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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 March 31, 2026

OR

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

Commission File Number: 001-41123

CHICAGO ATLANTIC REAL ESTATE FINANCE, INC.

(Exact name of Registrant as specified in its charter)

Maryland	86-3125132
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)
1680 Michigan Avenue, Suite 700
Miami Beach, FL	33139
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code: (312) 625-9295

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, $0.01 par value per share	REFI	NASDAQ Global Market

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 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 ☒

Indicate by check mark whether the registrant has filed all documents and reports required to be filed by Sections 12, 13 or 15(d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court. Yes ☒ No ☐

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.

Class	Outstanding at May 1, 2026
Common stock, $0.01 par value	21,207,228

CHICAGO ATLANTIC REAL ESTATE FINANCE, INC.

TABLE OF CONTENTS

INDEX

Part I.	Financial Information	1
Item 1.	Financial Statements (unaudited)	1
	Consolidated Balance Sheets	1
	Consolidated Statements of Income	2
	Consolidated Statements of Equity	3
	Consolidated Statements of Cash Flows	4
	Notes to Consolidated Financial Statements (unaudited)	5
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	24
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	40
Item 4.	Controls and Procedures	44
Part II.	Other Information	46
Item 1.	Legal Proceedings	46
Item 1A.	Risk Factors	46
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	46
Item 3.	Defaults Upon Senior Securities	46
Item 4.	Mine Safety Disclosures	46
Item 5.	Other Information	46
Item 6.	Exhibits	46

i

PART I - FINANCIAL INFORMATION

Item 1. Financial Statements

CHICAGO ATLANTIC REAL ESTATE FINANCE, INC.

CONSOLIDATED BALANCE SHEETS

	March 31, 2026			December 31, 2025
	(unaudited)
Assets
Loans held for investment	$	332,462,151		$	332,772,244
Loans held for investment - related party (Note 7)		76,775,335			76,183,323
Loans held for investment, at carrying value		409,237,486			408,955,567
Current expected credit loss reserve		(8,680,583	)		(5,062,785	)
Loans held for investment at carrying value, net		400,556,903			403,892,782
Cash and cash equivalents		27,855,945			14,948,884
Interest receivable		4,907,288			4,009,800
Other receivables and assets, net		2,562,700			874,245
Related party receivables		65,776			1,189,937
Total Assets	$	435,948,612		$	424,915,648
Liabilities
Revolving loan	$	67,050,000		$	49,100,000
Notes payable, net		49,393,248			49,334,459
Dividend payable		11,347,028			11,157,220
Related party payables		1,453,942			2,214,920
Management and incentive fees payable		1,719,495			3,098,576
Interest payable		310,106			1,348,334
Accounts payable and other liabilities		1,242,135			834,977
Interest reserve		10,000			12,686
Total Liabilities		132,525,954			117,101,172
Commitments and contingencies (Note 8)
Stockholders' equity
Common stock, par value $0.01 per share, 100,000,000 shares authorized and 21,080,272 and 21,080,272 shares issued and outstanding, respectively		210,803			210,803
Additional paid-in-capital		323,991,208			323,125,854
Accumulated deficit		(20,779,353	)		(15,522,181	)
Total stockholders' equity		303,422,658			307,814,476
Total liabilities and stockholders' equity	$	435,948,612		$	424,915,648

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

1

CHICAGO ATLANTIC REAL ESTATE FINANCE, INC.

CONSOLIDATED STATEMENTS OF INCOME

(UNAUDITED)

	For the three months ended March 31,
	2026			2025
Revenues
Interest income	$	15,164,688		$	15,107,315
Interest expense		(2,040,602	)		(2,065,382	)
Net interest income		13,124,086			13,041,933
Expenses
Management and incentive fees, net		1,719,495			1,735,533
General and administrative expense		1,151,474			1,196,106
Professional fees		503,548			492,946
Stock based compensation		865,354			649,312
Provision (benefit) for current expected credit losses		3,837,851			(1,073,276	)
Total expenses		8,077,722			3,000,621
Change in unrealized loss on investment		(206,000	)		-
Net income before income taxes		4,840,364			10,041,312
Income tax expense		-			-
Net income	$	4,840,364		$	10,041,312
Earnings per common share:
Basic earnings per common share	$	0.23		$	0.48
Diluted earnings per common share	$	0.23		$	0.47
Weighted average number of common shares outstanding:
Basic weighted average shares of common stock outstanding		21,080,272			20,858,466
Diluted weighted average shares of common stock outstanding		21,484,118			21,264,891

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

2

CHICAGO ATLANTIC REAL ESTATE FINANCE, INC.

CONSOLIDATED STATEMENTS OF EQUITY

(UNAUDITED)

THREE MONTHS ENDED MARCH 31, 2026
	Common Stock				Additional Paid-In-		Accumulated			Total Stockholders'
	Shares		Amount		Capital		Deficit			Equity
Balance at December 31, 2025		21,080,272		210,803		323,125,854		(15,522,181	)		307,814,476
Stock-based compensation, net of forfeitures		-		-		865,354		-			865,354
Dividends declared on restricted stock awards		-		-		-		(189,808	)		(189,808	)
Dividends declared on common shares ($.47 per share)		-		-		-		(9,907,728	)		(9,907,728	)
Net income		-		-		-		4,840,364			4,840,364
Balance at March 31, 2026		21,080,272	$	210,803	$	323,991,208	$	(20,779,353	)	$	303,422,658

THREE MONTHS ENDED MARCH 31, 2025
	Common Stock				Additional Paid-In-		Accumulated			Total Stockholders'
	Shares		Amount		Capital		Deficit			Equity
Balance at December 31, 2024		20,829,228	$	208,292	$	318,886,768	$	(10,136,963	)		308,958,097
Issuance of common stock, net of offering costs		64,557		646		950,760		(1	)		951,405
Stock-based compensation, net of forfeitures		-		-		649,312		-			649,312
Dividends declared on restricted stock awards		-		-		-		(151,764	)		(151,764	)
Dividends declared on common shares ($.47 per share)		-		-		-		(9,668,315	)		(9,668,315	)
Net income		-		-		-		10,041,312			10,041,312
Balance at March 31, 2025		20,893,785		208,938		320,486,840		(9,915,731	)		310,780,047

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

3

CHICAGO ATLANTIC REAL ESTATE FINANCE, INC.

CONSOLIDATED STATEMENTS OF CASH FLOWS

(UNAUDITED)

	For the three months ended March 31,
	2026			2025
Operating activities
Net income	$	4,840,364		$	10,041,312
Adjustments to reconcile net income to net cash provided by operating activities:
Accretion of deferred loan origination fees and other discounts		(737,540	)		(369,971	)
Paid-in-kind interest		(1,275,042	)		(1,595,058	)
Provision (benefit) for current expected credit losses		3,837,851			(1,073,276	)
Change in unrealized loss on investment		206,000			-
Amortization of debt issuance costs		83,451			110,309
Stock based compensation		865,354			649,312
Changes in operating assets and liabilities:
Interest receivable		(897,488	)		(62,075	)
Other receivables and assets, net		(1,889,436	)		(116,936	)
Interest reserve		(2,686	)		(771,066	)
Related party payables		(760,978	)		(456,894	)
Related party receivables		1,124,161			2,141,780
Management and incentive fees payable		(1,379,081	)		(1,127,625	)
Interest payable		(1,038,228	)		214,526
Accounts payable and accrued expenses		187,105			40,830
Net cash provided by operating activities		3,163,807			7,625,168
Cash flows from investing activities
Issuance of and fundings of loans held for investment		(49,834,741	)		(3,663,318	)
Principal repayment of loans held for investment		51,565,404			9,170,628
Net cash provided by investing activities		1,730,663			5,507,310
Cash flows from financing activities
Proceeds from sale of common stock		-			1,033,474
Proceeds from borrowings on revolving loan		55,750,000			16,000,000
Repayment of borrowings on revolving loan		(37,800,000	)		(33,000,000	)
Dividends paid to common shareholders		(9,907,728	)		(13,605,154	)
Payment of offering costs		(29,681	)		(82,069	)
Net cash provided by/(used in) financing activities		8,012,591			(29,653,749	)
Net increase/(decrease) in cash and cash equivalents		12,907,061			(16,521,271	)
Cash and cash equivalents, beginning of period		14,948,884			26,400,448
Cash and cash equivalents, end of period	$	27,855,945		$	9,879,177
Supplemental disclosure of non-cash financing and investing activities
Interest reserve withheld from funding of loans	$	1,082		$	20,714
OID withheld from funding of loans held for investment		2,970,366			181,800
Dividends declared and not yet paid		10,097,536			9,820,079
Payable for investment purchased		-			500,000
Supplemental information:
Interest paid during the period		2,995,378			1,740,547

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

4

CHICAGO ATLANTIC REAL ESTATE FINANCE, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

1. ORGANIZATION AND DESCRIPTION OF BUSINESS

Chicago Atlantic Real Estate Finance, Inc., and its wholly owned consolidated subsidiary, Chicago Atlantic Lincoln, LLC (“CAL”) (collectively the “Company”, “we”, or “our”), is a commercial real estate finance company that incorporated in the state of Maryland on March 30, 2021 and completed its initial public offering (the "IPO") in December 2021.

The Company operates as one operating segment and its primary investment objective is to provide attractive, risk-adjusted returns for stockholders over time, primarily through consistent current income (dividends and distributions) and secondarily, through capital appreciation. The Company intends to achieve this objective by originating, structuring and investing in first mortgage loans and alternative structured financings secured by commercial real estate properties. The Company’s loan portfolio is primarily comprised of senior loans to state-licensed operators in the cannabis industry, secured by real estate, equipment, receivables, licenses and/or other assets of the borrowers to the extent permitted by applicable laws and regulations governing such borrowers. The Company may also lend to and invest in companies or properties that are not related to the cannabis industry if they provide return characteristics consistent with its investment objective.

The Company is externally managed by Chicago Atlantic REIT Manager, LLC (the “Manager”), a Delaware limited liability company, pursuant to the terms of the management agreement dated May 1, 2021, and amended in October 2021, by and among the Company and the Manager (the "Management Agreement"). After the initial three-year term, the Management Agreement is automatically renewed for one-year periods unless the Company or the Manager elects not to renew in accordance with the terms of the Management Agreement. Following the initial term, the Management Agreement was most recently automatically renewed on April 30, 2025. The Manager conducts substantially all of the Company’s operations and provides asset management services for its real estate investments. For its services, the Manager is entitled to management fees and incentive compensation, both defined in, and in accordance with, the terms of the Management Agreement (Note 9). All of the Company’s investment decisions are made by the investment committee of the Manager, subject to oversight by the Company’s board of directors (the “Board”). The Manager is wholly-owned by Chicago Atlantic Group, LP. (the “Sponsor”).

The Company has elected to be taxed as a real estate investment trust (“REIT”) for United States federal income tax purposes under the Internal Revenue Code of 1986, as amended (the “Code”), commencing with its taxable year ended December 31, 2021. The Company generally will not be subject to United States federal income taxes on its REIT taxable income if it annually distributes to stockholders at least 90% of its REIT taxable income prior to the deduction for dividends paid and complies with various other requirements as a REIT.

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation

The accompanying unaudited condensed consolidated financial statements and related notes of the Company have been prepared on the accrual basis of accounting and in conformity with generally accepted accounting principles in the United States of America (“GAAP”) for interim financial information, the instructions to Form 10-Q and Article 10 of Regulation S-X. Our consolidated financial statements present the financial position, results of operations, and cash flows of Chicago Atlantic Real Estate Finance, Inc., and its wholly owned consolidated subsidiary, Chicago Atlantic Lincoln, LLC. All intercompany accounts and transactions have been eliminated in consolidation. Accordingly, these financial statements may not contain all disclosures required by generally accepted accounting principles. Reference should be made to Note 2 of the Company’s consolidated financial statements included in the Company’s Annual Report on Form 10-K for the period ended December 31, 2025. In the opinion of the Company, all normal recurring adjustments have been made that are necessary to the fair statement of the results of operations and financial position as of and for the periods presented. Operating results for the three-month period ended March 31, 2026 are not necessarily indicative of the results that may be expected for the year ending December 31, 2026.

Use of Estimates in the Preparation of Consolidated Financial Statements

The preparation of the consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect certain reported amounts and disclosures. Actual results could differ from those estimates. Significant estimates include the provision for current expected credit losses.

Reclassifications

5

Certain prior period amounts have been reclassified to conform to the current period presentation. Specifically, interest payable, which was previously included within accounts payable and other liabilities, is presented as a separate line item on the Consolidated Balance Sheets. Additionally, dividends declared on restricted stock awards which were previously included in dividends declared on common shares, were reclassified and presented as an individual line item on the Consolidated Statements of Equity.

The reclassifications were made to improve transparency regarding the Company’s accrued interest obligations and dividends paid on vested restricted stock awards. The reclassifications had no impact on total assets, total liabilities, stockholders’ equity, net income, or cash flows for the periods presented.

Recent Accounting Pronouncements

In November 2024, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2024-03, Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures ("ASC 2024-03"), which requires disaggregated disclosures of certain costs and expenses, including purchases of inventory, employee compensation, depreciation, amortization and depletion, within relevant income statement captions. ASU 2024-03 is effective for fiscal years beginning after December 15, 2026, and interim periods beginning with the first quarter ended March 31, 2027. Early adoption and retrospective application is permitted. The Company is currently evaluating the impact of this guidance on the Company's future consolidated financial statements.

In November 2025, the FASB issued ASU 2025-08, Financial Instruments—Credit Losses (Topic 326): Accounting for Purchased Loans. This ASU clarifies the accounting for certain purchased loans by requiring entities to recognize an allowance for expected credit losses at the time of purchase for loans that do not qualify as purchased credit-deteriorated assets. The guidance also clarifies the measurement and presentation of the allowance for credit losses and related interest income recognition for such purchased loans. ASU 2025-08 is effective for fiscal years beginning after December 15, 2026, including interim periods within those fiscal years. The ASU is required to be applied prospectively. The Company is currently evaluating the impact of the adoption of ASU 2025-08 on its consolidated financial statements and related disclosures.

3. LOANS HELD FOR INVESTMENT, NET

The Company primarily originates senior secured loans that it has the intent and ability to hold until maturity or payoff. Such loans are classified as held for investment and are reported on the consolidated balance sheets at amortized cost. Our loans bear interest rates that are either fixed or determined periodically on the basis of U.S. Prime Rate (“Prime”) or Secured Overnight Financing Rate (“SOFR”) plus a premium. Loans which bear interest on either Prime or SOFR are collectively referred to as "Floating-rate loans". The following tables present summarized information regarding our loans held for investment by interest rate type as of March 31, 2026 and December 31, 2025:

	As of March 31, 2026
	Total Principal		Original Issue Discount			Carrying Value		Percentage of loans held for investment
Fixed-rate loans	$	145,693,375	$	(621,849	)	$	145,071,526		35.2	%
Floating-rate loans		267,896,458		(3,730,498	)		264,165,960		64.8	%
Total	$	413,589,833	$	(4,352,347	)	$	409,237,486		100.0	%

	As of December 31, 2025
	Total Principal		Original Issue Discount			Carrying Value		Percentage of loans held for investment
Fixed-rate loans	$	154,680,286	$	(803,019	)	$	153,877,267		37.6	%
Floating-rate loans		256,394,802		(1,316,502	)		255,078,300		62.4	%
Total	$	411,075,088	$	(2,119,521	)	$	408,955,567		100.0	%

The following tables summarize the Company’s aggregate portfolio of loans held for investment, net of current expected credit loss reserve as of March 31, 2026 and December 31, 2025:

6

	As of March 31, 2026
	Outstanding Principal		Original Issue Discount			Carrying Value			Weighted Average Remaining Life (Years) (1)
Loans held for investment	$	413,589,833	$	(4,352,347	)	$	409,237,486			2.2
Current expected credit loss reserve		-		-			(8,680,583	)
Total loans held at carrying value, net	$	413,589,833	$	(4,352,347	)	$	400,556,903

	As of December 31, 2025
	Outstanding Principal		Original Issue Discount			Carrying Value			Weighted Average Remaining Life (Years) (1)
Loans held for investment	$	411,075,088	$	(2,119,521	)	$	408,955,567			2.2
Current expected credit loss reserve		-		-			(5,062,785	)
Total loans held at carrying value, net	$	411,075,088	$	(2,119,521	)	$	403,892,782

(1)Weighted average remaining life is calculated based on the carrying value of the loans as of March 31, 2026 and December 31, 2025, respectively.

The following tables present changes in loans held at carrying value as of and for the three months ended March 31, 2026 and 2025.

