Equity

3 Months Ended

Mar. 31, 2025

Equity Distribution Agreements

The Company has equity distribution agreements with three sales agents to sell up to $40,000,000 of its common stock from time-to-time in an at-the-market offering. During the three months ended March 31, 2025 and 2024, the Company did not sell any shares. At March 31, 2025, the Company is authorized to sell an aggregate of $40,000,000 of shares pursuant to the equity distribution agreements.

Common Stock Dividend Distribution

The Company declared a quarterly cash distribution of $0.25 per share, payable on April 4, 2025 to stockholders of record on March 27, 2025.

Share Repurchase Program

Pursuant to the Company’s share repurchase program, as amended from time to time, the Company is authorized to repurchase shares of its common stock through open-market transactions, privately negotiated transactions, or otherwise. On March 11, 2025, the Board of Directors, replenished the value of the shares available to be purchased pursuant to this program to $10,000,000 of shares (a replenishment of $5,050,000 shares from the shares that were available to be repurchased prior to such increase) and extended the program through December 31, 2026.

During the three months ended March 31, 2025, the Company repurchased 78,724 shares of common stock at an average price per share of $17.55 for an aggregate cost of $1,382,000. As of March 31, 2025, up to $9,755,000 of shares was available to be repurchased under the program.

During the three months ended March 31, 2024 the Company repurchased 123,061 shares of common stock at an average price per share of $18.43 for an aggregate cost of $2,267,000.

Subsequent to March 31, 2025, the Company repurchased 63,356 shares of common stock at an average per share of $15.84 for an aggregate cost of $1,003,000. As of April 30, 2025, up to $8,752,000 of shares are available to be purchased under the program.

Dividend Reinvestment Plan

The Dividend Reinvestment Plan (the “DRP”), among other things, provides stockholders with the opportunity to reinvest

Note 3 - Equity (continued)

all or a portion of their cash dividends paid on the Company’s common stock in additional shares of its common stock, at a discount, determined in the Company’s sole discretion, of up to 5% from the market price for the common stock (as such price is calculated pursuant to the DRP). The discount from the market price is currently 3%. During the three months ended March 31, 2025, 46,450 shares were issued in lieu of cash dividends of $808,000.

Stock Based Compensation

In June 2024, the Company's stockholders approved the 2024 Incentive Plan (the "2024 Plan"). This plan permits the Company to grant: (i) stock options, restricted stock, restricted stock units ("RSU's"), performance shares awards and any one

or more of the foregoing, for up to a maximum of 1,000,000 shares; and (ii) cash settled dividend equivalent rights in tandem with the grant of restricted stock units and certain performance based awards. As of March 31, 2025, 632,827 shares are available for issuance pursuant to awards under the 2024 Plan. Awards to acquire 1,523,665 shares of common stock are outstanding under the 2024 Plan, the 2022 Incentive Plan (the "2022 Plan"), and the 2020 Amended and Restated Incentive Plan (the "2020 Plan"; and together with the 2022 Plan, the "Prior Plans"). No further awards may be granted pursuant to the Prior Plans.

Restricted Stock Units

As of March 31, 2025, an aggregate of 600,837 of unvested RSU's are outstanding pursuant to the 2024 Plan and the Prior Plans. Generally, the RSUs entitle the recipients, subject to continued service through the three-year vesting period to receive (i) the underlying shares if and to the extent certain performance and/or market conditions are satisfied at the vesting date, and (ii) an amount equal to the cash dividends that would have been paid during the three-year performance period with respect to the shares of common stock underlying the RSUs if, when, and to the extent, the related RSUs vest. The shares underlying the RSUs are not participating securities but are contingently issuable shares.

Expense is recognized on the RSUs which the Company expects to vest over the applicable vesting period. For the three months ended March 31, 2025 and 2024, the Company recorded $293,000 and $472,000, respectively of compensation expense related to the amortization of unearned compensation with respect to the RSUs. At March 31, 2025 and December 31, 2024, $1,399,000 and $1,692,000 of compensation expense, respectively, has been deferred and will be charged to expense over the remaining vesting periods.

Restricted Stock

In January 2025 and 2024, the Company granted 165,408 and 166,439 shares, pursuant to the 2024 Plan and 2022 Plan, respectively. As of March 31, 2025, an aggregate of 922,828 shares of unvested restricted stock are outstanding pursuant to the 2024 Plan and Prior Plans. The shares of restricted stock vest five years from the date of grant and under specified circumstances, including a change in control, may vest earlier. For financial statement purposes, the restricted stock is not included in the outstanding shares shown on the consolidated balance sheets until they vest, but is included in the earnings per share computation.

For the three months ended March 31, 2025 and 2024, the Company recorded $849,000 and $870,000, respectively, of compensation expense related to the amortization of unearned compensation with respect to the restricted stock awards. At March 31, 2025 and December 31, 2024, $8,626,000 and $6,660,000, respectively has been deferred as unearned compensation and will be charged to expense over the remaining vesting periods of these restricted stock awards. The weighted average remaining vesting period of these restricted stock awards is 2.6 years.

Per Share Data

Basic earnings per share is determined by dividing net income applicable to common stockholders for the applicable period by the weighted average number of shares of common stock outstanding during such period. Net income is also allocated to the unvested restricted stock outstanding during each period, as the restricted stock is entitled to receive dividends and is therefore considered a participating security. The RSUs are excluded from the basic earnings per share calculation as they are not participating securities.

Diluted earnings per share reflects the potential dilution that could occur if securities or other contracts to issue common stock were exercised or converted into shares of common stock or resulted in the issuance of shares of common stock that share in the earnings of the Company. Diluted earnings per share is determined by dividing net income applicable to common stockholders for the applicable period by the weighted average number of shares of common stock deemed to be outstanding during such period.

Note 3 - Equity (continued)

In calculating diluted earnings per share, the Company includes only those shares underlying the RSUs that it anticipates will vest based on management's estimates as of the end of the most recent quarter. The Company excludes any shares underlying the RSUs from such calculation if their effect would have been anti-dilutive. The following table provides a reconciliation of the numerator and denominator of earnings per share calculations (amounts in thousands, except per share amounts:


	Three Months Ended March 31,
	2025		2024
Numerator for basic and diluted earnings per share:
Net loss	$	(2,308)	$	(3,136)
Deduct net income attributable to non-controlling interests	(44)		(35)
Deduct loss allocated to unvested restricted stock	116		165
Net loss available for common stockholders: basic and diluted	$	(2,236)	$	(3,006)

Denominator for basic earnings per share:
Weighted average number of common shares outstanding	17,987,092		17,625,577
Effect of dilutive securities:
RSUs	—		—
Denominator for diluted earnings per share:
Weighted average number of shares	17,987,092		17,625,577

Loss per common share, basic and diluted	$	(0.12)	$	(0.17)