brt-20250930

Table of Contents

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 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 September 30, 2025

☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Commission File Number 001-07172

BRT APARTMENTS CORP.

(Exact name of Registrant as specified in its charter)


Maryland						13-2755856
(State or other jurisdiction of						(I.R.S. Employer Identification No.)
incorporation or organization)


60 Cutter Mill Road, Great Neck, NY						11021
(Address of principal executive offices)						(Zip Code)

516-466-3100

(Registrant’s telephone number, including area code)

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	BRT	NYSE

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 Date File required to be submitted pursuant to Rule 405 of Regulations 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 definition of “large accelerated filer” “accelerated filer”, “smaller reporting company” and "emerging growth company" in Rule 12b-2 of the Exchange Act. (Check one):


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

19,020,394 shares of Common Stock,

par value $0.01 per share, outstanding on October 31, 2025

Table of Contents

BRT APARTMENTS CORP. AND SUBSIDIARIES

Table of Contents


Part I - Financial Information		Page No.
Item 1.	Financial Statements
	Consolidated Balance Sheets – September 30, 2025 (unaudited) and December 31, 2024 (audited)	2
	Consolidated Statements of Operations – Three and nine months ended September 30, 2025 and 2024 (unaudited)	3

	Consolidated Statements of Equity – Three and nine months ended S e pt ember 30, 2025 and 2024 (unaudited)	4
	Consolidated Statements of Cash Flows – Nine months ended September 30, 2025 and 2024 (unaudited)	6
	Notes to Consolidated Financial Statements	8

Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	19

Item 3.	Quantitative and Qualitative Disclosures About Market Risks	32

Item 4.	Controls and Procedures	32

Part II – Other Information



Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	33

Item 5.	Other Information	34

Item 6.	Exhibits	35

Table of Contents

Explanatory Note

Unless otherwise indicated or the context otherwise requires:

•all references “us”, “we”, “BRT” or the “Company” refer to BRT Apartments Corp. and its consolidated and unconsolidated subsidiaries;

•"acquisitions" include investments in unconsolidated joint ventures;

•the term "promote" refers to our joint venture partner's share of the income and/or cash flow from a multi-family property greater than that implied by their percentage of equity interest in such project;

•we refer to certain entities as “affiliated entities”, because such entities share with us certain executive personnel and ownership. Our “affiliated entities” include Gould Investors L.P. (“Gould Investors”), a master limited partnership involved primarily in the ownership and operation of a diversified portfolio of real estate assets; Georgetown Partners LLC (“Georgetown”), which is the managing general partner of Gould Investors and which is controlled indirectly by, among others, Jeffrey A. Gould, our President, Chief Executive Officer and a director, and Matthew J. Gould, our Senior Vice President and a director; One Liberty Properties, Inc. (“OLP”), a NYSE listed industrial focused REIT; and Majestic Property Management LLC. (“Majestic Property”), a property management company which compensates certain of our executive officers, and which is indirectly owned by, among others, Jeffrey A. Gould, a director and our chief executive officer and president, and Matthew J. Gould, a director and a senior vice president. The use of the term "affiliated entities" or similar terms does not constitute an acknowledgement that such person(s) or entities are affiliates (as such term is used in the Securities Act (as defined below) or Exchange Act (as defined below) of ours or one another;

•"same store properties" refer to properties that we owned and operated for the entirety of periods being compared, except for properties that are in lease-up. We move properties previously excluded from our same store portfolio (because they were in lease up) into the same store designation once they have stabilized (as described below) and such status has been reflected fully in all applicable periods of comparison. Newly constructed, lease-up, development and redevelopment properties are deemed stabilized upon the earlier to occur of the first full calendar quarter beginning (a) 12 months after the property is fully completed and put in service and (b) attainment of at least 90% physical occupancy. All of the properties in our multi-family portfolio are "same store properties", except for Stono Oaks, 1322 North and Oaks at Victory;

•the term "standard carve-outs" refers to recourse items to an otherwise non-recourse mortgage and are customary to mortgage financing. While carve-outs vary from lender to lender and transaction to transaction, the carve-outs may include, among other things, a voluntary bankruptcy filing, environmental liabilities, the sale, financing or encumbrance of the property in violation of loan documents, damage to property as a result of intentional misconduct or gross negligence, failure to pay valid taxes and other claims which could or in certain cases, would create a lien on a property and the conversion of security deposits, insurance proceeds or condemnation awards; and

•references to unconsolidated joint ventures exclude ventures in which we have a preferred equity investment.

