Companies › GHI

GHI 10-K & 10-Q changes, risk factors and insider trading

Greystone Housing Impact Investors LP · NYSE · Finance Services · CIK 1059142 · All filings on SEC.gov

Everything below is quoted or computed from Greystone Housing Impact Investors LP's public SEC filings. It is not a recommendation to buy or sell. Automated comparisons can contain errors; confirm with the original filing.

At a glance

25 / 6risk-factor paragraphs added / removed in latest 10-K
4new risk-factor headings
1Form 4 filings reporting open-market purchases (last 180 days)
0Form 4 filings reporting open-market sales (last 180 days)

Jump to: Annual report (10-K) · Quarterly report (10-Q) · Insider transactions · 13F holders

What changed in the latest 10-K

Comparing 10-K filed 2026-03-16 (period ending 2025-12-31) with 10-K filed 2025-02-20 (period ending 2024-12-31).

Risk Factors (10-K Item 1A)

25new paragraphs
6removed paragraphs
51reworded paragraphs
18,789 → 20,107words in section

New heading “We recently identified a material weakness in our internal controls over financial reporting and determined that our disclosure controls and procedures were not effective.”

New heading “There are risks associated with our ownership of MF Properties.”

New heading “Appropriations risk related to HUD’s Section 8 housing programs.”

New heading “The use of, or inability to use, artificial intelligence by us, our property owners, and our unitholders presents risks and challenges that may adversely impact our business and operating results or the business and operating results of our property owners and vendors.”

Removed heading “Adverse developments affecting the banking industry, such as actual events or concerns regarding bank failures, liquidity, defaults, or non-performance by financial institutions, could adversely affect our current and projected business operations and our financial condition and results of operations.”

Largest changes (selected automatically by length and topic keywords; quoted verbatim, no commentary)

Removed text topics: default, covenant, liquidity, interest rate
“Events such as bank failures, reduced or limited liquidity within the banking industry, defaults, non-performance, and other adverse developments affecting financial institutions or other companies within the financial services industry generally, or concerns or rumors regarding any of these types of events, could lead to market-wide disruptions and dislocations, and may in the future lead to liquidity constraints affecting the banking industry. Investor concerns regarding the U.S. …”
see in full comparison
Removed text topics: default, liquidity
“Adverse developments affecting the banking industry, such as actual events or concerns regarding bank failures, liquidity, defaults, or non-performance by financial institutions, could adversely affect our current and projected business operations and our financial condition and results of operations.”
see in full comparison
New text topics: default, covenant, liquidity
“We have obtained mortgage financing secured by our MF Properties that subject us to certain financial and non-financial covenants, which if not maintained, will cause a default and acceleration of amounts due, negatively impacting our liquidity. The mortgage financing executed in January 2026 includes a partial guaranty by Greystone Select and is subject to various financial and non-financial covenants. A covenant default by Greystone Select, if not cured, will trigger a default on our obligations under the mortgage and accelerate amounts owed to the lenders.”
see in full comparison
New text topics: material weakness, restatement
“Management identified a material weakness with respect to the misapplication of accounting guidance for investments accounted for using the equity method. Specifically, the weakness related to the operating effectiveness of quarterly controls for recording preferred return investment income, the Partnership’s proportionate share of earnings (losses) from investments in unconsolidated entities, and the capitalization of interest costs as a basis difference related to equity method investees that are undergoing development activities. …”
see in full comparison
New text topics: material weakness
“We recently identified a material weakness in our internal controls over financial reporting and determined that our disclosure controls and procedures were not effective.”
see in full comparison
New text topics: inflation, interest rate, regulation, labor
“The financial performance of our investments in MF Properties depends on the rental and occupancy rates of the properties and the level of operating expenses. Occupancy rates and rents are directly affected by the supply of, and demand for, apartments in the market areas in which a property is located. This, in turn, is affected by several factors such as local or national economic conditions, and the amount of new apartment construction and interest rates on single-family mortgage loans. …”
see in full comparison
Full comparison: every changed paragraph (82)

Green = added, red = removed. Unchanged paragraphs, 2 paragraphs where only numbers/dates changed, and tables are not shown. Read the complete text in the original filing.

Reworded

We are subject to risks related to any resurgence in inflation.

Added

We recently identified a material weakness in our internal controls over financial reporting and determined that our disclosure controls and procedures were not effective.

Added

There are risks associated with our ownership of MF Properties.

Reworded

Several of California’s largest property insurance providers have recentlypreviously paused or severely limited their issuance of new policies, or their renewal of existing policies, in the state, which could increase the Partnership’s risk of loss in its MRB portfolio.

Removed

Adverse developments affecting the banking industry, such as actual events or concerns regarding bank failures, liquidity, defaults, or non-performance by financial institutions, could adversely affect our current and projected business operations and our financial condition and results of operations.

Reworded

We are subject to various risks associated with our secured line of credit arrangements.arrangements and mortgage payable.

Reworded

A resurgence of higher than expected inflation may cause the real value of distributions on our BUCs and Preferred Units to decline.

Added

Appropriations risk related to HUD’s Section 8 housing programs.

Added

The use of, or inability to use, artificial intelligence by us, our property owners, and our unitholders presents risks and challenges that may adversely impact our business and operating results or the business and operating results of our property owners and vendors.

Reworded

The Partnership is managed by its sole General Partner, which is controlled by affiliates of Greystone. In addition, employees of Greystone Manager are responsible for the Partnership’s operations, including the Partnership’s chief executive officer and chief financial officer. The Partnership’sGeneral general partnerPartner manages our investments, performs administrative services for us and earns administrative fees that are paid by either the borrowers related to our investment assets or by us, subject to the terms of the Partnership Agreement. The General Partner does not have a fiduciary duty or obligation to any limited partner or BUC holder. Various potential and actual conflicts of interest may arise from the activities of the Partnership and Greystone and its affiliates by virtue of the fact that the General Partner is controlled by Greystone. The General Partner may be removed by a vote of limited partners holding at least 66.7% of outstanding limited partnership interests, voting as a single class. Such removal shall be effective immediately following the admission of a successor general partner.

Reworded

DowngradesConcerns by rating agencies ofabout the U.S. government’s credit rating or concerns about its debt and deficit levels in general,general could cause interest rates and borrowing costs to rise, which may negatively impact both the perception of credit risk associated with our investment portfolio and our ability to access the debt markets on favorable terms. Interest rates have risen in recent years, and the risk that they may continue to do so is pronounced. In addition, a decreased U.S. government credit rating stemming from consistently high federal budget deficits could create broader financial turmoil and uncertainty, which may weigh heavily on our financial performance and the market value of our BUCs.

Reworded

The current globalGlobal financial market situation,dynamics, as well as various social and political circumstances in the U.S. and around the world, including wars and other forms of conflict, terrorist acts, security operations and catastrophic events such as fires, floods, earthquakes, tornadoes, hurricanes, adverse effects of climate crisis and global health epidemics, may contribute to increased market volatility and economic uncertainties or deterioration in the U.S. and worldwide. In particular, current military conflicts (including the Russia-Ukraine war and the Israel-Hamas war),conflicts, including comprehensive international sanctions, the impact on inflation and increased disruption to supply chains may impact our counterparties with which we do business, and specifically our financing counterparties and financial institutions from which we obtain financing for the purchase of our investments, result in an economic downturn or recession either globally or locally in the U.S. or other economies, reduce business activity, spawn additional conflicts (whether in the form of traditional military action, reignited “cold” wars or in the form of virtual warfare such as cyberattacks) with similar and perhaps wider ranging impacts and consequences and have an adverse impact on the Partnership’s returns, net income, and CAD. We have no way to predict thethese events, or their duration or outcome of the situation, as the conflicts and government reactions are rapidly developing and beyond our control.outcomes. Prolonged unrest, military activities, or broad-based sanctions may increase our funding costs or limit our access to the capital markets.

Removed

Additionally, the U.S. government’s debt and deficit concerns, the European geopolitical and economic environment, and any continuing macroeconomic uncertainty with respect to China could cause interest rates to be volatile, which may negatively impact our ability to obtain debt financing on favorable terms. In this period of rising interest rates, our cost of funds may increase except to the extent we have obtained fixed rate debt, issued Preferred Units with a fixed distribution rate, or sufficiently hedged our interest rate risk, which hedging could reduce our net income and CAD.

Reworded

In 2022 and 2023, the U.S. Federal Reserve raised short term interest rates by a total of 5.25% to combat price inflation. In September2024 throughand December 2024,2025, the Federal Reserve cut short-term rates by a total of 1.0%.1.75%. In addition, the Federal Reserve issued an updated “dot plot” of future short-term interest rate expectations which showed aan sloweradditional paceone ofto expected short-termtwo interest rate cutsreductions of 0.25% in 2025.2026 and 2027. Federal Reserve representatives have continued to emphasize that future short-term interest rate changes will be data-dependent with the goal of fulfilling its dual mandate of stable prices and full employment. AsFuture such,economic wedata expectthat deviates from current market expectations will likely increase volatility in market interest rates may continue to be volatile as further relevant data becomes available in the near future.rates. Changing interest rates may have unpredictable effects on markets, may result in heightened market volatility and may detract from our performance to the extent we are exposed to such interest rate movements and/or volatility. While we are currently in a lowering-rate cycle, we remain subject to risks if interest rates unexpectedly rise in the future. In periods of rising interest rates, to the extent we borrow money subject to a variable interest rate, our cost of funds would increase, which could reduce our net income. Further, rising interest rates could also adversely affect our performance if such increases cause our borrowing costs to rise at a rate in excess of the rate that our investments yield. Further, rising interest rates could also adversely affect our performance if we hold investments with variable interest rates, subject to specified minimum interest rates (such as a SOFR floor, as applicable), while at the same time engaging in borrowings subject to variable interest rates not subject to such minimums. In such a scenario, rising interest rates may increase our interest expense, even though our interest income from investments is not increasing in a corresponding manner as a result of such floor rates.

Reworded

Further increasesIncreases in interest rates may make it more costly for us to service the debt under our financing arrangements. Rising interest rates could also cause the developersborrowers of the projectsproperties we finance through MRBs, GILs, and property loans to shift cash from other productive uses to the payment of interest, which may have a material adverse effect on their business and operations and could, over time, lead to delays in construction, leasing and stabilization of properties, and corresponding increased defaults. Properties securing our MRB, GIL and property loan investments that have variable interest rates may also experience higher construction costs that may exceed established capitalized interest reserves and other contingency reserves, potentially resulting in shortfalls in contractual debt service payments. Similarly, our JV Equity Investments have variable-rate construction loans and have established capitalized interest reserves during construction. Higher interest rates may result in higher than anticipated construction costs, which may require us to contribute additional equity and/or result in ultimately lower returns and potentially losses during the operating period and upon sale.

Reworded

We finance the purchase of a significant portion of our investment assets. As a result, our net income and CAD will depend, in part, upon the difference between the rate at which we borrow funds and the yields on our investment assets. If debt financing is unavailable at acceptable rates, we may not be able to purchase and finance additional investments at an acceptable levered return. If we have previously financed the acquisition of an investment, we may be unable to refinance such debt at maturity or may be unable to refinance at acceptable terms. If we refinance our debt at higher rates of interest, our interest expense will increase and our cash flows from operations will be reduced. We can offer no assurance that continued significantfuture changes in market interest rates will not have a material adverse effect on our net income and CAD. In periods of risingIf interest rates,rates unexpectedly rise, our cost of funds may further increase, which could reduce our net income and CAD.

