Financial Analysis

ACQUISITIONS On July 31, 2025 (the Acquisition Date), the Company acquired substantially all of the assets associated with the residential asset management business of Hearthstone, Inc., a provider of capital solutions to the U.S. homebuilding industry, by purchasing 75% of the outstanding Class A units of HRH for an all cash purchase price of $57.6 million. This acquisition positions the Company as an active manager of capital solutions for the homebuilding industry primarily through land banking. The acquisition was accounted for as a business combination under ASC Topic 805, Business Combinations (ASC 805). The following table summarizes the amounts recognized for the estimated fair value of the assets acquired, liabilities assumed and noncontrolling interests of the Hearthstone Venture and resulting goodwill as of the Acquisition Date (in thousands): Consideration $ 57,562 Recognized amounts of identifiable assets acquired and liabilities assumed Cash and cash equivalents 2,255 Related party receivables and contract assets 10,653 Investment in funds 16,508 Intangible assets 13,672 Other assets 1,113 Total assets 44,201 Accounts payable and other liabilities 12,209 Total liabilities 12,209 Net identifiable assets acquired 31,992 Goodwill 69,812 Net assets acquired 101,804 Less: redeemable noncontrolling interests in the Hearthstone Venture 44,242 $ 57,562 A third-party valuation specialist assisted the Company in estimating the fair values of the assets acquired, liabiliti …

BusinessCombinationDisclosureTextBlock · excerpt; the full note is in the filing

COMMITMENTS AND CONTINGENCIES The Company is subject to the usual obligations associated with entering into contracts for the purchase, development and sale of real estate, which the Company does in the routine conduct of its business. The operations of the Company are conducted through the Operating Company and its subsidiaries, and in some cases, the Holding Company will guarantee the payment by or performance of the Operating Company or its subsidiaries. The Company has operating leases for its corporate office and other facilities and the Holding Company is a guarantor to some of these lease agreements. Operating lease right-of-use assets are included in other assets and operating lease liabilities are included in accounts payable and other liabilities on the condensed consolidated balance sheets and were as follows as of June 30, 2026 and December 31, 2025 (in thousands): June 30, 2026 December 31, 2025 Operating lease right-of-use assets $ 9,684 $ 11,343 Operating lease liabilities $ 8,614 $ 9,989 Performance and Completion Bonding Agreements In the ordinary course of business and as a part of the entitlement and development process, the Company is required to provide performance bonds to ensure completion of certain of the Companys development obligations. The Company had outstanding performance bonds of $484.4 million and $344.9 million as of June 30, 2026 and December 31, 2025, respectively. Candlestick and The San Francisco Shipyard Disposition and Development Agree …

CommitmentsAndContingenciesDisclosureTextBlock · excerpt; the full note is in the filing

NOTES PAYABLE, NET At June 30, 2026 and December 31, 2025, notes payable, net consisted of the following (in thousands): June 30, 2026 December 31, 2025 8.000% Senior Notes due 2030 $ 450,000 $ 450,000 Unamortized debt issuance costs (5,952) (6,652) $ 444,048 $ 443,348 Senior Notes On September 25, 2025, the Operating Company and Five Point Capital Corp., a direct wholly owned subsidiary of the Operating Company (the Co-Issuer and, together with the Operating Company, the Issuers), offered, sold and issued $450.0 million aggregate principal amount of 8.000% unsecured senior notes due October 1, 2030 (the 2030 Notes). The 2030 Notes accrue interest at a rate of 8.000% per annum. Interest on the 2030 Notes is payable semi-annually in arrears on April 1 and October 1, commencing April 1, 2026. The 2030 Notes are guaranteed, jointly and severally, by certain direct and indirect subsidiaries of the Operating Company and are redeemable at the option of the Issuers, in whole or in part, at a declining call premium as set forth in the indenture governing the 2030 Notes, plus accrued and unpaid interest. Revolving Credit Facility The Operating Company has a $217.5 million unsecured revolving credit facility that matures in July 2029. Any borrowings under the revolving credit agreement will bear interest at CME Term Secured Overnight Financing Rate 1 Month plus a margin of either 2.25% or 2.50% based on the Companys leverage ratio. The revolving credit facility may be further extended …

