Clipper Realty Inc. SEC Filings

Clipper Realty Inc. director and 10% owner Sam Levinson reported open-market purchases of Common Stock through Starburst 2016 II LLC. Across 2026-08-12 to 2026-08-14, entities associated with him bought 154,764 shares at weighted average prices between $3.09 and $3.29 per share, with detailed price breakdowns available on request. The report also lists direct ownership of 82,203 Common shares and additional indirect Common and Special Voting Stock holdings through Trapeze Inc., Trapeze D Holdings LLC and ECL Holdings LLC.

Clipper Realty Inc. reported second quarter 2026 revenue of $38.6 million, slightly below $39.0 million a year earlier. Residential revenue rose to $32.2 million on record rents and occupancy, while commercial revenue declined to $6.4 million following the August 2025 termination of the New York City lease at the 250 Livingston Street office property and the prior sale of the 10 West 65th Street property.

Income from operations was $9.3 million and net operating income (NOI) was $21.6 million. Net loss widened to $6.3 million, or $0.19 per share, from $1.4 million, largely because the lender has funded expenses and collected residual residential rents at 250 Livingston since the lease termination. Adjusted funds from operations (AFFO) fell to $3.8 million, or $0.09 per share, from $8.3 million, or $0.20 per share.

At June 30 2026, cash and cash equivalents were $37.7 million and restricted cash $24.9 million, with notes payable of $1,287.2 million excluding unamortized loan costs. The company declared a quarterly dividend of $0.095 per share, matching the prior quarter, and reported strong residential demand, with new free-market leases 13% above prior rents and renewals over 5% higher.

Clipper Realty Inc. reported Q2 2026 revenues of $38,575, slightly below $39,036 a year earlier, as higher residential rent (up to $32,222) was offset by weaker commercial rent ($6,353). Income from operations was $9,389, but higher interest expense of $15,654 led to a net loss of $6,265 or $0.19 per share.

For the first half of 2026, revenue was $76,690 and net loss $17,409, compared with $78,434 and $36,459 in 2025, reflecting the absence of last year’s large impairment charge. At June 30, 2026, notes payable were $1,280,048 versus total assets of $1,220,738, resulting in a total equity deficit of $105,393.

Residential fundamentals were strong, with average rent per square foot rising to $91.88 at Tribeca House, $33.13 at Flatbush Gardens and $91.19 at Clover House. However, the City of New York’s lease at 250 Livingston Street has terminated and the building is vacant, while 141 Livingston Street’s lease expired and continues on holdover terms.

The company’s subsidiary defaulted on the $125,000 mortgage secured by 250 Livingston Street. A court-appointed temporary receiver now controls that property, and under a June 4, 2026 Consent and Cooperation Agreement the lender may foreclose or take a deed in lieu after a joint loan-marketing period; the borrower may also bid for the loan. Clipper estimates roughly $9,550 of interest, default interest and fees outstanding on this loan as of June 30, 2026.

Clipper also reached a class-action wage-and-hour settlement, accruing $3,809 year-to-date for its estimated share of losses and legal fees. Despite these pressures, cash provided by operating activities was $17,999 for the first half, and the board later declared a dividend of $0.095 per share payable August 26, 2026.

Clipper Realty Inc. describes a new agreement with the lender on its $125.0 million loan secured by the 250 Livingston Street property in Brooklyn. The loan bears interest at 3.63%, is interest-only and matures on June 6, 2029.

Under a Consent and Cooperation Agreement effective June 4, 2026, the lender and borrower will jointly market and seek to sell the loan to a third party during a 45-day marketing period, which the lender may extend. After this period, the lender has the right to foreclose on the property, including taking the deed in lieu of foreclosure, while the borrower is also allowed to submit its own offer to purchase the loan.

Clipper Realty Inc. reported the results of its 2025 Annual Meeting of Stockholders held on June 17, 2026. Stockholders elected all seven director nominees, including David Bistricer and Richard N. Burger, with each receiving over 28.8 million votes in favor plus broker non-votes.