Reworded

We are subject to risks related to any resurgence in inflation.

Reworded

Inflation risk is the risk that the value of assets or income from investments will be worth less in the future as inflation decreases the value or purchasing power of money. Inflation rates may change frequently and significantly due to various factors, including unexpected shifts in the domestic or global economy and changes in economic policies.and fiscal policies, including tariffs. The yields on our investments may not keep pace with inflation, which may result in losses to our Unitholders. This risk is greater for fixed-income investments with longer maturities such as our MRB investments.

Reworded

While consumer and producer inflation rates have moderated orin declined2024 duringand the second half of 2024,2025, the aggregate effects of the elevated inflation rates experienced from 2021 to 2023, as well as the potential for a resurgence in inflation, continue to present risks to the Partnership. A resurgence in inflation could cause increases in our general and administrative costs resulting in a decrease in our operating cash flows. A resurgence in inflation may also increase the operating expenses for multifamily properties securing our investment assets. Such cost increases may result in lower debt service coverage for properties related to our investments. Such cost increases may result in less distributable operating cash from our JV Equity Investments and may also result in lower property sales prices causing a reduction in distributions upon capital events. The majority of tenant leases related to multifamily investment assets are for terms of one year or less. The short-term nature of these leases generally serves to reduce the risk to the properties of the adverse effects of inflation; however, market conditions may prevent such properties from increasing rental rates in amounts sufficient to offset higher operating costs. Rental rates for set-aside units at affordable multifamily properties are typically tied to certain percentages of the area median income. Increases in area median income are not necessarily correlated to increases in property operating costs. A significant mismatch between area median income growth and property operating cost increases could negatively impact net operating cash flows available to pay debt service.

Reworded

Inflation typically is accompanied by higher interest rates, which could adversely impact potential borrowers’ ability to obtain financing on favorable terms, thereby causing a decrease in our number of investment opportunities. In addition, during any periods of rising inflation, interest rates on our variable rate debt financing arrangements would likely increase, which would tend to further reduce returns to Unitholders. Higher interest rates due to the aggregate effects of the recent inflationary environment, or a resurgence in inflation, may also depress investment asset values due to a decrease in demand or increasing cost of operations, such that we may record charges against earnings for asset impairments that may be material.

Reworded

Our MRB investments require the borrower to make regular principal and interest payments during their contractual term. Although our MRB investments are issued by state or local governments, their agencies, and authorities, they are not general obligations of these governmental entities and are not backed by any taxing authority. Instead, each MRB is backed by a non-recourse obligation of the owner of the secured property and the sole source of cash to make regular principal and interest on the MRB is the net cash flow generated by the operation of the secured property and the net proceeds from the ultimate sale or refinancing of the property (except in cases where a property owner or its affiliates has provided a limited guaranty of certain payments). This makes our MRB investments subject to risks usually associated with direct investments in such properties. Defaults may occur if a property is unable to generate or sustain net cash flow at a level necessary to pay its debt service obligations. Net cash flow and net sale proceeds from a property are applied only to debt service payments of the MRB secured by that property and are not available to satisfy debt service obligations on our other MRB investments. In addition, the value of a property at the time of its sale or refinancing will be a direct function of its perceived future profitability. Therefore, the amount of interest that we earn on our MRB investments, and whether or not we will receive the entire principal balance of the MRB investments as and when due, will depend to a large degree on the economic results of the secured properties.

Reworded

We may extend property loans to properties experiencing difficulties meeting debt service requirements to avoid defaults on MRBs and protect the tax-exempt nature of MRB interest income. The property loans may be recourse or non-recourse obligations of the property owner and may not be secured by the related property. The primary source of principal and interest payments on these property loans is the net cash flow generated by these properties or the net proceeds from the sale or refinancing of these properties after payment of the related MRBs. The net cash flow from the operation of a property may be impacted by many factors as previously discussed. In addition, any payment of principal and interest is subordinate to payment of all principal and interest of the MRB secured by the property. As a result, there is a greater risk of default on a property loan than on the associated MRB. If a property is unable to pay current debt service obligations on its property loan, a default may occur. We may not be able to or do not expect to pursue foreclosure or other remedies against a property upon default of a property loan if the property is not also in default on the MRB.

Reworded

Our GIL investments and related property loans require regular interest payments during their contractual term. Although our GIL investments are issued by state or local governments, their agencies, and authorities, they are not general obligations of these governmental entities and are not backed by any taxing authority. Instead, each GIL is a non-recourse obligation of the owner of the secured property. In addition, certain property loans are on parity with the related GIL investments and share a first mortgage lien position on all real and personal property. Contractual interest payments during the contractual term are initially paid using capitalized interest in each property’s development budget. Once capitalized interest has been exhausted for a property, interest is payable from net operating cash flows, which is dependent to a large degree on the property’s operating results. Non-payment risk is somewhat mitigated by partial-to-full guaranties from the developer and/or affiliates during the term of the GIL.

Added

Certain MF Properties, in order to receive an abatement of real estate taxes, may enter into voluntary regulatory agreements with local municipalities to adhere to similar rent restrictions, resulting in the same risks as noted above for MRB and GIL investments.

Reworded

We acquire MRBs, GILs and property loans to finance properties in various stages of construction or renovation. As construction or renovation is completed, these properties will move into the lease-up phase. The lease-up of these properties may not be completed on schedule or at anticipated rent levels, resulting in a greater risk of default compared to investments secured by mortgages on properties that are stabilized or fully leased. Properties may not achieve expected occupancy or debt service coverage levels. While we may require borrowersdevelopers and their affiliates to provide certain payment guaranties during the construction and lease-up phases, we may not be able to do so in all casescases, or such guaranties may not fully protect us in the event a property is not leased to an adequate level of rents or economic occupancy as anticipated. In addition, Freddie Mac, through a servicer, has forward committed to purchase our GIL investments at maturity at par if the property has reached stabilization and other conditions are met. If the lease-up of the related properties is either not completed on schedule or rent levels are less than anticipated, then permanent financing proceeds from Freddie Mac may be less than anticipated or fail to meet the conditions for execution of the commitment which may negatively impact the redemption of our investment. In such instances, we will pursue enforcement of payment guaranties from ownersdevelopers and their affiliates.

Reworded

Our GIL investments and related property loans require only interest payments during their contractual term, so all principal is due at the end of the contractual term. The GILs are primarily repaid through a conversion to permanent financing pursuant to a forward commitment from Freddie Mac, through a Freddie Mac-approved seller/servicer. Freddie Mac will purchase each of our GILs once certain conditions are met, at a price equal to the outstanding principal plus accrued interest and convert the GIL into a Freddie Mac TEL financing.Financing. The execution of Freddie Mac’s forward commitments is dependent on completion of construction and various other conditions that each property must meet. If such conditions are not met, then Freddie Mac is not required to purchase the GIL and we will pursue collection via other means. Alternatively, Freddie Mac may purchase the GIL in an amount lower than par, which would then require the borrower to use additional sources to repay the principal on our GIL investment. The property loans related to our GILs are primarily to be repaid from future equity contributions by investors and other forward financing commitments provided by various parties. If Freddie Mac is not required to purchase the GIL and payment of the property loans from available sources is not made, the GIL and property loan will default and our recourse is to foreclose on the underlying property. We will also enforce our available recourse guaranty provisions against affiliates of the borrower.developers and their affiliates. If the value of the property is less than the outstanding principal balance plus accrued interest on the GIL and related property loan, and we are unable to recoup any shortfall through enforcement of guaranties against affiliates of the borrower,guaranties, then we will incur a loss. If there is a default, we are entitled to the borrower's original allocation of LIHTCs, which we can monetize through sales to third-party investors. The value of LIHTCs is dependent on market demand and the underlying property’s ability to cover debt service during the permanent financing phase, which is uncertain.

Reworded

We have acquired MRB investments and property loans secured by seniors housing and skilled nursing properties. We also have JV Equity Investments in market rate seniors housing properties. By their nature, such properties have different operational and financial risks than traditional affordable multifamily properties that impact a property’s ability to pay contractual debt service on our MRB or property loan investment. Such differences will also impact the availability and cost of debt financing associated with such investments.

Added

We recently identified a material weakness in our internal controls over financial reporting and determined that our disclosure controls and procedures were not effective.

Added

Our management is responsible for establishing and maintaining adequate internal control over financial reporting, adequate disclosure controls and procedures, and evaluating and reporting on those systems of internal control and disclosure controls and procedures. Our internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. Our disclosure controls and procedures are processes designed to ensure that information required to be disclosed by us in the reports that we file or submit under the Securities Exchange Act of 1934 is recorded, processed, summarized, and reported within the time periods specified in the SEC’s rules and forms.

Added

Based on management’s assessment, we concluded that our disclosure controls and procedures and internal control over financial reporting were not effective as of December 31, 2025 and that we had, as of such date, a material weakness in our internal control over financial reporting. The specific factors leading to this conclusion are described in Part II – Item 9A. “Controls and Procedures” of this Annual Report on Form 10–K. A material weakness is a deficiency, or a combination of deficiencies, in internal control over financial reporting such that there is a reasonable possibility that a material misstatement of our annual or interim consolidated financial statements would not be prevented or detected on a timely basis.

Added

Management identified a material weakness with respect to the misapplication of accounting guidance for investments accounted for using the equity method. Specifically, the weakness related to the operating effectiveness of quarterly controls for recording preferred return investment income, the Partnership’s proportionate share of earnings (losses) from investments in unconsolidated entities, and the capitalization of interest costs as a basis difference related to equity method investees that are undergoing development activities. This material weakness in the Partnership’s internal controls over financial reporting resulted in an immaterial error in the previously issued financial statements During the first quarter of 2026, we implemented a remediation plan to update the design and implementation of controls to remediate this deficiency and enhance the Partnership’s internal control environment. If our remedial measures are insufficient, or if additional material weaknesses or significant deficiencies in our internal control over financial reporting or in our disclosure controls occur in the future, our future consolidated financial statements or other information filed with the SEC may contain material misstatements and could require a restatement of our consolidated financial statements, cause us to fail to meet our reporting obligations or cause investors to lose confidence in our reported financial information, leading to a decline in the market value of our securities.

Added

However, after giving full consideration to the material weakness described herein, and based on a number of other factors, as further described in Part II – Item 9A. “Controls and Procedures” of this Annual Report on Form 10–K, the Partnership has concluded that the consolidated financial statements included in this Annual Report on Form 10–K present fairly, in all material respects, the Partnership’s financial position, the results of its operations and its cash flows for each of the periods presented in conformity with U.S. generally accepted accounting principles.

Reworded

Our JV Equity Investments are passive in nature with operational oversight of each property controlled by our respective joint venture partner, as managing member, according to the entity’s operating agreement. We have the ability to remove the managing member under certain circumstances under the operating agreements. TheFive of the properties are predominately managed by a property management company affiliated with our joint venture partner. Decisions on when to sell an individual property are made by our joint venture partner based on its view of the local market conditions and current leasing trends, so we have limited influence on the operating policies and procedures for the JV Equity Investments. If we choose to remove the managing member, then we will become the economic owner of the property and will consolidate the property in our consolidated financial statements, which will impact our reported results of operations.

Reworded

The construction of the properties underlying our JV Equity Investments is dependent on obtaining construction loans from financial institutions that finance approximately 55% to 75% of the total cost of development with terms ranging from three to fiveseven years. Such construction loans typically bear interest at variable rates indexed to SOFR or the Wall Street Journal Prime Rate and are subject to interest rate risk. The development budget for each property includes a capitalized interest component, which may be insufficient if interest rates increase beyond expectations. In such instances, we have contributed additional capital and may contribute further capital to the property to cover any capitalized interest shortfalls, which may negatively impact our return on investment.investment or potentially result in losses.