Table of Contents

Item 1. Financial Statements

BRT APARTMENTS CORP. AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

(Amounts in thousands, except per share data)


	September 30, 2025		December 31, 2024
	(unaudited)		(audited)
ASSETS
Real estate properties, net of accumulated depreciation and amortization of $126,165 and $106,425	$	602,141	$	615,915
Investments in unconsolidated joint ventures	48,169		31,344
Loan receivables, net of deferred fees of $267 and $313 and allowance for credit loss of $270 and $270	17,713		17,667
Cash and cash equivalents	21,105		27,856
Restricted cash	4,860		3,221
Other assets	20,182		17,460

Total Assets	$	714,170	$	713,463
LIABILITIES AND EQUITY
Liabilities:
Mortgages payable, net of deferred costs of $3,864 and $4,010	$	443,803	$	446,471
Junior subordinated notes, net of deferred costs of $222 and $237	37,178		37,163
Credit facility	17,500		—
Accounts payable and accrued liabilities	29,031		24,915
Total Liabilities	527,512		508,549

Commitments and contingencies
Equity:
BRT Apartments Corp. stockholders' equity:
Preferred shares $0.01 par value 2,000 shares authorized, none outstanding	—		—
Common stock, $0.01 par value, 300,000 shares authorized; 18,034 and 17,872 shares outstanding	180		179
Additional paid-in capital	275,870		272,275

Accumulated deficit	(89,306)		(67,485)
Total BRT Apartments Corp. stockholders’ equity	186,744		204,969
Non-controlling interests	(86)		(55)
Total Equity	186,658		204,914
Total Liabilities and Equity	$	714,170	$	713,463

See accompanying notes to consolidated financial statements.

Table of Contents

BRT APARTMENTS CORP. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF OPERATIONS

(Unaudited)

(Amounts in thousands, except shares and per share data)


	Three Months Ended September 30,				Nine Months Ended September 30,
	2025		2024		2025		2024
Revenues:
Rental and other revenue from real estate properties	$	24,031	$	24,177	$	71,379	$	71,253
Loan interest and other income	403		219		1,358		408
Total revenues	24,434		24,396		72,737		71,661
Expenses:
Real estate operating expenses - including $11 and $9 to related parties for the three months ended and $26 and $26 for the nine months ended	11,342		11,187		33,009		32,612
Interest expense	5,882		5,745		17,265		16,768
General and administrative - including $206 and $208 to related parties for the three months ended and $548 and $569 for the nine months ended	3,937		3,811		11,751		11,776

Depreciation and amortization	6,619		6,499		19,740		19,400
Total expenses	27,780		27,242		81,765		80,556
Total revenues less total expenses	(3,346)		(2,846)		(9,028)		(8,895)
Equity in (loss) earnings of unconsolidated joint ventures	(75)		369		637		986

Gain on sale of real estate	755		—		755		—
Insurance recovery of casualty loss	—		—		257		—


Loss from continuing operations	(2,666)		(2,477)		(7,379)		(7,909)
Income tax provision (benefit)	2		(310)		120		(297)
Loss from continuing operations, net of taxes	(2,668)		(2,167)		(7,499)		(7,612)
Net income attributable to non-controlling interest	(39)		(38)		(126)		(109)
Net loss attributable to common stockholders	$	(2,707)	$	(2,205)	$	(7,625)	$	(7,721)

Weighted average number of shares of common stock outstanding:
Basic and diluted	18,028,496		17,796,206		18,000,615		17,720,024


Net loss per share amounts attributable to common stockholders:
Basic and diluted	$	(0.14)	$	(0.12)	$	(0.40)	$	(0.41)

See accompanying notes to consolidated financial statements.

