October 31, 

April 30, 

2025

2025

    

(Unaudited)

    

ASSETS

 

  

 

  

Cash and cash equivalents

$

44,620

$

39,466

Restricted cash

491

455

Real estate inventory

68,584

66,750

Investment assets, net

16,362

14,880

Other assets

3,046

2,939

Income taxes receivable, net

317

Deferred income taxes, net

7,030

8,969

TOTAL ASSETS

$

140,133

$

133,776

LIABILITIES AND SHAREHOLDERS’ EQUITY

 

  

 

  

LIABILITIES:

 

  

 

  

Accounts payable and accrued expenses

$

4,052

$

3,789

Income taxes payable, net

30

Notes payable

 

23

 

26

TOTAL LIABILITIES

 

4,105

 

3,815

Commitments and Contingencies (Note 11)

SHAREHOLDERS’ EQUITY:

 

  

 

  

Common stock, $.10 par value; shares authorized – 20,000,000; shares issued – 5,305,199 at October 31, 2025 and 5,287,449 at April 30, 2025

 

531

528

Capital contributed in excess of par value

 

33,581

 

33,409

Retained earnings

 

101,916

 

96,024

TOTAL SHAREHOLDERS’ EQUITY

 

136,028

 

129,961

TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY

$

140,133

$

133,776

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

2

Table of Contents

AMREP CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)

Three and Six Months Ended October 31, 2025 and 2024

(Amounts in thousands, except per share amounts)

Three Months ended October 31, 

Six Months ended October 31, 

    

2025

    

2024

    

2025

    

2024

REVENUES:

 

  

 

  

 

  

 

  

Land sale revenues

$

825

$

5,857

$

8,319

$

15,206

Home sale revenues

7,725

5,334

17,296

14,326

Other revenues

 

848

 

715

 

1,635

 

1,465

Total revenues

 

9,398

 

11,906

 

27,250

 

30,997

COSTS AND EXPENSES:

 

  

 

 

  

 

Land sale cost of revenues, net

 

168

 

2,326

 

2,521

 

7,235

Home sale cost of revenues

5,831

4,277

13,012

11,522

Other cost of revenues

 

324

 

334

 

648

 

648

General and administrative expenses

 

1,956

1,825

3,804

3,456

Total costs and expenses

 

8,279

 

8,762

 

19,985

 

22,861

Operating income

1,119

3,144

7,265

8,136

Interest income, net

 

459

 

576

 

915

 

857

Income before income taxes

1,578

3,720

8,180

8,993

Benefit (provision) for income taxes

(378)

322

(2,288)

(887)

Net income

$

1,200

$

4,042

$

5,892

$

8,106

Earnings per share – basic

$

0.22

$

0.76

$

1.11

$

1.53

Earnings per share – diluted

$

0.22

$

0.75

$

1.09

$

1.51

Weighted average number of common shares outstanding – basic

 

5,338

 

5,320

 

5,332

 

5,314

Weighted average number of common shares outstanding – diluted

 

5,392

 

5,374

 

5,385

 

5,367

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

3

Table of Contents

AMREP CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (UNAUDITED)

Three and Six Months Ended October 31, 2025 and 2024

(Amounts in thousands)

Three Months ended

Six Months ended

October 31, 

October 31, 

    

2025

    

2024

    

2025

    

2024

Net income

$

1,200

$

4,042

$

5,892

$

8,106

Other comprehensive income, net of tax:

 

 

 

 

Reclassification of the balance of accumulated other comprehensive income (loss) to a benefit for income taxes

(1,230)

(1,230)

Decrease in pension liability

 

 

 

 

Income tax effect

Decrease in pension liability, net of tax

Other comprehensive income

 

 

(1,230)

 

 

(1,230)

Total comprehensive income

$

1,200

$

2,812

$

5,892

$

6,876

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

4

Table of Contents

AMREP CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY (UNAUDITED)

Three and Six Months Ended October 31, 2025 and 2024

(Amounts in thousands)

Capital

Accumulated

Contributed

Other

Common Stock

in Excess of

Retained

Comprehensive

    

Shares

    

Amount

    

Par Value

    

Earnings

    

Income

    

Total

Balance, August 1, 2024

 

5,287

$

526

$

33,043

$

87,372

$

1,230

$

122,171

Stock compensation expense

1

80

81

Compensation related to issuance of option to purchase common stock

12

12

Net income

4,042

4,042

Other comprehensive income

(1,230)

(1,230)

Balance, October 31, 2024

 

5,287

$

527

$

33,135

$

91,414

$

$

125,076

Balance, August 1, 2025

5,306

$

531

$

33,482

$

100,716

$

$

134,729

Stock compensation expense

87

87

Compensation related to issuance of option to purchase common stock

12

12

Net income

1,200

1,200

Balance, October 31, 2025

 