Stockholders also ratified the appointment of PKF O’Connor Davies, LLP as the independent registered public accounting firm for the fiscal year ending December 31, 2026, with 35,636,092 votes for and limited opposition. In addition, they approved, on a non-binding advisory basis, the compensation of the company’s named executive officers.

Clipper Realty Inc. reported first quarter 2026 results showing mixed performance between its residential and commercial portfolios. Total revenue was $38.1 million, slightly below $39.4 million a year earlier, as strong residential leasing offset weaker office income after a New York City lease termination at 250 Livingston Street.

Residential rental income rose to $31.9 million from $29.2 million, while commercial rental income fell to $6.2 million from $10.2 million. Net loss narrowed to $11.1 million (or $4.2 million attributable to common stockholders) compared with a $35.1 million net loss in 2025, largely due to the absence of a prior-year impairment charge.

Non-GAAP metrics weakened: NOI declined to $20.0 million from $21.8 million, and AFFO dropped to $2.3 million ($0.05 per share) from $8.0 million ($0.19 per share), reflecting higher interest expense, litigation settlement costs of $3.6 million, and losses at the Prospect House and 250 Livingston Street properties. The company declared a quarterly dividend of $0.095 per share, unchanged from the prior quarter.

Clipper Realty Inc. reports another quarterly loss while managing heavy leverage and key New York City lease transitions. For the three months ended March 31, 2026, total revenue was $38,115 thousand versus $39,398 thousand a year earlier, as commercial rental income fell to $6,211 thousand from $10,208 thousand after one major City of New York lease terminated and another expired.

Residential rental income grew to $31,904 thousand from $29,190 thousand, and the prior-year $33,780 thousand impairment did not recur, lifting income from operations to $4,402 thousand versus a loss of $23,581 thousand. However, higher net interest expense of $15,546 thousand resulted in a net loss of $11,144 thousand, with a loss attributable to common stockholders of $4,238 thousand, or $0.30 per share, compared with $0.86 loss per share a year earlier.

At March 31, 2026, total assets were $1,225,996 thousand, including investment in real estate, net, of $1,143,407 thousand, funded by notes payable of $1,285,799 thousand and a total equity deficit of $95,524 thousand. The company remains highly dependent on New York City government leases, which represented 11% of revenues this quarter, and faces litigation and loan challenges, including a receiver appointed over its 250 Livingston Street property. Cash and cash equivalents plus restricted cash totaled $54,651 thousand at period end, with cash provided by operating activities of $3,568 thousand. As of May 14, 2026, there were 16,157,566 common shares outstanding.

Clipper Realty Inc. is asking stockholders to vote at its 2026 annual meeting on three items: electing seven directors, ratifying PKF O’Connor Davies as auditor for 2026, and approving on a non-binding basis the compensation of named executive officers.

Holders of 16,157,566 common shares and 26,317,396 special voting shares as of April 23, 2026 may vote, with each share carrying one vote. The board reports that four of seven directors are independent and that all audit, compensation, and nominating committee members meet NYSE independence and financial expertise standards.

The proxy details 2025 executive pay, including salary, stock awards and incentives, and explains that a portion of compensation is equity-based and at risk. It also outlines related-party dealings with Clipper Equity and certain directors, which were reviewed under a board-approved related party transaction policy.

Clipper Realty Inc. reports that the lender on its 250 Livingston Street property has filed a complaint seeking foreclosure remedies on a $125.0 million mortgage loan. The loan, dated May 31, 2019, bears interest at 3.63%, is interest-only and matures on June 6, 2029.

The complaint names the property-owning subsidiary, the Company and Clipper Realty L.P., and asks the court to appoint a receiver, sell the Brooklyn property and apply proceeds to the debt. Clipper Realty is negotiating a Consent and Cooperation Agreement for a loan sale, but completion is uncertain. As of March 31, 2026, it believes about $6.3 million of interest and default interest was owed, excluding fees.