Reworded

For construction loans related to certain of our JV Equity Investments, we have entered into forward loan purchase agreements which require us to purchase the construction loan from the construction lender at maturity of the loan, which is typically five to seven years from closing, if not otherwise repaid by the borrower entity. Certain forward loan purchase agreements are only effective upon the property’s receipt of a certificate of occupancy by the borrower entity while others are effective as of the construction loan closing. We would need to purchase the construction loan with cash on hand or obtain alternative financing, which may be less than the original construction loan or at less attractive terms, and negatively impact our liquidity and results of operations. The Partnership has recourse to the managing member of the borrower entity and/or the project’sproperty's general contractor for those agreements that are effective prior to the receipt of a certificate of occupancy. If the Partnership is required to perform under a forward loan purchase agreement, then it has the right to remove the managing member of the borrower entity, take ownership of the underlying property, and either sell the property or obtain replacement financing. We may also provide limited guarantees of construction loans associated with JV Equity Investments, which would have similar risks and recourse options as those for properties with forward loan purchase commitments.

Reworded

Our various investments are related to new construction or acquisition/rehabilitation of affordable multifamily, seniors housing, skilled nursing, and market-rate multifamily and seniors housing rental properties. Construction of such properties generally takes 18 to 36 months to complete. There is a risk that construction of the properties may be substantially delayed or never completed for many reasons including, but not limited to, (i) insufficient financing to complete the projectproperty due to underestimated construction costs or cost overruns; (ii) failure of contractors or subcontractors to perform under their agreements; (iii) availability of construction materials and appliances; (iv) inability to obtain governmental approvals; (v) labor disputes; and (vi) adverse weather and other unpredictable contingencies beyond the control of the developer. While we may mitigate some of these risks by obtaining construction completion guaranties from developers or other parties and/or payment and performance bonds from contractors, we may not be able to do so in all cases, or such guaranties or bonds may not fully protect us in the event a property is not completed. In other cases, we may decide to forego certain types of available security if we determine that the security is not necessary or is too expensive to obtain in relation to the risks covered.

Reworded

As it relates to our JV Equity Investments, if a property is not completed or costs more to complete than anticipated, we may be required to contribute additional capital to support construction and/or operations. During the yearyears ended December 31, 2024,2024 and 2025, we contributed additional equity above our original equity commitments totaling $9.0 million acrossand five$4.1 million to various properties to cover cost overruns, higher than anticipated interest costs, and to support operations. We anticipate advancing additional equity to certain JV Equity Investments during the remainder of 20252026 though the ultimate amount is uncertain. The amount of such additional funding will depend on various future developments, including, but not limited to, the pace of development, changes in interest rates, the pace of lease-up, proceeds from refinancings of the original construction debt, and overall operating results of the underlying properties. Such additional equity may result in lower returns on our investments or we may be unable to recover our initial investment upon sale, which would adversely affect our cash flow and results of operations.

Reworded

Many of our debt investments are associated with syndicated partnerships formed to receive allocations of LIHTCs. Conditions in the low income housing tax credit market due to changes in the U.S. corporate tax rates have previously had, and may in the future have, an adverse impact on our cost of borrowings and may also restrict our ability to make additional investments. These conditions, as well as the cost and availability of financing have been, and may continue to be, adversely affected in all markets in which we operate. Concern about the stability of the low income housing tax credit markets hasmay ledlead many lenders and institutional investors to reduce, and in some cases cease providing, funding to borrowers and our access to debt financing may be adversely affected. Changes in the U.S. tax rates, and the resulting impacts to the low income housing tax credit market, may limit our ability to replace or renew maturing debt financing on a timely basis, may impair our ability to acquire new investments and may impair our access to capital markets to meet our liquidity and growth strategies which may have an adverse effect on our financial condition and results of operations.

Added

In July 2025, passage of the OBBBA permanently increased the state allocation for 9% LIHTC properties by 12%, which are not eligible for tax-exempt financing such as MRBs and GILs. This increase in allocation may result in fewer 4% LIHTC properties that are eligible for MRB and GIL financing. Generally, the long-term impact of the OBBBA on low income housing tax credit markets the Partnership, our unitholders, the developers and owners of the properties underlying our MRBs, GILs, and market-rate joint venture investments, and the multifamily real estate industry in general cannot be reliably predicted at this early stage of the new law's implementation.

Reworded

As of December 31, 2024,2025, eightsix of our 1211 JV Equity Investments are related to market-rate multifamily properties in Texas. In addition, one JV Equity Investment for a property in Texas is reported as a consolidated VIE as of December 31, 2024.2025. Such concentration exposes us to potentially negative effects of local or regional economic downturns, which could prevent us from realizing returns on our investments and recovery of our investment capital.

Reworded

We typically source our investment assets through our relationships with multifamily property developers. There are concentrations with certain developers with our MRB, GIL, property loan, and JV Equity Investment asset classes. The developers and their affiliates manage the construction and operations of the underlying properties. Though our investment assets are not cross collateralized with each other,collateralized, management or other issues with an individual developer or its affiliates may impact multiple investment assets associated with the developer, resulting in potential lower debt service coverage, and investment or asset impairments.

Reworded

TwoWe entities,typically which are affiliates of one of our developer relationships, have providedobtain limited-to-full payment guaranties of the principal and interest forduring fivethe construction phase from affiliates of borrowers under our MRB and GIL investments and one property loan.investments. The guarantor affiliates are required to meet certain net worth and liquidity covenants during the term of the guaranties. However,Such significantguaranties may be concentrated in certain guarantors if we invest in multiple MRB and GIL investments with the same sponsor and/or developer. Multiple defaults resulting in enforcement of guaranties against thea twocommon entitiesguarantor willmay negatively impact our ability to enforcecollect under our guaranties in the event of multiple defaults on our GIL and property loan investments.guaranties.

Added

There are risks associated with our ownership of MF Properties.

Added

The financial performance of our investments in MF Properties depends on the rental and occupancy rates of the properties and the level of operating expenses. Occupancy rates and rents are directly affected by the supply of, and demand for, apartments in the market areas in which a property is located. This, in turn, is affected by several factors such as local or national economic conditions, and the amount of new apartment construction and interest rates on single-family mortgage loans. In addition, factors such as government regulation, inflation, real estate and other taxes, labor problems, and natural disasters can affect the economic operations of the properties.

Reworded

We apply the current expected credit loss model to estimate an allowance for credit losses as required by GAAP accounting guidance. For our GIL, taxable GIL, and property loan investments and unfunded commitments, the measurement of expected credit losses is based on information about past events, including historical experience, current conditions, and reasonable and supportable forecasts that affect the collectability of the reported amount. This measurement takes place at the time thea financial asset is first added to the balance sheet and updated quarterly thereafter. The measurement of credit losses for our available-for-sale MRB and taxable MRBs investments are evaluated under a different model under the accounting guidance that focuses on declines in fair value, conditions specific to the security and related collateral, and the Partnership’sour intent to hold the investments. If, based on developments and trends, we are required to materially increase our level of allowance for credit losses, such an increase may affect our results of operations, financial condition, and business. Because our methodology for determining allowances may differ from the methodologies employed by other companies, our allowance for credit losses may not be comparable with allowances reported by other companies.

Reworded

If a property underlying an investment asset was to be damaged by a natural disaster, such as a hurricane, earthquake, major storm or wildfire, the amount of uninsured losses could be significant, and the property owner may not have the resources to fully rebuild the property. In addition, the damage to a property may result in all or a portion of the rental units not being rentable for a period of time. If a property owner does not carry rental interruption insurance, the loss of rental income would reduce the cash flow available to pay principal and interest on MRBs, GILs and property loans secured by thesethe properties.property. In addition, the property owner could also lose their allocation of LIHTCs if the property was not repaired. A loss of rental income would also reduce the cash available forfrom our JV Equity Investments to pay us distributions.

Reworded

Several of California’s largest property insurance providers have recentlypreviously paused or severely limited their issuance of new policies, or their renewal of existing policies, in the state, which could increase the Partnership’s risk of loss in its MRB portfolio.

Reworded

Many property owners in the State of California have been negatively impacted by the contraction of insurance options in the state and the resulting lack of access to affordable property insurance, which could adversely impact the ability of multifamily property owners to obtain insurance, and escalating premiums and limited coverage options could result in limiting coverage in the event of loss. If any loss suffered by a multifamily property owner relating to an MRB is not insured or exceeds applicable insurance limits, this could increase the risk of loss in the Partnership’sour MRB portfolio, which could have a material adverse effect on the Partnership’sour business, financial condition, and results of operations.

Reworded

Similarly, we are subject to reinvestment risk on the return of capital from the sale or redemption of our JV Equity Investments. OurIn initialNovember equity2025, contributionswe announced that we are returnedimplementing upona salestrategy ofto thereduce underlying properties, at which time we will reinvest theour capital intoallocation eitherto newmarket rate multifamily JV Equity Investments orgoing otherforward and we expect to reinvest the return of capital from the sale of these investments into primarily new MRB investments. We may also continue acquiring JV Equity Investments related to market rate seniors housing properties. New investment opportunities may not generate the same returns as our prior investments due to factors including, but not limited to, increasingdiffering competitionrisk inprofiles, the development of market-rate multifamily rental properties, risingelevated interest rates and increasing construction costs. Lower returns on new investment opportunities will result in declining operating results over time. Though we have increased the number of developer relationships within our JV Equity Investments portfolio in recent years, we cannot ensure that we will be presented with additional investment opportunities from these groups in the future, which could negatively impact our ability to redeploy capital or achieve continuing investment returns. We continually evaluate opportunities with other developer groups, but we cannot ensure that such opportunities will materialize or, if identified, result in returns similar to our past JV Equity Investments.

Removed

Adverse developments affecting the banking industry, such as actual events or concerns regarding bank failures, liquidity, defaults, or non-performance by financial institutions, could adversely affect our current and projected business operations and our financial condition and results of operations.

Removed

Events such as bank failures, reduced or limited liquidity within the banking industry, defaults, non-performance, and other adverse developments affecting financial institutions or other companies within the financial services industry generally, or concerns or rumors regarding any of these types of events, could lead to market-wide disruptions and dislocations, and may in the future lead to liquidity constraints affecting the banking industry. Investor concerns regarding the U.S. or international banking industries could result in less favorable commercial financing terms, including higher interest rates or costs and tighter financial and operating covenants, or systemic limitations on access to credit and liquidity sources, thereby making it more difficult for us to acquire financing on acceptable terms or at all. Any decline in available funding or access to our cash and liquidity sources could, among other risks, adversely impact our ability to meet our operating expenses, contractual funding commitments, and other financial obligations. Any of these impacts, or any other impacts resulting from the factors described above or other related or similar factors not described above, could have a material adverse impact on our liquidity and our current and/or projected business operations, financial condition, and results of operations.

Reworded

Our ability to fund our operations, meet financial obligations, and finance targeted investment opportunities may be impacted by an inability to secure and maintain debt financing from current or potential future lenders. Our lenders are primarily large global financial institutions or regional commercial banks, with exposure both to global financial markets and to more localized economic conditions. Whether because of a global or local financial crises or other circumstances, such as if one or more of our lenders experiencesexperience severe financial difficulties, lenders could become unwilling or unable to provide us with financing, could increase our retained interests required for such financing, or could increase the costs of financing.