Table of Contents

BRT APARTMENTS CORP. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF EQUITY

(Unaudited)

(Dollars in thousands, except per share data)


	Shares of Common Stock		Additional Paid-In Capital		(Accumulated Deficit)		Non- Controlling Interest		Total
Balances, December 31, 2024	$	179	$	272,275	$	(67,485)	$	(55)	$	204,914
Distributions - common stock - $0.25 per share	—		—		(4,732)		—		(4,732)
Restricted stock and restricted stock units vesting	2		(2)		—		—		—
Compensation expense - restricted stock and restricted stock units	—		1,142		—		—		1,142

Distributions to non-controlling interests	—		—		—		(53)		(53)

Shares issued through DRIP	—		808		—		—		808
Shares repurchased	(1)		(1,381)		—		—		(1,382)
Net (loss) income	—		—		(2,352)		44		(2,308)


Balances, March 31, 2025	$	180	$	272,842	$	(74,569)	$	(64)	$	198,389

Distributions - common stock - $0.25 per share	—		—		(4,725)		—		(4,725)

Compensation expense - restricted stock and restricted stock units	—		1,135		—		—		1,135

Distributions to non-controlling interests	—		—		—		(45)		(45)


Shares issues through DRIP	1		821		—		—		822
Shares repurchased	(1)		(1,003)		—		—		(1,004)
Net (loss) income	—		—		(2,566)		43		(2,523)

Balances, June 30, 2025	$	180	$	273,795	$	(81,860)	$	(66)	$	192,049

Distributions - common stock - $0.25 per share	—		—		(4,739)		—		(4,739)
Compensation expense - restricted stock and restricted stock units	—		1,244		—		—		1,244

Distributions to non-controlling interests	—		—		—		(59)		(59)

Shares issues through DRIP	—		831		—		—		831

Net (loss) income	—		—		(2,707)		39		(2,668)


Balances, September 30, 2025	$	180	$	275,870	$	(89,306)	$	(86)	$	186,658

See accompanying notes to consolidated financial statements.

Table of Contents

BRT APARTMENTS CORP. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF EQUITY

(Unaudited)

(Dollars in thousands, except per share data)


	Shares of Common Stock		Additional Paid-In Capital		(Accumulated Deficit)		Non- Controlling Interest		Total
Balances, December 31, 2023	$	175	$	267,271	$	(38,986)	$	(15)	$	228,445
Distributions - common stock - $0.25 per share	—		—		(4,641)		—		(4,641)
Restricted stock and restricted stock units vesting	2		(2)		—		—		—
Compensation expense - restricted stock and restricted stock units	—		1,342		—		—		1,342
Distributions to non-controlling interests	—		—		—		(60)		(60)

Shares issued through DRIP	—		931		—		—		931
Shares repurchased	(1)		(2,266)		—		—		(2,267)
Net (loss) income	—		—		(3,171)		35		(3,136)


Balances, March 31, 2024	$	176	$	267,276	$	(46,798)	$	(40)	$	220,614

Distributions - common stock - $0.25 per share	—		—		(4,678)		—		(4,678)
Restricted stock and restricted stock units vesting	1		(1)		—		—		—
Compensation expense - restricted stock and restricted stock units	—		1,090		—		—		1,090



Distributions to non-controlling interests	—		—		—		(60)		(60)
Shares issued through DRIP	1		946		—		—		947
Shares repurchased	(1)		(929)		—		—		(930)
Net (loss) income	—		—		(2,345)		36		(2,309)


Balances, June 30, 2024	$	177	$	268,382	$	(53,821)	$	(64)	$	214,674

Distributions - common stock - $0.25 per share	—		—		(4,690)		—		(4,690)
Compensation expense - restricted stock and restricted stock units	—		1,189		—		—		1,189


Distributions to non-controlling interests	—		—		—		(75)		(75)


Shares issued through DRIP	1		950		—		—		951
Shares repurchased	—		(115)		—		—		(115)
Net (loss) income	—		—		(2,205)		38		(2,167)


Balances, September 30, 2024	$	178	$	270,406	$

SEC Form 10-Q filed by BRT Apartments Corp. (MD)