	Principal			Original Issue Discount			Current Expected Credit Loss Reserve			Carrying Value
Balance at December 31, 2025	$	411,075,088		$	(2,119,521	)	$	(5,062,785	)	$	403,892,782
Purchase of investments		52,805,107			(2,970,366	)		-			49,834,741
Principal repayment of loans		(51,565,404	)		-			-			(51,565,404	)
Accretion of original issue discount		-			737,540			-			737,540
Capitalized PIK Interest		1,275,042			-			-			1,275,042
Increase in provision for current expected credit losses		-			-			(3,617,798	)		(3,617,798	)
Balance at March 31, 2026	$	413,589,833		$	(4,352,347	)	$	(8,680,583	)	$	400,556,903

	Principal			Original Issue Discount			Current Expected Credit Loss Reserve			Carrying Value
Balance at December 31, 2024	$	404,721,554		$	(2,244,508	)	$	(4,346,869	)	$	398,130,177
Purchase of investments		4,365,832			(181,800	)		-			4,184,032
Principal repayment of loans		(9,170,628	)		-			-			(9,170,628	)
Accretion of original issue discount		-			369,971			-			369,971
Capitalized PIK Interest		1,595,058			-			-			1,595,058
Increase in provision for current expected credit losses		-			-			1,072,811			1,072,811
Balance at March 31, 2025	$	401,511,816		$	(2,056,337	)	$	(3,274,058	)	$	396,181,421

A more detailed listing of the Company’s loans held at carrying value based on information available as of March 31, 2026, is as follows:

7

		Initial Funding	Maturity	Principal		Original Issue			Carrying		Percent of Loans held			Future			Periodic	YTM
Loan	Location(s)	Date (1)	Date (2)	Balance		Premium/(Discount)			Value		for investment			Fundings		Interest Rate (3)	Payment (4)	IRR (5)
2a	Michigan	12/31/2021	12/31/2026	$	27,110,506	$	(1,140	)	$	27,109,366		6.6	%	$	-	P+3% Cash  (11)	P&I	16.8%
2b	Michigan	12/16/2025	12/31/2026		2,306,200		(18,103	)		2,288,097		0.6	%		-	0% Cash, 10% PIK	I/O	9.7%
4	Arizona	6/1/2024	6/17/2026		6,626,809		-			6,626,809		1.6	%		-	11.91% Cash  (16)	I/O	17.0%
6	Michigan	8/20/2021	1/30/2026		3,157,129		(1,537	)		3,155,592		0.8	%		-	P+6.5% Cash  (11)(15)	I/O	17.2%
7	Illinois, Arizona	6/30/2025	6/30/2028		36,130,667		(403,179	)		35,727,488		8.7	%		-	P+5.75% Cash  (8)	P&I	15.0%
8	West Virginia	8/30/2024	6/30/2026		8,491,943		-			8,491,943		2.1	%		-	12% Cash	I/O	15.0%
9a	Pennsylvania	3/31/2025	3/31/2028		14,576,987		(55,030	)		14,521,957		3.5	%		-	9% Cash  (12)	P&I	9.7%
9b	Pennsylvania	3/31/2025	3/31/2028		14,550,000		(53,007	)		14,496,993		3.5	%		-	9% Cash  (12)	P&I	9.7%
12	Various	11/8/2021	10/31/2027		15,327,206		(108,894	)		15,218,312		3.7	%		-	P+7% Cash, 2% PIK (9)	P&I	19.8%
18	Ohio	2/3/2022	12/31/2026		47,756,385		-			47,756,385		11.5	%		-	P+1.75% Cash, 5% PIK (8)(13)	P&I	17.9%
19	Florida	3/11/2022	12/31/2027		21,198,768		(32,021	)		21,166,747		5.1	%		-	11% Cash, 5% PIK	P&I	17.5%
21	Illinois	7/1/2022	7/29/2026		6,427,098		(5,612	)		6,421,486		1.6	%		-	P+7% Cash, 2% PIK (8)	P&I	23.3%
23	Arizona	3/27/2023	3/31/2027		1,320,000		(12,666	)		1,307,334		0.3	%		-	P+7.5% Cash  (10)	P&I	18.7%
25	New York	7/1/2023	6/29/2036		21,312,103		-			21,312,103		5.2	%		-	15% Cash	P&I	16.6%
30	Missouri, Arizona	12/19/2023	12/31/2026		9,494,831		(24,577	)		9,470,254		2.3	%		-	P+7.75% Cash  (11)(17)	I/O	18.6%
31	California, Illinois	5/3/2023	9/30/2028		7,439,091		(142,572	)		7,296,519		1.8	%		-	P+8.75% Cash  (9)	I/O	18.7%
34	Arizona	6/17/2024	5/29/2026		10,000,000		-			10,000,000		2.4	%		-	11.91% Cash  (16)	I/O	12.8%
35	California	8/23/2024	9/30/2028		24,768,977		(203,942	)		24,565,035		6.0	%		-	12% Cash, 3% PIK	P&I	16.6%
36	Illinois	10/28/2024	1/1/2027		27,150,398		(47,494	)		27,102,904		6.6	%		2,355,293	P+6.25% Cash  (9)(18)	P&I	15.0%
37	Various	11/26/2024	11/24/2028		17,006,837		(222,770	)		16,784,067		4.1	%			12% Cash, 1% PIK (14)	P&I	15.2%
38a	Various	12/13/2024	6/12/2026		2,065,000		(23,471	)		2,041,529		0.5	%		2,095,000	10% Cash  (14)	I/O	15.3%
38b	Various	1/15/2025	6/12/2026		840,000		(9,600	)		830,400		0.2	%		-	10% Cash  (14)	I/O	15.3%
40	Various	3/28/2025	7/28/2028		700,000		(20,428	)		679,572		0.2	%		-	SOFR +10.25% Cash (6)	I/O	20.4%
41	Ohio	3/1/2025	3/13/2027		271,429		(3,905	)		267,524		0.1	%		-	14.5% Cash	P&I	16.1%
42	Various	9/30/2025	2/28/2029		53,333,333		(281,528	)		53,051,805		12.9	%			SOFR +6.88% Cash (6)	P&I	13.2%
43	Missouri	8/20/2025	8/20/2028		11,398,314		(137,591	)		11,260,723		2.8	%		-	P+5.75% Cash  (10)	P&I	15.4%
44	Various	12/31/2025	12/31/2028		4,940,000		(117,776	)		4,822,224		1.2	%		-	SOFR+10.19% Cash (7)	I/O	16.0%
45	Canada	1/8/2026	1/31/2031		16,211,500		(2,425,504	)		13,785,996		3.9	%		-	SOFR+6.25% Cash	P&I	18.7%
46	Various	3/17/2026	12/31/2026		1,678,322		-			1,678,322		0.4	%		-	0% Cash, 13% PIK	I/O	12.7%
			Subtotal	$	413,589,833	$	(4,352,347	)	$	409,237,486		100	%	$	4,450,293			15.8%

(1)Loan numbering in the table above is maintained from origination for purposes of comparability and may not be sequential due to maturities, payoffs, or refinancings.

(2)Certain loans are subject to contractual extension options as stipulated in the loan agreement. Actual maturities may differ from contractual maturities stated herein and certain borrowers may have the right to prepay with or without a contractual prepayment penalty. The Company may also extend contractual maturities and amend other terms of the loans in connection with loan modifications.

(3)"P" = prime rate; "SOFR"= Secured Overnight Financing Rate. "P" and "SOFR" represent floating rate loans that pay interest at the designed benchmark rate plus an applicable spread; "SOFR" loans are typically indexed to 30-day, 90-day or 180-day rates (1 month, 3 month, or 6 month, respectively); "PIK" = paid-in-kind interest.

(4)P&I = principal and interest. I/O = interest only. P&I loans may include interest only periods for a portion of the loan term. The frequency of loan payments may be monthly or quarterly as required by the respective credit agreement governing such loan.

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(5)Estimated YTM, calculated on a weighted average principal basis, includes a variety of fees and features that affect the total yield, which may include, but is not limited to, OID, exit fees, prepayment fees, unused fees and contingent features. OID is recognized as a discount to the funded loan principal and is accreted to income over the term of the loan. The estimated YTM calculations require management to make estimates and assumptions, including, but not limited to, the timing and amounts of loan draws on delayed draw loans, the timing and collectability of exit fees, the probability and timing of prepayments and the probability of contingent features occurring. For example, certain credit agreements contain provisions pursuant to which certain PIK interest rates and fees earned by us under such credit agreements will decrease upon the satisfaction of certain specified criteria which we believe may improve the risk profile of the applicable borrower. To be conservative, we have not assumed any prepayment penalties or early payoffs in our estimated YTM calculation. Estimated YTM is based on current management estimates and assumptions, which may change. Actual results could differ from those estimates and assumptions.

(6)This Loan is subject to a SOFR floor of 4.00%

(7)This Loan is subject to a SOFR floor of 3.72%

(8)This Loan is subject to a prime rate floor of 7.00%

(9)This Loan is subject to a prime rate floor of 7.50%

(10)This Loan is subject to a prime rate floor of 8.00%

(11)This Loan is subject to a prime rate floor of 8.50%

(12)Loan #9, is comprised of two tranches, a $14.5 million first lien judgment loan (the "Judgment Loan") and a $14.6 million second lien term loan (the "Term Loan"). The Judgment Loan and the Term Loan bear interest at a rate of 9.0%. The Judgment Loan has no contractual maturity and will remain outstanding until paid by the obligor and the Term Loan has a maturity of March 31, 2028. For comparability to previously issued financial statements, management will continue to reference the Judgment Loan and the Term Loan, collectively, as Loan #9, and the maturity date presented represents the maturity date of the Term Loan. See Note 7 for additional information. On May 1, 2023, Loan #9 was placed on non-accrual status but was restored to accrual status as of March 31, 2026.

(13)The borrower of Loan #18, FarmaceuticalRX, LLC and its subsidiaries and affiliates (“FRX”), is a related party. Certain common control affiliates of the Company can exercise significant influence over certain credit parties to the Loan Agreement with FRX by virtue of voting representation on its board of managers. During the period ended March 31, 2026 and December 31, 2025, the Company made principal advances $0 and has a carrying value of $47.8 million and $47.1 million as of the periods then ended. As of March 31, 2026, the carrying value of $47.8 million is included in the line item, “Loans held for investment – related party”. (Note 7)

(14)Loan #37 and Loan #38 bear unused fees on the unfunded commitment of 0.75% and 1.50% per annum, respectively.

(15)Loan #6 was placed on non-accrual on May 9, 2025 and all accrued interest after April 1, 2025 was reversed at that time. This loan remains on non-accrual as of March 31, 2026. On April 6th, 2026, Loan #6 was repaid in full.

(16)Loan #4 and Loan #34 were placed on non-accrual on December 1, 2025 and all accrued interest through such date was reversed. These loans remain on non-accrual as of March 31, 2026 and the interest receivable balance relating to these loans was $0.

(17)Loan #30 was repaid in full on April 24, 2026.

(18)In April 2026, Loan #36 was amended, which decreased the cash interest rate from 13.75% to 0% and increased the PIK rate from 0% to 21.25%.

The following tables present aging analyses of past due loans by amortized cost, excluding the CECL reserve, as of March 31, 2026 and December 31, 2025.

	As of March 31, 2026
	Current Loans (1)		31-60 Days Past Due		61-90 Days Past Due		90+ Days Past Due		Total Past Due		Total Loans		Non- Accrual (2)
Loans held for investment	$	406,081,894	$	3,155,592	$	-	$	-	$	3,155,592	$	409,237,486	$	19,782,401
Total	$	406,081,894	$	3,155,592	$	-	$	-	$	3,155,592	$	409,237,486	$	19,782,401

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	As of December 31, 2025
	Current Loans (1)		31-60 Days Past Due		61-90 Days Past Due		90+ Days Past Due		Total Past Due		Total Loans		Non- Accrual (2)(3)
Loans held for investment	$	408,955,567	$	-	$	-	$	-	$	-	$	408,955,567	$	48,801,351
Total	$	408,955,567	$	-	$	-	$	-	$	-	$	408,955,567	$	48,801,351

(1)Loans 1-30 days past due are included in the current loans.

(2)On December 1, 2025, Loan #4 and Loan #34 were placed on non-accrual and remain on non-accrual as of March 31, 2026.On May 9, 2025, Loan #6 was placed on non-accrual and remains on non-accrual as of March 31, 2026. Loan #6 was repaid in full on April 6, 2026.

(3)On May 1, 2023, Loan #9 was placed on non-accrual status. The Company was brought current on all interest and payments due on Loan #9 through December 31, 2025. Management elected to maintain the loan on non-accrual status until such time that the borrower demonstrates sustained ability to meet debt service obligations under both the Judgment Loan and the Term Loan. Loan #9 was restored to accrual status as of March 31, 2026. (Note 7).

Non-Accrual Loans

As of March 31, 2026 and December 31, 2025, there were three and four loans placed on non-accrual status.

As more fully described in Note 7, Loan #9 was placed on non-accrual status as of May 1, 2023 and has a carrying value of approximately $29.0 million as of both March 31, 2026 and December 31, 2025. Loan #9 carried a reserve for current expected credit losses of approximately $0.1 million and $0.5 million as of March 31, 2026 and as of December 31, 2025, respectively. In December 2025, the Company collected all past due unpaid interest and the borrower was current on all principal and interest payments. Management restored Loan #9 to accrual status as of March 31, 2026 as the borrower demonstrated sustained ability to meet debt service obligations for a minimum of 60 days.

Loan #6 was placed on non-accrual status as of May 9, 2025 and had an outstanding principal balance and carrying value of approximately $3.2 million as of March 31, 2026 and December 31, 2025. A Default Notice was sent to the borrower on May 9, 2025 specifying certain events of default such as outstanding tax liens and recent non-payment of interest and principal. Loan #6 was repaid on April 6, 2026.

Loan #4 and Loan #34 were placed on non-accrual status as of December 1, 2025 following periods of non-collection of interest since August 1, 2025. The loan and security agreements governing these loans include cross-default and cross-collateral provisions. Loan #4 and Loan #34 had an aggregate outstanding principal balance and carrying value of approximately $16.6 million as of March 31, 2026 and December 31, 2025. At the time these loans were placed on non-accrual status $0.9 million of interest receivable was reversed, and interest receivable as of March 31, 2026 and December 31, 2025 is $0.

Credit Quality Indicators

The Company assesses the risk factors of each loan, and assigns a risk rating based on a variety of factors, including, without limitation, payment history, real estate collateral coverage, property type, geographic and local market dynamics, financial performance, loan to enterprise value and fixed charge coverage ratios, loan structure and exit strategy, and project sponsorship. This review is performed quarterly. Based on a 5-point scale, the Company’s loans are rated “1” through “5,” from less risk to greater risk, which ratings are defined as follows:

Rating	Definition
1	Very low risk
2	Low risk
3	Moderate/average risk
4	High risk/potential for loss: a loan that has a risk of realizing a principal loss
5	Impaired/loss likely: a loan that has a high risk of realizing principal loss, has incurred principal loss or an impairment has been recorded

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The risk ratings are primarily determined based on current and historical performance metrics specific to each portfolio company, as well as consideration of future economic conditions and each borrower’s estimated ability to meet debt service requirements. The risk ratings shown in the following table as of March 31, 2026 and December 31, 2025 consider borrower specific credit history and performance and reflect a quarterly re-evaluation of overall current macroeconomic conditions affecting the Company’s borrowers, specifically those designated as held for investment.

As of March 31, 2026 and December 31, 2025, the carrying value, excluding the current expected credit loss reserve (the “CECL Reserve”), of the Company’s loans within each risk rating category by year of origination is as follows:

	As of March 31, 2026 (1)(2)
Risk Rating	2026		2025		2024		2023		2022		Total
1	$	-	$	-	$	-	$	9,470,254	$	3,155,592	$	12,625,846
2		-		54,561,777		26,606,564		7,296,519		75,344,618		163,809,478
3		15,464,318		83,117,482		25,276,010		22,619,437		42,327,678		188,804,925
4		-		267,524		37,102,904		-		-		37,370,428
5		-		-		6,626,809		-		-		6,626,809
Total	$	15,464,318	$	137,946,783	$	95,612,287	$	39,386,210	$	120,827,888	$	409,237,486

	As of December 31, 2025 (1)
Risk Rating	2025		2024		2023		2022		2021		Total
1	$	-	$	-	$	17,200,000	$	-	$	-	$	17,200,000
2		56,825,751		26,726,735		43,676,371		43,542,664		-		170,771,521
3		104,831,283		52,297,509		1,363,484		-		42,709,369		201,201,645
4		-		16,626,809		-		-		3,155,592		19,782,401
5		-		-		-		-		-		-
Total	$	161,657,034	$	95,651,053	$	62,239,855	$	43,542,664	$	45,864,961	$	408,955,567

(1)Amounts are presented by loan origination year with subsequent advances on delayed draw facilities shown in the initial year of origination.

(2)Loan #2(a), Loan #6 and Loan #12 were originated in 2021, but were classified as 2022 as of March 31,2026

Real estate collateral coverage is also a significant credit quality indicator, and real estate collateral coverage, excluding the CECL Reserve, was as follows as of March 31, 2026 and December 31, 2025:

As of March 31, 2026 (1)
	< 1.0x		1.0x – 1.25x		1.25x – 1.5x		1.50x – 1.75x		1.75x – 2.0x		> 2.0x		Total
Fixed-rate	$	71,203,706	$	41,191,844	$	24,184,032	$	8,491,943	$	-	$	-	$	145,071,525
Floating-rate		88,341,068		9,470,254		122,303,684		-		-		44,050,955		264,165,961
	$	159,544,774	$	50,662,098	$	146,487,716	$	8,491,943	$	-	$	44,050,955	$	409,237,486

As of December 31, 2025 (1)
	< 1.0x		1.0x – 1.25x		1.25x – 1.5x		1.50x – 1.75x		1.75x – 2.0x		> 2.0x		Total
Fixed-rate	$	79,144,978	$	24,714,544	$	41,525,802	$	8,491,943	$	-	$	-	$	153,877,267
Floating-rate		118,379,752		6,547,194		35,683,291		27,087,360		-		67,380,703		255,078,300
	$	197,524,730	$	31,261,738	$	77,209,093	$	35,579,303	$	-	$	67,380,703	$	408,955,567

(1)Real estate collateral coverage is calculated based upon most recent third-party appraised values. The Company generally obtains new appraisals of all material real estate collateral at least once annually.

Geographic concentration of our loans held for investment is also a significant credit quality indicator. As of March 31, 2026 and December 31, 2025, our borrowers have operations in the jurisdictions in the table below:

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As of March 31, 2026				As of December 31, 2025
Jurisdiction	Outstanding Principal (1)		Percentage of Our Loan Portfolio	Jurisdiction	Outstanding Principal (1)		Percentage of Our Loan Portfolio
Illinois	$	85,259,003	21%	Illinois	$	76,736,737	19%
Ohio		67,903,446	16%	Ohio		65,865,842	16%
Florida		64,542,243	16%	Florida		56,317,033	14%
Michigan		32,573,835	8%	Pennsylvania		46,114,129	11%
Pennsylvania		32,236,690	8%	Michigan		31,237,041	8%
Arizona		27,771,453	7%	California		27,316,846	7%
California		27,179,072	7%	Arizona		26,326,748	6%
Missouri		21,779,670	5%	Missouri		26,139,970	6%
New York		21,312,103	5%	New York		22,068,401	5%
Canada		16,211,500	4%	Nebraska		17,200,000	4%
West Virginia		8,491,943	2%	West Virginia		8,491,943	2%
Other (2)		2,584,377	1%	Other (2)		2,360,539	1%
Massachusetts		1,869,661	*%	Texas		2,335,787	1%
Texas		1,503,503	*%	Maryland		1,312,711	*%
Maryland		1,312,711	*%	Massachusetts		731,146	*%
Nevada		575,871	*%	Nevada		225,199	*%
Oregon		316,286	*%	Oregon		193,286	*%
Minnesota		166,467	*%	Minnesota		101,730	*%
Nebraska		-	*%	Canada		-	*%
Total	$	413,589,833	100%	Total	$	411,075,088	100%

(1)The principal balance of the loans not secured by real estate collateral are included in the jurisdiction representing the borrower's principal place of business.

(2)Represents Connecticut, Washington, and New Jersey

CECL Reserve

The Company records an allowance for current expected credit losses for its loans held for investment. The allowances are deducted from the gross carrying amount of the assets to present the net carrying value of the amounts expected to be collected on such assets. The Company estimates its CECL Reserve using, among other inputs, third-party valuations and a third-party probability-weighted model that considers the likelihood of default and expected loss given default for each individual loan based on the risk profile for approximately three years after which we immediately revert to use of historical loss data.

ASC 326 requires an entity to consider historical loss experience, current conditions, and a reasonable and supportable forecast of the macroeconomic environment. The Company considers multiple datapoints and methodologies that may include likelihood of default and expected loss given default for each individual loan, valuations derived from discount cash flows (“DCF”), and other inputs including the risk rating of the loan, how recently the loan was originated compared to the measurement date, and expected prepayment, if applicable. The measurement of expected credit losses under CECL is applicable to financial assets measured at amortized cost, and off-balance sheet credit exposures such as unfunded loan commitments.

The Company evaluates its loans on a collective (pool) basis by aggregating on the basis of similar risk characteristics as explained above. We make the judgment that loans to cannabis-related borrowers that are collateralized by real estate exhibit similar risk characteristics and are evaluated as a pool. Further, loans that have no real estate collateral, but are secured by other forms of collateral, including equity pledges of the borrower, and otherwise have similar characteristics as those collateralized by real estate may be evaluated as a separate pool. All other loans are analyzed individually, either because they operate in a different industry, may have a different risk profile, or maturities that extend beyond the forecast horizon for which we are able to derive reasonable and supportable forecasts.