5,306

$

531

$

33,581

$

101,916

$

$

136,028

Balance, May 1, 2024

 

5,271

$

526

$

32,986

$

83,308

$

1,230

$

118,050

Issuance of restricted common stock

16

 

 

 

 

Stock compensation expense

1

124

125

Compensation related to issuance of option to purchase common stock

25

25

Net income

8,106

8,106

Other comprehensive income

(1,230)

(1,230)

Balance, October 31, 2024

 

5,287

$

527

$

33,135

$

91,414

$

$

125,076

Balance, May 1, 2025

5,287

$

528

$

33,409

$

96,024

$

$

129,961

Issuance of restricted common stock

19

3

3

Stock compensation expense

147

147

Compensation related to issuance of option to purchase common stock

25

25

Net income

5,892

5,892

Balance, October 31, 2025

 

5,306

$

531

$

33,581

$

101,916

$

$

136,028

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

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AMREP CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)

Six Months Ended October 31, 2025 and 2024

(Amounts in thousands)

Six Months Ended October 31, 

    

2025

    

2024

CASH FLOWS FROM OPERATING ACTIVITIES:

 

  

 

  

Net income

$

5,892

$

8,106

Adjustments to reconcile net income to net cash provided by operating activities:

 

  

 

  

Depreciation

 

160

 

96

Non-cash credits and charges:

 

 

Stock-based compensation

 

219

 

209

Deferred income tax provision

 

1,939

 

441

Changes in assets and liabilities:

 

 

  

Real estate inventory

 

(1,746)

 

2,628

Investment assets, net

 

(1,570)

 

(469)

Other assets

 

(217)

 

253

Accounts payable and accrued expenses

 

249

 

(1,344)

Income taxes (payable) receivable, net

 

347

 

589

Net cash provided by operating activities

 

5,273

 

10,509

CASH FLOWS FROM INVESTING ACTIVITIES:

 

 

Capital expenditures of property and equipment

 

(80)

 

(120)

Net cash used in investing activities

 

(80)

 

(120)

CASH FLOWS FROM FINANCING ACTIVITIES:

 

 

Debt payments

 

(3)

 

(3)

Net cash used in financing activities

 

(3)

 

(3)

Increase in cash, cash equivalents and restricted cash

 

5,190

 

10,386

Cash, cash equivalents and restricted cash, beginning of period

 

39,921

 

30,241

Cash, cash equivalents and restricted cash, end of period

$

45,111

$

40,627

SUPPLEMENTAL CASH FLOW INFORMATION:

 

  

 

  

Income taxes refunded, net

$

$

157

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

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AMREP CORPORATION AND SUBSIDIARIES

Notes to Condensed Consolidated Financial Statements (Unaudited)

Three and Six Months Ended October 31, 2025 and 2024

(1)           SUMMARY OF SIGNIFICANT ACCOUNTING AND FINANCIAL REPORTING POLICIES

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

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

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

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

(2)         REAL ESTATE INVENTORY

Real estate inventory consists of (in thousands):

October 31, 

April 30, 

    

2025

    

2025

Land inventory

$

56,433

$

50,030

Homebuilding model and completed inventory

8,155

13,090

Homebuilding construction in process

3,996

3,630

Total

$

68,584

$

66,750

Refer to Note 2 to the consolidated financial statements contained in the 2025 Form 10-K for detail regarding real estate inventory. No interest or loan costs were capitalized in real estate inventory for the three or six months ended October 31, 2025 or October 31, 2024. Real estate taxes capitalized in real estate inventory were $22,000 and $34,000 for the three and six months ended October 31, 2025 and $17,000 and $46,000 for the three and six months ended October 31, 2024.

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(3)          INVESTMENT ASSETS

Investment assets, net consist of (in thousands):

    

October 31, 

    

April 30, 

2025

2025

Land held for long-term investment

$

8,502

$

8,843

Owned real estate leased or intended to be leased

 

8,118

 

6,207

Less accumulated depreciation

(258)

(170)

Owned real estate leased or intended to be leased, net

7,860

6,037

Total

$

16,362

$

14,880

Refer to Note 3 to the consolidated financial statements contained in the 2025 Form 10-K for detail regarding investment assets. As of October 31, 2025, the Company leased 28 homes to residential tenants. As of April 30, 2025, the Company leased 21 homes to residential tenants. Depreciation associated with owned real estate leased or intended to be leased was $49,000 and $88,000 for the three and six months ended October 31, 2025 and $24,000 and $48,000 for the three and six months ended October 31, 2024.