DebtDisclosureTextBlock · excerpt; the full note is in the filing

The following tables present the Companys consolidated revenues disaggregated by revenue source and reporting segment (in thousands): Three Months Ended June 30, 2026 Six Months Ended June 30, 2026 Valencia San Francisco Great Park (1) Hearthstone Total Valencia San Francisco Great Park (1) Hearthstone Total Land sales and land salesrelated party $ (1,422) $ $ $ $ (1,422) $ (1,422) $ $ $ $ (1,422) Management servicesrelated party 9,132 5,580 14,712 15,988 11,708 27,696 Operating properties 154 154 212 212 (1,268) 9,132 5,580 13,444 (1,210) 15,988 11,708 26,486 Operating properties leasing revenues 278 180 458 640 357 997 $ (990) $ 180 $ 9,132 $ 5,580 $ 13,902 $ (570) $ 357 $ 15,988 $ 11,708 $ 27,483 Three Months Ended June 30, 2025 Six Months Ended June 30, 2025 Valencia San Francisco Great Park (1) Total Valencia San Francisco Great Park (1) Total Land sales and land salesrelated party $ (16) $ $ $ (16) $ 82 $ $ $ 82 Management servicesrelated party 6,959 6,959 19,510 19,510 Operating properties 101 101 186 186 85 6,959 7,044 268 19,510 19,778 Operating properties leasing revenues 257 172 429 506 346 852 $ 342 $ 172 $ 6,959 $ 7,473 $ 774 $ 346 $ 19,510 $ 20,630 (1) The tables above do not include revenues of the Great Park Venture, which are included in the Companys reporting segment totals (see Notes 5 and 14). …

DisaggregationOfRevenueTableTextBlock · excerpt; the full note is in the filing

SHARE-BASED COMPENSATION In June 2026, the Companys Board of Directors approved the amendment and restatement of the Five Point Holdings, LLC 2023 Incentive Award Plan (the A&R Incentive Award Plan). The A&R Incentive Award Plan became effective on June 4, 2026, the date on which it was approved by shareholders at the 2026 Annual Meeting of Shareholders, and increased the aggregate number of common shares available for issuance by 7,500,000 Class A common shares of the Holding Company. The following table summarizes share-based equity compensation activity for the six months ended June 30, 2026: Share-Based Awards (in thousands) Weighted-Average Grant Date Fair Value Nonvested at January 1, 2026 8,614 $ 2.52 Granted 2,417 $ 4.03 Forfeited (496) $ 1.84 Vested (2,545) $ 2.31 Nonvested at June 30, 2026 7,990 $ 3.10 Share-based compensation expense was $2.0 million and $3.9 million for the three and six months ended June 30, 2026, respectively, and $1.7 million and $2.9 million for the three and six months ended June 30, 2025, respectively. Share-based compensation expense is included in selling, general, and administrative expenses on the accompanying condensed consolidated statements of operations. The estimated fair value at vesting of share-based awards that vested during the six months ended June 30, 2026 was $13.5 million. During the six months ended June 30, 2026 and 2025, the Company reacquired vested restricted Class A common shares for $6.5 million and $1.8 mill …

DisclosureOfCompensationRelatedCostsShareBasedPaymentsTextBlock · excerpt; the full note is in the filing

FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENTS AND DISCLOSURES ASC Topic 820, Fair Value Measurement, emphasizes that a fair value measurement should be determined based on the assumptions that market participants would use in pricing the asset or liability. As a basis for considering market participant assumptions in fair value measurements, the guidance establishes a fair value hierarchy that distinguishes between market participant assumptions based on market data obtained from sources independent of the reporting entity and the reporting entitys own assumptions about market participant assumptions. The following hierarchy classifies the inputs used to determine fair value into three levels: Level 1 Quoted prices for identical instruments in active markets Level 2 Quoted prices for similar instruments in active markets or inputs, other than quoted prices, that are observable for the instrument either directly or indirectly Level 3 Significant inputs to the valuation model are unobservable At each reporting period, the Company evaluates the fair value of its financial instruments compared to carrying values. Other than the Companys notes payable, net, the carrying amount of the Companys financial instruments, which includes cash and cash equivalents, restricted cash and certificates of deposit, certain related party assets and liabilities, and accounts payable and other liabilities, approximated the Companys estimates of fair value at both June 30, 2026 and December 31, …

FairValueDisclosuresTextBlock · excerpt; the full note is in the filing

INCOME TAXES Upon formation, the Holding Company elected to be treated as a corporation for U.S. federal, state, and local tax purposes. All operations are carried on through the Holding Companys subsidiaries, the majority of which are pass-through entities that are generally not subject to federal or state income taxation, as all of the taxable income, gains, losses, deductions, and credits are passed through to the partners. The Holding Company is responsible for income taxes on its allocable share of the Operating Companys income or gain. During the three and six months ended June 30, 2026, the Company recorded a $6.2 million and $5.3 million provision for income taxes, respectively, on pre-tax income of $36.1 million and $30.2 million, respectively. In the three and six months ended June 30, 2025, the Company recorded a $1.3 million and $10.9 million provision for income taxes, respectively, on pre-tax income of $9.9 million and $80.0 million, respectively. The effective tax rates for both the six months ended June 30, 2026 and 2025 differ from the 21% federal statutory rate and applicable state statutory rates primarily due to the disallowance of executive compensation expenses not deductible for tax and the pre-tax portion of income and losses that are passed through to the other partners of the Operating Company, the San Francisco Venture and the Hearthstone Venture. …