Estimating the CECL Reserve also requires significant judgment with respect to various factors, including (i) the appropriate historical loan loss reference data, (ii) the expected timing of loan repayments, (iii) calibration of the likelihood of default to reflect the risk characteristics of the Company’s loan portfolio, and (iv) the Company’s current and future view of the macroeconomic environment including benchmark interest rate fluctuations. The Company also considers loan-specific qualitative factors which may include; among

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other factors; (i) whether cash from the borrower’s operations is sufficient to cover the debt service requirements currently and into the future, (ii) the ability of the borrower to refinance the loan, and (iii) the liquidation value of collateral. For loans where we have deemed the borrower/sponsor to be experiencing financial difficulty, we may elect to apply a practical expedient, in which the fair value of the underlying collateral is compared to the amortized cost of the loan in determining a CECL Reserve.

To estimate the historic loan losses relevant to the Company’s portfolio, the Company evaluates its historical loan performance, which includes zero realized loan losses since the inception of its operations. Additionally, the Company analyzed its repayment history, noting it has limited operating history, since its incorporation on March 30, 2021. However, the Company’s Sponsor and its affiliates have had operations for the past six fiscal years and have made investments in similar loans that have similar characteristics including interest rate, collateral coverage, guarantees, and prepayment/make whole provisions, which fall into the pools identified above, and may be considered by management in determining the extent to which a CECL Reserve shall be recorded.

In addition, the Company reviews each loan on a quarterly basis and evaluates the borrower’s ability to pay the monthly interest and principal, if required, as well as the loan-to-value (LTV) ratio. When evaluating qualitative factors that may indicate the need for a CECL Reserve, the Company forecasts losses considering a variety of factors. In considering the potential current expected credit loss, the Manager primarily considers significant inputs to the Company’s forecasting methods, which include (i) key loan-specific inputs such as the value of the real estate collateral, liens on equity (including the equity in the entity that holds the state-issued license to cultivate, process, distribute, or retail cannabis), presence of personal or corporate guarantees, among other credit enhancements, LTV ratio, rate type (fixed or floating) and IRR, loan-term, geographic location, and expected timing and amount of future loan fundings, (ii) performance against the underwritten business plan and the Company’s internal loan risk rating, and (iii) a macro-economic forecast. Estimating the enterprise value of our borrowers in order to calculate LTV ratios is often a significant estimate. The Manager utilizes a third-party valuation appraiser to assist with the Company’s valuation process primarily using comparable transactions to estimate enterprise value of its portfolio companies and supplement such analysis with a multiple-based approach to enterprise value to revenue multiples of publicly-traded comparable companies obtained from S&P Capital IQ as of September 30, 2025, to which the Manager may apply a private company discount based on the Company’s current borrower profile.

Regarding the determination of value of real estate collateral, the Company generally cannot take the position of mortgagee-in-possession as long as the property is used by a cannabis operator, but it can request that the court appoint a receiver to manage and operate the subject real property until the foreclosure proceedings are completed. Additionally, while the Company cannot foreclose under state Uniform Commercial Code (“UCC”) and take title or sell equity in a licensed cannabis business, a potential purchaser of a delinquent or defaulted loan could. In order to estimate the future expected loan losses relevant to the Company’s portfolio, the Company utilizes historical market loan loss data obtained from a third-party database for commercial real estate loans, which the Company believes is a reasonably comparable and available data set to use as an input for its type of loans. The Company believes this dataset to be representative for future credit losses without historical loss data.

All of the above assumptions, although made with the most available information at the time of the estimate, are subjective and actual activity may not follow the estimated schedule. These assumptions impact the future balances that the loss rate will be applied to and as such impact the Company’s CECL Reserve. As the Company acquires new loans and the Manager monitors loan and borrower performance, these estimates will be revised each period.

During the period ended March 31, 2026, the Company's CECL Reserve increased by approximately $3.8 million compared to December 31, 2025. On a relative size basis, the CECL reserve represented 2.15% and 1.23% of principal on our loans held for investment as of March 31, 2026 and December 31, 2025 respectively. The period over period increase in the CECL reserve results from a combination of changes in portfolio composition driven by new originations and repayments, as well as portfolio company specific events and credit quality changes that impacted expected loss estimates. The key drivers of the change in the CECL reserve during the comparative period are outlined below:

•During the three months ended March 31, 2026, the Company recorded reserves on new originations of approximately $0.6 million, which were offset by $0.1 million of reserves which existed at December 31, 2025 and were reversed as a result of full loan repayments. The net effect of new originations and full repayments on the CECL reserve was approximately a $0.5 million increase.

•The CECL reserve relating to loans with a risk rating of "2" and "3" was $2.9 million or 0.7% of outstanding principal as of March 31, 2026 and $2.9 million or 0.8% of outstanding principal as of December 31, 2025 Management notes that loans risk rated "2" and "3" are generally deemed to be performing loans and generally carry similar CECL reserves.

•The CECL reserve for loans included in risk rating "4" was $4.7 million or 1.15% of outstanding principal as of March 31, 2026 and $2.2 million or 0.6% of outstanding principal as of December 31, 2025. The increase during the period primarily relates to Loan #36, which has a CECL reserve of $2.6 million as of March 31, 2026. Loans that are risk rated "4" are high risk for potential loss and require regular monitoring.

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•Loans remaining on non-accrual, specifically Loan #4 and Loan #34, resulted in a $1.2 million increase to the CECL reserve compared to December 31, 2025. When the loans were placed on non-accrual status in December 2025, an aggregate of $0.9 million of accrued interest receivable was reversed.

•Loan #9(a)(b), which was placed on non-accrual in May 2023, were restructured during 2025. The Company made incremental advances to fund accretive acquisitions which management expects to result in improved operating performance. In December 2025 the Company collected all past due unpaid interest and the borrower was brought to current. The CECL reserve decreased $328 thousand in the three months ended March 31, 2026. Management restored Loan #9 to accrual status as of March 31, 2026. The borrower demonstrated sustained ability to meet debt service obligations for a minimum of 60 days.

•Loan #36 CECL reserve increased $2.6 million during the three months ended March 31, 2026. LTV increased to 96.4% as of March 31, 2026 from 65.3% as of December 31, 2025. Payments were delayed during the three months ended March 31, 2026, which resulted in deterioration in debt service coverage ratios. The Company collected all past due interest in early April 2026 and Management kept Loan #36 on accrual status as of March 31, 2026.

Activity related to the CECL Reserve for outstanding balances and unfunded commitments on the Company’s loans held at carrying value and loans receivable at carrying value as of and for the three months ended March 31, 2026 and 2025 is presented in the table below.

	Funded		Unfunded		Total
Balance at December 31, 2025	$	5,062,785	$	60,707	$	5,123,492
Provision (benefit) for current expected credit losses		3,617,798		220,053		3,837,851
Balance at March 31, 2026	$	8,680,583	$	280,760	$	8,961,343

	Funded			Unfunded			Total
Balance at December 31, 2024	$	4,346,869		$	45,572		$	4,392,441
Provision (benefit) for current expected credit losses		(1,072,811	)		(465	)		(1,073,276	)
Balance at March 31, 2025	$	3,274,058		$	45,107		$	3,319,165

The Company has made an accounting policy election to exclude accrued interest receivable from the amortized cost basis of the related loans held for investment in determining the CECL Reserve, as any uncollectible accrued interest receivable is written off in a timely manner. To date, the Company has had zero write-offs related to uncollectible interest receivable, but will discontinue accrual of interest on loans if deemed to be uncollectible, with any previously accrued uncollected interest on the loan charged to interest income in the same period. For the loan placed on non-accrual, the Company ceased accruing interest on the first date of delinquency, based on expectation of its ability to collect all amounts then due from the borrower. As a result, there was no accrued interest to write-off when the loan was placed on non-accrual status.

4. INTEREST RECEIVABLE

As of March 31, 2026 and December 31, 2025, the Company had interest receivable of approximately $4.9 million and $4.0 million, respectively.

The following tables categorize the aging of interest receivable on past due loans (including non-accrual loans) by class as of March 31, 2026 and December 31, 2025, respectively:

	As of March 31, 2026
	Current Loans		31-60 Days Past Due		61-90 Days Past Due		90+ Days Past Due (and accruing)		Total Past Due		Total Loans		Non- Accrual
Interest receivable	$	4,164,636	$	542,051	$	200,601	$	-	$	742,652	$	4,907,288	$	-
Total	$	4,164,636	$	542,051	$	200,601	$	-	$	742,652	$	4,907,288	$	-

	As of December 31, 2025
	Current Loans		31-60 Days Past Due		61-90 Days Past Due		90+ Days Past Due (and accruing)		Total Past Due		Total Loans		Non- Accrual
Interest receivable	$	4,009,800	$	—	$	-	$	-	$	—	$	4,009,800	$	-
Total	$	4,009,800	$	—	$	-	$	-	$	—	$	4,009,800	$	-

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5. INTEREST RESERVE

The following table presents changes in interest reserves as of March 31, 2026 and December 31, 2025, respectively:

	March 31, 2026			December 31, 2025
Beginning reserves	$	12,686		$	1,297,878
New reserves		1,082			176,760
Reserves disbursed		(3,768	)		(1,461,952	)
Ending reserve	$	10,000		$	12,686

6. DEBT

Revolving Loan

In May 2021, in connection with the Company’s acquisition of its wholly-owned financing subsidiary, CAL, the Company was assigned a secured revolving credit facility (the “Revolving Loan”). As of December 31, 2023, the Revolving Loan had an interest rate equal to the greater of (1) the Prime Rate plus the applicable margin and (2) 3.25%. The applicable margin is derived from a floating rate grid based upon the ratio of debt to book equity of CAL and increases from 0% at a ratio of 0.25 to 1 to 1.25% at a ratio of 1.5 to 1. The Revolving Loan had an aggregate commitment of $100.0 million, and a maturity date of the earlier of (i) December 16, 2024 and (ii) the date on which the Revolving Loan is terminated pursuant to the terms of the Revolving Loan agreement.

On February 28, 2024, CAL entered into a Fifth Amended and Restated Loan and Security Agreement (the “Fifth Amendment and Restatement”). The Fifth Amendment and Restatement extended the contractual maturity date of the Revolving Loan until June 30, 2026, and expanded the existing accordion feature to permit aggregate loan commitments of up to $150.0 million. No other material terms of the Revolving Loan were modified as a result of the execution of the Fifth Amendment and Restatement. The Company incurred debt issuance costs of approximately $0.1 million related to the Fifth Amendment and Restatement, which were capitalized and will subsequently be amortized through maturity.

On June 26, 2024, CAL entered into the First Amendment to the Fifth Amendment and Restatement. The amendment increased the current loan commitment from $100.0 million to $105.0 million. No other material terms were modified as a result of the execution of this amendment.

On September 30, 2024, CAL entered into the Sixth Amended and Restated Loan and Security Agreement (the "Sixth Amendment"). The Sixth Amendment increased the current loan commitment from $105.0 million to $110.0 million. No other material terms were modified as a result of the execution of this amendment.

On August 5, 2025, CAL entered into the First Amendment to the Sixth Amended and Restated Loan and Security Agreement (the "August 2025 Amendment"). The August 2025 Amendment extended the contractual maturity date from June 30, 2026 to June 30, 2028. No other material terms were modified as a result of the execution of this amendment, and the Company incurred approximately $0.1 million in financing costs relating thereto.

As of March 31, 2026, the Revolving Loan has aggregate commitments of $110.0 million, which may be increased to $150.0 million pursuant to its accordion feature, and has a maturity date of June 30, 2028. The Revolving Loan bears interest, payable in cash in arrears, at a per annum rate equal to the greater of (1) the Prime Rate plus the applicable margin and (2) 3.25%. The applicable margin is derived from a floating rate grid based upon the ratio of debt to equity of CAL and increases from 0% at a ratio of 0.25 to 1 to 1.25% at a ratio of 1.5 to 1. The base interest rate in effect as of March 31, 2026 is 6.75%.

The Revolving Loan provides for certain affirmative covenants, including requiring us to deliver financial information and any notices of default, and conducting business in the normal course. Additionally, the Company must comply with certain financial covenants including: (1) maximum capital expenditures of $150,000, (2) maintaining a debt service coverage ratio greater than 1.35 to 1, and (3) maintaining a leverage ratio less than 1.50 to 1. As of March 31, 2026, the Company is in compliance with all financial covenants with respect to the Revolving Loan.

As of March 31, 2026 and December 31, 2025, unamortized debt issuance costs related to the Revolving Loan, including all amendments and amendments and restatements thereto, as applicable, of $221,958 and $246,620, respectively, are recorded in other receivables and assets, net on the consolidated balance sheets.

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For the three months ended March 31, 2026, the Company had net proceeds of $18.0 million on the Revolving Loan. As of March 31, 2026, the Company had $67.1 million of borrowing available under the Revolving Loan. Additionally, as of March 31, 2026, $145.0 million of loans held for investment, at principal, are pledged as collateral in the borrowing base of the Revolving Loan.

Notes Payable

On October 18, 2024 (the "Closing Date"), the Company entered into a Loan Agreement by and among the Company and the various financial institutions party thereto, for an aggregate commitment of $50.0 million in senior unsecured notes (the "Unsecured Notes"). The Unsecured Notes have a contractual four year term maturing on October 18, 2028 and bear a fixed interest rate of 9.00% per annum. The Company may prepay the Unsecured Notes at any time without penalty following the second anniversary of the Closing Date. A prepayment penalty of 3.00% and 2.00% would be due and payable in the event of prepayment prior to the first and second anniversary of the Closing Date, respectively.

The $50.0 million aggregate commitment was advanced on the closing date and proceeds were used to temporarily repay outstanding obligations on the Revolving Loan and for other working capital purposes. The Company incurred debt issuance costs of approximately $0.9 million related to the Unsecured Notes, which were capitalized and offset against the outstanding face value of the Unsecured Notes within the line item Notes Payable, net on the consolidated balance sheets. As of March 31, 2026 and December 31, 2025, the unamortized debt issuance costs associated with the Notes Payable were $606,752 and $665,541, respectively.

The Unsecured Notes provide for certain affirmative covenants, including requiring us to deliver certain financial information and any notices of default, and conducting business in the normal course. Additionally, the Company must comply with certain financial and non-financial covenants including but not limited to: (1) minimum stockholders' equity of $200.0 million, (2) maximum aggregate indebtedness of $225.0 million, subject to increase from time to time based upon ratable increases in stockholders' equity, and (3) maintenance of an investment-grade credit rating. As of March 31, 2026, the Company is in compliance with all financial covenants with respect to the Unsecured Notes.

The following table presents the mandatory scheduled principal payments on the Unsecured Notes:

Year	Notes Payable
2025	$	-
2026		-
2027		-
2028		50,000,000
Total principal	$	50,000,000
Deferred debt issuance costs included in notes payable		(606,752	)
Total notes payable, net	$	49,393,248

Interest Expense

The following table reflects a summary of interest expense incurred during the three months ended March 31, 2026 and 2025.

	For the three months ended March 31, 2026
	Notes Payable		Revolving Loan		Total Borrowings
Interest expense	$	1,109,589	$	821,431	$	1,931,020
Unused fee expense		-		26,131		26,131
Amortization of debt issuance costs		58,789		24,662		83,451
Total interest expense	$	1,168,378	$	872,224	$	2,040,602
	For the three months ended March 31, 2025
	Notes Payable		Revolving Loan		Total Borrowings
Interest expense	$	1,121,918	$	790,412	$	1,912,330
Unused fee expense		-		42,743		42,743
Amortization of debt issuance costs		59,463		50,846		110,309
Total interest expense	$	1,181,381	$	884,001	$	2,065,382

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7. RELATED PARTY TRANSACTIONS

Management Agreement

Pursuant to the Management Agreement, the Manager manages the loans and day-to-day operations of the Company, subject at all times to the further terms and conditions set forth in the Management Agreement and such further limitations or parameters as may be imposed from time to time by the Company’s Board.

The initial term of our Management Agreement was three years. After the initial term, our Management Agreement shall automatically renew every year for an additional one-year period, unless we or our Manager elect not to renew. Our Management Agreement may be terminated by us or our Manager under certain specified circumstances. Most recently on April 30, 2026, the Management Agreement was automatically renewed.

The Manager is entitled to receive base management fees (the “Base Management Fee”) that are calculated and payable quarterly in arrears, in an amount equal to 0.375% of the Company’s Equity, determined as of the last day of each such quarter; reduced by an amount equal to 50% of the pro rata amount of origination fees earned and paid to the Manager during the applicable quarter for loans that were originated on the Company’s behalf by the Manager or affiliates of the Manager (“Outside Fees”). For the three months ended March 31, 2026 and 2025, the Base Management Fee payable was reduced by Outside Fees in the amount of $0 and $3,571, respectively.

In addition to the Base Management Fee, the Manager is entitled to receive incentive compensation (the “Incentive Compensation” or “Incentive Fees”) under the Management Agreement. The Company will pay Incentive Fees to the Manager based upon the Company’s achievement of targeted levels of Core Earnings, as defined in the Management Agreement. Incentive compensation for the three months ended March 31, 2026 and 2025 was $518,492 and $526,308, respectively.

The Company shall pay all of its costs and expenses and shall reimburse the Manager or its affiliates for expenses of the Manager and its affiliates paid or incurred on behalf of the Company, excepting only those expenses that are specifically the responsibility of the Manager pursuant to the Management Agreement. We reimburse our Manager or its affiliates, as applicable, for the Company’s fair and equitable allocable share of the compensation, including annual base salary, bonus, any related withholding taxes and employee benefits, paid to (i) subject to review by the Compensation Committee of the Board, the Manager’s personnel serving as an officer of the Company, based on the percentage of his or her time spent devoted to the Company’s affairs and (ii) other corporate finance, tax, accounting, internal audit, legal, risk management, operations, compliance, and other non-investment personnel of the Manager and its affiliates who spend all or a portion of their time managing the Company’s affairs, with the allocable share of the compensation of such personnel described in this clause (ii) being as reasonably determined by the Manager to appropriately reflect the amount of time spent devoted by such personnel to our affairs.

The following table summarizes related party fees and expenses for the three months ended March 31, 2026 and 2025.

	For the three months ended March 31,
	2026		2025
Affiliate Payments
Management fees earned	$	1,201,003	$	1,212,796
Less: Outside Fees earned		—		(3,571	)
Base management fees, net		1,201,003		1,209,225
Incentive fees		518,492		526,308
Total management and incentive fees earned		1,719,495		1,735,533
General and administrative expenses reimbursable to Manager		1,029,059		1,148,769
Total	$	2,748,554	$	2,884,302

The following table presents amounts payable to the Manager as of March 31, 2026 and December 31, 2025:

	March 31, 2026		December 31, 2025
Management fees payable	$	1,201,003	$	1,034,149
Incentive fees payable		518,492		2,064,427
Management and incentive fees payable		1,719,495		3,098,576
General and administrative expenses reimbursable to Manager		1,453,942		2,214,920
Total	$	3,173,437	$	5,313,496

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General administrative expenses reimbursable to the Manager are included in the related party payable line item of the consolidated balance sheets as of March 31, 2026 and December 31, 2025.

Co-Investment in Loans

From time to time, the Company may co-invest with other investment vehicles managed by its affiliates, in accordance with the Manager’s co-investment allocation policies. The Company is not obligated to provide, nor has it provided, any financial support to the other managed investment vehicles. As such, the Company’s risk is limited to the carrying value of its investment in any such loan. As of March 31, 2026 and December 31, 2025, 19 and 17 of the Company’s loans were co-invested by affiliates of the Company, respectively.