(4)          OTHER ASSETS

Other assets consist of (in thousands):

    

October 31, 

    

April 30, 

2025

2025

Prepaid expenses

$

519

$

470

Miscellaneous assets

332

283

Property

2,138

2,060

Equipment

569

567

Less accumulated depreciation of property and equipment

(512)

(441)

Property and equipment, net

2,195

2,186

Total

$

3,046

$

2,939

Prepaid expenses as of October 31, 2025 primarily consist of land development cash collateralized performance guaranties and insurance. Prepaid expenses as of April 30, 2025 primarily consist of land development cash collateralized performance guaranties and insurance. Amortized lease cost for right-of-use assets associated with the leases of office facilities was $7,000 and $14,000 for the three and six months ended October 31, 2025 and $7,000 and $14,000 for the three and six months ended October 31, 2024. Depreciation expense associated with property and equipment was $33,000 and $72,000 for the three and six months ended October 31, 2025 and $24,000 and $48,000 for the three and six months ended October 31, 2024.

(5)          ACCOUNTS PAYABLE AND ACCRUED EXPENSES

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

    

October 31, 

    

April 30, 

2025

2025

Land development and homebuilding operations

Accrued expenses

$

1,645

$

1,083

Trade payables

 

1,242

 

1,305

Customer deposits

744

833

3,631

3,221

Corporate operations

421

568

Total

$

4,052

$

3,789

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(6)          NOTES PAYABLE

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

    

Principal Amount

    

Available for

Outstanding Principal

New Borrowings

Amount

    

October 31, 

October 31, 

April 30, 

Loan Identifier

Lender

2025

2025

    

2025

Revolving Line of Credit

BOKF

 

$

4,438

 

$

 

$

Equipment Financing

DC

23

26

Total

$

4,438

$

23

$

26

October 31, 2025

Interest

Mortgaged Property

Scheduled

Loan Identifier

    

Rate

    

Book Value

    

Maturity

Revolving Line of Credit

 

7.18

%  

$

1,721

August 2028

Equipment Financing

 

2.35

%  

 

23

June 2028

Principal Repayments

Three Months Ended

Six Months Ended

October 31, 

October 31, 

Loan Identifier

    

2025

    

2024

    

2025

    

2024

Revolving Line of Credit

$

$

$

$

Equipment Financing

 

2

 

2

 

3

 

3

Total

$

2

$

2

$

3

$

3

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

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

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

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

Fiscal Year

    

Scheduled Payments

2026

$

4

2027

9

2028

 

9

2029

 

1

Total

$

23

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(7)          REVENUES

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

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

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

Three Months Ended

Six Months Ended

October 31, 

October 31, 

    

2025

    

2024

    

2025

    

2024

Landscaping revenues

$

565

$

482

$

1,106

$

1,103

Miscellaneous other revenues

 

283

 

233

 

529

 

362

Total

$

848

$

715

$

1,635

$

1,465

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

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

Major customers:

Substantially all of the land sale revenues were received from one customer and two customers for the three and six months ended October 31, 2025 and three customers and four customers for the three and six months ended October 31, 2024. Other than receivables for immaterial amounts, there were no outstanding receivables from these customers as of October 31, 2025 or October 31, 2024.
There were no customers that contributed in excess of 10% of the Company’s revenues for the three months ended October 31, 2025. There were two customers that each contributed in excess of 10% of the Company’s revenues for the three months ended October 31, 2024. The revenues for such customers for the three months ended October 31, 2024 were as follows: $2,224,000 and $2,502,000, with this revenue reported in the Company’s land development business segment.
There were no customers that contributed in excess of 10% of the Company’s revenues for the six months ended October 31, 2025. There were two customers that each contributed in excess of 10% of the Company’s revenues for the six months ended October 31, 2024. The revenues from such customers for the six months ended October 31, 2024 were as follows: $4,159,000 and $6,036,000, with this revenue reported in the Company’s land development business segment.

(8)          COST OF REVENUES

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

    

Three Months Ended

    

Six Months Ended

October 31, 

October 31, 

    

2025

    

2024

    

2025

    

2024

Land sale cost of revenues

$

543

$

2,745

$

3,668

$

9,891

Less:

 

Public improvement district reimbursements

 

(192)

(497)

(814)

Private infrastructure covenant reimbursements

 

(124)

(131)

(225)

(373)

Payments for impact fee credits

 

(59)

(288)

(425)

(1,469)

Land sale cost of revenues, net

$

168

$

2,326

$

2,521

$

7,235

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

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

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

(9)          GENERAL AND ADMINISTRATIVE EXPENSES

General and administrative expenses consist of (in thousands):

Three Months Ended

Six Months Ended

October 31, 

October 31, 

    

2025

    

2024

    

2025

    

2024

Land development

$

1,042

$

987

$

2,030

$

1,895

Homebuilding

 

479

417

926

807

Corporate

435

421

848

754

Total

$

1,956

$

1,825

$

3,804

$

3,456

(10)          BENEFIT PLANS

401(k). Refer to Note 11 to the consolidated financial statements contained in the 2025 Form 10-K for detail regarding the Company’s 401(k) plan. For its 401(k) employer contribution, the Company accrued $36,000 and $67,000 for the three and six months ended October 31, 2025 and $41,000 and $63,000 for the three and six months ended October 31, 2024.