Reworded

In general, the trust or other special purpose entity formed for an asset securitization financing can terminate for various events relating to the assets or with the trust itself. Potential termination triggers related to the securitized assets include non-payment of debt service or other defaults or a determination that the interest on the assets is taxable. Potential termination triggers related to a trust include a downgrade in the investment rating of the trust credit enhancer, a ratings downgrade of the trust liquidity provider, increases in short term interest rates in excess of the interest paid on the underlying assets, an inability to remarket the senior securities, or an inability to obtain credit or liquidity support for the trust. In each of these cases, the trust will be terminated and the securitized assets held by the trusts will be sold. If the proceeds from the sale of the trust collateral are not sufficient to pay the principal amount of the senior securities plus accrued interest and all trust-related expenses then, we will be required, through our guaranty of the trusts, to fund any such shortfall. We may lose our investment in the residual interestinterest. and,Our exceptTOB financings are recourse obligations of the Partnership, so the Partnership is liable for our TEBS financings, 2024 PFA Securitization Bonds, and TEBS Residual Financing, realize additional losses to fully repayon the senior trust obligations.

Reworded

During 2024,2025, we werereceived required to posta net additionalreturn of collateral totaling $6.2$5.2 million with Mizuho due to declinesincreases in the value of our fixed interest rate investment assets funded with TOB trustsfinancing resulting from generally risingdeclining market interest rates. We have satisfied all collateral calls to date using unrestricted cash on hand. Continuing volatilityVolatility in market interest rates and potential deterioration of general economic conditions may cause the value of our investment assets to decline and result in the posting of additional collateral in the future. The valuation of our interest rate swaps generally moves inversely with the change in valuation of our investment assets, so the change in valuation of our interest rate swaps partially offset the change in value of our investment assets when determining the amount of collateral posting requirements. However, such relationships may diverge in the near term, which may result in us being required to post collateral with Mizuho. Our total cash collateral posted at Mizuho was approximately $15.8$10.6 million and our net aggregate exposure, as calculated by Mizuho, was approximately zero as of December 31, 2024.2025. If the value of the Partnership’s net aggregate position with Mizuho decreases, then we will be required to post cash collateral equal to the net negative exposure. As of December 31, 2024,2025, our positions with Mizuho subject to daily valuation adjustment consist of $543.1$772.5 million of fixed rate MRBs and taxable MRBs, $65.8$29.4 million variable rate MRBs and taxable MRBs, $94.6 million of variable rate GILs and taxable GILs, $12.1 million of fixed rate GILs, $48.5$46.1 million of fixed rate property loans, and $403.4$280.9 million notional balance of interest rate swaps. Potential changes in the value of our variable rate assets are primarily driven by market credit spreads, not changes in the absolute level of market interest rates, such that valuations are typically at or near par.

Reworded

We were not required to post any additional collateral with Barclays during 2024.2025. Our net aggregate exposure, as calculated by Barclays, was in favor of the Partnership in an amount of approximately $6.5$7.0 million as of December 31, 2024.2025. If the value of the Partnership’s net aggregate position with Barclays decreases over $6.5$7.0 million then we will be required to post cash collateral equal to the net negative exposure. Our positions subject to daily valuation adjustment consist of $23.0 million of fixed rate MRBs, $103.9$153.6 million of fixed rate GILs and taxable GILs, $22.2$23.0 million of variablefixed rate GILs,MRBs, and $13.6 million notional balance of two interest rate swaps. Potential changes in the value of our variable rate assets are primarily driven by market credit spreads, not changes in the absolute level of market interest rates, such that valuations are typically at or near par.

Removed

Changes in interest rates can adversely affect the net interest cost of total return swaps.

Reworded

We report our derivative instruments at fair value on our financial statements with changes recorded in net income, which can be significant in periods of high interest rate volatility such as during 2022 through 2024. FurtherFuture interest rate volatility may result in significant period to period volatility in our reported net income over the term of the derivative instruments.

Reworded

We are subject to various risks associated with our secured line of credit arrangements.arrangements and mortgage payable.

Reworded

We have two secured lines of credit that we utilize as temporary financing for our investment acquisitions and for general working capital needs. Balances on our secured lines of credit are secured by certain investment assets pledged as collateral. We are subject to certain financial and non-financial covenants, which if not maintained, will cause a default and acceleration of amounts due, negatively impacting our liquidity. Furthermore, declines in collateral values may trigger requirements that we repay balances or a portion of balances early or limit the amount that can be drawn under a borrowing base calculation for our General LOC. The General LOC has a deficiency guaranty provided by Greystone Select, and is subject to various financial and non-financial covenants. A covenant default by Greystone Select will trigger a default on our obligations under the General LOC supported by Greystone Select and accelerate amounts owed to the lenders.

Added

We have obtained mortgage financing secured by our MF Properties that subject us to certain financial and non-financial covenants, which if not maintained, will cause a default and acceleration of amounts due, negatively impacting our liquidity. The mortgage financing executed in January 2026 includes a partial guaranty by Greystone Select and is subject to various financial and non-financial covenants. A covenant default by Greystone Select, if not cured, will trigger a default on our obligations under the mortgage and accelerate amounts owed to the lenders.

Showing the first 60 of 82 changed paragraphs. The complete comparison will be part of Pro (coming soon). Meanwhile you can read the full text in the original filing.

Management's Discussion & Analysis (MD&A) (10-K Item 7)

99new paragraphs
139removed paragraphs
90reworded paragraphs
20,742 → 21,881words in section

New heading “Business Environment and Current Outlook”

New heading “Summary Financial Results”

New heading “Recent Legislative Developments”

New heading “Property Operations & Construction”

New heading “Net Operating Cash Flows from MF Properties”

New heading “Real Estate Assets Impairment”

Removed heading “Total Revenues and Other Income for the year ended December 31, 2023 compared to the year ended December 31, 2022”

Removed heading “Total Expenses for the year ended December 31, 2023 compared to the year ended December 31, 2022”

Removed heading “Operational matters”

Largest changes (selected automatically by length and topic keywords; quoted verbatim, no commentary)

Removed text topics: bankruptcy, impairment
“This amount represents previous impairments recognized as adjustments to CAD in prior periods related to the Provision Center 2014-1 MRB. The property securing the MRB was sold in July 2022 with cash proceeds contributed to the bankruptcy estate. The borrower and the bankruptcy court have finalized liquidation of the estate and the settlement of all remaining receivables, payable and expenses and the Partnership’s share of the proceeds have been distributed. …”
see in full comparison
Reworded topics: interest rate, regulation, labor

Paragraph as it now reads, with added and removed wording marked:

We haveown fourvarious MRBs,MRBs oneand taxable MRB, and four GILsMRBs that have variable interest rates as of December 31, 2024. All such investments finance the construction or rehabilitation of affordable multifamily properties. We regularly monitor interest costs in comparison to capitalized interest reserves in each property’s development budget, available construction budgetprogress contingency balances, and the funding of certain equity commitments by the owners ofat the underlying properties.properties Thoughand originalhave developmentnoted budgetsno arematerial sizedcost tooverruns incorporateor potentialsupply interestchain ratedisruptions increases,for the pace of recent interest rate increases has caused actual interest costs duringeither construction to exceed original projections. In such instances, the developer has either reallocated other available reserves and contingencies, deferred its developer fees,materials or made direct cash payments during construction.labor. Borrowers for all such investmentsMRBs are current on debt service as of December 31, 2024.2025. In allmany instances, we have developer completion guaranties as well as capital contributed by LIHTC equity investors that will only receive their tax credits upon completion and stabilization of the projects, which create a strong disincentive to default. In certain instances, we advanced supplemental loans to the borrowers secured by the underlying properties if returns meet our requirements and/or if such loans are necessary to meet the 50% tax-exempt financing requirements under the LIHTC regulations. All such supplemental loans have been repaid in full as of February 2025.
see in full comparison
New text topics: penalt, covenant
“The table above is as of December 31, 2025, and does not reflect the various debt financing transactions that occurred subsequent to year-end that are disclosed in Note 26 of the condensed consolidated financial statements. In January 2026, we executed a new mortgage payable with BankUnited secured by our ownership interests in four MF Properties in South Carolina. The mortgage payable requires monthly interest payments has a maturity date in December 2027, with a one-year extension option, subject to meeting certain conditions. …”
see in full comparison
New text topics: liquidity, interest rate
“As of December 31, 2025, there were no JV Equity Investments that were under construction. In 2024, we contributed additional equity of $1.0 million to Vantage at McKinney Falls to cover cost overages associated with delayed utility connections to the site by the local municipality, the follow-on delays to vertical construction, and incurred additional general conditions costs. Persistently high interest rates in 2023 through 2025 have caused actual interest costs during construction to exceed original budgets at certain properties. …”
see in full comparison
Removed text topics: liquidity, interest rate
“The construction loans associated with our JV Equity Investments typically have variable interest rates, so we regularly monitor interest costs in comparison to capitalized interest reserves in each property’s development budget and available construction budget contingency balances. Though original development budgets were sized to incorporate potential interest rate increases, the pace of recent interest rate increases has caused actual interest costs during construction to exceed original budgets. …”
see in full comparison
New text topics: impairment
“Real Estate Assets Impairment”
see in full comparison
Full comparison: every changed paragraph (328)

Green = added, red = removed. Unchanged paragraphs, 27 paragraphs where only numbers/dates changed, and tables are not shown. Read the complete text in the original filing.

Added

This Item 7 discusses The Partnership's results of operations and financial condition as of and for the year ended December 31, 2025, as compared to as of and for the year ended December 31, 2024. For a discussion of the Partnership's results of operations and financial condition as of and for the year ended December 31, 2024, as compared to as of and for the year ended December 31, 2023, please refer to Part II, Item 7, "Management’s Discussion and Analysis of Financial Condition and Results of Operations" in our Annual Report on Form 10-K for the year ended December 31, 2024.

Reworded

The Partnership was formed in 1998 for the primary purpose of acquiring a portfolio of MRBs that are issued by state and local housing authorities to provide construction and/or permanent financing for affordable multifamily, seniors housing and commercial properties. We also invest in GILs, which, similar to MRBs, provide financing for affordable multifamily and seniors housing properties. We expect and believe the interest received on these MRBs and GILs is excludable from gross income for federal income tax purposes. We also invest in other types of securities and investments that may or may not be secured by real estate and may make property loans to multifamily properties which may or may not be financed by MRBs or GILs held by us and may or may not be secured by real estate.

Added

Business Environment and Current Outlook

Added

As we announced in November 2025, we are implementing our strategy to reduce our capital allocation to market rate multifamily JV Equity Investments. We and the respective managing members are managing the remaining portfolio of market rate multifamily investments to maximize sales prices and returns to the extent possible, with our return of capital from the sale of these investments to be redeployed into primarily tax-exempt MRB investments. The timing of the return of our capital from investment sales and the time required to redeploy this capital will be impactful to our reported earnings during this period of transition. Once capital is returned and subsequently redeployed, we believe this reallocation strategy will result in increased stability of earnings from the regular net interest spread earned on new MRB investments as compared to the sporadic transaction-driven income from JV Equity Investments. We also expect additional MRB investments to increase the proportion of tax-advantaged income allocated to Unitholders in the long term. We will continue leveraging Greystone’s strong lending relationships across affordable housing, seniors housing, and skilled nursing business lines in identifying new MRB investment opportunities.

