CaliberCos Inc. filings document the formal disclosures of a Nasdaq-listed alternative asset manager with private real estate funds, development and financing activities, and a digital asset treasury component. Recent 8-K reports include Regulation FD announcements, earnings-call timing, project updates, capital-structure changes and material definitive agreements tied to noteholder conversion activity.
Caliber's SEC records also cover securities and governance matters, including Class A common stock, Series AAA Convertible Preferred Stock, preferred equity conversions, registration rights, and resale registration activity. Proxy materials document annual meeting voting items such as director elections and the ratification of the independent registered public accounting firm, while the company's filings identify it as an emerging growth company.
CaliberCos Inc. reported first quarter 2026 results and reaffirmed its full-year 2026 outlook. Platform revenue, which reflects the core asset management business, rose to $4.1 million from $3.5 million, driven mainly by higher nonrecurring asset management fee income.
The Platform recorded a net loss of $4.3 million, or $0.62 per diluted share, and a Platform Adjusted EBITDA loss of only $0.3 million, narrowing significantly from a $1.4 million loss a year earlier and bringing the platform close to break-even. Consolidated revenue was $4.3 million versus $7.3 million due to changes in which funds are consolidated.
Caliber’s digital asset treasury held 507,560 LINK tokens valued at $4.5 million as of March 31, 2026, after selling 55,076 LINK for $0.5 million to support real estate project financings. The company maintained 2026 guidance for total revenue of $18.0–$22.0 million, positive net operating income, and Adjusted EBITDA profitability.
CaliberCos Inc. has scheduled the release of its first quarter 2026 financial results for after the market close on May 13, 2026, followed by a webcast and conference call at 5:00 pm ET the same day.
Investors can join by phone using conference ID 5168652 or listen online via Caliber’s investor relations website, where the news release, presentation materials, and a replay will be available. The company describes itself as a real estate-focused alternative asset manager with over $2.6 billion in Managed Assets and a 17-year track record in middle-market hospitality and multifamily real estate, now also integrating digital asset and tokenization strategies.
CaliberCos Inc. is registering 2,162,791 shares of Class A common stock for resale by the named selling stockholders, consisting of 1,707,900 shares issued for note conversions and 454,891 shares issuable upon conversion of Series AAA Preferred. The resale registration permits the selling stockholders to offer shares from time to time at market, fixed or negotiated prices; the Company will not receive proceeds from these resales but recorded note extinguishments totaling $3,450,271 in connection with the conversions.
The prospectus discloses 6,682,240 Class A shares outstanding prior to this registration and a post-offering figure of 8,845,031 shares assuming conversion and issuance as described. The filing also summarizes the Company’s business, its digital asset treasury (holding 562,535 LINK as of December 31, 2025), and customary plan-of-distribution mechanics for resale transactions.
CaliberCos Inc. furnished an update on its Hyatt Studios hotel development platform, describing three extended-stay hotel projects in Steamboat Springs, Riverwalk/Scottsdale, and Georgetown.
The Steamboat Springs project has closed acquisition and construction financing, is expected to break ground in the second quarter of 2026, and is targeted to open in the third or fourth quarter of 2027. Caliber outlines a model of building and stabilizing these hotels, then transitioning them into long-term ownership through Caliber Hospitality Trust using a forward purchase structure.
The company is offering accredited investors access to the Hyatt Studios development platform via a diversified feeder fund or project-specific investments, with targeted levered IRRs in the low-to-mid-20% range and targeted equity multiples of approximately 2.3x–2.6x over a six-year hold, supported in Steamboat by about $1.14 million of Hyatt brand capital.
CaliberCos Inc. reported further progress in its debt reduction strategy by completing a second round of its Noteholder Conversion Program. In this round, approximately $1.9 million of unsecured corporate notes were converted into Class A common stock and approximately $1.5 million were converted into Series AAA Convertible Preferred Stock, reducing corporate debt by about $3.4 million.
In total, the program has cut debt by approximately $5.3 million since October 2025. The newly created Series AAA Convertible Preferred Stock carries a 12% annual cumulative dividend and can be converted into Class A common shares in three equal tranches at $2.50, $3.50, and $4.50 per share. The company also filed a resale registration statement related to these transactions and reiterated that reducing debt is a key step toward its goal of adjusted EBITDA and net operating income profitability in 2026.
CaliberCos Inc. launched a note conversion program that exchanges unsecured promissory notes for equity, reducing debt by $3,450,271. Note holders converted $1,921,771 of notes into 1,707,900 Class A common shares and $1,528,500 of notes into 1,529 shares of new Series AAA convertible preferred stock.
The company also aligned its existing Series A preferred stock so it ranks pari passu with Series AAA and matches its conversion mechanics. Both Series A and Series AAA preferred carry a 12% annual dividend and defined conversion rates into Class A common stock at $2.50, $3.50, and $4.50 tranches.
CaliberCos Inc. (CWD) has filed a resale registration for up to 2,162,791 shares of Class A common stock to permit certain selling stockholders to resell shares they received in March 2026. The Shares consist of up to 1,707,900 shares issued for cancelled notes and up to 454,891 shares issuable upon conversion of Series AAA Preferred Stock.
The Company will not receive proceeds from sales under this prospectus; proceeds, if any, will go to the selling stockholders. The filing states that an aggregate of $3,450,271 of indebtedness was cancelled in connection with the subscriptions. Shares outstanding prior to this offering were 6,682,240 and the post-offering stated figure is 8,845,031.
CaliberCos Inc. reported that PURE Pickleball & Padel, its co-developed 196,000-square-foot indoor pickleball and padel facility near Scottsdale, Arizona, has received all required building permits, clearing the final regulatory hurdle before groundbreaking. The permits cap a 900-day process involving extensive meetings, community hearings, and design reviews.
The flagship facility, located on 11.44 acres in a Qualified Opportunity Zone, is expected to become the world’s largest indoor pickleball and padel venue with 48 courts, a championship arena, and year-round programming, with opening anticipated in 2027. Caliber and PURE are offering accredited investors access via a structured investment offering through a dedicated QOZ Fund, while Caliber finalizes construction financing and closes the equity round.
CaliberCos Inc. is asking stockholders to elect five directors, including new nominee Jerome Alan Reid Jr., and to ratify Urish Popeck & Co., LLC as independent auditor for the year ending December 31, 2026. The virtual annual meeting is scheduled for May 14, 2026. Holders of Class A common stock have one vote per share and holders of Class B common stock have ten votes per share, voting together as a single class. Deloitte & Touche LLP, the prior auditor, had included a going concern explanatory paragraph in its 2024 report due to negative operating cash flows and limited resources to meet debt maturities.