AMREP CORP._July 31, 2025

Three Months Ended July 31,

Homes sold

Average selling price

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q


☒	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended July 31, 2025


☐	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from ___________ to ___________

Commission File Number: 1-4702

AMREP Corporation

(Exact Name of Registrant as Specified in its Charter)

Oklahoma		59-0936128
State or Other Jurisdiction of Incorporation or Organization		I.R.S. Employer Identification No.

850 West Chester Pike, Suite 205, Havertown, PA		19083
Address of Principal Executive Offices		Zip Code

(610) 487-0905

Registrant’s Telephone Number, Including Area Code

Former Name, Former Address and Former Fiscal Year, if Changed Since Last Report

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock $0.10 par value		AXR		New York Stock Exchange

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 (the “Exchange Act”) during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer”, “accelerated filer”, “smaller reporting company”, and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer ☐	Accelerated filer ☐
Non-accelerated filer ☒	Smaller reporting company ☒
Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

Number of Shares of Common Stock, par value $.10 per share, outstanding at September 5, 2025 – 5,305,949.

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PART I. FINANCIAL INFORMATION

Item 1. Financial Statements

AMREP CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

(Amounts in thousands, except share and per share amounts)


	July 31,		April 30,
	2025		2025
	(Unaudited)
ASSETS
Cash and cash equivalents	$	48,938	$	39,466
Restricted cash		486		455
Real estate inventory		64,782		66,750
Investment assets, net		15,910		14,880
Other assets		3,168		2,939
Income taxes receivable, net		84		317
Deferred income taxes, net		7,292		8,969
TOTAL ASSETS	$	140,660	$	133,776

LIABILITIES AND SHAREHOLDERS’ EQUITY

LIABILITIES:
Accounts payable and accrued expenses	$	5,906	$	3,789
Notes payable		25		26
TOTAL LIABILITIES		5,931		3,815

Commitments and Contingencies (Note 11)

SHAREHOLDERS’ EQUITY:
Common stock, $.10 par value; shares authorized – 20,000,000; shares issued – 5,305,949 at July 31, 2025 and 5,287,449 at April 30, 2025		531		528
Capital contributed in excess of par value		33,482		33,409
Retained earnings		100,716		96,024
TOTAL SHAREHOLDERS’ EQUITY		134,729		129,961
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY	$	140,660	$	133,776

The accompanying notes to unaudited condensed consolidated financial statements are an integral part of these unaudited condensed consolidated financial statements.

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AMREP CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)

Three Months Ended July 31, 2025 and 2024

(Amounts in thousands, except per share amounts)


	Three Months ended July 31,
	2025		2024
REVENUES:
Land sale revenues	$	7,494	$	9,349
Home sale revenues		9,570		8,992
Other revenues		787		750
Total revenues		17,851		19,091

COSTS AND EXPENSES:
Land sale cost of revenues, net		2,352		4,909
Home sale cost of revenues		7,180		7,245
Other cost of revenues		326		314
General and administrative expenses		1,847		1,631
Total costs and expenses		11,705		14,099
Operating income		6,146		4,992

Interest income, net		456		281
Income before income taxes		6,602		5,273

Provision for income taxes		1,910		1,209
Net income	$	4,692	$	4,064

Earnings per share – basic	$	0.88	$	0.77
Earnings per share – diluted	$	0.87	$	0.76
Weighted average number of common shares outstanding – basic		5,326		5,309
Weighted average number of common shares outstanding – diluted		5,375		5,353

The accompanying notes to unaudited condensed consolidated financial statements are an integral part of these unaudited condensed consolidated financial statements.

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AMREP CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY (UNAUDITED)

Three Months Ended July 31, 2025 and 2024

(Amounts in thousands)


				Capital				Accumulated
				Contributed				Other
	Common Stock			in Excess of		Retained		Comprehensive
	Shares	Amount		Par Value		Earnings		Income		Total
Balance, May 1, 2025	5,287	$	528	$	33,409	$	96,024	$	—	$	129,961
Issuance of restricted common stock	19		3		—		—		—		3
Stock compensation expense	—		—		60		—		—		60
Compensation related to issuance of option to purchase common stock	—		—		13		—		—		13
Net income	—		—		—		4,692		—		4,692
Balance, July 31, 2025	5,306	$	531	$	33,482	$	100,716	$	—	$	134,729

Balance, May 1, 2024	5,271	$	526	$	32,986	$	83,308	$	1,230	$	118,050
Issuance of restricted common stock	16		—		—		—		—		—
Stock compensation expense	—		—		44		—		—		44
Compensation related to issuance of option to purchase common stock	—		—		13		—		—		13
Net income	—		—		—		4,064		—		4,064
Balance, July 31, 2024	5,287	$	526	$	33,043	$	87,372	$	1,230	$	122,171

The accompanying notes to unaudited condensed consolidated financial statements are an integral part of these unaudited condensed consolidated financial statements.

