STOCK TITAN

Peraton to occupy Comstock (Nasdaq: CHCI) Woodland Pointe tech campus

Filing Impact
(High)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Comstock Holding Companies, Inc. entered into a material definitive agreement tied to the acquisition of Woodland Pointe, a 6.77-acre office campus in Herndon, Virginia, and related joint venture structures. The Company made an initial investment of approximately $5.0 million in connection with the purchase.

The structure involves multiple single-purpose entities, with Comstock owning 85% of Comstock Woodland JV Holding Company alongside an affiliated partner owning 15%. An affiliate provided a bridge loan to the property holding entity with an intent to refinance within 60 days. Comstock will deliver asset and property management services through its subsidiaries.

At closing, Comstock earned an acquisition fee of $0.8 million and leasing fees of approximately $3.3 million, and it is also entitled to ongoing construction management and development fees under leases with Peraton for a near 300,000-square foot, build-to-suit campus.

Positive

  • None.

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Insights

Comstock structures a fee-rich JV for a fully leased tech campus.

Comstock committed an initial $5.0 million to acquire Woodland Pointe via layered joint ventures that include affiliates and Peraton Holding Corp. The operating structure positions Comstock as manager while spreading ownership and financing across related and institutional partners.

The transaction immediately generated an acquisition fee of $0.8 million and approximately $3.3 million of leasing fees, with additional construction management and development fees tied to Peraton’s build-to-suit campus. These fee streams can supplement traditional rental economics, though the filing does not quantify long-term rent or returns.

Bridge financing from an affiliate of the Chairman, intended to be refinanced with an unaffiliated lender within 60 days of the April 6, 2026 acquisition, introduces a related-party element that investors may track in future Form 10-Q disclosures once the operating agreements and refinancing status are provided.

Item 1.01 Entry into a Material Definitive Agreement Business
The company signed a significant contract such as a merger agreement, credit facility, or major partnership.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Initial investment $5.0 million Initial investment in Woodland Pointe acquisition on April 6, 2026
Acquisition fee $0.8 million Acquisition fee earned at closing under asset management agreement
Leasing fees $3.3 million Approximate leasing fees earned at closing tied to Peraton leases
Campus size 6.77 acres Size of Woodland Pointe office campus in Herndon, Virginia
Existing office building 185,000 square feet Six-story LEED Gold Class A tower at Woodland Pointe
New build-to-suit space 100,000 square feet Planned build-to-suit office building for Peraton at Woodland Pointe
JV ownership split 85% / 15% Comstock and Comstock Partners ownership in Comstock Woodland JV Holding Company
joint venture financial
"Comstock Woodland JV Holding Company entered into a joint venture with Peraton Holding Corp."
A joint venture is when two or more companies team up to work on a specific project or business idea, sharing both the risks and the rewards. It’s like friends starting a lemonade stand together—each contributes resources and they split the profits, making it easier to succeed than going alone.
bridge loan financial
"CP provided a bridge loan to the Woodland Holding Company, with the intent to refinance the loan"
A bridge loan is a short-term loan used to quickly provide funds until a larger, long-term financing option is in place. It acts like a temporary bridge, helping individuals or businesses cover immediate expenses or complete transactions without delay. For investors, it’s important because it offers quick access to cash but often comes with higher costs and short repayment periods.
build-to-suit financial
"to construct a build-to-suit office campus"
Build-to-suit is a process where a property is custom-designed and constructed specifically to meet the needs of a particular tenant or user. It’s like ordering a custom-made suit instead of buying one off the rack—tailored to fit exactly what the tenant requires. For investors, build-to-suit properties can offer stable, long-term income because they are designed to attract and retain specific tenants who often sign long-term agreements.
LEED Gold certified technical
"a six-story, 185,000- square foot, Class A office tower that is LEED Gold certified"
LEED Gold Certified is a well-recognized rating that a building earned high marks for energy efficiency, water savings, indoor air quality, and use of materials, based on a standard assessment system. For investors, it signals lower operating costs, stronger tenant appeal and potentially higher resale value—like buying a home with efficient appliances and a good insulation rating that cuts bills and attracts renters—so it can reduce risk and support long-term returns.
Institutional Venture Platform financial
"represents the latest success from Comstock's growing Institutional Venture Platform"
0001299969FALSE00012999692026-04-062026-04-06

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): April 6, 2026
Comstock Holding Companies, Inc.
(Exact Name of Registrant as Specified in its Charter)
Delaware1-3237520-1164345
(State or other jurisdiction
of incorporation)
(Commission File Number)
(IRS Employer
Identification No.)
1900 Reston Metro Plaza, 10TH Floor
Reston, Virginia 20190
(Address of principal executive offices) (Zip Code)
Registrant’s telephone number, including area code: (703) 230-1985
 
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a- 12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:

Title of each classTrading symbol(s)Name of each exchange on which registered
Class A Common Stock, par value $0.01CHCI
Nasdaq Capital Market
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 1.01 Entry into a Material Definitive Agreement.