Added

We believe there continues to be significant unmet demand for affordable multifamily and seniors residential housing in the United States. Government programs that provide direct rental support to low and moderate income residents have not kept up with demand. Therefore, investment programs that promote private sector development and support for affordable housing through MRBs, GILs, tax credits and grant funding to developers, have become more prominent. The types of MRBs and GILs in which we invest offer developers of affordable multifamily housing a low-cost source of construction and/or permanent debt financing. For our leverage programs, we will continue to employ our hedging strategies to reduce our exposure to changes in the interest cost on debt financing related to our fixed rate investments.

Added

The borrowers of our MRBs and GILs were all current on contractual debt service payments as of December 31, 2025. However, we have recorded asset-specific provisions for credit losses for affordable multifamily investments totaling approximately $10.4 million for the year ended December 31, 2025 across three MRBs, three taxable MRBs and one property loan related to certain multifamily properties in South Carolina – The Park at Sondrio Apartments, The Park at Vietti Apartments, and Windsor Shores Apartments. We elected to acquire the underlying properties via deed in lieu of foreclosure in early 2026 in order to manage the properties directly and maximize the value of our investments. In addition, Century Plaza Apartments (formerly The Ivy Apartments) failed to meet certain stabilization requirements under the related MR documents in February 2026 and we elected to acquire the underlying properties via deed in lieu of foreclosure as well. These properties will be real estate owned by the Partnership and reported as MF Properties. We expect operating results to be less than when the investments were held as MRB investments.

Added

In relation to our JV Equity Investments, we remain positive on the market rate senior housing segment of the market. We believe market rate seniors housing industry trends, potential resident demographics, and expected returns remain encouraging, so we will continue to evaluate joint venture equity investment opportunities in the seniors housing segment, though in lower volume than our historical capital allocation to market rate multifamily investments. In December 2025, we closed on a new market rate seniors housing JV Equity Investment for Valage Mt. Rose in Reno, NV. This is our second seniors housing investment with the Valage Development group.

Added

Market dynamics related to our remaining market rate multifamily JV Equity Investments remain challenging. The San Antonio, TX, Austin, TX, and Huntsville, AL markets have experienced record new multifamily unit deliveries in recent years, peaking in 2024. Rental rates and occupancy have declined as these markets absorb new units. This results in downward pressure on leasing velocity and net operating income for these properties. We expect pressure on rental rates and occupancy to lessen at some point in 2026 due to positive unit absorption and limited new construction starts in these markets in 2024 and 2025. The leasing market pressures noted above have made it more difficult for the respective managing members of our stabilized market rate multifamily JV Equity Investments to sell the properties, resulting in longer than expected investment holding periods. In addition, less available and more expensive debt capital have had pronounced effects on property acquisitions by making it harder for potential buyers to obtain attractive financing. Accordingly, we have observed increasing multifamily capitalization rates in recent periods resulting in lower property valuations than the sales prices that were achieved for prior investments sold in 2022 and 2023. Longer holding periods and lower valuations will negatively impact our results of operations. Historically, the majority of our income from our JV Equity Investments is recognized at the time of sale and is largely dependent on the sales prices of the related properties. There were no JV Equity Investment property sales in 2024 and we have recognized significantly less investment income and gains on sale from the two JV Equity Investments sold in 2025 as compared to 2022 and 2023. After the current elevated level of new multifamily supply is absorbed, we expect net rents and occupancy to increase, capitalization rates to decline, and property valuations to increase.

Added

Summary Financial Results

Reworded

During the years ended December 31, 2024, 2023,2025 and 2022,2024, our net income (loss) was significantly impacted by unrealized (gains) losses on our derivative instrument portfolio, which primarily consists of interest rate swaps. Under the applicable accounting guidance, we report our derivatives at fair value as of each reporting date. The fair value is based on a model that considers observable indices and observable market trades for similar arrangements, such as publicly available current SOFR rates and forward SOFR swap rates. The period-over-period change in the fair value of each derivative that is not directly related to net cash settlements are recorded as unrealized (gains) losses within “Net result from derivative transactions” on our consolidated statements of operations and is included as a component of our reported net income.income (loss). Unrealized (gains) losses can be significant in periods of significant interest rate volatility. The following table summarizes unrealized losses (gains) by segment for the years ended December 31, 2025 and 2024:

Reworded

WeDifferences recorded unrealized gains from derivatives of $2.1 million and $7.2 million duringbetween the yearsrespective endedperiods December 31, 2024 and 2022, and unrealized losses of $3.2 million for the year ended December 31, 2023are primarily due to market interest rate changes between reporting dates. The 3-year SOFR swap rate is a reasonable proxy for our interest rate swap portfolio as a whole as our derivatives are primarily SOFR-denominated interest rate swaps and the weighted average life of our interest rate swap portfolio is typically between three and four years. The 3-year SOFR swap rate declined 0.71% from 4.05% as of December 31, 2024 to 3.34% as of December 31, 2025, resulting in significant unrealized losses on our interest rate swap portfolio for the year ended December 31, 2025. The 3-year SOFR swap rate increased 0.30% from 3.75% as of December 31, 2023 to 4.05% as of December 31, 2024, resulting in significant unrealized gains on our interest rate swap portfolio for the year ended December 31, 2024.

Removed

The 3-year SOFR swap rate increased 0.30% from 3.75% as of December 31, 2023 to 4.05% as of December 31, 2024, resulting in a significant unrealized gain on our interest rate swap portfolio for the year ended December 31, 2024. The 3-year SOFR swap rate decreased 0.32% from 4.07% as of December 31, 2022 to 3.75% as of December 31, 2023, resulting in a significant unrealized loss on our interest rate swap portfolio for the year ended December 31, 2023. The 3-year SOFR swap rate increased 3.12% from 0.95% as of December 31, 2021 to 4.07% as of December 31, 2022, resulting in a significant unrealized gain on our interest rate swap portfolio for the year ended December 31, 2022. The following table summarizes unrealized losses (gains) by segment for the years ended December 31, 2024, 2023 and 2022:

Reworded

Though unrealized (gains) losses may impact our reported net income (loss) period-to-period, the net cash settlements on our interest rate swaps are less variable. Our interest rate swaps are designed such that changes in the monthly net cash settlements will offset the changes in monthly interest costs on our variable-rate debt financings. Our interest rate swaps are subject to monthly net cash settlements whereby we pay a stated fixed rate and our counterparty pays a variable rate equal to the compounded SOFR rate for the settlement period. If short-term interest rates decline, the interest cost of our variable-rate debt financings will typically decline. Meanwhile, the variable rate payment by the counterparty on our interest rate swap will decline such that our benefit from the monthly net settlement payment will decline. The change in interest cost on our variable-rate debt financing generally offsets the reduced monthly net cash settlement payments associated with the related interest rate swap, such that our net cash flow for the period is not materially impacted by changes in short-termshort term interest rate changes. For this reason, we adjust net income (loss) for unrealized losses on our derivative instruments when calculating CAD, a non-GAAP performance measure discussed later in this Item 7, which we consider to be a useful measure of our operating performance.

Added

In addition, we recognized asset-specific provisions for credit losses totaling approximately $10.4 million in the Affordable Multifamily Investments segment for the year ended December 31, 2025, which significantly impacted our reported net income (loss). These provisions are not realized losses but are based on expectations of credit losses after our evaluation of several factors including current and expected operating results of the underlying properties, borrower financial conditions, and estimated collateral values. See the operational matters section of the Affordable Multifamily Investments section discussion in this Item 7. We adjust net income (loss) for provisions for credit losses when calculating CAD, consistent with our historical treatment of non-cash reserves.

Added

In connection with the preparation of the Partnership’s consolidated financial statements as of and for the year ended December 31, 2025, the Partnership identified certain immaterial errors in previously issued financial statements. The errors related to the sale of The 50/50 MF Property in December 2022 specific to the deferral of the gain on sale and valuation of the related assets received and liabilities incurred upon sale; errors in the recognition of preferred return investment income from certain equity method investees; errors in the calculations of the Partnership’s proportionate share of earnings (losses) from certain equity method investees when applying the hypothetical liquidation at book value method; and the capitalization of interest costs as a basis difference related to equity method investees that are undergoing development activities. The Partnership concluded the errors were not material to the Partnership’s previously issued consolidated financial statements for any prior annual or interim quarterly period. The Partnership recorded immaterial out-of-period adjustments for the respective lines items during the fourth quarter of the year ended December 31, 2025, such that all out-of-period adjustments are reflected in the results of operations for the year ended December 31, 2025. See the “Immaterial Out-of-Period Adjustments” section of Note 2 of the Partnership’s consolidated financial statements for further details.

Added

Recent Legislative Developments

Added

On July 4, 2025, President Trump signed into law the legislation commonly referred to as the One Big Beautiful Bill Act (“OBBBA”), which is a sweeping federal reconciliation package that permanently extends and expands key provisions of the 2017 Tax Cuts and Jobs Act, introduces new tax benefits (including elevated standard deductions, higher state-and-local tax (SALT) caps, and no taxation on tips and overtime income for certain workers), and enacts broad reductions in government spending. The OBBBA contains provisions that may affect the Partnership and its unitholders. For example, the OBBBA affects the LIHTC program by permanently increasing the state allocation for 9% LIHTC properties by 12% and lowering the private activity bond financing threshold from 50% to 25% for 4% LIHTC projects. In sum, the OBBBA is a complex revision to the U.S. federal income tax laws with potentially far-reaching consequences. The OBBBA will require subsequent rulemaking in a number of areas. The long-term impact of the OBBBA on the Partnership, our unitholders, the developers and owners of the properties underlying our MRBs, GILs, and market-rate joint venture investments, and the multifamily real estate industry in general cannot be reliably predicted at this early stage of the new law’s implementation. Unitholders are urged to consult with their own tax advisors regarding the impact of the OBBBA to them and their acquisition, ownership, and disposition of the Partnership’s units. The Partnership’s management continues to evaluate the impact of the OBBBA on the Partnership and its business, financial condition, and results of operations.

Reworded

Achieving positive environmental and sustainability impacts in connection with our affordable housing investment activity is important to us. Opportunities for positive environmental investments are open to us because private activity bond volume cap and LIHTC allocations are key components of the capital structure for most new construction or acquisition/rehabilitation affordable housing properties financed by our MRB and GIL investments. These resources are allocated by individual states to our property sponsors through a competitive application process under a state-specific QAP as required under Section 42 of the IRC. Each state implements its public policy objectives through an application scoring or ranking system that rewards certain property features. Some of the common features rewarded under individual state QAPs are transit amenities (proximity to various forms of public transportation), proximity to public services (parks, libraries, full scale supermarkets, or a senior center), and energy efficiency/sustainability. Some state-specific QAPs have minimum energy efficiency standards that must be met, such as the use of low water need landscaping, Energy Star appliances and hot water heaters, and GREENGUARD Gold certified insulation. Since we can only finance properties with successful applications, we work with our sponsor clients to maximize these environmental features such that their applications can earn the most points possible under the individual state’s QAP. The following table summarizes total funding commitments related to properties that were awarded both private activity bond cap and LIHTC allocations through state-specific QAPs.QAPs (inclusive of investments of our Construction Lending JV).

Reworded

Greystone and the Partnership are committed to diversity,building equity,a workplace that allows all employees to feel supported and inclusion.valued, regardless of any identity, by focusing on our culture of ‘where people matter’ to build belonging. Specific Greystone DEI initiatives include formal diversity training and employee resources groups to support a diverseour workforce as well as a formal DEI committeeCulture and DEICommunity LeadershipCommittee and Culture and Community Executive Advisory Council to lead and advise all DEIbelonging related work, events, and learning. Of the 1617 employees of Greystone Manager responsible for the Partnership’s operations, three are women and onetwo employeeemployees identifiesidentify as ethnically diverse.