Certain syndicated co-investments originated by affiliates of the Manager may include other consideration, generally in the form of warrants or other equity interests. Prior to, or concurrent with, the origination of the investment, the Company may elect to assign the right (the “Assigned Right”) to the equity consideration to an affiliate, in exchange for an additional upfront fee in an amount equal to the fair value of the equity consideration on a pro-rata basis. There were no sales of Assigned Rights for the three month periods ended March 31, 2026 and 2025.

Loans held for investment – related party

Loan #9

As of May 1, 2023, Loan #9 was placed on non-accrual status for borrower's breach of certain non-financial covenants and obligations under the loan agreement. The borrower subsequently failed to make contractual principal and interest payments due for the months of May and June 2023. On June 20, 2023, the Administrative Agent to Loan #9 (the “Agent”, a related party) issued an acceleration notice notifying the borrower of the Agent’s intention to exercise all rights and remedies under the credit documents and requested immediate payment of all amounts outstanding thereunder on behalf of the lenders. The Agent subsequently pursued a UCC Article 9 sale of the membership interests of the borrower’s subsidiaries which were pledged as collateral. On August 10, 2023, the Agent was the highest bidder in a public auction of the membership interests and took ownership of the membership interests. The Agent intends to sell the assets in satisfaction of the loan for the benefit of the lenders.

In December 2024, the Agent was granted a summary judgment against the borrower credit parties and related individuals. The judgment received in favor of the Agent was incremental to the equity acquired in the UCC Article 9 sale. The enforcement of such judgment and UCC sale was conditional upon the recognition and affiliation of members of the Agent by the Pennsylvania Department of Health (“PA DOH”).

In January 2025, the Court of Common Pleas in Snyder County, Pennsylvania granted an order in favor of the Agent, whereby members of the Agent would be duly recognized as owner-operators of the subject assets. The order was conditional upon the satisfactory completion of change of ownership and other cannabis owner-operator affiliation forms, as required by the PA DOH. In February 2025, upon approval by the PA DOH, members of the Agent were affiliated and assumed full control of the facilities and operations of the business.

On March 31, 2025, following completion of the foreclosure proceedings, the Company extinguished the original term loan and the Agent distributed the assets acquired from the foreclosure to the Lenders pursuant to an Agreement Among Lenders by and between the Agent and Lenders (the "AAL"). Pursuant to the AAL, the affiliated co-lender received rights to the membership interests acquired in the UCC sale and intends to engage third-parties, as necessary, and is currently in the process of restoring the business to a fully operational status. Further pursuant to the AAL, in satisfaction of the original loan, the Company now holds two loans with an aggregate principal balance of approximately $16.5 million, comprised of a $14.5 million first lien judgment loan (the "Judgment Loan") and a $2.0 million second lien term loan (the "Term Loan"), which had an aggregate fair value of approximately $16.5 million, resulting in a gain on extinguishment of approximately $66 thousand. The fair value of each of the Judgment Loan and Term Loan was determined by the Manager's investment committee using Level 3 inputs under the discounted cash flow method.

The Judgment Loan bears interest at a statutory rate of 9.0% pursuant to Illinois law, and will remain outstanding until paid by the borrower. The Term Loan bears interest at a contractual rate of 9.0% and has a maturity of March 31, 2028. The assets securing the original loan, which included mortgaged cultivation real estate in Pennsylvania and operations related thereto, continue to secure the Judgment Loan and the Term Loan. Accordingly, by virtue of the relationship between the Company, as holder of the Judgment Loan and the Term Loan, and the affiliated co-lender, as new owner of the membership interests of the original borrower credit parties, Loan #9 remains a related party loan. For comparability to previously issued financial statements, management will continue to reference the Judgment Loan and the Term Loan, collectively, as Loan #9, as shown in Note 3.

During the year ended December 31, 2025, the Company advanced approximately $12.6 million of gross principal to the borrower of Loan #9. The use of proceeds of the advance included: (a) the acquisition of three operational dispensaries and (b) the payment of all

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past due accrued and unpaid interest and fees totaling approximately $1.7 million owed on existing senior indebtedness through December 31, 2025. In connection therewith, the borrower was brought to current on all interest and payments through December 31, 2025. Management elected to restore Loan #9 to accrual status as of March 31, 2026 as the borrower was able to demonstrate sustained ability to meet debt service obligations under both the Judgment Loan and the Term Loan. (Note 3). As of March 31, 2026, Loan #9 is held on the consolidated balance sheets as a loan held for investment - related party with a carrying value of approximately $29.0 million.

Loan #18

The borrower of Loan #18, FarmaceuticalRX, LLC and its subsidiaries and affiliates (“FRX”), is a related party. Certain common control affiliates of the Company can exercise significant influence over certain credit parties to the Loan Agreement with FRX by virtue of voting representation on its board of managers. During the period ended March 31, 2026 and December 31, 2025, the Company made principal advances of $0, and the loan has a carrying value of $47.8 million and $47.1 million, respectively. As of March 31, 2026 and December 31, 2025, the carrying value of $47.8 million and $47.1 million is included in the line item, “Loans held for investment – related party” and had interest receivable of $0.3 million and $0.7 million on its loan to FRX. All accrued interest as of both March 31, 2026 and December 31, 2025 is current (Note 4).

8. COMMITMENTS AND CONTINGENCIES

Off-Balance Sheet Arrangements

Off-balance sheet commitments may consist of unfunded commitments on delayed draw term loans. The Company does not have any relationships with unconsolidated entities or financial partnerships, such as entities often referred to as structured investment vehicles, special purpose entities, or variable interest entities, established to facilitate off-balance sheet arrangements or other contractually narrow or limited purposes. Further, the Company has not guaranteed any obligations of unconsolidated entities or entered into any commitment to provide additional funding to any such entities. As of March 31, 2026 and December 31, 2025, the Company had unfunded commitments on existing loans of $4.5 million and $31.1 million, respectively.

Refer to “Note 3 - Loans Held for Investment, Net” for further information regarding the CECL Reserve attributed to unfunded commitments. Total original loan commitments include the impact of principal payments received since origination of the loan and future amounts to be advanced at sole discretion of the lender.

The following table summarizes our material commitments as of March 31, 2026:

	Total		2026		2027		2028		2029		2030		Thereafter
Undrawn commitments	$	4,450,293	$	2,095,000	$	2,355,293	$	-	$	-	$	-	$	-
Total	$	4,450,293	$	2,095,000	$	2,355,293	$	-	$	-	$	-	$	-

Other Contingencies

The Company from time to time may be a party to litigation in the normal course of business. As of March 31, 2026, the Company is not aware of any legal claims that could materially impact its business, financial condition, or results of operations.

The Company’s ability to grow or maintain its business depends, in part, on state laws pertaining to the cannabis industry. New laws that are adverse to the Company’s portfolio companies may be enacted, and current favorable state or national laws or enforcement guidelines relating to cultivation, production, and distribution of cannabis may be modified or eliminated in the future, which would impede the Company’s ability to grow and could materially and adversely affect its business.

Management’s plan to mitigate risks include monitoring the legal landscape as deemed appropriate. Also, should a loan default or otherwise be seized, the Company may be prohibited from owning cannabis assets and thus could not take possession of collateral, in which case the Company would look to sell the loan, provide consent to allow the borrower to sell the real estate to a third party, institute a foreclosure proceeding to have the real estate sold or evict the tenant, have the cannabis operations removed from the property and take title to the underlying real estate, each of which may result in the Company realizing a loss on the transaction.

9. STOCKHOLDERS’ EQUITY

Equity Incentive Plan

Concurrent with our IPO, the Company established the 2021 Plan, which is administered by the Compensation Committee of the Board. The 2021 Plan authorizes stock options, stock appreciation rights, restricted stock, stock bonuses, stock units, and other forms of awards

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granted or denominated in the Company’s common stock. The 2021 Plan retains flexibility to offer competitive incentives and to tailor benefits to specific needs and circumstances. Any award may be structured to be paid or settled in cash. The Company has and currently intends to continue to grant restricted stock awards ("RSA's") to participants in the 2021 Plan, but it may also grant any other type of award available under the 2021 Plan in the future. Persons eligible to receive awards under the 2021 Plan include the Company’s officers and employees of the Manager and its affiliates or officers and employees of the Company’s subsidiaries, if any, the members of the Board, and certain consultants and other service providers.

As of March 31, 2026 and December 31, 2025, the maximum number of shares of the Company’s common stock that may be delivered pursuant to awards under the 2021 Plan (the “Share Limit”) equals 8.50% of the issued and outstanding shares of the Company’s common stock on a fully-diluted basis following the completion of the IPO. Shares that are subject to or underlie awards that expire or for any reason are cancelled or terminated, are forfeited, fail to vest, or for any other reason are not paid or delivered under the 2021 Plan will not be counted against the Share Limit and will again be available for subsequent awards under the 2021 Plan.

There were 0 and 4,811 shares forfeited during the three months ended March 31, 2026 and 2025, respectively. As individual awards and options become fully vested, stock-based compensation expense is adjusted to recognize actual forfeitures.

Shares that are exchanged by a participant or withheld by the Company as full or partial payment in connection with any award granted under the 2021 Plan, as well as any shares exchanged by a participant or withheld by the Company to satisfy tax withholding obligations related to any award granted under the 2021 Plan, will not be counted against the Share Limit and will again be available for subsequent awards under the 2021 Plan. To the extent that an award is settled in cash or a form other than shares, the shares that would have been delivered had there been no such cash or other settlement will not be counted against the Share Limit and will again be available for subsequent awards under the 2021 Plan.

Based on the closing market price of our common stock on March 31, 2026 and December 31, 2025 of $11.32 and $12.26, respectively, the aggregate intrinsic value of our restricted stock awards was as follows:

	As of March 31, 2026				As of December 31, 2025
	Outstanding		Vested		Outstanding		Vested
Aggregate intrinsic value	$	4,571,537	$	4,446,541	$	4,951,152	$	4,916,235

The following table summarizes the restricted stock activity for the Company’s directors and officers and employees of the Manager during the three months ended March 31, 2026 and 2025.

	Unvested Restricted Stock		Weighted Average Grant Date Fair Value per Share
Balance at December 31, 2025		403,846	$	15.00
Balance at March 31, 2026		403,846	$	15.00

	Unvested Restricted Stock			Weighted Average Grant Date Fair Value per Share
Balance at December 31, 2024		411,303		$	15.14
Forfeited		(4,811	)		15.59
Balance at March 31, 2025		406,492		$	15.13

Restricted stock compensation expense is based on the Company’s stock price at the date of the grant and is amortized over the vesting period. Forfeitures are recognized as they occur. The share-based compensation expense for the Company was $0.9 million and $0.6 million for the three months ended March 31, 2026 and 2025, respectively. The unamortized share-based compensation expense for the Company was approximately $2.8 million and $3.7 million as of March 31, 2026 and 2025, respectively, which the Company expects to recognize over the remaining weighted-average term of 1.2 years.

At-the-Market Offering Program (“ATM Program”)

On June 20, 2023, the Company entered into separate At-the-Market Sales Agreement (each, a "Sales Agreement" and together, the “Previous Sales Agreements”) with BTIG, LLC, Compass Point Research & Trading, LLC and Oppenheimer & Co. Inc. (each a “Sales

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Agent” and together the “ Previous Sales Agents”) under which the Company may, from time to time, offer and sell shares of common stock, having an aggregate offering price of up to $75.0 million. Under the terms of the Previous Sales Agreement, the Company has agreed to pay the Sales Agents a commission of up to a maximum of 3.0% of the gross proceeds from each sale of common stock sold through the Sales Agents. On March 17, 2025, the Company entered into new separate at-the-market sales agreements (each a “New Sales Agreement” and together with the Previous Sales Agreements, the “Sales Agreements”) with BTIG, LLC, A.G.P./Alliance Global Partners LLC, ATB Capital Markets USA Inc. and Oppenheimer & Co. Inc., (each a “New Sales Agent” and together with the Previous Sales Agents, the “Sales Agents”), which increased the aggregate offering size of the at-the-market offering from $75 million to $100 million and reduced the maximum commission paid to the Sales Agents from 3.0% to 2.0% of the gross proceeds from each sale of common stock sold through the Sales Agents. Sales of common stock, if any, may be made in transactions that are deemed to be “at-the-market” offerings, as defined in Rule 415(a)(4) promulgated under the Securities Act of 1933, as amended (the “Securities Act”).

During the three months ended March 31, 2025, the Company sold an aggregate of 64,557 shares of the Company’s common stock under the Sales Agreement at a weighted average price of $16.01 per share, generating net proceeds of approximately $1.0 million.

There were no shares sold by the Company under the Sales Agreement during the three months ended March 31, 2026.

As of March 31, 2026 and 2025, the shares of common stock sold pursuant to the registered direct offering in February 2023 and under the ATM Program are the only offerings that have been initiated under the Shelf Registration Statement.

10. EARNINGS PER SHARE

The following information sets forth the computations of basic earnings per common share for the three months ended March 31, 2026 and 2025, respectively:

	For the three months ended March 31,
	2026		2025
Net income attributable to common stockholders	$	4,840,364	$	10,041,312
Divided by:
Basic weighted average shares of common stock outstanding		21,080,272		20,858,466
Diluted weighted average shares of common stock outstanding		21,484,118		21,264,891
Weighted average earnings per common share	$	0.23	$	0.48
Weighted average earnings per common share - diluted	$	0.23	$	0.47

There were no anti-dilutive shares excluded from the computations of earnings per common share for the three months ended March 31, 2026 and 2025.

11. INCOME TAX

To qualify as a REIT, we must meet a number of organizational and operational requirements, including a requirement that we distribute annually to our stockholders at least 90% of our REIT taxable income prior to the deduction for dividends paid. To the extent that we distribute less than 100% of our REIT taxable income in any tax year (taking into account any distributions made in a subsequent tax year under Sections 857(b)(9) or 858 of the Code), we will pay tax at regular corporate rates on that undistributed portion. Furthermore, if we distribute less than the sum of 1) 85% of our ordinary income for the calendar year, 2) 95% of our capital gain net income for the calendar year, and 3) any undistributed shortfall from our prior calendar year (the “Required Distribution”) to our stockholders during any calendar year (including any distributions declared by the last day of the calendar year but paid in the subsequent year), then we are required to pay a non-deductible excise tax equal to 4% of any shortfall between the Required Distribution and the amount that was actually distributed. The 90% distribution requirement does not require the distribution of net capital gains. However, if we elect to retain any of our net capital gain for any tax year, we must notify our stockholders and pay tax at regular corporate rates on the retained net capital gain. Our stockholders must include their proportionate share of the retained net capital gain in their taxable income for the tax year, and they are deemed to have paid the REIT’s tax on their proportionate share of the retained capital gain. Furthermore, such retained capital gain may be subject to the nondeductible 4% excise tax. If it is determined that our estimated current year taxable income will be in excess of estimated dividend distributions (including capital gain dividend) for the current year from such income, we will accrue excise tax on estimated excess taxable income as such taxable income is earned. The annual expense is calculated in accordance with applicable tax regulations. Excise tax expense, if any, is included in the line item, income tax expense. For the three months ended March 31, 2026 and 2025, we did not incur excise tax expense. The income tax provision for the Company was $0 for the three months ended March 31, 2026 and 2025.

As of March 31, 2026 and December 31, 2025, the Company does not have any unrecognized tax benefits.

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12. FAIR VALUE MEASUREMENTS

GAAP requires disclosure of fair value information about financial and non-financial assets and liabilities, whether or not recognized in the financial statements, for which it is practical to estimate the value. In cases where quoted market prices are not available, fair values are based upon the application of discount rates to estimated future cash flows using market yields, or other valuation methodologies. Any changes to the valuation methodology will be reviewed by the Company’s management to ensure the changes are appropriate. The methods used may produce a fair value calculation that is not indicative of net realizable value or reflective of future fair values. Furthermore, while the Company anticipates that the valuation methods are appropriate and consistent with other market participants, the use of different methodologies, or assumptions, to determine the fair value of certain financial and non-financial assets and liabilities could result in a different estimate of fair value at the reporting date. The Company uses inputs that are current as of the measurement date, which may fall within periods of market dislocation, during which price transparency may be reduced.

Financial Assets and Liabilities Not Measured at Fair Value

As of March 31, 2026 and December 31, 2025, the carrying values and fair values of the Company’s financial assets and liabilities recorded at amortized cost are as follows:

			As of March 31, 2026				As of December 31, 2025
	Level		Carrying  Value		Fair Value		Carrying Value		Fair Value
Financial assets:
Loans held for investment		3	$	409,237,486	$	403,884,846	$	408,955,567	$	407,364,639
Cash and cash equivalents		1		27,855,945		27,855,945		14,948,884		14,948,884
Interest receivable		2		4,907,288		4,907,288		4,009,800		4,009,800
Other receivables and assets, net		2		2,562,700		2,562,700		874,245		874,245
Related party receivables		2		65,776		65,776		1,189,937		1,189,937
Financial liabilities:
Revolving loan		2		67,050,000		66,828,042		49,100,000		48,853,380
Notes payable, net		2		49,393,248		49,421,925		49,334,459		49,383,677
Dividend payable		2		11,347,028		11,347,028		11,157,220		11,157,220
Related party payables		2		1,453,942		1,453,942		2,214,920		2,214,920
Management and incentive fees payable		2		1,719,495		1,719,495		3,098,576		3,098,576
Interest payable		2		310,106		310,106		1,348,334		1,348,334
Accounts payable and other liabilities		2		1,242,135		1,242,135		834,977		834,977
Interest reserve		2		10,000		10,000		12,686		12,686

Our loans are generally held for investment and are substantially secured by real estate, equipment, licenses and other assets of the borrowers to the extent permitted by the applicable laws and the regulations governing such borrowers. The aggregate fair value of the Company’s loans held for investment was approximately $403.9 million and $407.4 million, with gross unrecognized holding losses of $5.4 million and $1.6 million as of March 31, 2026 and December 31, 2025, respectively. The fair values, which are classified as Level 3 in the fair value hierarchy, are estimated using discounted cash flow models based on current market inputs for similar types of arrangements. The primary sensitivity in these models is based on the selection of appropriate discount rates. Fluctuations in these assumptions could result in different estimates of fair value.

13. DIVIDENDS AND DISTRIBUTIONS

The following table summarizes the Company’s dividends declared during the three months ended March 31, 2026 and 2025.

	Record Date	Payment Date	Common Share Distribution Amount		Taxable Ordinary Income		Return of Capital		Section 199A Dividends
Regular cash dividend	3/31/2026	4/15/2026	$	0.47	$	0.47	$	-	$	0.47
Total cash dividend			$	0.47	$	0.47		-	$	0.47

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	Record Date	Payment Date	Common Share Distribution Amount		Taxable Ordinary Income		Return of Capital		Section 199A Dividends
Regular cash dividend	3/31/2025	4/15/2025	$	0.47	$	0.47	$	-	$	0.47
Total cash dividend			$	0.47	$	0.47	$	—	$	0.47

14. SEGMENT REPORTING

The Company uses the management approach to determine reportable operating segments. The Company operates through a single operating and reporting segment with an investment objective to generate both current income and capital appreciation through its investments in loans. The management approach considers the internal organization and reporting used by the Company’s Co-Chief Executive Officers, the Chief Financial Officer, and the President which comprise the chief operating decision maker (“CODM”) for making decisions, allocating resources and assessing performance. The CODM assesses the performance and makes operating decisions of the Company on a consolidated basis primarily based on the Company’s net income as presented on the accompanying consolidated statements of income. In addition to other factors and metrics, the CODM utilizes net income as a key determinant of the amount of dividends to be distributed to the Company's stockholders.