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AMREP CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)

Three Months Ended July 31, 2025 and 2024

(Amounts in thousands)


	Three Months Ended July 31,
	2025		2024
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income	$	4,692	$	4,064
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation		78		48
Non-cash credits and charges:
Stock-based compensation		100		89
Deferred income tax provision		1,677		980
Changes in assets and liabilities:
Real estate inventory		1,968		5,700
Investment assets, net		(1,030)		(488)
Other assets		(297)		221
Accounts payable and accrued expenses		2,104		(309)
Income taxes receivable, net		233		386
Net cash provided by operating activities		9,525		10,691

CASH FLOWS FROM INVESTING ACTIVITIES:
Capital expenditures of property and equipment		(20)		(34)
Net cash used in investing activities		(20)		(34)

CASH FLOWS FROM FINANCING ACTIVITIES:
Debt payments		(2)		(1)
Net cash used in financing activities		(2)		(1)

Increase in cash, cash equivalents and restricted cash		9,503		10,656
Cash, cash equivalents and restricted cash, beginning of period		39,921		30,241
Cash, cash equivalents and restricted cash, end of period	$	49,424	$	40,897

SUPPLEMENTAL CASH FLOW INFORMATION:
Income taxes refunded, net	$	—	$	127

The accompanying notes to unaudited condensed consolidated financial statements are an integral part of these unaudited condensed consolidated financial statements.

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AMREP CORPORATION AND SUBSIDIARIES

Notes to Condensed Consolidated Financial Statements (Unaudited)

Three Months Ended July 31, 2025 and 2024

(1) SUMMARY OF SIGNIFICANT ACCOUNTING AND FINANCIAL REPORTING POLICIES

The accompanying unaudited condensed consolidated financial statements have been prepared by AMREP Corporation (the “Company”) pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”) for interim financial information, and do not include all the information and footnotes required by accounting principles generally accepted in the United States of America for complete financial statements. The Company, through its subsidiaries, is primarily engaged in two business segments: land development and homebuilding. The Company has no foreign sales. Unless the context otherwise indicates, all references to the Company in this quarterly report on Form 10-Q include the Company and its subsidiaries. All intercompany accounts and transactions have been eliminated in consolidation.

In the opinion of management, these unaudited condensed consolidated financial statements include all adjustments, which are of a normal recurring nature, considered necessary to reflect a fair statement of the results for the interim periods presented. The results of operations for such interim periods are not necessarily indicative of what may occur in future periods. Unless the context otherwise indicates, all references to 2026 and 2025 are to the fiscal years ending April 30, 2026 and 2025.

The unaudited condensed consolidated financial statements herein should be read in conjunction with the Company’s annual report on Form 10-K for the year ended April 30, 2025, which was filed with the SEC on July 25, 2025 (the “2025 Form 10-K”). The significant accounting policies used in preparing these unaudited condensed consolidated financial statements are consistent with the accounting policies described in the 2025 Form 10-K.

Other than as provided in Note 1 to the consolidated financial statements contained in the 2025 Form 10-K, there are no new accounting standards or updates to be adopted that the Company currently believes might have a significant impact on its unaudited condensed consolidated financial statements.

(2) REAL ESTATE INVENTORY

Real estate inventory consists of (in thousands):


	July 31,		April 30,
	2025		2025
Land inventory	$	51,127	$	50,030
Homebuilding model and completed inventory		10,120		13,090
Homebuilding construction in process		3,535		3,630
Total	$	64,782	$	66,750

Refer to Note 2 to the consolidated financial statements contained in the 2025 Form 10-K for detail regarding real estate inventory. No interest was capitalized in real estate inventory for the three months ended July 31, 2025 or July 31, 2024. Loan costs and real estate taxes capitalized in real estate inventory were $11,000 and $29,000 for the three months ended July 31, 2025 and July 31, 2024.

(3) INVESTMENT ASSETS

Investment assets, net consist of (in thousands):


	July 31,		April 30,
	2025		2025
Land held for long-term investment	$	8,507	$	8,843
Owned real estate leased or intended to be leased		7,612		6,207
Less accumulated depreciation		(209)		(170)
Owned real estate leased or intended to be leased, net		7,403		6,037
Total	$	15,910	$	14,880

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Refer to Note 3 to the consolidated financial statements contained in the 2025 Form 10-K for detail regarding investment assets. As of July 31, 2025, the Company leased 27 homes to residential tenants. As of April 30, 2025, the Company leased 21 homes to residential tenants. Depreciation associated with owned real estate leased or intended to be leased was $39,000 and $24,000 for the three months ended July 31, 2025 and July 31, 2024.

(4) OTHER ASSETS

Other assets consist of (in thousands):


	July 31,		April 30,
	2025		2025
Prepaid expenses	$	704	$	470
Miscellaneous assets		296		283
Property		2,078		2,060
Equipment		569		567
Less accumulated depreciation of property and equipment		(479)		(441)
Property and equipment, net		2,168		2,186
Total	$	3,168	$	2,939

Prepaid expenses as of July 31, 2025 primarily consist of land development cash collateralized performance guaranties and insurance. Prepaid expenses as of April 30, 2025 primarily consist of land development cash collateralized performance guaranties and insurance. Amortized lease cost for right-of-use assets associated with the leases of office facilities was $7,000 and $7,000 for the three months ended July 31, 2025 and July 31, 2024. Depreciation expense associated with property and equipment was $39,000 and $24,000 for the three months ended July 31, 2025 and July 31, 2024.