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

    

Number of

Restricted share awards

Shares

Non-vested as of April 30, 2025

 

31,942

Granted during the six months ended October 31, 2025

 

18,500

Vested during the six months ended October 31, 2025

 

(15,715)

Forfeited during the six months ended October 31, 2025

 

(750)

Non-vested as of October 31, 2025

 

33,977

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

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

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

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Pension Plan. In connection with the termination of the Company’s defined benefit pension plan, $1,230,000 of income tax effects that remained in accumulated other comprehensive income were reclassified to a benefit for income taxes during the three months ended October 31, 2024. Refer to Note 11 to the consolidated financial statements contained in the 2025 Form 10-K for detail regarding accumulated other comprehensive income.

(11) COMMITMENTS AND CONTINGENCIES

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

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

    

Three Months Ended

    

Six Months Ended

October 31, 

October 31, 

2025

    

2024

2025

    

2024

Balance at beginning of period

    

$

303

    

$

215

    

$

259

    

$

174

Warranty issued during period

 

40

 

25

 

91

 

70

Change in pre-existing reserves

Warranty expenditures during period

 

(3)

 

(6)

 

(10)

 

(10)

Balance at end of period

$

340

$

234

$

340

$

234

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

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

(12) EARNINGS PER SHARE

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

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

    

Three Months Ended

    

Six Months Ended

October 31, 

October 31, 

2025

    

2024

2025

    

2024

Numerator:

  

 

  

  

 

  

Net income

$

1,200

$

4,042

$

5,892

$

8,106

Denominator:

 

  

 

  

 

  

 

  

Weighted average number of common shares outstanding – basic

 

5,338

 

5,320

 

5,332

 

5,314

Earnings per share – basic

$

0.22

$

0.76

$

1.11

$

1.53

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

    

Three Months Ended

    

Six Months Ended

October 31, 

October 31, 

2025

    

2024

2025

    

2024

Numerator:

 

  

 

  

 

  

 

  

Net income

$

1,200

 

$

4,042

$

5,892

 

$

8,106

Denominator:

Weighted average number of common shares outstanding – basic

5,338

5,320

5,332

5,314

Dilutive effect of unvested shares of restricted common stock

53

32

34

16

Dilutive effect of shares issuable upon the exercise of stock options that are in-the-money

1

22

19

37

Weighted average number of common shares outstanding – diluted

5,392

5,374

5,385

5,367

Earnings per share – diluted

$

0.22

 

$

0.75

$

1.09

 

$

1.51

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

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

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

    

    

    

For the Three Months Ended

Land 

October 31, 2025

    

Development

    

Homebuilding

    

Consolidated

Revenues

$

2,204

$

6,346

$

8,550

Other Revenues

826

22

848

Segment Revenues

3,030

6,368

9,398

Cost of Revenues

1,221

4,778

5,999

Other Cost of Revenues

324

324

General and administrative expenses

1,042

479

1,521

Segment profit (loss)

443

1,111

1,554

Interest income, net

459

Other income

Unallocated amounts:

Other corporate general and administrative expenses

(435)

Income before income taxes

$

1,578

Depreciation and amortization

$

77

$

4

Capital expenditures

$

(3)

$

63

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Three months ended October 31, 2024. The following table sets forth summarized data for the industry segments in which the Company operated for the three months ended October 31, 2024 (in thousands):

For the Three Months Ended

Land 

October 31, 2024

    

Development

    

Homebuilding

    

Consolidated

Revenues

$

6,955

$

4,236

$

11,191

Other Revenues

714

1

715

Segment Revenues

7,669

4,237

11,906

Cost of Revenues

3,575

3,028

6,603

Other Cost of Revenues

334

334

General and administrative expenses

987

417

1,404

Segment profit (loss)

2,773

792

3,565

Interest income, net

576

Other income

Unallocated amounts:

Other corporate general and administrative expenses

(421)

Income before income taxes

$

3,720

Depreciation and amortization

$

45

$

2

Capital expenditures

$

86

$

1

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

For the Six Months Ended

    