Reworded

The Board of Managers of Greystone Manager brings a diverse set of skills and experiences across industries in the public, private and not-for-profit sectors. The composition of the Board of Managers is in compliance with the NYSE listing rules and SEC rules applicable to the Partnership. The majority of the members of the Board of Managers meet the independence standards established by the New York Stock Exchange listing rules and the rules of the SEC. All the members of the Audit Committee are independent under the applicable SEC and NYSE independence requirements, two of whom qualify as “audit committee financial experts.” Of the seveneight Managers of Greystone Manager, one Manager is female.

Reworded

The tables and following discussions of our changes in results of operations for the years ended December 31, 2024, 20232025 and 20222024 should be read in conjunction with the Partnership’s consolidated financial statements and notes thereto in Item 8 of this Report.

Removed

A decrease of approximately $8.3 million in interest income due to recent GIL redemptions, offset by an increase of approximately $3.8 million in interest income from recent GIL investments and higher average interest rates;

Reworded

AnA increasedecrease of approximately $1.1$10.1 million in interest income due to discountrecent accretionGIL onredemptions, theoffset Southparkby MRBan uponincrease redemptionof atapproximately par$3.0 million in Julyinterest 2024income from recent GIL investments;

Reworded

A decrease of approximately $5.5$1.6 million ofin investmentinterest income relateddue to JVlower Equityinterest Investmentsrates consistingand of:accretion on certain MRBs and a GIL;

Reworded

AAn decrease of approximately $5.3$4.6 million ofin investment income duerelated to certainunconsolidated investmentsentities meetingconsisting the maximum guaranteed preferred return during 2023 and 2024;of:

Reworded

AAn decreaseincrease of approximately $2.3$2.2 million ofin investment income related to preferred return recognized upon the sale of Vantage at StoneTomball Creekin January 2025 and Vantage at CoventryHelotes in JanuaryMay 2023 and Vantage at Conroe in June 20232025; and An increase of approximately $2.1 in investment income related to preferred returns on equity contributions during 2023 and 2024.

Added

An increase of approximately $1.9 million in investment income due to a preferred return distribution from Vantage at Loveland in March 2025;

Added

A decrease of approximately $3.5 million in investment income due to lower earned preferred return on current investments during 2025 in comparison to 2024; and A decrease of approximately $5.2 million in investment income due to a cumulative out-of-period adjustment (see Note 2 to the consolidated financial statements for further details).

Reworded

Other interest income. Other interest income is comprised primarily of interest income on our property loan, taxable MRB, taxable GIL investments, and cash balances. The decreaseincrease in other interest income for the year ended December 31, 20242025 as compared to the same period in 20232024 was primarily due to:

Reworded

AAn net decreaseincrease of approximately $7.1$4.6 million from lower averagerecent property loan, taxable MRB and taxable GIL investment balancesadvances, offset by a decrease of approximately $86.5$2.1 million due to recent property loan, taxable MRB and taxable GIL investment redemptions and principal repayments; and A decrease of approximately $1.1 million$813,000 in other interest income due to less interest earned on cash balances.

Added

Contingent interest income. Contingent interest income for the year ended December 31, 2025 related to a premium received upon redemption of the Companion at Thornhill Apartments MRB in June 2025. There was no contingent interest income for the year ended December 31, 2024.

Removed

Property revenues. The decrease in property revenues for the year ended December 31, 2024 as compared to the same period in 2023 is due to the sale of the Suites on Paseo MF Property in December 2023.

Reworded

Other income. Other income for the year ended December 31, 20242025 and 20232024 related to the receipt of non-refundable fees for the extension of various MRB, GIL and property loan maturity dates.

Added

Gain on sale of real estate assets. The gain on sale for the year ended December 31, 2025 related to an out-of-period adjustment to the deferred gain on sale of The 50/50 MF Property that occurred in 2022. See Note 2 to the consolidated financial statements for further details. The gain on sale of real estate assets for the year ended December 31, 2024 related to final purchase price adjustments for the Suites on Paseo MF Property that was sold in December 2023.

Removed

Gain on sale of real estate assets. The gain on sale of real estate assets for the year ended December 31, 2024 related to final sales proceeds for the Suites on Paseo MF Property that was sold in December 2023. The gain on sale of real estate assets for the year ended December 31, 2023 related to the sale of the Suites on Paseo MF Property in December 2023.

Reworded

Gain on sale of mortgage revenue bonds. There was no gain on sale of mortgage revenue bonds for the year ended December 31, 2025. The gain on sale of mortgage revenue bonds for the year ended December 31, 2024 related to:

Removed

There was no gain on sale of mortgage revenue bonds for the year ended December 31, 2023.

Reworded

Gain on sale of investments in unconsolidated entities. The gain on sale for the year ended December 31, 2025 related to the sale of Vantage at Helotes in May 2025 for a gain of approximately $149,000 and final settlement of the Vantage at O'Connor and Vantage at Coventry sales that occurred in July 2022 and January 2023, respectively. The gain on sale of investments in unconsolidated entities for year ended December 31, 2024 related to final settlements of the Vantage at Coventry sale that occurred in January 2023, the Vantage at Westover Hills sale that occurred in May 2022, and the Vantage at Murfreesboro sale that occurred in March 2022. The gain on sale for the year ended December 31, 2023 primarily consisted of the following:

Reworded

Earnings (losses) on investments in unconsolidated entities. The Partnership reports its proportionate share of earnings (losses) on investments in unconsolidated entities using the equity method of accounting. SuchOur investmentsJV Equity Investments typically incur operating losses during development and lease-up, particularly from depreciation, consistent with development plans. The increase in losses for the year ended December 31, 20242025 as compared to the same period in 20232024 is primarily due to generalnon-capitalized interest and administrativedepreciation expensesexpense at Valage Senior Living Carson ValleyValley, andThe interest and operating expensesJessam at Hays Farm, Freestone Greenville, Freestone Cresta BellaBella, and Freestone Ladera as the propertyproperties commencedhave leasingbegun activities during the third quarter of 2024.operations.

Removed

Total Revenues and Other Income for the year ended December 31, 2023 compared to the year ended December 31, 2022

Removed

Investment income. The increase in investment income for the year ended December 31, 2023 as compared to the same period in 2022 was due to the following factors:

Removed

An increase of approximately $10.3 million in interest income from higher GIL investment balances and higher average interest rates;

Removed

An increase of approximately $13.6 million in interest income from recent MRB advances, offset by a decrease of approximately $4.0 million in interest income due to MRB redemptions;

Removed

An increase of approximately $1.0 million of investment income related to JV Equity Investments consisting of:

Removed

An increase of approximately $2.1 million related to preferred return received upon the sale of Vantage at Conroe in June 2023;

Removed

A net increase of approximately $1.5 million related to our various JV Equity Investments primarily from equity contributions during 2022 and 2023; and A decrease of approximately $2.5 million related to the sales of Vantage at Murfreesboro in March 2022, Vantage at Westover Hills in May 2022, Vantage at O’Connor in July 2022, Vantage at Stone Creek in January 2023, and Vantage at Coventry in January 2023.

Removed

Other interest income. Other interest income is comprised primarily of interest income on our property loan, taxable MRB, taxable GIL investments, and cash balances. The increase in other interest income for the year ended December 31, 2023 as compared to the same period in 2022 was due to the following:

Removed

An increase of approximately $8.3 million from higher average property loan, taxable MRB and taxable GIL investment balances of $45.8 million and higher average interest rates, partially offset by a decrease of approximately $1.0 million due to property loan redemptions in 2022 and 2023;

Removed

An increase of approximately $2.2 million due to increasing interest earned on cash balances; and A decrease of approximately $3.6 million in other interest income for payments received in 2022 on loans that were previously in non-accrual status that did not recur.

Removed

Property revenues. The decrease in property revenues for the year ended December 31, 2023 as compared to the same period in 2022 is primarily due to the sale of the Partnership's ownership interest in The 50/50 MF Property in December 2022. Revenues for The 50/50 MF Property were approximately $3.2 million for the year ended December 31, 2022.

Removed

Other income. Other income for the year ended December 31, 2023 related primarily to the receipt of non-refundable fees for the extension or conversion of various GIL, property loan and MRB investments. There was no other income for the year ended December 31, 2022.

Removed

Gain on sale of real estate assets. The gain on sale of real estate assets for the year ended December 31, 2023 related to the sale of the Suites on Paseo MF Property in December 2023. There was no gain on sale of real estate assets for the year ended December 31, 2022.

Removed

Gain on sale of investments in unconsolidated entities. The gain on sale of JV Equity Investments for the year ended December 31, 2023 primarily consisted of the following:

Removed

The gain on sale of JV Equity Investments for the year ended December 31, 2022 primarily consisted of the following:

Removed

The sale of Vantage at Murfreesboro in March 2022 for a gain of approximately $16.5 million;

Removed

The sale of Vantage at Westover Hills in May 2022 for a gain of approximately $12.7 million; and The sale of Vantage at O'Connor in July 2022 for a gain of approximately $10.6 million.

Removed

Earnings (losses) on investments in unconsolidated entities. The Partnership reports its share of earnings (losses) on investments in unconsolidated entities using the equity method of accounting. Such investments typically incur losses during development and lease-up, consistent with development plans.

Removed

Real estate operating expenses. Real estate operating expenses are related to MF Properties and are comprised principally of real estate taxes, property insurance, utilities, property management fees, repairs and maintenance, and salaries and related employee expenses of on-site employees. There were no real estate operating expenses for the year ended December 31, 2024 due to the sale of the Suites on Paseo MF Property in December 2023.

Reworded

Provision for credit losses. The provision for credit losses for the yearsyear ended December 31, 20242025 andincludes 2023asset-specific relatesallowances of approximately $1.7 million related to decliningthe expectedOpportunity creditSouth losses for our portfolio of GIL, taxable GIL andCarolina property loan investmentsand approximately $8.7 million related to The Park at Sondrio MRB and wastaxable MRB, The Park at Vietti MRB and taxable MRB, and the Windsor Shores Apartments MRB and taxable MRB. These asset-specific provisions were partially offset by a decline in our general allowance for credit losses primarily due to GIL and property loan redemptions during 2023 and 2024, a decrease in the weighted average life of the remaining investment portfolio, and updates of market data used as quantitative assumptions in the Partnership’sour model used to estimate the allowance for credit losses.

Removed

Depreciation and amortization expense. Depreciation and amortization relate primarily to the MF Properties. Depreciation and amortization expense decreased for the year ended December 31, 2024 as compared to the same period in 2023 due primarily to the sale of the Suites on Paseo MF Property in December 2023.

Showing the first 60 of 328 changed paragraphs. The complete comparison will be part of Pro (coming soon). Meanwhile you can read the full text in the original filing.

What changed in the latest 10-Q

Comparing 10-Q filed 2026-08-10 (period ending 2026-06-30) with 10-Q filed 2026-05-11 (period ending 2026-03-31).

Risk Factors (10-Q Part II, Item 1A)

0new paragraphs
0removed paragraphs
1reworded paragraphs
56 → 56words in section

The section in the latest 10-Q reads in full:

The risk factors affecting the Partnership are described in Item 1A “Risk Factors” in the Partnership’s Annual Report on Form 10‑K for the year ended December 31, 2025, which is incorporated by reference herein. There have been no material changes from these previously disclosed risk factors for the six months ended June 30, 2026.