(5) ACCOUNTS PAYABLE AND ACCRUED EXPENSES

Accounts payable and accrued expenses consist of (in thousands):


	July 31,		April 30,
	2025		2025
Land development and homebuilding operations
Accrued expenses	$	1,479	$	1,083
Trade payables		3,006		1,305
Customer deposits		780		833
		5,265		3,221
Corporate operations		641		568
Total	$	5,906	$	3,789

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(6) NOTES PAYABLE

The following tables present information on the Company’s notes payable in effect as of July 31, 2025 (dollars in thousands):


		Principal Amount
		Available for		Outstanding Principal
		New Borrowings		Amount
		July 31,		July 31,		April 30,
Loan Identifier	Lender	2025		2025		2025
Revolving Line of Credit	BOKF	$	3,688	$	—	$	—
Equipment Financing	DC		—		25		26
Total		$	3,688	$	25	$	26


	July 31, 2025
	Interest		Mortgaged Property		Scheduled
Loan Identifier	Rate		Book Value		Maturity
Revolving Line of Credit	7.49	%	$	1,721	August 2028
Equipment Financing	2.35	%		25	June 2028


	Principal Repayments				Capitalized Interest and Fees
	Three Months Ended				Three Months Ended
	July 31,				July 31,
Loan Identifier	2025		2024		2025		2024
Revolving Line of Credit	$	—	$	—	$	—	$	—
Equipment Financing		2		1		—		—
Total	$	2	$	1	$	—	$	—

As of July 31, 2025, the Company was in compliance with the financial covenants contained in the loan documentation for the then outstanding notes payable. Refer to Note 6 to the consolidated financial statements contained in the 2025 Form 10-K for detail about the above notes payable.

As of July 31, 2025, the Company had (a) loan reserves outstanding under its Revolving Line of Credit in the aggregate principal amount of $1,812,000 in favor of a municipality guarantying the completion of improvements in a subdivision being constructed by the Company and (b) $250,000 reserved under its Revolving Line of Credit for credit card usage. The amounts under the loan reserves and credit card reserve are not reflected as outstanding principal in notes payable.

The following table summarizes the notes payable scheduled principal repayments subsequent to July 31, 2025 (in thousands):


Fiscal Year	Scheduled Payments
2026	$	6
2027		9
2028		9
2029		1
Total	$	25

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(7) REVENUES

Land sale revenues. Land sale revenues are sales of developed residential land, developed commercial land and undeveloped land.

Home sale revenues. Home sale revenues are sales of homes constructed and sold by the Company.

Other revenues. Other revenues consist of (in thousands):


	Three Months Ended
	July 31,
	2025		2024
Landscaping revenues	$	541	$	621
Miscellaneous other revenues		246		129
Total	$	787	$	750

Refer to Note 7 to the consolidated financial statements contained in the 2025 Form 10-K for detail about the categories of other revenues.

Miscellaneous other revenues for the three months ended July 31, 2025 primarily consist of management fees for homeowners’ associations and residential rental revenues. Miscellaneous other revenues for the three months ended July 31, 2024 primarily consist of extension fees for purchase contracts and residential rental revenues.

Major customers. A substantial majority of land sale revenues was received from three customers during the three months ended July 31, 2025 and three customers during the three months ended July 31, 2024. Other than receivables for immaterial amounts (if any), there were no outstanding receivables from these customers as of July 31, 2025 or July 31, 2024. There was one customer that contributed in excess of 10% of the Company’s revenues for the three months ended July 31, 2025. The revenues from this customer for the three months ended July 31, 2025 were $2,524,000, with this revenue being reported in the Company’s land development business segment. There were two customers that each contributed in excess of 10% of the Company’s revenues for the three months ended July 31, 2024. The revenues from each such customer for the three months ended July 31, 2024 were as follows: $6,036,000 and $1,935,000, with each of these revenues reported in the Company’s land development business segment.

(8) COST OF REVENUES

Land sale cost of revenues, net consists of (in thousands):


	Three Months Ended
	July 31,
	2025		2024
Land sale cost of revenues	$	3,125	$	7,146
Less:
Public improvement district reimbursements		(305)		(812)
Private infrastructure covenant reimbursements		(101)		(242)
Payments for impact fee credits		(367)		(1,183)
Land sale cost of revenues, net	$	2,352	$	4,909

Refer to Note 8 to the consolidated financial statements contained in the 2025 Form 10-K for detail about land sale cost of revenues, net.

Home sale cost of revenues includes costs for residential homes that were sold.

Other cost of revenues for each of the three months ended July 31, 2025 and July 31, 2024 consists of the cost of goods sold for landscaping services.