On April 6, 2026, Comstock Holding Companies, Inc. (the “Company”) made an initial investment of approximately $5.0 million contemporaneously with the acquisition of a 6.77-acre office campus located at 2200 Woodland Pointe Avenue in Herndon, Virginia (the “Property”), pursuant to a purchase and sale agreement dated October 31, 2025, as amended (the "Acquisition").

In conjunction with the Acquisition, multiple single-purpose entities were established, including CP Woodland JV LLC (the "Comstock Woodland JV Holding Company"), 2200 Woodland JV LLC (the “Woodland Holding Company”), Comstock WP LLC (the “Woodland Property Company”), and CP Woodland NMM, LLC.

Comstock Woodland JV Holding Company is a joint venture between the Company and Comstock Partners, LC ("CP"), a privately held affiliate entity that is controlled by Christopher Clemente, the Chairman and Chief Executive Officer of the Company. The Company and CP own eighty-five percent (85%) and fifteen percent (15%) of the common equity interests in Comstock Woodland JV Holding Company, respectively. Comstock Woodland JV Holding Company entered into a joint venture with Peraton Holding Corp. to establish Woodland Holding Company. Woodland Holding Company is the 100% owner of Woodland Property Company, which is the entity that acquired the Property.

To facilitate and expedite the Acquisition, CP provided a bridge loan to the Woodland Holding Company, with the intent to refinance the loan with an unaffiliated lender within 60 days. CP Woodland NMM, LLC, a privately held affiliate that is controlled by Mr. Clemente, is the non-member manager of the Woodland Holding Company.

The Company will provide asset management and property management services to the Property pursuant to separate agreements through its wholly owned operating subsidiaries CHCI Asset Management, LC and CHCI Commercial Management, LC. Pursuant to the asset management agreement, the Company earned an acquisition fee of $0.8 million and leasing fees of approximately $3.3 million at closing, and is also entitled to ongoing construction management and development fees for services that will be provided to the Property pursuant to the executed leases with Peraton, as tenant, to construct a build-to-suit office campus.

The foregoing description of the material terms of the operating agreements for the Woodland Holding Company and Comstock Woodland JV Holding Company is qualified in its entirety by reference to the full text of the agreements, which the Company intends to file as exhibits to the Company’s quarterly report on Form 10-Q for the period ended June 30, 2026.

On April 10, 2026, the Company issued a press release announcing the acquisition of the Property, a copy of which is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits
(d) Exhibits
Exhibit
Number
Description
99.1
Comstock Holding Companies, Inc. press release, dated April 10, 2026
104Cover Page Interactive Data File (embedded within the Inline XBRL document)




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

                    
COMSTOCK HOLDING COMPANIES, INC.
Date: April 10, 2026By:/s/ CHRISTOPHER CLEMENTE
Christopher Clemente
Chairman and Chief Executive Officer