Land

October 31, 2025

    

Development

    

Homebuilding

    

Consolidated

Revenues

$

11,049

$

14,566

$

25,615

Other Revenues

1,592

43

1,635

Segment Revenues

12,641

14,609

27,250

Cost of Revenues

 

4,803

 

10,730

 

15,533

Other Cost of Revenues

 

648

 

 

648

General and administrative expenses

 

2,030

 

926

 

2,956

Segment profit (loss)

 

5,160

 

2,953

 

8,113

Interest income, net

 

 

  

 

915

Other income

 

 

  

 

Unallocated amounts:

 

  

 

  

 

  

Other corporate general and administrative expenses

 

 

  

 

(848)

Income before income taxes

 

  

 

$

8,180

Depreciation and amortization

$

145

$

14

 

  

Capital expenditures

$

$

80

 

  

Segment assets as of October 31, 2025

$

115,465

$

23,450

 

  

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

For the Six Months Ended

Land

October 31, 2024

    

Development

    

Homebuilding

    

Consolidated

Revenues

$

17,622

$

11,910

$

29,532

Other Revenues

 

1,455

 

5

 

1,460

Segment Revenues

 

19,077

 

11,915

 

30,992

Cost of Revenues

 

9,729

 

9,028

 

18,757

Other Cost of Revenues

 

648

 

 

648

General and administrative expenses

 

1,895

 

807

 

2,702

Segment profit (loss)

 

6,805

 

2,080

 

8,885

Interest income, net

 

 

  

 

857

Other income

 

 

  

 

Unallocated amounts:

 

  

 

  

 

  

Other corporate general and administrative expenses

 

 

  

 

(749)

Income before income taxes

 

  

 

$

8,993

Depreciation and amortization

$

91

$

5

 

  

Capital expenditures

$

110

$

10

 

  

Segment assets as of October 31, 2024

$

102,749

$

14,790

 

  

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

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

CRITICAL ACCOUNTING POLICIES AND ESTIMATES

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

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

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

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RESULTS OF OPERATIONS

For the three months ended October 31, 2025, the Company had net income of $1,200,000, or $0.22 per diluted share, compared to net income of $4,042,000, or $0.75 per diluted share, for the three months ended October 31, 2024. For the six months ended October 31, 2025, the Company had net income of $5,892,000, or $1.09 per diluted share, compared to net income of $8,106,000, or $1.51 per diluted share, for the six months ended October 31, 2024.

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

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

    

Three Months Ended October 31, 

Increase

    

2025

    

2024

    

(decrease)

Land sale revenues

$

825

$

5,857

$

(5,032)

    

(86)

%

Home sale revenues

 

7,725

 

5,334

 

2,391

 

45

%

Other revenues

 

848

 

715

 

133

 

19

%

Total

$

9,398

$

11,906

(2,508)

 

(21)

%

    

Six Months Ended October 31,

    

Increase 

 

2025

    

2024

    

(decrease)

Land sale revenues

$

8,319

$

15,206

$

(6,887)

    

(45)

%

Home sale revenues

 

17,296

 

14,326

 

2,970

 

21

%

Other revenues

 

1,635

 

1,465

 

170

 

12

%

Total

$

27,250

$

30,997

 

(3,747)

 

(12)

%

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

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Three Months Ended October 31, 2025

Three Months Ended October 31, 2024

    

Acres Sold

    

Revenues

    

Revenue Per Acre1

    

Acres Sold

    

Revenues

    

Revenue Per Acre1

Developed

  

  

  

  

  

  

Residential

 

1.0

$

689

$

710

 

4.1

$

3,283

$

801

Commercial

 

 

 

 

Total Developed

 

1.0

689

710

 

4.1

3,283

801

Undeveloped

 

15.7

 

136

 

9

 

567.1

2,574

5

Total

 

16.7

$

825

50

 

571.2

$

5,857

10

Six Months Ended October 31, 2025

Six Months Ended October 31, 2024

    

Acres Sold

    

Revenues

    

Revenue Per Acre1

    

Acres Sold

Revenues

Revenue Per Acre1

Developed

  

  

  

Residential

 

6.6

$

4,917

$

745

 

16

$

12,468

$

779

Commercial

 

3.3

 

1,000

 

303

 

 

 

Total Developed

 

9.9

5,917

598

 

16

12,468

779

Undeveloped

 

501.8

 

2,402

 

5

 

585.2

 

2,738

 

5

Total

 

511.7

$

8,319

16

 

601.2

$

15,206

25

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

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

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

Three Months Ended October 31, 

    

2025

    

2024

Homes sold

 

18

 

12

Average selling price

$

435

$

444

    

Six Months Ended October 31,

2025

    

2024

Homes sold

 

 

40

 

 

33

Average selling price

 

$

435

 

$

434

As of October 31, 2025, the Company had 59 homes in production, including 16 homes under contract, which homes under contract represented $7,446,000 of expected home sale revenues when closed, subject to customer cancellations and change orders. As of October 31, 2024, the Company had 70 homes in production, including 15 homes under contract, which homes under contract represented $6,610,000 of expected home sale revenues when closed, subject to customer cancellations and change orders.