As the Company’s operations comprise of a single reporting segment, the segment assets are reflected on the accompanying consolidated balance sheets as “total assets” and the significant segment expenses are listed on the accompanying consolidated statement of operations.

15. SUBSEQUENT EVENTS

Restricted Stock Awards

On April 20, 2026, the board of directors approved the grant of 229,764 RSA's to participants under 2021 Plan. 18,972 and 210,792 were granted to members of the Board and employees of the Manager, respectively. Upon vesting pursuant to the respective award agreements, the restricted stock awards are exchanged for an equal number of shares of the Company’s common stock.

Payment of Dividend

On April 15, 2026, the Company paid its regular quarterly dividend of $0.47 per common share relating to the first quarter of 2026 to stockholders of record as of the close of business on March 31, 2026. The total amount of the cash dividend payment was approximately $9.9 million.

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

FORWARD-LOOKING STATEMENTS

Some of the statements contained in this quarterly report constitute forward-looking statements, within the meaning of the Private Securities Litigation Reform Act of 1995 and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and we intend such statements to be covered by the safe harbor provisions contained therein. Forward-looking statements relate to future events or the future performance or financial condition of Chicago Atlantic Real Estate Finance, Inc. (the “Company,” “we,” “us,” and “our”). The information contained in this section should be read in conjunction with our consolidated financial statements and notes thereto appearing elsewhere in this quarterly report on Form 10-Q. This description contains forward-looking statements that involve risks and uncertainties. Actual results could differ significantly from the results discussed in the forward-looking statements due to the factors set forth in this quarterly report and in “Risk Factors” in our annual report on Form 10-K filed with the Securities and Exchange Commission (the “SEC”) and in Part II, Item 1A of this quarterly report on Form 10-Q, as such risks may by updated, amended, or superseded from time to time by subsequent reports we file with the SEC. The forward-looking statements contained in this report involve a number of risks and uncertainties, including statements concerning:

•our future and projected operating results;

•the ability of our Manager to locate suitable loan opportunities for us, monitor and actively manage our loan portfolio, and implement our investment strategy;

•the allocation of loan opportunities to us by our Manager and its affiliates;

•the impact of inflation on our operating results;

•actions and initiatives of the federal or state governments and changes to government policies related to cannabis and the execution and impact of these actions, initiatives, and policies, including the fact that cannabis remains illegal under federal law;

•the estimated growth in and evolving market dynamics of the cannabis market;

•the demand for cannabis cultivation and processing facilities;

•shifts in public opinion regarding cannabis;

•the state of the U.S. economy generally or in specific geographic regions;

•economic trends and economic recoveries;

•the amount and timing of our cash flows, if any, from our loans;

•our ability to obtain and maintain financing arrangements;

•our expected leverage;

•changes in the values of our loans;

•our expected investment and underwriting process;

•rates of default or decreased recovery rates on our loans;

•the degree to which any interest rate or other hedging strategies may or may not protect us from interest rate volatility;

•changes in interest rates and impacts of such changes on our results of operations, cash flows, and the value of our loans;

•interest rate mismatches between our loans and our borrowings used to fund such loans;

•the departure of any of the executive officers or key personnel supporting and assisting us from our Manager or its affiliates;

•impact of and changes in governmental regulations, tax law and rates, accounting guidance, and similar matters;

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•our ability to maintain our exclusion or exemption from registration under the Investment Company Act;

•our ability to qualify and maintain our qualification as a real estate investment trust (“REIT”) for U.S. federal income tax purposes;

•estimates relating to our ability to make distributions to our stockholders in the future;

•our understanding of our competition;

•market trends in our industry, interest rates, real estate values, the securities markets or the general economy; and

•any of the other risks, uncertainties and other factors we identify in our annual report on Form 10-K or this quarterly report on Form 10-Q.

Available Information

We routinely post important information for investors on our website, www.chicagoatlantic.com. We intend to use this webpage as a means of disclosing material information, for complying with our disclosure obligations under Regulation FD and to post and update investor presentations and similar materials on a regular basis. We encourage investors, analysts, the media, and others interested in us to monitor the Investments section of our website, in addition to following our press releases, SEC filings, public conference calls, presentations, webcasts and other information we post from time to time on our website. To sign-up for email-notifications, please visit “Contact” section of our website under “Join Our Mailing List” and enter the required information to enable notifications.

Overview

We were formed in March 2021 as a Maryland corporation and are structured as an externally managed mortgage real estate investment trust (“REIT”). We completed our initial public offering ("IPO") in December 2021 and have elected to be taxed as a REIT for United States federal income tax purposes under the Internal Revenue Code of 1986, as amended (the “Code”), commencing with our taxable year ended December 31, 2021. Our primary investment objective is to provide attractive, risk-adjusted returns for stockholders over time primarily through consistent current income dividends and other distributions and secondarily through capital appreciation. We intend to achieve this objective by originating, structuring and investing in first mortgage loans and alternative structured financings secured by commercial real estate properties. Our current portfolio is comprised primarily of senior loans to state-licensed operators in the cannabis industry, secured by real estate, equipment, receivables, licenses or other assets of the borrowers to the extent permitted by applicable laws and regulations governing such borrowers. We aim to maintain a diversified portfolio across jurisdictions and verticals, including cultivators, processors, dispensaries, and other businesses ancillary thereto.

Our loans to portfolio companies operating in the cannabis industry may include companies that we determine, based on our due diligence, are licensed in and in compliance with, state-regulated cannabis programs, regardless of their status under U.S. federal law, so long as the investment itself is designed to be compliant with all applicable laws and regulations in the jurisdiction in which the investment is made or to which we are otherwise subject, including U.S. federal law. We will not own any warrants or other forms of equity in any of our portfolio companies involved in the cannabis industry, unless the portfolio companies are listed on a national securities exchange, such as the New York Stock Exchange ("NYSE") or NASDAQ, and such ownership is permitted by applicable U.S. federal laws and regulations, including those applicable to NYSE or NASDAQ issuers, as the case may be.

We believe that cannabis operators’ limited access to traditional bank and non-bank financing has provided attractive opportunities for us to make loans to companies that exhibit strong fundamentals but require more customized financing structures and loan products than regulated financial institutions can provide in the current regulatory environment. We believe that continued state-level legalization of cannabis for medical and adult use creates an increased loan demand by companies operating in the cannabis industry and property owners leasing to cannabis tenants. Furthermore, we believe we are differentiated from our competitors because we seek to target operators and facilities that exhibit lower-risk characteristics on a relative basis, which we believe include generally limiting exposure to ground-up construction, lending to cannabis operators with operational and/or profitable facilities, diversification of geographies and distribution channels, among other factors. Additionally, the Manager seeks to invest in transactions that tend to be attractively priced and have stronger than normal covenants and amortization due to complexity of the industry and in cannabis companies that it believes have some or all of the following characteristics:

•Growth or earnings before interest, income taxes, depreciation and amortization ("EBITDA") positive entities

•Companies that require capital but do not want to dilute their equity

•Companies that demonstrate strong cash flow performance with low leverage profiles

•Low debt to enterprise value ratios

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Our loans are generally secured by real estate and, when lending to owner-operators in the cannabis industry, other collateral, such as equipment, receivables, intellectual property, licenses or other assets of the borrowers to the extent permitted by applicable laws and regulations governing such borrowers. We also seek personal or corporate guarantees for additional credit protection on our loans.

Generally, the loans we invest in have a complete set of financial maintenance covenants, which are used to proactively address materially adverse changes in a portfolio company’s financial performance. However, we occasionally invest in “covenant-lite” loans. We use the term “covenant-lite” to refer generally to loans that do not have a complete set of financial maintenance covenants. Generally, “covenant-lite” loans provide borrower companies more freedom to negatively impact lenders because their covenants are incurrence-based, which means they are only tested and can only be breached following an affirmative action of the borrower, rather than by a deterioration in the borrower’s financial condition. Accordingly, to the extent we invest in “covenant-lite” loans, we may have fewer rights against a borrower and may have a greater risk of loss on such investments as compared to investments in or exposure to loans with a complete set of financial maintenance covenants.

We may also invest in companies or properties that are not related to the cannabis industry that provide return characteristics consistent with our investment objective. From time to time, we may also invest in mezzanine loans, preferred equity or other forms of joint venture equity to the extent consistent with our exemption from registration under the Investment Company Act of 1940, as amended (the “Investment Company Act”) and maintaining our qualification as a REIT. We may enter into credit agreements with borrowers that permit them to incur debt that ranks equally with, or senior to, the loans we extend to such companies under such credit agreements. There is no assurance that we will achieve our investment objective.

Revenues

We generate revenue primarily in the form of interest income on loans which is generally payable monthly. The principal amount of our loans and any accrued but unpaid interest thereon generally become due at the applicable maturity date. In some cases, our interest income includes a paid-in-kind (“PIK”) component for a portion of the total interest. The PIK interest, computed at the contractual rate specified in each applicable loan agreement, is accrued in accordance with the terms of such loan agreement and capitalized to the principal balance of the loan and recorded as interest income. The PIK interest added to the principal balance is typically amortized and paid in accordance with the applicable loan agreement. In cases where the loans do not amortize, the PIK interest is collected upon repayment of the outstanding principal. We also generate revenue from original issue discounts (“OID”), which is also recognized as interest income from loans over the initial term of the applicable loans. Delayed draw loans may earn interest or unused fees on the undrawn portion of the loan, which is recognized as interest income in the period earned. Other fees, including prepayment fees and exit fees, are also recognized as interest income when received. Any such fees will be generated in connection with our loans and recognized as earned in accordance with generally accepted accounting principles (“GAAP”).

The following table sets forth the components of interest and fee income for the three months ended March 31, 2026 and 2025:

	For the three months ended
	March 31, 2026		March 31, 2025
Interest and fee income
Cash interest income	$	11,894,364	$	12,696,483
Accretion of OID (amortization of premium, net)		737,540		369,971
Paid-in-kind interest income		1,275,042		1,595,058
Other fee income1		1,257,742		445,803
Total	$	15,164,688	$	15,107,315

1Other fee income includes prepayment fees, make-whole fees, and exit/success fees which are included in interest income on the Consolidated Statements of Operations.

Our loans bear interest rates that are either fixed or determined periodically on the basis of U.S. Prime Rate (“Prime”) or Secured Overnight Financing Rate (“SOFR”) plus a premium. Loans which bear interest on either Prime or SOFR are collectively referred to as "Floating-rate loans". The below table summarizes changes in Prime and SOFR since January 1, 2025:

Prime Rate

Effective Date	Rate(1)
December 11, 2025		6.75	%
October 30, 2025		7.00	%
September 18, 2025		7.25	%

(1)Rate obtained from the Wall Street Journal’s “Bonds, Rates & Yields” table.

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SOFR Rate

Effective Date	Rate(1)
March 31, 2026		3.68	%
December 31, 2025		3.87	%
September 30, 2025		4.45	%
June 30, 2025		4.45	%
March 31, 2025		4.41	%

(1)Rate obtained from the Federal Reserve Bank of New York's "Secured Overnight Financing Rate Data" table

The below table summarizes the gross interest income derived from fixed and floating-rate loans during the three months ended March 31, 2026 and 2025 based on portfolio composition as of the quarter end date.

For the three months ended March 31, 2026
	Interest income		Percentage of loans held for investment
Fixed-rate loans	$	5,327,032		35.2	%
Floating-rate loans		9,837,656		64.8	%
Total	$	15,164,688		100.0	%

For the three months ended March 31, 2025
	Interest income		Percentage of loans held for investment
Fixed-rate loans	$	5,718,230		37.9	%
Floating-rate loans		9,389,085		62.1	%
Total	$	15,107,315		100.0	%

Expenses

Our primary operating expenses are the payment of Base Management Fees and Incentive Compensation under our Management Agreement with our Manager and the allocable portion of overhead and other expenses paid or incurred on our behalf, including reimbursing our Manager for a certain portion of the compensation of certain personnel of our Manager who assist in the management of our affairs, excepting only those expenses that are specifically the responsibility of our Manager pursuant to our Management Agreement. We bear all other costs and expenses of our operations and transactions, including (without limitation) fees and expenses relating to:

•organizational and offering expenses;

•quarterly valuation expenses;

•fees payable to third parties relating to, or associated with, making loans and valuing loans (including third-party valuation firms);

•fees and expenses associated with investor relations and marketing efforts (including attendance at investment conferences and similar events);

•accounting and loan servicing fees from our third party fund administrator;

•audit and tax compliance fees and expenses from our independent registered public accounting firm;

•federal and state registration fees;

•any exchange listing fees;

•federal, state and local taxes;

•independent directors’ fees and expenses;

•brokerage commissions;

•costs of proxy statements, stockholders’ reports and notices; and

•costs of preparing government filings, including periodic and current reports with the SEC.

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Income Taxes

We are a Maryland corporation that elected to be taxed as a REIT under the Code, commencing with the taxable period ended December 31, 2021. We believe that we qualify as a REIT and that our method of operation will enable us to continue to qualify as a REIT. However, no assurances can be given that our beliefs or expectations will be fulfilled, since qualification as a REIT depends on us satisfying numerous asset, income and distribution tests which depends, in part, on our operating results.

To qualify as a REIT, we must meet a number of organizational and operational requirements, including a requirement that we distribute annually to our stockholders at least 90% of our REIT taxable income prior to the deduction for dividends paid. To the extent that we distribute less than 100% of our REIT taxable income in any tax year (taking into account any distributions made in a subsequent tax year under Sections 857(b)(9) or 858 of the Code), we will pay tax at regular corporate rates on that undistributed portion. Furthermore, if we distribute less than the sum of 1) 85% of our ordinary income for the calendar year, 2) 95% of our capital gain net income for the calendar year, and 3) any undistributed shortfall from our prior calendar year (the “Required Distribution”) to our stockholders during any calendar year (including any distributions declared by the last day of the calendar year but paid in the subsequent year), then we are required to pay a non-deductible excise tax equal to 4% of any shortfall between the Required Distribution and the amount that was actually distributed. The 90% distribution requirement does not require the distribution of net capital gains. However, if we elect to retain any of our net capital gain for any tax year, we must notify our stockholders and pay tax at regular corporate rates on the retained net capital gain. Our stockholders must include their proportionate share of the retained net capital gain in their taxable income for the tax year, and they are deemed to have paid the REIT’s tax on their proportionate share of the retained capital gain. Furthermore, such retained capital gain may be subject to the nondeductible 4% excise tax. If it is determined that our estimated current year taxable income will be in excess of estimated dividend distributions (including capital gain dividend) for the current year from such income, we will accrue excise tax on estimated excess taxable income as such taxable income is earned. The annual expense is calculated in accordance with applicable tax regulations. Excise tax expense, if any, is included in the line item, income tax expense. For the three months ended March 31, 2026, we did not incur excise tax expense.

Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 740 - Income Taxes (“ASC 740”), prescribes a recognition threshold and measurement attribute for the consolidated financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. ASC 740 also provides guidance on derecognition, classification, interest and penalties, accounting in interim periods, disclosure, and transition. We have analyzed our various federal and state filing positions and believe that our income tax filing positions and deductions are documented and supported as of March 31, 2026 and 2025. Based on our evaluation, there is no reserve for any uncertain income tax positions. Accrued interest and penalties, if any, are included within other liabilities in the consolidated balance sheets.

Portfolio Composition and Investment Activity

Portfolio Overview

As of March 31, 2026 our loan portfolio included 29 loans held for investment, with $413.6 million in principal outstanding, and approximately $4.5 million in unfunded commitments under delayed draw term loan facilities. Our loans are generally classified as held for investment and carried at amortized cost on the consolidated balance sheets. Such loans are generally secured by real estate, equipment, licenses, intellectual property and other assets of the borrowers to the extent permitted by the applicable laws and the regulations governing such borrowers. The below table summarizes the total outstanding principal and carrying value, net of current expected credit loss reserves as of March 31, 2026 and December 31, 2025:

	As of March 31, 2026
	Outstanding Principal		Original Issue Discount			Carrying Value			Weighted Average Remaining Life (Years) (1)
Loans held for investment	$	413,589,833	$	(4,352,347	)	$	409,237,486			2.2
Current expected credit loss reserve		-		-			(8,680,583	)
Total loans held at carrying value, net	$	413,589,833	$	(4,352,347	)	$	400,556,903

	As of December 31, 2025
	Outstanding Principal		Original Issue Discount			Carrying Value			Weighted Average Remaining Life (Years) (1)
Loans held for investment	$	411,075,088	$	(2,119,521	)	$	408,955,567			2.2
Current expected credit loss reserve		-		-			(5,062,785	)
Total loans held at carrying value, net	$	411,075,088	$	(2,119,521	)	$	403,892,782

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(1) Weighted average remaining life is calculated based on the carrying value of the loans as of March 31, 2026 and December 31, 2025, respectively.

As of March 31, 2026 and December 31, 2025, our loan portfolio had a weighted-average yield-to-maturity internal rate of return (“YTM IRR”) of 15.8% and 16.3%, respectively, and was substantially secured by real estate and, with respect to certain of our loans, substantially all assets of the borrowers and certain of their subsidiaries, including equipment, receivables, and licenses. YTM IRR is calculated using various inputs, including (i) cash and paid-in-kind (“PIK”) interest, which is capitalized and added to the outstanding principal balance of the applicable loan, (ii) original issue discount (“OID”), (iii) amortization, (iv) unused fees, and (v) exit fees. Certain of our loans have extension or amendment fees, which are not included in our YTM IRR calculations, but may increase YTM IRR if such extension options are exercised by borrowers.

