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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) November
12, 2026
Income Opportunity Realty Investors, Inc.
(Exact name of registrant as specified in its charter)
| Nevada |
|
001-14784 |
|
75-2615944 |
(State or other jurisdiction of
Incorporation or organization) |
|
(Commission File
Number) |
|
(IRS Employer
Identification Number) |
| 1603 LBJ Freeway, Suite 800, Dallas TX |
|
75234 |
| (Address of principal executive offices) |
|
(Zip Code) |
(469) 522-4200
Registrant’s Telephone Number, including
area code
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 Securities Act (17 CFR 230.425)
☐ Pre-commencement communications pursuant to Rule
14d-2(b) under the Securities Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule
13e-4(c) under the Securities Act (17 CFR 240.413e-4(c))
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 |
|
IOR |
|
NYSE American |
Indicate by check mark whether the Registrant is an emerging growth
company as defined in Rule 405 of the Securities Act of 1933 ((17 CFR 230.405 of or Rule 12b-2 of the Securities Act of 1934 (17 CFR 230.405):
☐ 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. ☐
Section 2 – Financial Information
Item 2.02. Results of Operations and Financial Condition
On November 12, 2026, Income Opportunity Realty Investors, Inc. (“IOR”
or the “Company”) announced its operational results for the quarter ended September 30, 2026. A copy of the announcement
is attached as Exhibit “99.1.”
The information furnished pursuant to Item 2.02 in this Form 8-K, including
Exhibit “99.1” attached hereto, shall not be deemed to be “filed” for purposes of Section 18 of the Securities
Exchange Act of 1934 or otherwise subject to the liabilities of that Section, unless we specifically incorporate it by reference in a
document filed under the Securities Act of 1933 or the Securities Exchange Act of 1934. We undertake no duty or obligation to publicly
update or revise the information furnished pursuant to Item 2.02 of this Current Report on Form 8-K.
Section 9 – Financial Statements and Exhibits
Item 9.01. Financial Statements and Exhibits
The following exhibit is furnished with this Report:
| Exhibit No. |
|
Description |
| 99.1* |
|
Press release dated November
12, 2026 |
| |
|
|
|
* Furnished herewith
SIGNATURES
Pursuant to the requirements of Section 13
or 15(d) 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.
| |
|
INCOME OPPORTUNITY REALTY INVESTORS, INC. |
| |
|
|
| Dated: November
12, 2026 |
By: |
/s/ ERIK L. JOHNSON |
|
| |
|
Erik L. Johnson |
| |
|
President and Chief Executive Officer |
Income Opportunity Realty Investors, Inc. 8-K
Exhibit 99.1
| NEWS RELEASE |
|
Contact: |
| |
|
Income Opportunity Realty Investors, Inc. Investor Relations |
| FOR IMMEDIATE RELEASE |
|
Erik Johnson (469) 522-4200
investor.relations@incomeopp-invest.com |
Income Opportunity Realty Investors, Inc. reports Earnings for Quarter
Ended September 30, 2026
DALLAS (November 12, 2026) -- Income Opportunity Realty Investors,
Inc. (NYSE American:IOR) is reporting its results of operations for the quarter ended September 30, 2026. For the three months ended
September 30, 2026, we reported net income attributable to common shares of $0.9 million or $0.22 per diluted share compared to a
net income of $1.0 million or $0.25 per share for the same period in 2025. The slight decrease in net income is attributable to a decrease
in interest income.
About Income Opportunity Realty Investors,
Inc.
Income Opportunity Realty Investors, Inc., a Dallas-based real estate investment
company, currently holds a portfolio of notes receivable. The Company invests in real estate through direct equity ownership and partnerships.
For more information, visit the Company’s website at www.incomeopp-realty.com.
INCOME OPPORTUNITY REALTY INVESTORS, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
(Dollars in thousands, except per share amounts)
(Unaudited)
| | |
Three Months Ended
September 30, | |
Nine Months Ended
September 30, |
| | |
2026 | |
2025 | |
2026 | |
2025 |
| Revenues: | |
| |
| |
| |
|
| Other income | |
$ | — | | |
$ | — | | |
$ | — | | |
$ | — | |
| Expenses: | |
| | | |
| | | |
| | | |
| | |
| General and administrative | |
| 62 | | |
| 63 | | |
| 209 | | |
| 205 | |
| Advisory fee to related party | |
| 25 | | |
| 27 | | |
| 72 | | |
| 77 | |
| Total operating expenses | |
| 87 | | |
| 90 | | |
| 281 | | |
| 282 | |
| Net operating loss | |
| (87 | ) | |
| (90 | ) | |
| (281 | ) | |
| (282 | ) |
| Interest income from related parties | |
| 1,198 | | |
| 1,395 | | |
| 3,563 | | |
| 4,097 | |
| Income tax provision | |
| (233 | ) | |
| (274 | ) | |
| (689 | ) | |
| (801 | ) |
| Net income | |
$ | 878 | | |
$ | 1,031 | | |
$ | 2,593 | | |
$ | 3,014 | |
| | |
| | | |
| | | |
| | | |
| | |
| Earnings per share | |
| | | |
| | | |
| | | |
| | |
| Basic and diluted | |
$ | 0.22 | | |
$ | 0.25 | | |
$ | 0.64 | | |
$ | 0.74 | |
| Weighted average common shares used in computing earnings per share | |
| | | |
| | | |
| | | |
| | |
| Basic and diluted | |
| 4,066,178 | | |
| 4,066,178 | | |
| 4,066,178 | | |
| 4,066,178 | |