Full comparison: every changed paragraph (1)

Green = added, red = removed. Unchanged paragraphs and tables are not shown. Read the complete text in the original filing.

Reworded

The risk factors affecting the Partnership are described in Item 1A “Risk Factors” in the Partnership’s Annual Report on Form 10‑K for the year ended December 31, 2025, which is incorporated by reference herein. There have been no material changes from these previously disclosed risk factors for the threesix months ended MarchJune 31,30, 2026.

Management's Discussion & Analysis (MD&A) (10-Q Part I, Item 2)

78new paragraphs
20removed paragraphs
114reworded paragraphs
17,203 → 20,594words in section

New heading “Total Revenues and Other Income comparison for the six months ended June 30, 2026 and 2025”

New heading “Income Tax Expense for the three and six months ended June 30, 2026 and 2025”

New heading “Comparison of the Six Months Ended June 30, 2026 and 2025”

New heading “Comparison of the Six Months Ended June 30, 2026 and 2025”

New heading “Comparison of the Six Months Ended June 30, 2026 and 2025”

Largest changes (selected automatically by length and topic keywords; quoted verbatim, no commentary)

New text
“Total Revenues and Other Income comparison for the six months ended June 30, 2026 and 2025”
see in full comparison
New text
“Income Tax Expense for the three and six months ended June 30, 2026 and 2025”
see in full comparison
New text
“Comparison of the Six Months Ended June 30, 2026 and 2025”
see in full comparison
New text
“Comparison of the Six Months Ended June 30, 2026 and 2025”
see in full comparison
New text
“Comparison of the Six Months Ended June 30, 2026 and 2025”
see in full comparison
New text topics: interest rate
“Realized gains decreased during the six months ended June 30, 2026 as compared to the same period in 2025 due to generally decreasing spot interest rates during 2025 and 2026. Unrealized gains on derivatives, net, were approximately $2.1 million for the six months ended June 30, 2026, compared to unrealized losses of approximately $5.1 million for the six months ended June 30, 2025, resulting in increased gains of approximately $7.1 million between the two periods. …”
see in full comparison
Full comparison: every changed paragraph (212)

Green = added, red = removed. Unchanged paragraphs, 6 paragraphs where only numbers/dates changed, and tables are not shown. Read the complete text in the original filing.

Reworded

The borrowers of our MRBs and GILs were all current on contractual debt service payments as of MarchJune 31,30, 2026.

Reworded

As of MarchJune 31,30, 2026, we had four reportable segments: (1) Affordable Multifamily Investments, (2) Seniors and Skilled Nursing Investments, (3) Market-Rate Joint Venture Investments and (4) MF Properties. We separately report our consolidation and elimination information because we do not allocate certain items to the segments. All “General and administrative expenses” on the Partnership's condensed consolidated statements of operations are reported within the Affordable Multifamily Investments segment. See Notes 2 and 24 to the Partnership’s condensed consolidated financial statements for additional details. The following table presents summary information regarding activity of our segments for the three and six months ended MarchJune 31,30, 2026 and 2025 (dollar amounts in thousands):

Reworded

During the three and six months ended MarchJune 31,30, 2026 and 2025, our net income was impacted by unrealized gains and losses on our derivative instrument portfolio, which primarily consists of interest rate swaps. Under the applicable accounting guidance, we report our derivatives at fair value as of each reporting date. The period-over-period change in the fair value of each derivative that is not directly related to net cash settlements are recorded as unrealized (gains) losses within “Net result from derivative transactions” on our condensed consolidated statements of operations and is included as a component of our reported net income. Unrealized (gains) losses can be significant in periods of significant interest rate volatility. The following table summarizes unrealized (gains) losses for the three and six months ended MarchJune 31,30, 2026 and 2025 by segment:

Reworded

Differences between the respective periods is primarily due to market interest rate changes between reporting dates. The 3-year SOFR swap rate is a reasonable proxy for our interest rate swap portfolio as a whole as our derivatives are primarily SOFR-denominated interest rate swaps and the weighted average life of our interest rate swap portfolio is typically between three and four years. The 3-year SOFR swap rate increased 0.24%0.61% from 3.34% as of December 31, 2025 to 3.58%3.95% as of MarchJune 31,30, 2026, resulting in unrealized gains on our interest rate swap portfolio for the three and six months ended MarchJune 31,30, 2026. The 3-year SOFR swap rate decreased 0.40%0.65% from 4.05% as of December 31, 2024 to 3.65%3.40% as of MarchJune 31,30, 2025, resulting in significant unrealized losses on our interest rate swap portfolio for the three and six months ended MarchJune 31,30, 2025.

Reworded

The following table presents information regarding the investment activity of the Partnership for the three and six months ended MarchJune 31,30, 2026 and 2025:

Reworded

The following table presents information regarding the debt financing, derivatives, Preferred Units and partners’ capital activities of the Partnership for the three and six months ended MarchJune 31,30, 2026 and 2025, exclusive of retired debt amounts listed in the investment activity table above:

Reworded

The following table summarizes, by investment asset class, the number of residential rental units associated with the affordable multifamily properties financed by the Partnership that have some form of tenant income or rent restrictions as evidenced by a regulatory agreement recorded on the local government land records as of MarchJune 31,30, 2026:

Reworded

Greystone and the Partnership are committed to building a workplace that allows all employees to feel supported and valued, regardless of any identity, by focusing on our culture of ‘where people matter’ to build belonging. Specific initiatives include training and employee resources groups to support our workforce as well as a formal Culture and Community Committee and Culture and Community Executive Advisory Council to lead and advise all belonging related work, events, and learning. Of the 1615 employees of Greystone Manager responsible for the Partnership’s operations, three are women and twothree employees identify as ethnically diverse.

Reworded

The tables and following discussions of our changes in results of operations for the three and six months ended MarchJune 31,30, 2026 and 2025 should be read in conjunction with the Partnership’s condensed consolidated financial statements and notes thereto included in Item 1 of this report, as well as the Partnership’s Annual Report on Form 10-K for the year ended December 31, 2025.

Reworded

Total Revenues and Other Income comparison for the three months ended MarchJune 31,30, 2026 and 2025

Reworded

Investment income. The decrease in investment income for the three months ended MarchJune 31,30, 2026 as compared to the same period in 2025 was due to the following factors:

Reworded

A decrease of approximately $2.7$3.0 million in interest income due to MRB redemptions and principal repayments, offset by an increase of approximately $832,000$793,000 in interest income from recent MRB advances and accretion on an MRB;

Reworded

A decrease of approximately $1.5$2.0 million in interest income from recent GIL paydowns,paydowns; offset by an increase of approximately $697,000$524,000 in interest income due tofrom recent GIL investments;

Removed

o

Reworded

A decrease of approximately $2.2$1.8 million of investment income duerelated to a preferred return distributionrecognized fromupon the sale of Vantage at LovelandHelotes in MarchMay 2025; and o An increase of approximately $169,000$206,000 in investment income related to preferred returns on equity contributions during 2025 and 2026.

Reworded

Other interest income. Other interest income is comprised primarily of interest income on our property loan, taxable MRB, and taxable GIL investments. The increase in other interest income for the three months ended MarchJune 31,30, 2026 as compared to the same period in 2025 was primarily due to an increase of approximately $947,000$1.1 million from recent property loan, taxable MRB and taxable GIL investment advances, offset by a decrease of approximately $100,000$383,000 due to recent property loan, taxable MRB and taxable GIL investment redemptions and principal repayments.

Reworded

Property revenues. Total property revenues for the three months ended MarchJune 31,30, 2026 were related to the Partnership's acquisition of the four MF Properties via deed in lieu of foreclosure in the first quarter of 2026. There was no property revenues for the three months ended MarchJune 31,30, 2025.

Removed

Other income. Other income for the three months ended March 31, 2026 and 2025 related to the receipt of non-refundable fees for the extension of various MRB, GIL, and property loan maturity dates.

Removed

Gain on deed in lieu of foreclosures. Gain on deed in lieu of foreclosures represents our gain as a result of the deed in lieu of foreclosure of the SC MF Properties during the three months ended March 31, 2026. The gain was equal to the excess amount of the appraised value of the real estate assets acquired over our amortized cost basis of the Windsor Shores MRB and taxable MRB and The Ivy Apartments (a/k/a Century Plaza Apartments) MRB.

Reworded

GainContingent oninterest sale of investments in unconsolidated entities.income. There was no gaincontingent oninterest sale of investments in unconsolidated entitiesincome for the three months ended MarchJune 31,30, 2026. TheContingent gaininterest on sale of investments in unconsolidated entitiesincome for the three months ended MarchJune 31,30, 2025 is related to finala settlementpremium received upon redemption of the VantageCompanion at CoventryThornhill saleApartments that occurredMRB in JanuaryJune 2023.2025.

Added

Other income. Other income for the three months ended June 30, 2026 was related to the receipt of non-refundable fees for the extension of various MRB, GIL, and property loan maturity dates. There was no other income for the three months ended June 30, 2025.

Added

Gain on deed in lieu of foreclosures. Gain on deed in lieu of foreclosures represents our gain as a result of the deed in lieu of foreclosure of the SC MF Properties that occurred in the first quarter of 2026. The gain recorded during the three months ended June 30, 2026 represents final settlement adjustments.

Added

Gain on sale of investments in unconsolidated entities. The gain on sale of investments in unconsolidated entities for the three months ended June 30, 2026 is related to final settlement of the Vantage at Helotes sale that occurred in May 2025. The gain on sale for the three months ended June 30, 2025 related to the sale of Vantage at Helotes in May 2025 for a gain of approximately $163,000 and final settlement of the Vantage at O'Connor sale that occurred in July 2022.

Reworded

Earnings (losses) on investments in unconsolidated entities. The Partnership reports its proportionate share of earnings (losses) on investments in unconsolidated entities using the equity method of accounting. Our JV Equity Investments typically incur operating losses during development and lease-up, particularly from depreciation, consistent with development plans. The increase in losses for the three months ended MarchJune 31,30, 2026 as compared to the same period in 2025 is primarily due to non-capitalized interest and depreciation expense at Valage Senior Living Carson Valley, The Jessam at Hays Farm, Freestone Greenville, Freestone Cresta Bella, and Freestone Ladera as the properties began primary operations in mid to late 2025. Depreciation and amortization expenses accounted for approximately $1.5$2.0 million and $394,000 of our proportionate share of losses for the three months ended MarchJune 31,30, 2026 and 2025,2026, with the remaining losses related to non-capitalized interest expense and general operating expenses.

Added

Total Revenues and Other Income comparison for the six months ended June 30, 2026 and 2025

Added

Investment income. The decrease in investment income for the six months ended June 30, 2026 as compared to the same period in 2025 was due to the following factors:

Added

A decrease of approximately $5.7 million in interest income due to MRB redemptions and principal repayments, offset by an increase of approximately $1.6 million in interest income from recent MRB advances and accretion on an MRB;

Added

A decrease of approximately $3.3 million in interest income due to recent GIL redemptions, offset by an increase of approximately $1.0 million in interest income from recent GIL investments;

Added

A decrease of approximately $3.7 million of investment income related to unconsolidated entities consisting of:

Added

A decrease of approximately $2.2 million of investment income due to a preferred return distribution from Vantage at Loveland in March 2025;

Added

A decrease of approximately $1.8 million of investment income related to preferred return recognized upon the sale of Vantage at Helotes in May 2025; and An increase of approximately $378,000 in investment income related to preferred returns on equity contributions during 2025 and 2026.