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(9) GENERAL AND ADMINISTRATIVE EXPENSES

General and administrative expenses consist of (in thousands):


	Three Months Ended
	July 31,
	2025		2024
Land development	$	988	$	908
Homebuilding		447		390
Corporate		412		333
Total	$	1,847	$	1,631

(10) BENEFIT PLANS

401(k). Refer to Note 11 to the consolidated financial statements contained in the 2025 Form 10-K for detail regarding the Company’s 401(k) plan. The Company accrued $31,000 and $41,000 during the three months ended July 31, 2025 and July 31, 2024 for its 401(k) employer contribution.

Equity compensation plan. Refer to Note 11 to the consolidated financial statements contained in the 2025 Form 10-K for detail regarding the AMREP Corporation 2016 Equity Compensation Plan (the “Equity Plan”). The summary of the restricted share award activity for the three months ended July 31, 2025 presented below represents the maximum number of shares that could become vested after that date:


		Number of
Restricted share awards		Shares
Non-vested as of April 30, 2025		31,942
Granted during the three months ended July 31, 2025		18,500
Vested during the three months ended July 31, 2025		(15,715)
Forfeited during the three months ended July 31, 2025		—
Non-vested as of July 31, 2025		34,727

The Company recognized non-cash compensation expense related to the vesting of restricted shares of common stock net of forfeitures of $64,000 and $53,000 for the three months ended July 31, 2025 and July 31, 2024. As of July 31, 2025, there was $569,000 of unrecognized compensation expense related to restricted shares of common stock previously issued under the Equity Plan which had not vested, which is expected to be recognized over the remaining vesting term not to exceed three years.

Refer to Note 11 to the consolidated financial statements contained in the 2025 Form 10-K for detail regarding the option to purchase 50,000 shares of common stock of the Company under the Equity Plan. As of July 31, 2025, the option had not been exercised, cancelled or forfeited. The Company recognized non-cash compensation expense related to the option of $13,000 and $13,000 for the three months ended July 31, 2025 and July 31, 2024. As of July 31, 2025 and July 31, 2024, the option was in-the-money and therefore was included in “weighted average number of common shares outstanding – diluted” when calculating diluted earnings per share.

Director compensation non-cash expense, which is recognized for the annual grant of deferred common share units to non-employee members of the Company’s Board of Directors ratably over each director’s service in office during the calendar year, was $23,000 for each of the three months ended July 31, 2025 and July 31, 2024. As of July 31, 2025, there was $53,000 of accrued compensation expense related to the deferred common share units expected to be issued in December 2025. As of July 31, 2024, there was $53,000 of accrued compensation expense related to the deferred common share units issued in December 2024.

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(11) COMMITMENTS AND CONTINGENCIES

Refer to Note 13 to the consolidated financial statements contained in the 2025 Form 10-K for detail regarding the Company’s warranty reserves, security for performance obligations and litigation.

Warranty Reserves. Changes in warranty reserves were as follows (in thousands):


	Three Months Ended
	July 31,
	2025		2024
Balance at beginning of period	$	259	$	174
Warranty issued during period		49		45
Change in pre-existing reserves		—		—
Warranty expenditures during period		(5)		(4)
Balance at end of period	$	303	$	215

Security for Performance Obligations. As of July 31, 2025, the Company had loan reserves outstanding under its Revolving Line of Credit in the aggregate principal amount of $1,812,000 in favor of a municipality guarantying the completion of improvements in a subdivision being constructed by the Company.

Litigation. The Company has not accrued any amounts related to litigation matters as of July 31, 2025.

(12) EARNINGS PER SHARE

Earnings per share – basic is calculated by dividing net income by the weighted average number of common shares outstanding during the period. The weighted average number of common shares outstanding during the period includes shares issuable upon settlement of deferred stock units but does not include unvested shares of restricted common stock or shares issuable upon the exercise of stock options. The components of earnings per share – basic are as follows (amounts in thousands, except per share amounts):


	Three Months Ended
	July 31,
	2025		2024
Numerator:
Net income	$	4,692	$	4,064

Denominator:
Weighted average number of common shares outstanding – basic		5,326		5,309

Earnings per share – basic	$	0.88	$	0.77

Earnings per share – diluted is calculated by dividing net income by the sum of (1) the weighted average number of common shares outstanding during the period plus (2) the dilutive effects of unvested shares of restricted common stock, shares issuable upon the

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exercise of stock options that are in-the-money and other potentially dilutive instruments. The components of earnings per share – diluted are as follows (amounts in thousands, except per share amounts):


	Three Months Ended
	July 31,
	2025		2024
Numerator:
Net income	$	4,692	$	4,064
Denominator:
Weighted average number of common shares outstanding – basic		5,326		5,309
Dilutive effect of unvested shares of restricted common stock		31		29
Dilutive effect of shares issuable upon the exercise of stock options that are in-the-money		18		15
Weighted average number of common shares outstanding – diluted		5,375		5,353

Earnings per share – diluted	$	0.87	$	0.76

(13) INFORMATION ABOUT THE COMPANY’S OPERATIONS IN DIFFERENT INDUSTRY SEGMENTS

Refer to Note 15 to the consolidated financial statements contained in the 2025 Form 10-K for detail regarding the Company’s operations in different industry segments.