Our loans bear interest rates that are either fixed or determined periodically on the basis of Prime or SOFR plus a premium. Loans which bear interest on either Prime or SOFR are collectively referred to as "Floating-rate loans". The below table summarizes our portfolio of loans held for investment by rate type as of March 31, 2026 and December 31, 2025:

	As of March 31, 2026
	Total Principal		Original Issue Discount			Carrying Value		Percentage of loans held for investment
Fixed-rate loans	$	145,693,375	$	(621,849	)	$	145,071,526		35.2	%
Floating-rate loans		267,896,458		(3,730,498	)		264,165,960		64.8	%
Total	$	413,589,833	$	(4,352,347	)	$	409,237,486		100.0	%

	As of December 31, 2025
	Total Principal		Original Issue Discount			Carrying Value		Percentage of loans held for investment
Fixed-rate loans	$	154,680,286	$	(803,019	)	$	153,877,267		37.6	%
Floating-rate loans		256,394,802		(1,316,502	)		255,078,300		62.4	%
Total	$	411,075,088	$	(2,119,521	)	$	408,955,567		100.0	%

Our floating-rate loans typically include a Prime or SOFR interest rate floor that is generally set at the prevailing Prime or SOFR rate, as applicable, on the date of origination. As of March 31, 2026 and December 31, 2025 none of our loans were subject to an interest rate ceiling. We typically include an interest rate floor with our floating rate loans in order to provide us with protection against decreases in interest rates. As of March 31, 2026 and December 31, 2025, 64.8% and 58.2% of our loans were subject to an interest rate floor. As of March 31, 2026 and December 31, 2025, our portfolio had the following interest rate floors:

	As of March 31, 2026								As of December 31, 2025
Rate Floor	Outstanding Principal		Weighted Average Cash Coupon			Percentage of Portfolio			Outstanding Principal		Weighted Average Cash Coupon			Percentage of Portfolio
8.50%	$	39,762,466		12.9	%		9.6	%	$	44,642,571		13.3	%		10.9	%
8.00%		1,320,000		15.5	%		0.3	%		1,380,000		15.5	%		0.3	%
7.50%		61,315,009		14.1	%		14.8	%		62,121,045		14.1	%		15.1	%
7.00%		90,314,150		10.7	%		21.8	%		89,852,341		10.7	%		21.9	%
6.25%		-		0.0	%		0.0	%		15,771,067		13.3	%		3.8	%
4.00%		54,033,333		10.9	%		13.1	%		20,427,778		12.5	%		5.0	%
3.72%		4,940,000		13.9	%		1.2	%		5,000,000		14.0	%		1.2	%
3.66%		16,211,500		9.9	%		3.9	%		-		0.0	%		0.0	%
0.00%		-		0.0	%		0.0	%		17,200,000		13.3	%		4.2	%
Fixed-rate		145,693,375		11.3	%		35.2	%		154,680,286		11.9	%		37.6	%
	$	413,589,833		11.7	%		100.0	%	$	411,075,088		12.3	%		100.0	%

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The following tables present changes in loans held for investment at carrying value as of and for the three months ended March 31, 2026 and 2025:

	Principal			Original Issue Discount			Current Expected Credit Loss Reserve			Carrying Value
Balance at December 31, 2025	$	411,075,088		$	(2,119,521	)	$	(5,062,785	)	$	403,892,782
Purchase of investments		52,805,107			(2,970,366	)		-			49,834,741
Principal repayment of loans		(51,565,404	)		-			-			(51,565,404	)
Accretion of original issue discount		-			737,540			-			737,540
Capitalized PIK Interest		1,275,042			-			-			1,275,042
Increase in provision for current expected credit losses		-			-			(3,617,798	)		(3,617,798	)
Balance at March 31, 2026	$	413,589,833		$	(4,352,347	)	$	(8,680,583	)	$	400,556,903

	Principal			Original Issue Discount			Current Expected Credit Loss Reserve			Carrying Value
Balance at December 31, 2024	$	404,721,554		$	(2,244,508	)	$	(4,346,869	)	$	398,130,177
Purchase of investments		4,365,832			(181,800	)		-			4,184,032
Principal repayment of loans		(9,170,628	)		-			-			(9,170,628	)
Accretion of original issue discount		-			369,971			-			369,971
Capitalized PIK Interest		1,595,058			-			-			1,595,058
Increase in provision for current expected credit losses		-			-			1,072,811			1,072,811
Balance at March 31, 2025	$	401,511,816		$	(2,056,337	)	$	(3,274,058	)	$	396,181,421

Portfolio Asset Quality

Our Manager uses an ongoing investment risk rating system to characterize and monitor our outstanding loans. The Manager's investment committee, with input from the portfolio management team, assesses the risk factors of each loan, and assigns a risk rating based on a variety of factors, including, without limitation, payment history, real estate collateral coverage, property type, geographic and local market dynamics, financial performance, enterprise value of the portfolio company, loan structure and exit strategy, and project sponsorship. This review is performed quarterly. Based on a 5-point scale, our loans are rated “1” through “5,” from less risk to greater risk, which ratings are defined as follows:

Rating	Definition
1	Very low risk
2	Low risk
3	Moderate/average risk
4	High risk/potential for loss: a loan that has a risk of realizing a principal loss
5	Impaired/loss likely: a loan that has a high risk of realizing principal loss, has incurred principal loss or an impairment has been recorded

The risk ratings are primarily determined based on current and historical performance metrics specific to each portfolio company, as well as consideration of future economic conditions and each borrower’s estimated ability to meet debt service requirements. The risk ratings shown in the following table as of March 31, 2026 and December 31, 2025 consider borrower specific credit history and performance and reflect a quarterly re-evaluation of overall current macroeconomic conditions affecting the Company’s borrowers, specifically those designated as held for investment. The below table presents the categorization of our loan portfolio on the above rating scale, at carrying value as of March 31, 2026 and December 31, 2025:

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		As of March 31, 2026					As of December 31, 2025
Risk Rating		Carrying Value		Percentage of Portfolio			Carrying Value		Percentage of Portfolio
	1	$	12,625,846		3.1	%	$	17,200,000		4.2	%
	2		163,809,478		40.0	%		170,771,521		41.8	%
	3		188,804,925		46.1	%		201,201,645		49.2	%
	4		37,370,428		9.1	%		19,782,401		4.8	%
	5		6,626,809		1.6	%		-		0.0	%
		$	409,237,486		100.0	%	$	408,955,567		100.0	%

Developments During the First Quarter of 2026

Updates to Our Loan Portfolio during the First Quarter of 2026

During the period from January 1, 2026 through March 31, 2026, we advanced approximately $52.8 million of principal to new and existing borrowers under delayed draw and revolving loan facilities. Additionally, we received approximately $51.6 million of repayments, comprised of $3.4 million in schedule amortization payments, $4.4 million in partial prepayments and $43.8 from full repayments. A brief description of certain investment activities are described below:

In January 2026, the Company and other co-lenders party thereto, entered into an amendment to Loan #42 which increased the Company's aggregate commitment from $33.3 million to $53.3 million. In March 2026, the Company advanced $33.3 million, on Loan #42, leaving a remaining unfunded commitment of $0 as of March 12, 2026.

In January 2026, the Company received a full repayment of Loan #27 amounting to approximately $17.3 million, of which $17.2 million and $0.1 million related to principal repayment and accrued interest, respectively.

In February 2026, the Company received an early partial repayment of Loan #30 amounting to approximately $4.5 million, of which $4.4 million and $0.1 million related to principal repayment and prepayment fee, respectively.

In March 2026, the Company received a full repayment of Loan #1 amounting to approximately $15.8 million, of which $15.7 million and $0.1 million related to principal repayment and accrued interest, respectively.

Subsequent Updates to Our Loan Portfolio during the Second Quarter of 2026

During the period from April 1, 2026 through May 7, 2026, we advanced approximately $15.9 million of principal to new and existing borrowers under delayed draw and revolving loan facilities, inclusive of $13.1 million to related parties. Additionally, we received approximately $13.4 million of repayments, comprised of $0.9 million in schedule amortization payments and $12.5 from full repayments. A brief description of certain investment activities are described below:

In April 2026, the Company received a full repayment of Loan #6 amounting to approximately $3.2 million, all of which related to the outstanding principal balance.

In April 2026, the Company received a full repayment of Loan #30 amounting to approximately $9.4 million, of which $9.3 million and $0.1 million related to principal repayment and accrued interest, respectively.

In April 2026, Loan #36 was amended, which decreased the cash interest rate from 13.75% to 0% and increased the PIK rate from 0% to 21.25%.

Dividends Declared Per Share

During the three months ended March 31, 2026, we declared an ordinary cash dividend of $0.47 per share of our common stock, relating to the first quarter of 2026, which was paid on April 15, 2026 to stockholders of record as of the close of business on March 31, 2026. The total amount of the cash dividend payment was approximately $9.9 million.

The payment of this dividend is not indicative of our ability to pay such dividends in the future.

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Factors Impacting our Operating Results

The results of our operations are affected by a number of factors and primarily depend on, among other things, the level of our net interest income, the market value of our assets and the supply of, and demand for, commercial real estate debt and other financial assets in the marketplace. Our net interest income, which includes the accretion and amortization of OID, is recognized based on the contractual rate and the outstanding principal balance of the loans we originate. Interest rates will vary according to the type of loan, conditions in the financial markets, creditworthiness of our borrowers, competition and other factors, some of which cannot be predicted with any certainty. Our operating results may also be impacted by credit losses in excess of initial anticipations or unanticipated credit events experienced by borrowers.

Market Conditions

We provide loans to established companies operating in the cannabis industry which involves significant risks, including the risk of strict enforcement against our borrowers of the federal illegality of cannabis, our borrowers’ inability to renew or otherwise maintain their licenses or other requisite authorizations for their cannabis operations, and such loans lack of liquidity, and we could lose all or part of any of our loans.

We believe that favorable market conditions, including an imbalance in supply and demand of credit to cannabis operating companies, have provided attractive opportunities for non-bank lenders, such as us, to finance commercial real estate loans and other loans that exhibit strong fundamentals but also require more customized financing structures and loan products than regulated financial institutions can presently provide. Additionally, to the extent that additional states legalize cannabis, our addressable market will increase. While we intend to continue capitalizing on these opportunities and growing the size of our portfolio, we are aware that the competition for the capital we provide is increasing.

Our ability to grow or maintain our business depends on state laws pertaining to the cannabis industry. New laws that are adverse to our borrowers may be enacted, and current favorable state or national laws or enforcement guidelines relating to cultivation, production and distribution of cannabis may be modified or eliminated in the future, which would impede our ability to grow and could materially adversely affect our business.

Management’s plan to mitigate risks include monitoring the legal landscape as deemed appropriate. Also, should a loan default or otherwise be seized, we may be prohibited from owning cannabis assets and thus could not take possession of collateral, in which case we would look to sell the loan, which could result in us realizing a loss on the transaction.

While we believe the principal amounts of our loans are generally adequately protected by underlying collateral value, there is a risk that we will not realize the entire principal value of certain loans, particularly those not fully collateralized by real estate. In order to mitigate that risk, our loans are generally collateralized by other assets, such as equipment, receivables, licenses or other assets of the borrowers to the extent permitted by applicable laws and regulations. In addition, we seek to impose strict loan covenants and seek personal or corporate guarantees for additional protection. As of March 31, 2026, 61.0% of our portfolio is fully secured by real estate, and 2.4% has no real estate collateral. Our portfolio on average had real estate collateral coverage of 1.2x as of March 31, 2026. Our loans are generally secured by equity pledges of the borrower and all asset liens and our portfolio had a weighted average loan to enterprise value ratio of 43.7%. As of March 31, 2025, 50.0% of our portfolio was fully secured by real estate and 1.6% had no real estate collateral. Our portfolio on average had real estate collateral coverage of 1.1x as of March 31, 2025, and a weighted average loan to enterprise value ratio of 47.5%.

Federal Action on Medical Cannabis Rescheduling

On April 23, 2026, the U.S. Department of Justice (“DOJ”), acting through the Drug Enforcement Administration (“DEA”), issued an order to reclassify certain cannabis products under the CSA from Schedule I to Schedule III. The order applies to (i) cannabis-derived products approved by the U.S. Food and Drug Administration and (ii) cannabis produced and distributed in compliance with state-licensed medical cannabis programs, subject to applicable federal enforcement parameters. The order does not extend to cannabis produced or distributed outside such frameworks, including products intended for adult-use markets, which remain classified as Schedule I controlled substances under current federal law.

The April 2026 order represents a significant shift in federal policy and is expected to be followed by additional administrative proceedings. The DEA has scheduled a hearing for June 29, 2026 to consider related regulatory considerations for adult-use cannabis, and further rulemaking, interpretive guidance, or enforcement policy statements may be issued thereafter. As a result, the scope, implementation, and practical effects of the rescheduling action remain subject to ongoing administrative review and uncertainty.

The rescheduling of qualifying medical cannabis activities may affect the financial and operating profile of the borrowers within our portfolio. In particular, to the extent such activities are no longer subject to the limitations of Section 280E of the Code, affected operators may experience improved after-tax cash flows and liquidity. However, many of our borrowers operate integrated businesses that include

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both medical and adult-use cannabis activities, and it is unclear how the rescheduling will be applied in practice to such operations. Accordingly, any potential benefit from changes to Section 280E may be partial, delayed, or subject to further regulatory clarification.

In addition, the differentiated federal treatment of medical and adult-use cannabis may introduce operational and compliance complexities for our borrowers. These may include the need to segment operations, maintain separate reporting and controls, and adapt to evolving federal and state regulatory expectations. The extent to which federal agencies will enforce distinctions between qualifying medical cannabis activities and non-qualifying activities remains uncertain and may vary over time.

The April 2026 action may also influence the availability of capital to the cannabis industry. To the extent rescheduling reduces perceived regulatory risk for certain market participants, it may facilitate increased participation by financial institutions and other capital providers, particularly with respect to operators focused on medical cannabis. Increased competition could result in compression of lending spreads, changes in transaction structures, and reduced origination opportunities for our platform. At the same time, continued federal prohibition of adult-use cannabis may limit the extent of such effects across the broader industry.

As of the date of this Quarterly Report, no final regulatory framework has been established with respect to cannabis rescheduling beyond the April 2026 order, and no formal action has been taken to reclassify or de-schedule adult-use cannabis. While federal authorities have initiated additional administrative proceedings, including the June 2026 DEA hearing, the outcome, timing, and scope of any further actions remain uncertain.

Results of Operations

Comparison of the three months ended March 31, 2026 and 2025

	For the three months ended March 31,						Variance
	2026			2025			Amount			%
Revenues
Interest income	$	15,164,688		$	15,107,315		$	57,373			0	%
Interest expense		(2,040,602	)		(2,065,382	)		24,780			-1	%
Net interest income		13,124,086			13,041,933			82,153			1	%
Expenses
Management and incentive fees, net		1,719,495			1,735,533			(16,038	)		-1	%
General and administrative expense		1,151,474			1,196,106			(44,632	)		-4	%
Professional fees		503,548			492,946			10,602			2	%
Stock based compensation		865,354			649,312			216,042			33	%
Provision (benefit) for current expected credit losses		3,837,851			(1,073,276	)		4,911,127		NM
Total expenses		8,077,722			3,000,621			5,077,101			169	%
Change in unrealized loss on investment		(206,000	)		-			(206,000	)	NM
Realized gain on debt securities, at fair value		-			-			-			100	%
Net Income before income taxes		4,840,364			10,041,312			(5,200,948	)		-52	%
Income tax expense		-			-			-			-
Net Income	$	4,840,364		$	10,041,312		$	(5,200,948	)		-52	%

•Interest income increased by approximately $0.1 million during the quarter ended March 31, 2026, compared to the quarter ended March 31, 2025. The increase was driven primarily by an increase of $0.8 million in exit/success fees associated with the full repayments of three loans during the period. Interest income from acceleration of original issue discounts and other upfront fees generated approximately $0.7 million and $0.4 million of gross interest income during the three months ended March 31, 2026 and 2025, respectively. Additionally, the weighted average YTM IRR on our portfolio decreased from 16.9% at March 31, 2025 to 15.8% at March 31, 2026, as a result of certain re-pricing amendments relating to de-risking of our portfolio and the impact of the 75 basis point prime rate decline on our floating rate portfolio during the comparative periods.

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•Interest expense remained consistent over the comparative period. This decrease is driven primarily by a decrease in unused fees and the amortization of debt issuance costs in the amount of $43 thousand, which was partially offset by an increase in the weighted average outstanding balance on the Revolving Loan, which was approximately $48.0 million and $41.6 million, as of March 31, 2026 and 2025, respectively.

•Management and incentive fees payable to our Manager remained consistent over the comparative period. Management fees were approximately $1.2 million for the three months ended March 31, 2026 and 2025. The origination fee offsets in the three months ended March 31, 2026 was $0, compared to approximately $4 thousand for the three months ended March 31, 2025. Incentive fees were approximately $0.5 million for the three months ended March 31, 2026 and 2025.

•General and administrative expenses and professional fees decreased by approximately $60 thousand for the three months ended March 31, 2026, as compared to the three months ended March 31, 2025. The decrease was primarily due to a decrease in overhead reimbursements for costs incurred by the Manager on behalf of the Company, which were approximately $1.0 million for the three months ended March 31, 2026, compared to approximately $1.1 million for the three months ended March 31, 2025.

•Stock based compensation expense increased slightly by approximately $0.2 million for the three months ended March 31, 2026, as compared to the three months ended March 31, 2025. The increase over the comparative period is driven by the incremental expense recognized on the 187,157 of restricted stock awards granted during 2025, which had not been granted as of March 31, 2025.

•The year over year increase in the CECL reserve results from a combination of changes in portfolio composition driven by new originations and repayments, as well as portfolio company specific events and credit quality changes that impacted expected loss estimates. The key drivers of the change in the CECL reserve during the comparative period are outlined below:

oDuring the three months ended March 31, 2026, the Company recorded reserves on new originations of approximately $0.6 million, which were offset by $0.1 million of reserves which existed at March 31, 2025 and were reversed as a result of full loan repayments. The net effect of new originations and full repayments on the CECL reserve was approximately a $0.5 million increase.

oThe CECL reserve relating to loans with a risk rating of "2" and "3" was $2.9 million or 0.7% of outstanding principal as of March 31, 2026 and $2.2 million or 0.6% of outstanding principal as of March 31, 2025. Management notes that loans risk rated "2" and "3" are generally deemed to be performing loans and generally carry similar CECL reserves,

oThe CECL reserve for loans included in risk rating "4" was $4.7 million or 1.15% of outstanding principal as of March 31, 2026 and $1.1 million or 0.3% of outstanding principal as of March 31, 2025. Loans that are risk rated "4"are high risk for potential loss and require regular monitoring.

oLoans remaining on non-accrual for the three months ended March 31, 2026, specifically Loan #4 and Loan #34, resulted in a $2.5 million increase to the CECL reserve compared to March 31, 2025. When the loans were placed on non-accrual status in December 2025, an aggregate of $0.9 million of accrued interest receivable was reversed. The non-performing nature of these loans as of March 31, 2026 is a key input to the Company's CECL analysis.

oLoan #9(a)(b), which was placed on non-accrual in May 2023, were restructured during 2025. The Company made incremental advances to fund accretive acquisitions which management expects to result in improved operating performance. As a result of the borrowers acquisitions, the estimated LTV ratio decreased by approximately 19% year over year. Additionally, in December 2025 the Company collected all past due unpaid interest and the borrower was brought to current. Management restored Loan #9 to accrual status as of March 31, 2026. The borrower demonstrated sustained ability to meet debt service obligations for a minimum of 60 days.

oLoan #36 CECL reserve increased $2.6 million during the three months ended March 31, 2026. LTV increased to 96.4% as of March 31, 2026 from 65.3% as of December 31, 2025 and payments were delayed during the three months ended March 31, 2026. The Company collected all past due interest in early April 2026 and Management kept Loan #36 on accrual status as of March 31, 2026.

Non-GAAP Measures and Key Financial Measures and Indicators

As a commercial mortgage real estate investment trust, we believe the key financial measures and indicators for our business are Distributable Earnings, Adjusted Distributable Earnings, book value per share, and dividends declared per share.