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Other revenues consist of (in thousands):

Three Months Ended October 31, 

    

2025

    

2024

Landscaping revenues

$

565

$

482

Miscellaneous other revenues

283

233

Total

$

848

$

715

    

Six Months Ended October 31,

2025

    

2024

Landscaping revenues

 

$

1,106

 

$

1,103

Miscellaneous other revenues

 

529

 

362

Total

 

$

1,635

 

$

1,465

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

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

Three Months Ended October 31, 

Increase

    

2025

    

2024

    

(decrease)

Land sale cost of revenues, net

$

168

$

2,326

$

(2,158)

Home sale cost of revenues

 

5,831

 

4,277

 

1,554

Other cost of revenues

324

334

(10)

Total

$

6,323

$

6,937

(614)

    

Six Months Ended October 31,

    

Increase

2025

    

2024

(decrease)

Land sale cost of revenues, net

 

$

2,521

 

$

7,235

 

$

(4,714)

Home sale cost of revenues

 

13,012

 

11,522

 

1,490

Other cost of revenues

 

648

 

648

 

0

Total

 

$

16,181

 

$

19,405

 

(3,224)

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

    

Three Months Ended October 31, 

2025

    

2024

Land sale cost of revenues

$

543

$

2,745

Less:

 

Public improvement district reimbursements

 

(192)

Private infrastructure covenant reimbursements

 

(124)

(131)

Payments for impact fee credits

 

(59)

(288)

Land sale cost of revenues, net

$

168

$

2,326

    

Six Months Ended October 31,

2025

    

2024

Land sale cost of revenues

 

$

3,668

$

9,891

Less:

 

Public improvement district reimbursements

 

(497)

(814)

Private infrastructure covenant reimbursements

 

(225)

(373)

Payments for impact fee credits

 

(425)

(1,469)

Land sale cost of revenues, net

 

$

2,521

$

7,235

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Land sale gross margins were 80% and 70% for the three and six months ended October 31, 2025 compared to 60% and 52% for the three and six months ended October 31, 2024. The changes in gross margin were primarily due to changes in public improvement district reimbursements, private infrastructure covenant reimbursements and payments for impact fee credits and the location, size and mix of property sold (including the sale of 15.7 acres and 501.8 acres for the three and six months ended October 31, 2025 as compared to the sale of 567.1 acres and 585.2 acres for the three and six months ended October 31, 2024 of undeveloped land with a low associated land sale cost of revenues).

The changes in home sale cost of revenues for the three and six months ended October 31, 2025 compared to the prior periods were primarily due to the number, location, size and mix of homes sold and increases in the prices of building materials and skilled labor. Home sale gross margins were 25% for the three and six months ended October 31, 2025 compared to 20% for the three and six months ended October 31, 2024. The changes in gross margin were primarily due to the location, size and mix of homes sold offset in part by increases in the amount of sales incentives to homebuyers and increases in the prices of building materials and skilled labor.
Other cost of revenues for the three and six months ended October 31, 2025 and October 31, 2024 consists of the cost of goods sold for landscaping services.

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

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

Three Months Ended October 31, 

Increase

    

2025

    

2024

    

(decrease)

Land development

$

1,042

$

987

$

55

    

6

%

Homebuilding

 

479

 

417

 

62

 

15

%

Corporate

 

435

 

421

 

14

 

3

%

Total

$

1,956

$

1,825

131

7

%

    

Six Months Ended October 31,

    

Increase

 

2025

    

2024

(decrease)

 

Land development

 

$

2,030

 

$

1,895

 

$

135

    

7

%

Homebuilding

 

926

 

807

 

119

 

15

%

Corporate

 

848

 

754

 

94

 

12

%

Total

 

$

3,804

 

$

3,456

 

348

 

10

%

The changes in land development general and administrative expenses for the three and six months ended October 31, 2025 compared to the prior periods were primarily due to increases in compensation expense, professional services and depreciation.
The changes in homebuilding general and administrative expenses for the three and six months ended October 31, 2025 compared to the prior periods were primarily due to increases in professional services, compensation expense, property taxes and depreciation.
The changes in corporate general and administrative expenses for the three and six months ended October 31, 2025 compared to the prior periods were primarily due to increases in professional services and compensation expense.