The following table sets forth summarized data relative to the industry segments in which the Company operated for the three months ended July 31, 2025 (in thousands):



For the Three Months Ended	Land
July 31, 2025	Development		Homebuilding		Consolidated
Revenues¹	$	8,935	$	8,129	$	17,064
Other Revenues		766		21		787
Segment Revenues		9,701		8,150		17,851
Cost of Revenues		3,580		5,952		9,532
Other Cost of Revenues		326		—		326
General and administrative expenses²		988		447		1,435
Segment profit (loss)		4,807		1,751		6,558

Interest income, net						456
Other income						—

Unallocated amounts:
Other corporate general and administrative expenses						(412)
Income before income taxes					$	6,602

Segment assets³
as of July 31, 2025	$	115,518	$	23,172
Depreciation and amortization
for the three months ended July 31, 2025	$	68	$	10
Capital expenditures
for the three months ended July 31, 2025	$	3	$	17

¹ Revenue information provided for the land development segment includes certain amounts classified as home sale revenues in the accompanying condensed consolidated statements of operations.

² General and administrative expenses primarily relate to payroll, employee benefits and professional expenses.

³ Segment assets exclude corporate assets, such as cash and cash equivalents, corporate facilities and tax assets.

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The following table sets forth summarized data relative to the industry segments in which the Company operated for the three months ended July 31, 2024 (in thousands):


For the Three Months Ended	Land
July 31, 2024	Development		Homebuilding		Consolidated
Revenues⁴	$	10,667	$	7,674	$	18,341
Other Revenues		740		4		744
Segment Revenues		11,407		7,678		19,085
Cost of Revenues		6,138		6,017		12,155
Other Cost of Revenues		314		—		314
General and administrative expenses⁵		908		390		1,298
Segment profit (loss)		4,047		1,271		5,318

Interest income, net						281
Other income						—

Unallocated amounts:
Other corporate general and administrative expenses						(326)
Income before income taxes					$	5,273

Segment assets⁶
as of July 31, 2024	$	100,886	$	14,183
Depreciation and amortization
for the three months ended July 31, 2024	$	46	$	2
Capital expenditures
for the three months ended July 31, 2024	$	25	$	9

⁴ Revenue information provided for the land development segment includes certain amounts classified as home sale revenues in the accompanying condensed consolidated statements of operations.

⁵ General and administrative expenses primarily relate to payroll, employee benefits and professional expenses.

⁶ Segment assets exclude corporate assets, such as cash and cash equivalents, corporate facilities and tax assets.

(14) SUBSEQUENT EVENTS

Refer to Note 6 to the consolidated financial statements contained in the 2025 Form 10-K for detail regarding the Loan Agreement (the “Loan Agreement”) entered into between BOKF, NA dba Bank of Albuquerque (“BOKF”) and AMREP Southwest Inc. (“ASW”), a subsidiary of AMREP Corporation, in which BOKF agrees to lend up to $5,750,000 to ASW on a revolving line of credit basis for general corporate purposes.

In August 2025, ASW and BOKF entered into the Seventh Modification Agreement to the Loan Agreement and ASW entered into the Second Amended and Restated Revolving Line of Credit Promissory Note in favor of BOKF. These documents resulted in the following changes to the revolving line of credit financing facility: (1) the scheduled maturity date of the loan was changed to August 15, 2028 and (2) the maximum amount available for borrowing increased by $750,000 to a new total maximum amount of $6,500,000. ASW incurred customary costs and expenses and paid certain fees to BOKF in connection with the amendment of the revolving line of credit financing facility.

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RESULTS OF OPERATIONS

For the three months ended July 31, 2025, the Company had net income of $4,692,000, or $0.87 per diluted share, compared to net income of $4,064,000, or $0.76 per diluted share, for the three months ended July 31, 2024.

Except as described herein, there have been no material changes to the Company’s commentary on market conditions and outlook and the Company’s response thereto as reflected in the Results of Operations section of Management’s Discussion and Analysis of Financial Condition and Results of Operations in the 2025 Form 10-K.

Revenues. The following presents information on revenues (dollars in thousands):


	Three Months Ended July 31,				Increase
	2025		2024		(decrease)
Land sale revenues	$	7,494	$	9,349	$	(1,855)	(20)	%
Home sale revenues		9,570		8,992		578	6	%
Other revenues		787		750		37	5	%
Total	$	17,851	$	19,091		(1,240)	(6)	%

●

The change in land sale revenues for the three months ended July 31, 2025 compared to the prior period was primarily due to a decrease in revenues from the sale of developed residential land offset in part by an increase in revenues from the sale of undeveloped land. The Company’s land sale revenues consist of (dollars in thousands):


	Three Months Ended July 31, 2025					Three Months Ended July 31, 2024
	Acres Sold	Revenues		Revenue Per Acre⁷		Acres Sold	Revenues		Revenue Per Acre¹
Developed
Residential	5.6	$	4,227	$	755	11.9	$	9,185	$	773
Commercial	3.3		1,000		303	—		—		—
Total Developed	8.9		5,227		587	11.9		9,185		773
Undeveloped	486.1		2,267		5	18.1		164		9
Total	495.0	$	7,494		15	30.0	$	9,349		312

The changes in the revenue per acre of developed residential land, developed commercial land and undeveloped land for the three months ended July 31, 2025 compared to the prior period were primarily due to the location and mix of land sold.