Added

Other interest income. Other interest income is comprised primarily of interest income on our property loan, taxable MRB, and taxable GIL investments. The increase in other interest income for the six months ended June 30, 2026 as compared to the same period in 2025 was primarily due to an increase of approximately $1.7 million from recent property loan, taxable MRB and taxable GIL investment advances, offset by a decrease of approximately $139,000 due to recent property loan, taxable MRB and taxable GIL investment redemptions and principal repayments.

Added

Property revenues. Total property revenues for the six months ended June 30, 2026 were related to the Partnership's acquisition of the four MF Properties via deed in lieu of foreclosure in the first quarter of 2026. There was no property revenues for the six months ended June 30, 2025.

Added

Contingent interest income. There was no contingent interest income for the six months ended June 30, 2026. Contingent interest income for the six months ended June 30, 2025 related to a premium received upon redemption of the Companion at Thornhill Apartments MRB in June 2025.

Added

Other income. Other income for the six months ended June 30, 2026 and 2025 related to the receipt of non-refundable fees for the extension of various MRB and GIL maturity dates.

Added

Gain on deed in lieu of foreclosures. Gain on deed in lieu of foreclosures represents our gain as a result of the deed in lieu of foreclosure of the SC MF Properties that occurred in the first quarter of 2026. The gain was equal to the excess amount of the appraised value of the real estate assets acquired over our amortized cost basis of the Windsor Shores MRB and taxable MRB and The Ivy Apartments (a/k/a Century Plaza Apartments) MRB.

Added

Gain on sale of investments in unconsolidated entities. The gain on sale of investments in unconsolidated entities for the six months ended June 30, 2026 is related to final settlement of the Vantage at Helotes sale that occurred in May 2025. The gain on sale for the six months ended June 30, 2025 related to the sale of Vantage at Helotes in May 2025 for a gain of approximately $163,000 and final settlement of the Vantage at O'Connor and Vantage at Coventry sales that occurred in July 2022 and January 2023, respectively.

Added

Earnings (losses) on investments in unconsolidated entities. The Partnership reports its proportionate share of earnings (losses) on investments in unconsolidated entities using the equity method of accounting. Our JV Equity Investments typically incur operating losses during development and lease-up, particularly from depreciation, consistent with development plans. The increase in losses for the six months ended June 30, 2026 as compared to the same period in 2025 is primarily due to non-capitalized interest and depreciation expense at Valage Senior Living Carson Valley, The Jessam at Hays Farm, Freestone Greenville, Freestone Cresta Bella, and Freestone Ladera as the properties began primary operations in mid to late 2025. Depreciation and amortization expenses accounted for approximately $3.9 million of our proportionate share of losses for the six months ended June 30, 2026, with the remaining losses related to non-capitalized interest expense and general operating expenses.

Reworded

Total Expenses comparison for the three months ended MarchJune 31,30, 2026 and 2025

Reworded

Real estate operating. Real estate operating expenses are related to MF Properties and are comprised principally of real estate taxes, property insurance, utilities, property management fees, repairs and maintenance, and salaries and related employee expenses of on-site employees. Real estate operating expenses for the three months ended MarchJune 31,30, 2026 related to the Partnership's acquisition of the four MF Properties via deed in lieu of foreclosure in the first quarter of 2026. There were no real estate operating expenses for the three months ended MarchJune 31,30, 2025.

Added

Provision for credit losses. The provision for credit losses for the three months ended June 30, 2026 related to declining expected credit losses for our portfolio of GIL, taxable GIL and property loan investments and was primarily due to GIL and taxable GIL redemptions during 2026.

Reworded

Provision for credit losses. The provision for credit losses for the three months ended MarchJune 31,30, 20262025 includes an asset-specific allowanceallowances of approximately $93,000$624,000 related to the Opportunity South Carolina property loan offset by a recovery ofand approximately $2.1$8.7 million of our previously recognized allowance for credit loss related to The Park at Sondrio MRB and taxable MRB, The Park at Vietti MRB and taxable MRB, and the Windsor Shores Apartments MRB and taxable MRB. WeThese alsoasset-specific recordedprovisions awere decreasepartially inoffset ourby generalGIL allowanceand forproperty creditloan lossesredemptions due toand a decrease in the weighted average life of the remaining investment portfolio.portfolio, and updates of market data used as quantitative assumptions in the Partnership’s model to estimate the allowance for credit losses.

Removed

The provision for credit losses for the three months ended March 31, 2025 is primarily due to GIL and property loan redemptions, a decrease in the weighted average life of the remaining investment portfolio, and updates of market data used as quantitative assumptions in our model used to estimate the allowance for credit losses.

Reworded

Depreciation and amortization. Depreciation expense for the three months ended MarchJune 31,30, 2026 related primarily to the four SC MF Properties and totaled approximately $1.2 million.$772,000. Amortization of in-place lease intangible assets for the SC MF Properties was approximately $1.6$2.5 million for the three months ended MarchJune 31,30, 2026. Depreciation expense for the three months ended MarchJune 31,30, 2025 related to furniture and equipment owned by the Partnership.

Reworded

Interest expense. The decrease in interest expense for the three months ended MarchJune 31,30, 2026 as compared to the same period in 2025 was due primarily to the following factors:

Reworded

A decrease of approximately $609,000$719,000 due to lower average principal outstanding of approximately $52.3$56.8 million; and AnA increase of approximately $267,000$179,000 due to higher average interest rates on debt financing, net of cash receipts received on interest rate derivatives.

Reworded

Net result from derivative transactions. The net result from derivative transactions consists of realized and unrealized (gains) losses from our derivative financial instruments. Realized (gains) losses represent receipts or payments related to our interest rate swaps during the period. Unrealized (gains) losses are generally a result of changes in current and forward interest rates during the period. Increasing interest rates generally result in unrealized gains while decreasing interest rates generally result in unrealized losses. The following table summarizes the components of this line item for the three months ended MarchJune 31,30, 2026 and 2025 (dollar amounts in thousands):

Reworded

Realized gains on derivatives, net, decreased during the three months ended MarchJune 31,30, 2026 as compared to the same period in 2025 due to generally decreasing spot interest rates during 2025 and 2026. Unrealized gains on derivatives, net, were approximately $1.5$1.9 million for the three months ended MarchJune 31,30, 2026 due to generally increasing forward interest rates during the period, compared to unrealized losses of approximately $3.9$2.1 million for the three months ended MarchJune 31,30, 2025 due to generally decreasing forward interest rates during the period, resulting in increased gains of approximately $5.4$4.0 million between the two periods. See the “Executive Summary” section of this Item 2 for additional discussion.

Reworded

General and administrative. The increasedecrease in general and administrative expenses for the three months ended MarchJune 31,30, 2026 as compared to the same period in 2025 was primarily due to ana increasedecrease of approximately $94,000$566,000 in professionalemployee compensation and consulting fees.benefits.

Reworded

IncomeTotal TaxExpenses Expensecomparison for the threeSix monthsMonths endedEnded MarchJune 31,30, 2026 and 2025

Added

Real estate operating. Real estate operating expenses are related to MF Properties and are comprised principally of real estate taxes, property insurance, utilities, property management fees, repairs and maintenance, and salaries and related employee expenses of on-site employees. Real estate operating expenses for the six months ended June 30, 2026 related to the Partnership's acquisition of the four MF Properties via deed in lieu of foreclosure in the first quarter of 2026. There were no real estate operating expenses for the six months ended June 30, 2025.

Added

Provision for credit losses. The provision for credit losses for the six months ended June 30, 2026 includes an asset-specific allowance of approximately $93,000 related to the Opportunity South Carolina property loan offset by a recovery of approximately $2.0 million of our previously recognized allowance for credit loss related to The Park at Sondrio MRB and taxable MRB, The Park at Vietti MRB and taxable MRB, and Windsor Shores Apartments MRB. We also recorded a decrease in our general allowance for credit losses primarily due to GIL and taxable GIL redemptions during 2026.

Added

The provision for credit losses for the six months ended June 30, 2025 includes an asset-specific allowance of approximately $624,000 related to the Opportunity South Carolina property loan and approximately $8.7 million related to The Park at Sondrio MRB and taxable MRB, The Park at Vietti MRB and taxable MRB, and the Windsor Shores Apartments MRB and taxable MRB. These asset-specific provisions were partially offset by a decline in expected credit losses primarily due to GIL and property loan redemptions and a decrease in the weighted average life of the remaining investment portfolio, and updates of market data used as quantitative assumptions in the Partnership’s model to estimate the allowance for credit losses.

Added

Depreciation expense. Depreciation expense for the six months ended June 30, 2026 related primarily to the four SC MF Properties and totaled approximately $1.9 million. Amortization of in-place lease intangible assets for the SC MF Properties was approximately $4.1 million for the six months ended June 30, 2026. Depreciation expense for the six months ended June 30, 2025 related to furniture and equipment owned by the Partnership.

Added

Interest expense. The decrease in interest expense for the six months ended June 30, 2026 as compared to the same period in 2025 was due to the following factors:

Added

A decrease of approximately $1.5 million due to lower average principal outstanding of approximately $59.8 million; and An increase of approximately $755,000 due to lower capitalized interest expense on our investments in unconsolidated entities.

Added

Net result from derivative transactions. The net result from derivative transactions consists of realized and unrealized (gains) losses from our derivative financial instruments. Realized (gains) losses represent receipts or payments related to our interest rate swaps during the period. Unrealized (gains) losses are generally a result of changes in current and forward interest rates during the period. Increasing interest rates generally result in unrealized gains while decreasing interest rates generally result in unrealized losses. The following table summarizes the components of this line item for the six months ended June 30, 2025 and 2024 (dollar amounts in thousands):

Added

Realized gains on derivatives, net, decreased during the six months ended June 30, 2026 as compared to the same period in 2025 due to generally decreasing spot interest rates during 2025 and 2026. Unrealized gains on derivatives, net, were approximately $3.4 million for the six months ended June 30, 2026 due to generally increasing forward interest rates during the period, compared to unrealized losses of approximately $6.0 million for the six months ended June 30, 2025 due to generally decreasing forward interest rates during the period, resulting in increased gains of approximately $9.4 million between the two periods. See the “Executive Summary” section of this Item 2 for additional discussion.

Added

General and administrative expenses. The decrease in general and administrative expenses for the six months ended June 30, 2026 as compared to the same period in 2025 was primarily due to a decrease of approximately $577,000 in employee compensation and benefits.

Added

Income Tax Expense for the three and six months ended June 30, 2026 and 2025

Showing the first 60 of 212 changed paragraphs. The complete comparison will be part of Pro (coming soon). Meanwhile you can read the full text in the original filing.

GHI insider buying and selling (Form 4)

Since 2026-04-11, insiders reported open-market purchases in 1 Form 4 filing (1 insider, 1 trade date, 3,500 shares, about $21.8K) and open-market sales in 0 filings. Net open-market shares: 3,500 (purchases minus sales); net value about $21.8K.Totals add up every open-market (code P and S) line in those filings, using the prices reported in the filings. Awards, option exercises, tax withholding and gifts are listed below but not counted.

Trade dateInsiderTransactionSharesPriceValueOwned afterFiling
2026-09-01Rogozinski Kenneth
Chief Executive Officer
Open-market purchase 3,500$6.24 $21.8K170,233 SEC
2026-06-30Coury Jesse A.
Chief Financial Officer
Disposition to issuer 51,454— —75,426 SEC

Well-known investors holding GHI (13F)

None of the 59 investors we track reported a position in their latest 13F.

Coming soon: email alerts when GHI files, watchlists and downloadable comparisons.