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

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Interest Income, net. Interest income, net was $459,000 and $915,000 for the three and six months ended October 31, 2025 and $576,000 and $857,000 for the three and six months ended October 31, 2024. There were no interest or loan costs capitalized in real estate inventory in the three and six months ended October 31, 2025 or October 31, 2024.

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

LIQUIDITY AND CAPITAL RESOURCES

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

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

    

October 31, 

    

April 30, 

 

2025

2025

    

Increase (decrease)

Cash

$

10,131

$

10,651

 

$

(520)

    

(5)

%

U.S. Government Securities

 

34,489

 

28,815

5,674

20

%

Restricted Cash

 

491

 

455

36

8

%

Total

$

45,111

$

39,921

5,190

13

%

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

Six Months Ended October 31, 

    

2025

    

2024

Net cash provided by (used in) operating activities

$

5,273

$

10,509

Net cash provided by (used in) investing activities

 

(80)

 

(120)

Net cash provided by (used in) financing activities

 

(3)

 

(3)

Increase in cash and cash equivalents

$

5,190

$

10,386

The net cash provided by operating activities for the six months ended October 31, 2025 was primarily due to cash generated from business operations and increases in accounts payable and accrued expenses offset in part by increases in real estate inventory and investment assets and a decrease in income taxes (payable) receivable, net. The net cash provided by operating activities for the six months ended October 31, 2024 was primarily due to cash generated from business operations and decreases in real estate inventory and other assets and an increase in taxes payable (receivable), net offset in part by an increase in investment assets and a decrease in accounts payable and accrued expenses.

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

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

    

October 31, 

    

April 30, 

Increase

 

2025

2025

    

(decrease)

 

Real estate inventory

$

68,584

$

66,750

$

1,834

    

3

%

Investment assets, net

 

16,362

 

14,880

1,482

 

10

%

Other assets

 

3,046

 

2,939

107

 

4

%

Deferred income taxes, net

 

7,030

 

8,969

(1,939)

 

(22)

%

Accounts payable and accrued expenses

 

4,052

 

3,789

263

 

7

%

Income taxes (payable) receivable, net

 

(30)

 

317

(347)

 

(109)

%

Real estate inventory consists of (dollars in thousands):

    

October 31, 

    

April 30, 

Increase

 

2025

2025

    

(decrease)

 

Land inventory

$

56,433

$

50,030

$

6,403

    

13

%

Homebuilding model and completed inventory

 

8,155

13,090

(4,935)

 

(38)

%

Homebuilding construction in process

 

3,996

3,630

366

 

10

%

Total

$

68,584

$

66,750

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

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

October 31, 

April 30, 

Increase

 

    

2025

    

2025

    

(decrease)

 

Land held for long-term investment

$

8,502

$

8,843

$

(341)

    

(4)

%

Owned real estate leased or intended to be leased

 

8,118

 

6,207

 

1,911

 

31

%

Less accumulated depreciation

(258)

(170)

(88)

(52)

%

Owned real estate leased or intended to be leased, net

7,860

6,037

1,823

30

%

Total

$

16,362

$

14,880

During the six months ended October 31, 2025, the Company sold 501.8 acres of undeveloped property in Sandoval County, New Mexico categorized as land held for long-term investment.

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

From April 30, 2025 to October 31, 2025:
oThe change in other assets was primarily due to increases in prepaid expenses related to insurance and accounts receivable.
oThe change in deferred income taxes, net was primarily due to the income tax effect of the amount of income before income taxes for the six months ended October 31, 2025.
oThe change in accounts payable and accrued expenses was primarily due to an increase in accruals for property taxes.
oThe change in income taxes (payable) receivable was primarily due to the accrual of income taxes payable.

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

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

Statement of Forward-Looking Information

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

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

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Item 4. Controls and Procedures

Evaluation of Disclosure Controls and Procedures

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

Changes in Internal Control over Financial Reporting

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

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PART II. OTHER INFORMATION

Item 5. Other Information

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

Item 6. Exhibits

Exhibit
Number

    

Description

10.1

Seventh Modification Agreement, dated as of August 15, 2025, between BOKF, NA dba Bank of Albuquerque and AMREP Southwest Inc. (Incorporated by reference to Exhibit 10.1 to Registrant’s Current Report on Form 8-K filed August 19, 2025)

10.2

Second Amended and Restated Revolving Line of Credit Promissory Note, dated August 15, 2025, by AMREP Southwest Inc. in favor of BOKF, NA dba Bank of Albuquerque. (Incorporated by reference to Exhibit 10.2 to Registrant’s Current Report on Form 8-K filed August 19, 2025)