●

The change in home sale revenues for the three months ended July 31, 2025 compared to the prior period was primarily due to an increase in the number of homes sold. The change in average selling prices for the three months ended July 31, 2025 compared to the prior period was primarily due to the location, size and mix of homes sold. The Company’s home sale revenues consist of (dollars in thousands):

As of July 31, 2025, the Company had 62 homes in production, including 24 homes under contract, which homes under contract represented $11,508,000 of expected home sale revenues when closed, subject to customer cancellations and change orders. As of July 31, 2024, the Company had 64 homes in production, including 17 homes under contract, which homes under contract represented $7,852,000 of expected home sale revenues when closed, subject to customer cancellations and change orders.

⁷ Revenue per acre may not calculate precisely due to the rounding of revenues to the nearest thousand dollars.

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●

Other revenues consist of (in thousands):


	Three Months Ended July 31,
	2025		2024
Landscaping revenues		561		621
Miscellaneous other revenues		226		129
Total	$	787	$	750

Cost of Revenues. The following presents information on cost of revenues (dollars in thousands):


	Three Months Ended July 31,				Increase
	2025		2024		(decrease)
Land sale cost of revenues, net	$	2,352	$	4,909	$	(2,557)	(52)	%
Home sale cost of revenues		7,180		7,245		(65)	(1)	%
Other cost of revenues		326		314		12	4	%
Total	$	9,858	$	12,468		(2,610)	(21)	%

●

Land sale cost of revenues, net consists of (in thousands):


	Three Months Ended July 31,
	2025		2024
Land sale cost of revenues	$	3,125	$	7,146
Less:
Public improvement district reimbursements		(305)		(812)
Private infrastructure covenant reimbursements		(101)		(242)
Payments for impact fee credits		(367)		(1,183)
Land sale cost of revenues, net	$	2,352	$	4,909

Land sale gross margins were 69% for the three months ended July 31, 2025 compared to 48% for the three months ended July 31, 2024. The change in gross margin was primarily due to changes in public improvement district reimbursements, private infrastructure covenant reimbursements and payments for impact fee credits, the location, size and mix of property sold and the demand for lots by builders resulting in higher revenue per developed lot.

●

The change in home sale cost of revenues for the three months ended July 31, 2025 compared to the prior period was primarily due to the number, location, size and mix of homes sold and increases in the prices of building materials and skilled labor. Home sale gross margins were 25% for the three months ended July 31, 2025 compared to 19% for the three months ended July 31, 2024. The change in gross margin for the three months ended July 31, 2025 compared to the prior period was primarily due to the location, size and mix of homes sold offset in part by increases in the amount of sales incentives to homebuyers and increases in the prices of building materials and skilled labor.

●

Other cost of revenues for each of the three months ended July 31, 2025 and July 31, 2024 consists of the cost of goods sold for landscaping services.

As a result of many factors, including the nature and timing of specific transactions and the type and location of land or homes being sold, revenues, average selling prices and related gross margins from land sales or home sales can vary significantly from period to period and prior results are not necessarily a good indication of what may occur in future periods.

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General and Administrative Expenses. The following presents information on general and administrative expenses (dollars in thousands):


	Three Months Ended July 31,				Increase
	2025		2024		(decrease)
Land development	$	988	$	908	$	80	9	%
Homebuilding		447		390		57	15	%
Corporate		412		333		79	24	%
Total	$	1,847	$	1,631		216	13	%

●

The change in land development general and administrative expenses for the three months ended July 31, 2025 compared to the prior period was primarily due to an increase in real estate taxes.

●

The change in homebuilding general and administrative expenses for the three months ended July 31, 2025 compared to the prior period was primarily due to an increase in marketing expenses, compensation expense, real estate taxes and depreciation.

●

The change in corporate general and administrative expenses for the three months ended July 31, 2025 compared to the prior period was primarily due to an increase in compensation expense and professional services.

The Company did not record any non-cash impairment charges on real estate inventory or investment assets in the three months ended July 31, 2025 or July 31, 2024. Changes in economic and other market conditions may adversely impact the fair market value of the Company’s real estate inventory or investment assets, which could lead to impairment charges in future periods.

Interest Income, net. Interest income, net was $456,000 and $281,000 for the three months ended July 31, 2025 and July 31, 2024. There were no interest or loan costs capitalized in real estate inventory in the three months ended July 31, 2025 and July 31, 2024.

Income Taxes. The Company had a provision for income taxes of $1,910,000 and $1,209,000 for the three months ended July 31, 2025 and July 31, 2024 related to the amount of income before income taxes during each period.

LIQUIDITY AND CAPITAL RESOURCES

Except as described herein, there have been no material changes to the Company’s liquidity and capital resources as reflected in the Liquidity and Capital Resources section of Management’s Discussion and Analysis of Financial Condition and Results of Operations in the 2025 Form 10-K.