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Distributable Earnings and Adjusted Distributable Earnings

In addition to using certain financial metrics prepared in accordance with GAAP to evaluate our performance, we also use Distributable Earnings and Adjusted Distributable Earnings to evaluate our performance. Each of Distributable Earnings and Adjusted Distributable Earnings is a measure that is not prepared in accordance with GAAP. We define Distributable Earnings as, for a specified period, the net income (loss) computed in accordance with GAAP, excluding (i) non-cash equity compensation expense, (ii) depreciation and amortization, (iii) any unrealized gains, losses or other non-cash items recorded in net income (loss) for the period; provided that Distributable Earnings does not exclude, in the case of investments with a deferred interest feature (such as OID, debt instruments with PIK interest and zero coupon securities), accrued income that we have not yet received in cash, (iv) provision for current expected credit losses and (v) one-time events pursuant to changes in GAAP and certain non-cash charges, in each case after discussions between our Manager and our independent directors and after approval by a majority of such independent directors. We define Adjusted Distributable Earnings, for a specified period, as Distributable Earnings excluding certain non-recurring organizational expenses (such as one-time expenses related to our formation and start-up).

We believe providing Distributable Earnings and Adjusted Distributable Earnings on a supplemental basis to our net income as determined in accordance with GAAP is helpful to stockholders in assessing the overall performance of our business. As a REIT, we are required to distribute at least 90% of our annual REIT taxable income and to pay tax at regular corporate rates to the extent that we annually distribute less than 100% of such taxable income. Given these requirements and our belief that dividends are generally one of the principal reasons that stockholders invest in our common stock, we generally intend to attempt to pay dividends to our stockholders in an amount equal to our net taxable income, if and to the extent authorized by our Board. Distributable Earnings is one of many factors considered by our Board in authorizing dividends and, while not a direct measure of net taxable income, over time, the measure can be considered a useful indicator of our dividends.

Distributable Earnings and Adjusted Distributable Earnings should not be considered as substitutes for GAAP net income. We caution readers that our methodology for calculating Distributable Earnings and Adjusted Distributable Earnings may differ from the methodologies employed by other REITs to calculate the same or similar supplemental performance measures, and as a result, our reported Distributable Earnings and Adjusted Distributable Earnings may not be comparable to similar measures presented by other REITs.

The following table provides a reconciliation of GAAP net income to Distributable Earnings and Adjusted Distributable Earnings (in thousands, except per share data):

	Three months ended
	March 31, 2026		March 31, 2025
Net Income	$	4,840,364	$	10,041,312
Adjustments to net income
Stock based compensation		865,354		649,312
Amortization of debt issuance costs		83,451		110,309
Provision (benefit) for current expected credit losses		3,837,851		(1,073,276	)
Change in unrealized loss on investment		206,000		-
Distributable Earnings	$	9,833,020	$	9,727,657
Basic weighted average shares of common stock outstanding (in shares)		21,080,272		20,858,466
Basic Distributable Earnings per Weighted Average Share	$	0.47	$	0.47
Diluted weighted average shares of common stock outstanding (in shares)		21,484,118		21,264,891
Diluted Distributable Earnings per Weighted Average Share	$	0.46	$	0.46

Book Value Per Share

The book value per share of our common stock as of March 31, 2026 and December 31, 2025 was approximately $14.39 and $14.60, respectively.

Liquidity and Capital Resources

Liquidity is a measure of our ability to meet potential cash requirements, including ongoing commitments to repay borrowings, fund and maintain our assets and operations, make distributions to our stockholders, and meet other general business needs. We use significant cash to invest in loans, repay principal and interest on our borrowings, make distributions to our stockholders, and fund our operations.

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Our primary sources of cash generally consist of unused borrowing capacity under our financing sources, the net proceeds of future offerings of equity or debt securities, payments of principal and interest we receive on our portfolio of assets and cash generated from our operating results. On a long-term basis, we expect that our primary sources of financing will be, to the extent available to us, through (a) credit facilities and (b) public and private offerings of our equity and debt securities. We may utilize other sources of financing to the extent available to us. As the cannabis industry continues to evolve and to the extent that additional states legalize cannabis, the demand for capital continues to increase as operators seek to enter and build out new markets. In the short-term, we expect the principal amount of the loans we originate to increase and that we will need to raise additional equity and/or debt financing to increase our liquidity. We expect to achieve this through recycling capital from loan paydowns, repayments, and sales of common stock related to our shelf registration statement.

As of March 31, 2026 and December 31, 2025, all of our cash was unrestricted and totaled approximately $27.9 million and $14.9 million, respectively. We believe that our cash on hand, capacity available under our Revolving Loan, and cash flows from operations for the next twelve months will be sufficient to satisfy the operating requirements of our business through at least the next twelve months. The sources of financing for our target investments are described below.

Capital Markets

We may seek to raise further equity capital and issue debt securities in order to fund our future investments in loans. Our Shelf Registration Statement on Form S-3 became effective on January 19, 2023 (the "Previous Registration Statement"), allowing us to sell, from time to time in one or more offerings, up to $500 million of our securities, including common stock, preferred stock, debt securities, warrants and rights (including as part of a unit) to purchase shares of our common stock, preferred stock, or debt securities. We filed a replacement Shelf Registration Statement on Form S-3 on January 16, 2026 (the “New Registration Statement), which extends the effectiveness period of the Previous Registration Statement 180 days or until the effectiveness of the New Registration Statement, whichever comes first. The specifics of any future offerings, along with the use of proceeds of any securities offered, will be described in detail in a prospectus supplement, or other offering materials, at the time of any offering. We may also access liquidity through our ATM Program, which was established in June 2023 and amended in March 2025, pursuant to which we may sell, from time to time, up to $100.0 million of our common stock.

During the quarter ended March 31, 2025, the Company sold an aggregate of 64,557 shares of the Company’s common stock under the Sales Agreement at a weighted average price of $16.01 per share, generating net proceeds of approximately $1.0 million.

During the quarter ended March 31, 2026, the Company sold 0 shares of the Company’s common stock under the Sales Agreement.

Credit Facility

As of March 31, 2026 and December 31, 2025, unamortized debt issuance costs related to the Revolving Loan, including all amendments and amendments and restatements thereto, as applicable, of $221,958 and $246,620, respectively, are recorded in other receivables and assets, net on the consolidated balance sheets.

As of and for the three months ended March 31, 2026, the Company had net repayments of $18.0 million against the Revolving Loan. As of March 31, 2026, the Company had $43.0 million available and $67.1 million outstanding under the Revolving Loan (Note 6 of Part 1, Item 1 - Financial Information).

Notes Payable

On October 18, 2024 (the "Closing Date"), the Company entered into a Loan Agreement by and among the Company and the various financial institutions party thereto, for an aggregate commitment of $50.0 million in senior unsecured notes (the "Unsecured Notes"). The Unsecured Notes have a contractual four year term maturing on October 18, 2028 and bear a fixed interest rate of 9.00% per annum. The Company may prepay the Unsecured Notes at any time without penalty following the second anniversary of the Closing Date. A prepayment penalty of 3.00% and 2.00% would be due and payable in the event of prepayment prior to the first and second anniversary of the Closing Date, respectively.

The $50.0 million aggregate commitment was advanced on the closing date and proceeds were used to temporarily repay outstanding obligations on the Revolving Loan and for other working capital purposes. The Company incurred debt issuance costs of approximately $0.9 million related to Unsecured Notes, which were capitalized and offset against the outstanding face value of the Unsecured Notes within the line item titled Notes Payable, net on the consolidated balance sheets.

The Unsecured Notes provide for certain affirmative covenants, including requiring us to deliver certain financial information and any notices of default, and conducting business in the normal course. Additionally, the Company must comply with certain financial and non-financial covenants including but not limited to: (1) minimum stockholders' equity of $200.0 million, (2) maximum aggregate

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indebtedness of $225.0 million, subject to increase from time to time based upon ratable increases in stockholders' equity, and (3) maintenance of a credit rating. As of March 31, 2026, the Company is in compliance with all financial covenants with respect to the Unsecured Notes.

Cash Flows

The following table sets forth changes in cash and cash equivalents for the three months ended March 31, 2026 and 2025, respectively:

	For the three months ended March 31,
	2026			2025
Net income	$	4,840,364		$	10,041,312
Adjustments to reconcile net income to net cash used in operating activities and    changes in operating assets and liabilities		(1,676,557	)		(2,416,144	)
Net cash provided by operating activities		3,163,807			7,625,168
Net cash provided by investing activities		1,730,663			5,507,310
Net cash provided by/(used in) financing activities		8,012,591			(29,653,749	)
Change in cash and cash equivalents		12,907,061			(16,521,271	)

Net Cash Provided by Operating Activities

For the three months ended March 31, 2026 and 2025, we reported “Net cash provided by operating activities” of approximately $3.2 million and $7.6 million, respectively. Net cash provided by operating activities decreased approximately $4.5 million, primarily attributable to an increase in other receivables and assets of $1.8 million, a decrease in interest payable of approximately $1.3 million, a decrease in related party net payable of approximately $1.3 million related to timely collections of interest income, an increase in interest receivable of $0.8 million consisting of certain 'past due' amounts, a decrease in management and incentive fees payable of approximately $0.3 million and a decrease in net income over the comparable period of approximately $5.2 million. These changes were offset by a provision for current expected credit losses of $3.8 million during the first quarter of 2026 compared to a benefit of $1.1 million during the first quarter of 2025. Further, there was a decrease in the interest reserve for applied interest payments of approximately $0.8 million, an increase in stock based compensation of approximately $0.2 million, a $0.2 million unrealized loss on investments, and a decrease over the comparable period.

Net Cash Provided by Investing Activities

For the three months ended March 31, 2026 and 2025, we reported “Net cash provided by investing activities” of approximately $1.7 million and $5.5 million, respectively.

For the three months ended March 31, 2026 cash outflows primarily related to $49.8 million used for the origination and funding of loans held for investment, partially offset by $51.6 million of cash received from the principal repayment of loans held for investment.

For the three months ended March 31, 2025, cash outflows primarily related to $3.7 million used for the origination and funding of loans held for investment, partially offset by $9.2 million of cash received from the principal repayment of loans held for investment.

Net Cash Provided by/(used in) Financing Activities

For the three months ended March 31, 2026 and 2025, we reported “Net cash provided by/(used in) financing activities” of approximately $8.0 million and ($29.7) million, respectively.

For the three months ended March 31, 2026, cash inflows of approximately $17.9 million in net draws on our Revolving Loan, $9.9 million in dividends paid and approximately $30 thousand in debt issuance costs.

For the three months ended March 31, 2025, cash inflows of approximately $1.0 million related to proceeds received from sales of our common stock through the registered at-the-market offering, which were offset by approximately $17.0 million in net repayments on our Revolving Loan, $13.6 million in dividends paid and approximately $82 thousand in offering costs associated with the registered at-the-market offering.

Leverage Policies

Although we are not required to maintain any particular leverage ratio, we expect to employ prudent amounts of leverage and, when appropriate, to use debt as a means of providing additional funds for the acquisition of loans, to refinance existing debt or for general

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corporate purposes. Leverage is primarily used to provide capital for forward commitments until additional equity is raised or additional medium- to long-term financing is arranged. This policy is subject to change by management and our Board.

Dividends

We have elected to be taxed as a REIT for United States federal income tax purposes and, as such, anticipate annually distributing to our stockholders at least 90% of our REIT taxable income, prior to the deduction for dividends paid and our net capital gain. If we distribute less than 100% of our REIT taxable income in any tax year (taking into account any distributions made in a subsequent tax year under Sections 857(b)(9) or 858 of the Code), we will pay tax at regular corporate rates on that undistributed portion. Furthermore, if we distribute less than the sum of (i) 85% of our ordinary income for the calendar year, (ii) 95% of our capital gain net income for the calendar year and (iii) any Required Distribution to our stockholders during any calendar year (including any distributions declared by the last day of the calendar year but paid in the subsequent year), then we are required to pay non-deductible excise tax equal to 4% of any shortfall between the Required Distribution and the amount that was actually distributed. Any of these taxes would decrease cash available for distribution to our stockholders. The 90% distribution requirement does not require the distribution of net capital gains. However, if we elect to retain any of our net capital gain for any tax year, we must notify our stockholders and pay tax at regular corporate rates on the retained net capital gain. The stockholders must include their proportionate share of the retained net capital gain in their taxable income for the tax year, and they are deemed to have paid the REIT’s tax on their proportionate share of the retained capital gain. Furthermore, such retained capital gain may be subject to the nondeductible 4% excise tax. If we determine that our estimated current year taxable income (including net capital gain) will be in excess of estimated dividend distributions (including capital gains dividends) for the current year from such income, we accrue excise tax on a portion of the estimated excess taxable income as such taxable income is earned.

To the extent that our cash available for distribution is less than the amount required to be distributed under the REIT provisions of the Code, we may be required to fund distributions from working capital or through equity, equity-related or debt financings or, in certain circumstances, asset sales, as to which our ability to consummate transactions in a timely manner on favorable terms, or at all, cannot be assured, or we may make a portion of the Required Distribution in the form of a taxable stock distribution or distribution of debt securities.

The following table summarizes the Company’s dividends declared during the three months ended March 31, 2026 and 2025, respectively.

	Record Date	Payment Date	Common Share Distribution Amount		Taxable Ordinary Income		Return of Capital		Section 199A Dividends
Regular cash dividend	3/31/2026	4/15/2026	$	0.47	$	0.47	$	-	$	0.47
Total cash dividend			$	0.47	$	0.47		-	$	0.47

	Record Date	Payment Date	Common Share Distribution Amount		Taxable Ordinary Income		Return of Capital		Section 199A Dividends
Regular cash dividend	3/31/2025	4/15/2025	$	0.47	$	0.47	$	-	$	0.47
Total cash dividend			$	0.47	$	0.47	$	—	$	0.47

CECL Reserve

We record a current expected credit loss reserve ("CECL Reserve") for our loans held for investment. The CECL Reserve is deducted from the gross carrying amount of the assets to present the net carrying value of the amounts expected to be collected on such assets. The Company estimates its CECL Reserve using among other inputs, third-party valuations, and a third-party probability-weighted model that considers the likelihood of default and expected loss given default for each individual loan based on the risk profile for approximately three years after which we immediately revert to use of historical loss data.

We consider historical loss experience, current conditions, and a reasonable and supportable forecast of the macroeconomic environment. We consider multiple datapoints and methodologies that may include likelihood of default and expected loss given default for each individual loans, valuations derived from discounted cash flows (“DCF”), and other inputs including the risk rating of the loan, how recently the loan was originated compared to the measurement date, and expected prepayment, if applicable. The measurement of expected credit losses under CECL is applicable to financial assets measured at amortized cost, and off-balance sheet credit exposures such as unfunded loan commitments.

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We evaluate our loans on a collective (pool) basis by aggregating on the basis of similar risk characteristics as explained above. We make the judgment that loans to cannabis-related borrowers that are fully collateralized by real estate exhibit similar risk characteristics and are evaluated as a pool. Further, loans that have no real estate collateral, but are secured by other forms of collateral, including equity pledges of the borrower, and otherwise have similar characteristics as those collateralized by real estate are evaluated as a pool. All other loans are analyzed individually, either because they operate in a different industry, may have a different risk profile, or have maturities that extend beyond the forecast horizon for which we are able to derive reasonable and supportable forecasts.

Estimating the CECL Reserve also requires significant judgment with respect to various factors, including (i) the appropriate historical loan loss reference data, (ii) the expected timing of loan repayments, (iii) calibration of the likelihood of default to reflect the risk characteristics of our loan portfolio, and (iv) our current and future view of the macroeconomic environment. From time to time, we may consider loan-specific qualitative factors on certain loans to estimate our CECL Reserve, which may include (i) whether cash from the borrower’s operations is sufficient to cover the debt service requirements currently and into the future, (ii) the ability of the borrower to refinance the loan and (iii) the liquidation value of collateral. For loans where we have deemed the borrower/sponsor to be experiencing financial difficulty, we may elect to apply a practical expedient, in which the fair value of the underlying collateral is compared to the amortized cost of the loan in determining a CECL Reserve.

To estimate the historic loan losses relevant to the Company’s portfolio, the Company evaluates its historical loan performance, which includes zero realized loan losses since the inception of its operations. Additionally, the Company analyzed its repayment history, noting it has limited portfolio turnover from the date of our initial public offering. However, the Company’s Sponsor and its affiliates have had operations for the past three fiscal periods and have made investments in similar loans that have similar characteristics including interest rate, collateral coverage, guarantees, and prepayment/make whole provisions, which fall into the pools identified above. Given the similarity of the structuring of the credit agreements for the loans in the Company’s portfolio to the loans originated by its Sponsor, management considered it appropriate to consider the past repayment history of loans originated by the Sponsor and its affiliates in determining the extent to which a CECL Reserve shall be recorded.

In addition, the Company reviews each loan on a quarterly basis and evaluates the borrower’s ability to pay the monthly interest and principal, if required, as well as the loan-to-value (LTV) ratio. When evaluating qualitative factors that may indicate the need for a CECL Reserve, the Company forecasts losses considering a variety of factors. In considering the potential current expected credit loss, the Manager primarily considers significant inputs to the Company’s forecasting methods, which include (i) key loan-specific inputs such as the value of the real estate collateral, liens on equity (including the equity in the entity that holds the state-issued license to cultivate, process, distribute, or retail cannabis), presence of personal or corporate guarantees, among other credit enhancements, LTV ratio, rate type (fixed or floating) and IRR, loan-term, geographic location, and expected timing and amount of future loan fundings, (ii) performance against the underwritten business plan and the Company’s internal loan risk rating, and (iii) a macro-economic forecast. Estimating the enterprise value of our borrowers in order to calculate LTV ratios is often a significant estimate. The Manager utilizes a third-party valuation appraiser to assist with the Company’s valuation process primarily using comparable transactions to estimate enterprise value of its portfolio companies and supplement such analysis with a multiple-based approach to enterprise value to revenue multiples of publicly-traded comparable companies obtained from sources such as Bloomberg and/or S&P Capital IQ as of December 31, 2025, to which the Manager may apply a private company discount based on the Company’s current borrower profile. These estimates may change in future periods based on available future macro-economic data and might result in a material change in the Company’s future estimates of expected credit losses for its loan portfolio.

Regarding real estate collateral, we generally cannot take the position of mortgagee-in-possession as long as the property is used by a cannabis operator, but we can request that the court appoint a receiver to manage and operate the subject real property until the foreclosure proceedings are completed. Additionally, while we cannot foreclose under state Uniform Commercial Code (“UCC”) and take title or sell equity in a licensed cannabis business, a potential purchaser of a delinquent or defaulted loan could.

In order to estimate the future expected loan losses relevant to our portfolio, we utilize historical market loan loss data obtained from a third-party database for commercial real estate loans, which we believe is a reasonably comparable and available data set to use as an input for our type of loans. We expect this dataset to be representative for future credit losses whilst considering that the cannabis industry is maturing, and consumer adoption, demand for production, and retail capacity are increasing akin to commercial real estate over time. For periods beyond the reasonable and supportable forecast period, we revert back to historical loss data.

All of the above assumptions, although made with the most available information at the time of the estimate, are subjective and actual activity may not follow the estimated schedule. These assumptions impact the future balances that the loss rate will be applied to and as such impact our CECL Reserve. As we acquire new loans and our Manager monitors loan and borrower performance, these estimates will be revised each period.