31.1

Certification required by Rule 13a-14(a) under the Securities Exchange Act of 1934

31.2

Certification required by Rule 13a-14(a) under the Securities Exchange Act of 1934

32

Certification required pursuant to 18 U.S.C. Section 1350

101.INS

Inline XBRL Instance Document

101.SCH

Inline XBRL Taxonomy Extension Schema

101.CAL

Inline XBRL Taxonomy Extension Calculation Linkbase

101.DEF

Inline XBRL Taxonomy Extension Definition Linkbase

101.LAB

Inline XBRL Taxonomy Extension Label Linkbase

101.PRE

Inline XBRL Taxonomy Extension Presentation Linkbase

104

Cover Page Interactive Data File (Embedded within the Inline XBRL document and included in Exhibit)

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SIGNATURE

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

Date: December 12, 2025

AMREP CORPORATION

(Registrant)

By:

/s/ Adrienne M. Uleau

Name: Adrienne M. Uleau

Title: Chief Financial Officer

(Principal Accounting Officer)

26

Table of Contents

EXHIBIT INDEX

Exhibit
Number

    

Description

10.1

Seventh Modification Agreement, dated as of August 15, 2025, between BOKF, NA dba Bank of Albuquerque and AMREP Southwest Inc. (Incorporated by reference to Exhibit 10.1 to Registrant’s Current Report on Form 8-K filed August 19, 2025)

10.2

Second Amended and Restated Revolving Line of Credit Promissory Note, dated August 15, 2025, by AMREP Southwest Inc. in favor of BOKF, NA dba Bank of Albuquerque. (Incorporated by reference to Exhibit 10.2 to Registrant’s Current Report on Form 8-K filed August 19, 2025)

31.1

Certification required by Rule 13a-14(a) under the Securities Exchange Act of 1934

31.2

Certification required by Rule 13a-14(a) under the Securities Exchange Act of 1934

32

Certification required pursuant to 18 U.S.C. Section 1350

101.INS

Inline XBRL Instance Document

101.SCH

Inline XBRL Taxonomy Extension Schema

101.CAL

Inline XBRL Taxonomy Extension Calculation Linkbase

101.DEF

Inline XBRL Taxonomy Extension Definition Linkbase

101.LAB

Inline XBRL Taxonomy Extension Label Linkbase

101.PRE

Inline XBRL Taxonomy Extension Presentation Linkbase

104

Cover Page Interactive Data File (Embedded within the Inline XBRL document and included in Exhibit)

27

FAQ

How did AMREP (AXR) perform financially in the quarter ended October 31, 2025?

For the quarter ended October 31, 2025, AMREP generated revenues of $9.4 million, down from $11.9 million a year earlier. Net income declined to $1.2 million, or $0.22 per diluted share, compared with $4.0 million, or $0.75 per diluted share, in the prior‑year period.

What drove the year-over-year revenue changes for AMREP (AXR) in the first six months of fiscal 2026?

In the six months ended October 31, 2025, total revenues decreased to $27.3 million from $31.0 million. Land sale revenues fell to $8.3 million from $15.2 million, while home sale revenues increased to $17.3 million from $14.3 million, and other revenues rose modestly.

What challenges is AMREP (AXR) facing in its land development and homebuilding segments?

AMREP reports material delays in municipal entitlements, infrastructure availability, approvals, inspections and utility response times, along with elevated construction and land costs. Combined with higher home prices, mortgage rates, inflation and other macroeconomic factors, these issues are pressuring housing affordability and demand, prompting incentives, price reductions, smaller lots and homes, more leasing of completed homes and slower development activity.

What is AMREP's (AXR) current cash and debt position?

As of October 31, 2025, AMREP had $45.1 million in cash, cash equivalents and restricted cash and only $23,000 of notes payable. It also had a revolving line of credit with a maximum borrowing capacity of $6.5 million, maturing in August 2028, with relatively low principal outstanding.

How are AMREP's home sales trending, and what is its housing backlog?

Home sale revenues increased, with 18 homes sold in the quarter at an average selling price of about $435,000, versus 12 homes at about $444,000 a year earlier. As of October 31, 2025, the company had 59 homes in production, including 16 under contract, representing approximately $7.45 million of expected home sale revenues when closed, subject to cancellations and change orders.

What guidance has AMREP (AXR) provided regarding future land sale revenues?

AMREP states that, after reducing and delaying certain land development projects due to market headwinds and entitlement and infrastructure delays, it expects a reduction in revenues from the sale of developed residential land during fiscal 2026 compared to fiscal 2025.

AMREP

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