The Company had cash, cash equivalents and restricted cash as follows (dollars in thousands):


	July 31,		April 30,
	2025		2025		Increase (decrease)
Cash	$	14,807	$	10,651	$	4,156	39	%
U.S. Government Securities		34,131		28,815		5,316	18	%
Restricted Cash		486		455		31	7	%
Total	$	49,424	$	39,921		9,503	24	%

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Cash Flow. The following presents information on cash flows (in thousands):


	Three Months Ended July 31,
	2025		2024
Net cash provided by (used in) operating activities	$	9,525	$	10,691
Net cash provided by (used in) investing activities		(20)		(34)
Net cash provided by (used in) financing activities		(2)		(1)
Increase in cash and cash equivalents	$	9,503	$	10,656

The net cash provided by operating activities for the three months ended July 31, 2025 was primarily due to cash generated from business operations and a reduction in real estate inventory and an increase in accounts payable and accrued expenses offset in part by an increase in investment assets, net and other assets. The net cash provided by operating activities for the three months ended July 31, 2024 was primarily due to cash generated from business operations and a reduction in real estate inventory and other assets offset in part by an increase in investment assets, net and a reduction in accounts payable and accrued expenses.

Notes payable decreased from $26,000 as of April 30, 2025 to $25,000 as of July 31, 2025 due to principal debt repayments. Refer to Notes 6 and 14 to the unaudited condensed consolidated financial statements included in this report on Form 10-Q and Note 6 to the consolidated financial statements contained in the 2025 Form 10-K for detail regarding the Company’s notes payable.

Asset and Liability Levels. The following presents information on certain assets and liabilities (dollars in thousands):


	July 31,		April 30,		Increase
	2025		2025		(decrease)
Real estate inventory	$	64,782	$	66,750	$	(1,968)	(3)	%
Investment assets, net		15,910		14,880		1,030	7	%
Other assets		3,168		2,939		229	8	%
Deferred income taxes, net		7,292		8,969		(1,677)	(19)	%
Accounts payable and accrued expenses		5,906		3,789		2,117	56	%
Income taxes receivable, net		84		317		(233)	(74)	%

●

Real estate inventory consists of (dollars in thousands):


	July 31,		April 30,		Increase
	2025		2025		(decrease)
Land inventory	$	51,127	$	50,030	$	1,097	2	%
Homebuilding model and completed inventory		10,120		13,090		(2,970)	(23)	%
Homebuilding construction in process		3,535		3,630		(95)	(3)	%
Total	$	64,782	$	66,750

From April 30, 2025 to July 31, 2025, the change in land inventory was primarily due to the sale of land offset in part by land development activity, the change in homebuilding model and completed inventory was primarily due to the sale of homes offset in part by the completion of homes not yet sold and the change in homebuilding construction in process was primarily due to an increase in the number of homes that started construction.

●

Investment assets, net consist of (dollars in thousands):


	July 31,		April 30,		Increase
	2025		2025		(decrease)
Land held for long-term investment	$	8,507	$	8,843	$	(336)	(4)	%
Owned real estate leased or intended to be leased		7,612		6,207		1,405	23	%
Less accumulated depreciation		(209)		(170)		(39)	(23)	%
Owned real estate leased or intended to be leased, net		7,403		6,037		1,366	23	%
Total	$	15,910	$	14,880

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As of July 31, 2025, the Company leased 27 homes to residential tenants. As of April 30, 2025, the Company leased 21 homes to residential tenants. Given the impact on demand as a result of affordability challenges, the Company has opportunistically leased completed homes. Depreciation associated with owned real estate leased or intended to be leased was $39,000 and $24,000 for the three months ended July 31, 2025 and July 31, 2024.

●

From April 30, 2025 to July 31, 2025:

o

The change in other assets was primarily due to an increase in prepaid expenses related to insurance.

o

The change in deferred income taxes, net was primarily due to the income tax effect of the amount of income before income taxes for the three months ended July 31, 2025.

o

The change in accounts payable and accrued expenses was primarily due to an increase in trade payables and accrued expenses.

o

The change in income taxes receivable, net was primarily due to the accrual of income taxes payable.

Off-Balance Sheet Arrangements. As of July 31, 2025 and July 31, 2024, the Company did not have any off-balance sheet arrangements (as defined in Item 303(a)(4)(ii) of Regulation S-K).

Recent Accounting Pronouncements. Refer to Note 1 to the consolidated financial statements contained in the 2025 Form 10-K and Note 1 to the unaudited condensed consolidated financial statements included in this report on Form 10-Q for a discussion of recently issued accounting pronouncements.