Comstock Acquires Woodland Pointe, Secures Full-Campus Lease with Peraton Technology innovation leader to occupy build-to-suit Herndon, Va. campus RESTON, Va. — April 10, 2026 — Comstock Holding Companies, Inc. (Nasdaq: CHCI) (“Comstock” or the "Company"), a leading asset manager, developer, and operator of mixed-use and transit-oriented properties in the Washington, D.C. region, today announced the acquisition of Woodland Pointe, a 6.77- acre office campus located at 2200 Woodland Pointe Avenue in Herndon, Virginia, and the execution of a full-campus lease with Peraton, a leading next-generation technology and national security company. Located just south of the Dulles Toll Road in Herndon, Virginia, Woodland Pointe sits at the heart of the Dulles Technology Corridor, one of the nation's most active concentrations of defense contractors, cybersecurity firms, and aerospace innovators. The campus currently includes a six-story, 185,000- square foot, Class A office tower that is LEED Gold certified and includes a 165-person conference facility, a parking garage, and vibrant green spaces. Concurrent with the acquisition, Comstock entered into multiple leases at Woodland Pointe with Peraton, a company that focuses on delivering advanced mission capability integration and transformative enterprise IT solutions to customers across space, intelligence, cyber, defense, homeland security, and health missions. The leases cover both the existing office building, which was the former North American headquarters of Volkswagen and is currently a Peraton lease location, as well as a new 100,000-square foot, build-to-suit office building that will be developed on the Woodland Point campus. Upon completion, Peraton will fully occupy both structures in the near 300,000-square foot campus to support its growing business operations. Meredith LaPier, Vice Chairman of CBRE, represented Peraton in the transaction. Tim Steffan, Chief Operating Officer of Comstock, represented the Company. The acquisition of Woodland Pointe represents the latest success from Comstock's growing Institutional Venture Platform, an initiative designed to pair the Company's operational expertise with capital resources from institutional partners. As the operating partner of a group composed of affiliated and unaffiliated institutional co-investors, Comstock will provide best-in-class property management, construction management, and development services for the property through two of its wholly owned operating subsidiaries, CHCI Commercial Management and CHCI Asset Management. “Woodland Pointe represents yet another high-quality, strategically located asset that defines what we do at Comstock,” said Mr. Steffan. “As organizations increasingly prioritize high quality environments that meet the demands of mission-critical work, we are well-positioned to meet those needs with the assets and development capabilities that few others can match. Partnering with Peraton to deliver a consolidated, purpose-built campus in the heart of the Dulles Corridor is a tremendous reflection of our ability to deliver on the ongoing flight-to-quality trend that has become pervasive in this market.” About Comstock Founded in 1985, Comstock is a leading asset manager, developer, and operator of mixed-use and transit-oriented properties in the Washington, D.C. region. With a managed portfolio comprising approximately 10 million square feet at full build-out and including stabilized and development assets strategically located at key Metro stations, Comstock is at the forefront of the urban transformation taking place in the fastest-growing segments of one of the nation’s best real estate markets. Comstock’s developments include some of the largest and most prominent mixed-use and transit-oriented projects in the mid-Atlantic region, as well as multiple large-scale public-private partnership developments. For more information, please visit Comstock.com. CONTACT: publicrelations@comstock.com Exhibit 99.1


 

FAQ

What transaction did Comstock Holding Companies (CHCI) disclose in this 8-K?

Comstock disclosed acquiring Woodland Pointe, a 6.77-acre office campus in Herndon, Virginia, through a joint venture structure. The deal includes an initial investment of about $5.0 million and a full-campus lease with Peraton across existing and build-to-suit office space.

How is Comstock’s joint venture ownership structured in the Woodland Pointe deal?

Comstock owns 85% of the common equity in CP Woodland JV LLC, while affiliate Comstock Partners, LC holds 15%. That joint venture then partnered with Peraton Holding Corp. to form Woodland Holding Company, which wholly owns the entity that acquired the Woodland Pointe property.

What fees does Comstock earn from the Woodland Pointe and Peraton agreements?

At closing, Comstock earned an acquisition fee of $0.8 million and approximately $3.3 million in leasing fees. Through its subsidiaries, it is also entitled to ongoing construction management and development fees related to the build-to-suit Peraton office campus at Woodland Pointe.

What role does the affiliate bridge loan play in the Woodland Pointe acquisition?

To facilitate and expedite the acquisition, Comstock Partners, LC, an affiliate controlled by the Chairman and CEO, provided a bridge loan to Woodland Holding Company. The parties intend to refinance this bridge loan with an unaffiliated lender within 60 days of closing the transaction.

How much space will Peraton occupy at Comstock’s Woodland Pointe campus?

Peraton will lease the existing six-story, 185,000-square foot LEED Gold office building and a new 100,000-square foot build-to-suit structure. Upon completion, Peraton is expected to fully occupy the near 300,000-square foot Woodland Pointe campus to support its growing operations.

Where is Woodland Pointe located and why is it strategic for Comstock (CHCI)?

Woodland Pointe is located at 2200 Woodland Pointe Avenue in Herndon, Virginia, just south of the Dulles Toll Road in the Dulles Technology Corridor. This area hosts many defense, cybersecurity, and aerospace firms, aligning with Comstock’s focus on high-quality, transit-oriented assets.

Filing Exhibits & Attachments

4 documents