Accounting Policies and Estimates

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As of March 31, 2026, there were no significant changes in the application of our accounting policies or estimates from those presented in our annual report on Form 10-K. Refer to Note 2 to our consolidated financial statements for the three months ended March 31, 2026, titled “Significant Accounting Policies” for information on recent accounting pronouncements.

Item 3. Quantitative and Qualitative Disclosures About Market Risk

Uncertainty with respect to the economic effects of political tensions in the United States and around the world have introduced significant volatility in the financial markets, and the effect of the volatility could materially impact our market risks, including those listed below. We are subject to certain financial market risks, including valuation risk, interest rate risk and credit risk.

Valuation Risk

The Company’s results of operations and financial condition are subject to valuation risk related to its real estate–related investments, including mortgage loans, real estate owned, if any, and other financial assets measured at fair value or evaluated for impairment or credit loss. The valuation of these assets involves the use of significant judgments, estimates, and assumptions, many of which are inherently subjective and may be impacted by changes in market conditions.

We generally hold our investments as long-term loans classified as held for investment; however, we may occasionally classify some of our loans as held for sale. We may carry our loans at fair value or carrying value in our consolidated balance sheet. As of both March 31, 2026 and December 31, 2025 none of our loans were carried at fair value within loans held at fair value in our consolidated balance sheets, respectively, with changes in fair value recorded through earnings. We evaluate our loans on a quarterly basis and fair value is determined by our Manager's Investment Committee. We use an independent third-party valuation firm to provide input in the valuation of all of our unquoted investments, which we consider along with other various subjective and objective factors in making our evaluations.

Warrants are recorded at fair value on the consolidated balance sheets and unrealized gains and losses are included within the line item, change in unrealized loss on investment, in the consolidated statements of income. As of March 31, 2026, we carried $1.1 million of warrants at fair value which are included within the line item other receivables and assets, net, in our consolidated balance sheet.

Valuations of real estate collateral are generally based on third-party appraisals, broker price opinions, or other valuation techniques that rely on assumptions regarding future cash flows, capitalization rates, discount rates, comparable sales, market absorption, and prevailing economic conditions. Appraisals and similar valuation metrics may not reflect current market conditions, particularly during periods of market volatility, reduced transaction activity, or declining property values. Actual realized values may differ materially from appraised or estimated values.

In addition, with respect to the Company's loans held for investment, which are carried at amortized costs, the Manager applies judgment in estimating expected credit losses under its CECL valuation methodology. The determination of CECL reserves requires management to make assumptions regarding borrower performance, collateral values, historical loss experience, current conditions, and reasonable and supportable forecasts of future economic conditions. Changes in these assumptions, including adverse changes in real estate values, interest rates, occupancy levels, or macroeconomic conditions, could result in material increases in the Company’s allowance for credit losses.

The Company reviews valuation methodologies, assumptions, and key inputs on an ongoing basis and may adjust valuations or credit loss estimates as market conditions evolve. However, there can be no assurance that such estimates will accurately reflect the prices at which assets could ultimately be sold or the actual credit losses that may be realized. As a result, changes in valuations or CECL assumptions could have a material adverse effect on the Company’s financial condition, results of operations, and liquidity.

Interest Rate Risk

Changes in Market Interest Rates and Effect on Net Interest Income

Interest rates are highly sensitive to many factors, including fiscal and monetary policies and domestic and international economic and political considerations, as well as other factors beyond our control. We are subject to interest rate risk in connection with our assets and our related financing obligations.

Our operating results depend in large part on differences between the income earned on our assets and our cost of borrowing. The cost of our borrowings is generally based on prevailing market interest rates. During periods of rising interest rates, our borrowing costs generally increase. To the extent we fund fixed-rate investments with floating-rate borrowings, rising rates could reduce our net interest spread and net interest margin. For floating-rate investments, changes in yields may lag increases in borrowing costs due to interest rate floors, timing of rate resets, or differences in spreads, which could also adversely affect our net interest margin. The severity of any such decline would depend on our asset/liability composition at the time as well as the magnitude and duration of the interest rate increase.

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Further, an increase in short-term interest rates could also have a negative impact on the market value of our target investments. If any of these events happen, we could experience a decrease in net income or incur a net loss during these periods, which could adversely affect our liquidity and results of operations.

As of March 31, 2026, we had 15 floating-rate loans, representing approximately 64.8% of our loan portfolio based on aggregate outstanding principal balances. The remaining 35.2% is represented by fixed rate loans. As of March 31, 2025, 59.3% and 40.7% of outstanding principal was represented by floating rate loans and fixed rate loans, respectively. Our loans generally have a rate floor established at the prevailing benchmark rate, as applicable, at the time of origination. Refer to Note 3 for rate floor by loan.

In addition, our Revolving Loan is exposed to similar interest rate risk. Our Revolving Loan bears interest at the greater of (1) the Prime Rate plus the applicable margin and (2) 3.25%. As of March 31, 2026, we had an outstanding balance of $67.1 million under the Revolving Loan, and an additional $43.0 million of availability which incurs an unused fee of 25 basis points. An increase in the Prime Rate is expected to result in an increase in interest expenses and therefore a decrease in net income.

Based on our Consolidated Statement of Operations for the period ended March 31, 2026, the following table shows the estimated annualized impact on net income resulting from hypothetical benchmark rate changes on our floating-rate portfolio (considering interest rate floors, as applicable). Management estimates reflect the characteristics of its loan portfolio as of March 31, 2026 and exclude assumptions relating to unscheduled prepayments, deployment of unfunded commitments or new originations.

Change in Interest Rates	Increase (Decrease) in Interest Income			Increase (Decrease) in Interest Expense			Increase (Decrease) in Net Investment Income
Increase of 300 basis points		8,036,894			2,011,500			6,025,394
Increase of 200 basis points		5,357,929			1,341,000			4,016,929
Increase of 100 basis points		2,678,965			670,500			2,008,465
Decrease of 100 basis points		(751,848	)		(670,500	)		(81,348	)
Decrease of 200 basis points		(1,503,697	)		(1,341,000	)		(162,697	)
Decrease of 300 basis points		(2,120,462	)		(2,011,500	)		(108,962	)

Based on our Consolidated Statement of Operations for the year ended March 31, 2025, the following table shows the estimated annualized impact on net income resulting from hypothetical benchmark rate changes on our floating-rate portfolio (considering interest rate floors, as applicable).

Change in Interest Rates	Increase (Decrease) in Interest Income			Increase (Decrease) in Interest Expense			Increase (Decrease) in Net Investment Income
Increase of 300 basis points		7,139,122			1,140,000			5,999,122
Increase of 200 basis points		4,759,415			760,000			3,999,415
Increase of 100 basis points		2,379,707			380,000			1,999,707
Decrease of 100 basis points		(793,732	)		(380,000	)		(413,732	)
Decrease of 200 basis points		(1,064,966	)		(760,000	)		(304,966	)
Decrease of 300 basis points		(1,282,861	)		(1,140,000	)		(142,861	)

Interest Rate Floor and Cap Risk

We currently own and intend to acquire in the future, floating-rate assets. These are assets in which the loans may be subject to periodic and lifetime interest rate caps and floors, which limit the amount by which the asset’s interest yield may change during any given period. However, our borrowing costs pursuant to our financing agreements may not be subject to similar restrictions. Therefore, in a period of increasing interest rates, interest rate costs on our borrowings could increase without limitation by caps, while the interest-rate yields on our floating-rate assets would effectively be limited. In addition, floating-rate assets may be subject to periodic payment caps that result in some portion of the interest being deferred and added to the principal outstanding. This could result in our receipt of cash income from such assets in an amount that is less than the amount that we would need to pay the interest cost on our related borrowings. These factors could lower our net interest income or cause a net loss during periods of rising interest rates, which would harm our financial condition, cash flows and results of operations.

Interest Rate Mismatch Risk

We may fund a portion of our origination of loans, or of loans that we may in the future acquire, with borrowings that are based on the Prime Rate or a similar measure, while the interest rates on these assets may be fixed or indexed to the Prime Rate or another index rate. Accordingly, any increase in the Prime Rate will generally result in an increase in our borrowing costs that would not be matched by

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fixed-rate interest earnings and may not be matched by a corresponding increase in floating-rate interest earnings. Any such interest rate mismatch could adversely affect our profitability, which may negatively impact distributions to our stockholders.

Our analysis of risks is based on our Manager’s experience, estimates, models and assumptions. These analyses rely on models which utilize estimates of fair value and interest rate sensitivity. Actual economic conditions or implementation of decisions by our Manager and our management may produce results that differ significantly from the estimates and assumptions used in our models and the projected results.

Credit Risk

We are subject to varying degrees of credit risk in connection with our loans and interest receivable, which include credit risk on our commercial real estate loans and other targeted types of loans. Our Manager will seek to manage credit risk by performing deep credit fundamental analysis of potential assets and through the use of non-recourse financing, when and where available and appropriate. Credit risk will also be addressed through our Manager’s on-going review, and loans will be monitored for variance from expected prepayments, defaults, severities, losses and cash flow on a quarterly basis. Nevertheless, unanticipated credit losses could occur that could adversely impact our operating results. For additional information regarding the credit risk associated with our loans and interest receivables, see “Risk Factors- Loans to relatively new and/or small companies and companies operating in the cannabis industry generally involve significant risks” in our Annual Report on Form 10-K for the year ended December 31, 2025.

Our Manager or affiliates of our Manager generally originate all of our loans and intend to continue to originate our loans, but we may also acquire loans from time to time. Our Investment Guidelines are not subject to any limits or proportions with respect to the mix of target investments that we make or that we may in the future acquire other than as necessary to maintain our exemption from registration under the Investment Company Act and our qualification as a REIT. Our investment decisions will depend on prevailing market conditions and may change over time in response to opportunities available in different interest rate, economic and credit environments. As a result, we cannot predict the percentage of our capital that will be invested in any individual target investment at any given time.

Concentration

Our loan portfolio as of March 31, 2026 and December 31, 2025, was concentrated with the top three borrowers representing approximately 33.2% and 26.9% of principal outstanding, respectively. As of and for the three months ended March 31, 2026 and 2025, the top three borrowers represented approximately 24.4% and 24.3% of the total interest income, respectively. The largest loan represented approximately 12.9% and 11.5% of principal outstanding as of March 31, 2026 and December 31, 2025, respectively.

As of March 31, 2026 and December 31, 2025, our borrowers have operations in the jurisdiction noted within the table below based on real estate collateral location or principal place of business:

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As of March 31, 2026				As of December 31, 2025
Jurisdiction	Outstanding Principal (1)		Percentage of Our Loan Portfolio	Jurisdiction	Outstanding Principal (1)		Percentage of Our Loan Portfolio
Illinois	$	85,259,003	21%	Illinois	$	76,736,737	19%
Ohio		67,903,446	16%	Ohio		65,865,842	16%
Florida		64,542,243	16%	Florida		56,317,033	14%
Michigan		32,573,835	8%	Pennsylvania		46,114,129	11%
Pennsylvania		32,236,690	8%	Michigan		31,237,041	8%
Arizona		27,771,453	7%	California		27,316,846	7%
California		27,179,072	7%	Arizona		26,326,748	6%
Missouri		21,779,670	5%	Missouri		26,139,970	6%
New York		21,312,103	5%	New York		22,068,401	5%
Canada		16,211,500	4%	Nebraska		17,200,000	4%
West Virginia		8,491,943	2%	West Virginia		8,491,943	2%
Other (2)		2,584,377	1%	Other (2)		2,360,539	1%
Massachusetts		1,869,661	*%	Texas		2,335,787	1%
Texas		1,503,503	*%	Maryland		1,312,711	*%
Maryland		1,312,711	*%	Massachusetts		731,146	*%
Nevada		575,871	*%	Nevada		225,199	*%
Oregon		316,286	*%	Oregon		193,286	*%
Minnesota		166,467	*%	Minnesota		101,730	*%
Nebraska		-	*%	Canada		-	*%
Total	$	413,589,833	100%	Total	$	411,075,088	100%

* Represents less than 1%

(1)The principal balance of the loans not secured by real estate collateral are included in the jurisdiction representing the principal place of business.

(2)Represents Connecticut, Washington, New Jersey, and Canada

Real Estate Risk

Commercial real estate loans are subject to volatility and may be affected adversely by a number of factors, including, but not limited to, national, regional and local economic conditions (which may be adversely affected by industry slowdowns and other factors); local real estate conditions; changes or continued weakness in specific industry segments; construction quality, age and design; demographic factors; and retroactive changes to building or similar codes. In addition, decreases in property values reduce the value of the collateral and the potential proceeds available to a borrower to repay the underlying loan or loans, as the case may be, which could also cause us to suffer losses.

Market Conditions

We provide loans to established companies operating in the cannabis industry which involves significant risks, including the risk of strict enforcement against our borrowers of the federal illegality of cannabis, our borrowers’ inability to renew or otherwise maintain their licenses or other requisite authorizations for their cannabis operations, and such loans lack of liquidity, and we could lose all or part of any of our loans.

We believe that favorable market conditions, including an imbalance in supply and demand of credit to cannabis operating companies, have provided attractive opportunities for non-bank lenders, such as us, to finance commercial real estate loans and other loans that exhibit strong fundamentals but also require more customized financing structures and loan products than regulated financial institutions can presently provide. Additionally, to the extent that additional states legalize cannabis, our addressable market will increase. While we intend to continue capitalizing on these opportunities and growing the size of our portfolio, we are aware that the competition for the capital we provide is increasing.

Our ability to grow or maintain our business depends on state laws pertaining to the cannabis industry. New laws that are adverse to our borrowers may be enacted, and current favorable state or national laws or enforcement guidelines relating to cultivation, production and

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distribution of cannabis may be modified or eliminated in the future, which would impede our ability to grow and could materially adversely affect our business.

Management’s plan to mitigate risks include monitoring the legal landscape as deemed appropriate. Also, should a loan default or otherwise be seized, we may be prohibited from owning cannabis assets and thus could not take possession of collateral, in which case we would look to sell the loan, which could result in us realizing a loss on the transaction.

While we believe the principal amounts of our loans are generally adequately protected by underlying collateral value, there is a risk that we will not realize the entire principal value of certain loans, particularly those not fully collateralized by real estate. In order to mitigate that risk, our loans are generally collateralized by other assets, such as equipment, receivables, licenses or other assets of the borrowers to the extent permitted by applicable laws and regulations. In addition, we seek to impose strict loan covenants and seek personal or corporate guarantees for additional protection. As of March 31, 2026, 39% of our portfolio is fully secured by real estate. Our portfolio on average had real estate collateral coverage of 1.2x as of March 31, 2026, and all of our loans are secured by equity pledges of the borrower entities and all asset liens. As of March 31, 2025, 50% of our portfolio was fully secured by real estate. Our portfolio on average had real estate collateral coverage of 1.1x as of March 31, 2025 and all of our loans were secured by equity pledges of the borrower and all asset liens.

Risk Management

To the extent consistent with maintaining our REIT qualification and our exemption from registration under the Investment Company Act, we seek to manage risk exposure by closely monitoring our portfolio and actively managing the financing, interest rate, credit, prepayment and convexity (a measure of the sensitivity of the duration of a loan to changes in interest rates) risks associated with holding our portfolio of loans. Generally, with the guidance and experience of our Manager:

•we manage our portfolio through an interactive process with our Manager and service our self-originated loans through our Manager’s servicer;

•we invest in a mix of floating-rate and fixed-rate loans to mitigate the interest rate risk associated with the financing of our portfolio;

•we actively employ portfolio-wide and asset-specific risk measurement and management processes in our daily operations, including utilizing our Manager’s risk management tools such as software and services licensed or purchased from third-parties and proprietary analytical methods developed by our Manager; and

•we seek to manage credit risk through our due diligence process prior to origination or acquisition and through the use of non-recourse financing, when and where available and appropriate. In addition, with respect to any particular target investment, prior to origination or acquisition our Manager’s investment team evaluates, among other things, relative valuation, comparable company analysis, supply and demand trends, shape-of-yield curves, delinquency and default rates, recovery of various sectors and vintage of collateral.

Item 4. Controls and Procedures

Evaluation of Disclosure Controls and Procedures

Disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act) are designed to provide reasonable assurance that information required to be disclosed in reports we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the forms and rules of the SEC and that such information is accumulated and communicated to management, including the Principal Executive Officer and Principal Financial Officer, to allow timely decisions regarding required disclosures. Any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives.

In connection with the preparation of this quarterly report on Form 10-Q, our management, including the Principal Executive Officer and Principal Financial Officer, evaluated the effectiveness of the design and operation of our disclosure controls and procedures as of March 31, 2026. Based on that evaluation, our Principal Executive Officer and Principal Financial Officer have concluded that our disclosure controls and procedures were effective at the reasonable assurance level as of March 31, 2026 to ensure that (a) information required to be disclosed in reports we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the forms and rules of the SEC and (b) such information is accumulated and communicated to management, including the Principal Executive Officer and Principal Financial Officer, to allow timely decisions regarding required disclosures.

Changes in Internal Control over Financial Reporting

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Except as discussed in the preceding paragraph, there were no changes in our internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) during the quarter ended March 31, 2026 that have materially affected, or that are reasonably likely to materially affect, our internal control over financial reporting.

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PART II - OTHER INFORMATION

Item 1. Legal Proceedings

In the normal course of business, we may be subject to various legal proceedings from time to time. We are not party to any material pending legal proceedings required to be disclosed pursuant to Item 103 of Regulation S-K.

Item 1A. Risk Factors

In addition to the other information set forth in this report, you should carefully consider the factors discussed in Part I, “Item 1A. Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2025, which could materially affect our business, financial condition and/or results of operations. Except to the extent updated below or to the extent additional factual information disclosed elsewhere in this Quarterly Report on Form 10-Q relates to such risk factors, there have been no material changes to the risk factors described in the “Risk Factors” sections in our Annual Report on Form 10-K for the year ended December 31, 2025. The risks described in our Annual Report on Form 10-K and subsequent Quarterly Reports on Form 10-Q are not the only risks facing our Company. Additional risks and uncertainties not currently known to us or that we currently deem to be immaterial also may materially adversely affect our business, financial condition and/or results of operations.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

None.

Item 3. Defaults Upon Senior Securities

None.

Item 4. Mine Safety Disclosures

Not applicable.

Item 5. Other Information

None of the Company’s officers or directors have adopted, modified or terminated trading plans under either a Rule 10b5-1 or non-Rule 10b5-1 trading arrangement (as such terms are defined in Item 408 of Regulation S-K of the Securities Act of 1933) for the three months ended March 31, 2026.

Item 6. Exhibits

Exhibit No.	Description of Exhibits
31.1*	Certification of Principal Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2*	Certification of Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1*	Certification of Principal Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
32.2*	Certification of Principal Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
101.INS	Inline XBRL Instance Document–the instance document does not appear in the Interactive Data File as its XBRL tags are embedded within the Inline XBRL document.*
101.SCH	Inline XBRL Taxonomy Extension Schema With Embedded Linkbase Documents.*
104	Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101).

* Filed herewith

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SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

	CHICAGO ATLANTIC REAL ESTATE FINANCE, INC.
Dated: May 7, 2026	By:	/s/ Peter Sack
		Peter Sack
		Co-Chief Executive Officer and Director
		(Principal Executive Officer)

Dated: May 7, 2026	By:	/s/ Phillip Silverman
		Phillip Silverman
		Chief Financial Officer
		(Principal Financial Officer)

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