Statement of Forward-Looking Information

The Private Securities Litigation Reform Act of 1995 provides a safe harbor for forward-looking statements made by or on behalf of the Company. The Company and its representatives may from time to time make written or oral statements that are “forward-looking”, including statements contained in this report and other filings with the Securities and Exchange Commission, reports to the Company’s shareholders and news releases. All statements that express expectations, estimates, forecasts or projections are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. In addition, other written or oral statements, which constitute forward-looking statements, may be made by or on behalf of the Company. Words such as “expects”, “anticipates”, “intends”, “plans”, “believes”, “seeks”, “estimates”, “projects”, “forecasts”, “may”, “should”, variations of such words and similar expressions are intended to identify such forward-looking statements. These statements are not guarantees of future performance and involve certain risks, uncertainties and contingencies that are difficult to predict. All forward-looking statements speak only as of the date of this report or, in the case of any document incorporated by reference, the date of that document. All subsequent written and oral forward-looking statements attributable to the Company or any person acting on behalf of the Company are qualified by the cautionary statements in this section. Many of the factors that will determine the Company’s future results are beyond the ability of management to control or predict. Therefore, actual outcomes and results may differ materially from what is expressed or forecasted in or suggested by such forward-looking statements.

The forward-looking statements contained in this report include, but are not limited to, statements regarding (1) the Company’s ability to finance its future working capital, land development, acquisition of land, homebuilding, commercial projects, general and administrative expenses and capital expenditure needs, (2) the Company’s expected liquidity sources, including the availability of bank financing for projects and the utilization of existing bank financing, (3) estimates of the Company’s exposure to warranty claims and liabilities for litigation and legal claims, estimates of the cost to complete of common land development costs and the estimated relative sales values of individual parcels of land in connection with the allocation of common land development costs, (4) the adequacy of warranty reserves to cover the ultimate resolution of any potential liabilities associated with warranty claims, (5) the conditions resulting in homebuyer affordability challenges, (6) the amount of land sale revenues during 2025 and 2026, (7) the backlog of homes under contract and in production and the dollar amount of expected sale revenues when such homes are closed, (8) the categorization of owned real estate leased or intended to be leased, (9) the timing of recognizing unrecognized compensation expense related to shares of common stock issued under the AMREP Corporation 2016 Equity Compensation Plan, (10) the future issuance of deferred stock units to directors of the Company, (11) the dilution to earnings per share that unvested shares of restricted common stock or shares issuable upon the exercise of stock options may cause in the future and (12) the future business conditions that may be experienced by the Company. The Company undertakes no obligation to update or publicly release any revisions to any forward-looking statement to reflect events,

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PART II. OTHER INFORMATION

Item 5. Other Information

During the three months ended July 31, 2025, no director or officer of the Company adopted or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement”, as each term is defined in Item 408(a) of Regulation S-K.

Item 6. Exhibits


Exhibit Number		Description
10.1		Seventh Modification Agreement, dated as of August 15, 2025, between BOKF, NA dba Bank of Albuquerque and AMREP Southwest Inc. (Incorporated by reference to Exhibit 10.1 to Registrant’s Current Report on Form 8-K filed August 19, 2025)
10.2		Second Amended and Restated Revolving Line of Credit Promissory Note, dated August 15, 2025, by AMREP Southwest Inc. in favor of BOKF, NA dba Bank of Albuquerque. (Incorporated by reference to Exhibit 10.2 to Registrant’s Current Report on Form 8-K filed August 19, 2025)
31.1		Certification required by Rule 13a-14(a) under the Securities Exchange Act of 1934
31.2		Certification required by Rule 13a-14(a) under the Securities Exchange Act of 1934
32		Certification required pursuant to 18 U.S.C. Section 1350
101.INS		Inline XBRL Instance Document
101.SCH		Inline XBRL Taxonomy Extension Schema
101.CAL		Inline XBRL Taxonomy Extension Calculation Linkbase
101.DEF		Inline XBRL Taxonomy Extension Definition Linkbase
101.LAB		Inline XBRL Taxonomy Extension Label Linkbase
101.PRE		Inline XBRL Taxonomy Extension Presentation Linkbase
104		Cover Page Interactive Data File (Embedded within the Inline XBRL document and included in Exhibit)

Date: September 9, 2025	AMREP CORPORATION
	(Registrant)

	By:	/s/ Adrienne M. Uleau
		Name: Adrienne M. Uleau
		Title: Chief Financial Officer
		(Principal Accounting Officer)

PART I. FINANCIAL INFORMATION		PAGE NO.

Item 1.	Financial Statements

	Condensed Consolidated Balance Sheets July 31, 2025 (Unaudited) and April 30, 2025	2

	Condensed Consolidated Statements of Operations (Unaudited) Three Months Ended July 31, 2025 and 2024	3

	Condensed Consolidated Statements of Comprehensive Income (Unaudited) Three Months Ended July 31, 2025 and 2024	4

	Condensed Consolidated Statements of Shareholders’ Equity (Unaudited) Three Months Ended July 31, 2025 and 2024	5

	Condensed Consolidated Statements of Cash Flows (Unaudited) Three Months Ended July 31, 2025 and 2024	6

	Notes to Condensed Consolidated Financial Statements (Unaudited)	7

Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	15

Item 4.	Controls and Procedures	21

PART II. OTHER INFORMATION

Item 5.	Other Information	22

Item 6.	Exhibits	22

SIGNATURE		23

EXHIBIT INDEX		24