IncomeTaxDisclosureTextBlock · excerpt; the full note is in the filing

Recently adopted and issued accounting pronouncements In November 2024, the FASB issued ASU 2024-03, Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses , which primarily requires disclosure of disaggregated information about certain income statement expense line items in the notes to the financial statements on an interim and annual basis. The standard is effective for fiscal years beginning after December 15, 2026, and interim periods within fiscal years beginning after December 15, 2027, with early adoption permitted and can be applied on either a prospective or retrospective basis. The Company is currently evaluating the effect of this update on the Companys financial statement disclosures. …

NewAccountingPronouncementsPolicyPolicyTextBlock · excerpt; the full note is in the filing

EMPLOYEE BENEFIT PLANS Retirement Plan The Newhall Land and Farming Company Retirement Plan (the Retirement Plan) is a defined benefit plan that is funded by the Company and qualified under the Employee Retirement Income Security Act. The Retirement Plan was frozen in 2004. The components of net periodic benefit for the three and six months ended June 30, 2026 and 2025, are as follows (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2026 2025 2026 2025 Net periodic benefit: Interest cost $ 163 $ 168 $ 327 $ 336 Expected return on plan assets (206) (201) (412) (403) Amortization of net actuarial loss 7 12 14 25 Net periodic benefit $ (36) $ (21) $ (71) $ (42) Net periodic benefit does not include a service cost component as a result of the Retirement Plan being frozen. All other components of net periodic benefit are included in other income on the condensed consolidated statements of operations. …

PensionAndOtherPostretirementBenefitsDisclosureTextBlock · excerpt; the full note is in the filing

RELATED PARTY TRANSACTIONS Related party assets and liabilities included in the Companys condensed consolidated balance sheets as of June 30, 2026 and December 31, 2025 consisted of the following (in thousands): June 30, 2026 December 31, 2025 Related Party Assets: Contract assets (see Note 4) $ 84,846 $ 87,534 Other 2,329 1,975 $ 87,175 $ 89,509 Related Party Liabilities: Reimbursement obligation $ 16,540 $ 64,736 Other 1,196 6,237 $ 17,736 $ 70,973 Development Management Agreement with the Great Park Venture (Incentive Compensation Contract Asset) In 2010, the Great Park Venture, the Companys equity method investee, engaged the Management Company under a development management agreement to provide management services to the Great Park Venture. The compensation structure in place consists of a base fee and incentive compensation. Incentive compensation is 9% of distributions available to be made by the Great Park Venture to its percentage interest holders. In December 2022, the Company and the Great Park Venture entered into a second amendment to the A&R DMA establishing the terms of service through December 31, 2024 (the First Renewal Term). In September 2024, the Company and the Great Park Venture entered into a third amendment to the A&R DMA. Under the third amendment, the term of the A&R DMA was renewed through December 31, 2026 (the Second Renewal Term). If the A&R DMA is not extended by mutual agreement of the parties beyond December 31, 2026 and the Co …

RelatedPartyTransactionsDisclosureTextBlock · excerpt; the full note is in the filing

REVENUES The following tables present the Companys consolidated revenues disaggregated by revenue source and reporting segment (in thousands): Three Months Ended June 30, 2026 Six Months Ended June 30, 2026 Valencia San Francisco Great Park (1) Hearthstone Total Valencia San Francisco Great Park (1) Hearthstone Total Land sales and land salesrelated party $ (1,422) $ $ $ $ (1,422) $ (1,422) $ $ $ $ (1,422) Management servicesrelated party 9,132 5,580 14,712 15,988 11,708 27,696 Operating properties 154 154 212 212 (1,268) 9,132 5,580 13,444 (1,210) 15,988 11,708 26,486 Operating properties leasing revenues 278 180 458 640 357 997 $ (990) $ 180 $ 9,132 $ 5,580 $ 13,902 $ (570) $ 357 $ 15,988 $ 11,708 $ 27,483 Three Months Ended June 30, 2025 Six Months Ended June 30, 2025 Valencia San Francisco Great Park (1) Total Valencia San Francisco Great Park (1) Total Land sales and land salesrelated party $ (16) $ $ $ (16) $ 82 $ $ $ 82 Management servicesrelated party 6,959 6,959 19,510 19,510 Operating properties 101 101 186 186 85 6,959 7,044 268 19,510 19,778 Operating properties leasing revenues 257 172 429 506 346 852 $ 342 $ 172 $ 6,959 $ 7,473 $ 774 $ 346 $ 19,510 $ 20,630 (1) The tables above do not include revenues of the Great Park Venture, which are included in the Companys reporting segment totals (see Notes 5 and 14). The opening and closing balances of the Companys contract assets for the six months ended June 30, 2026 were $89.7 million ($87.5 million related party, see …

RevenueFromContractWithCustomerTextBlock · excerpt; the full note is in the filing

SEGMENT REPORTING The Companys reportable segments consist of: Valenciaincludes the community of Valencia being developed in northern Los Angeles County, California. The Valencia segment derives revenues from the sale of residential and commercial land sites to homebuilders, commercial developers and commercial buyers. San Franciscoincludes the Candlestick and The San Francisco Shipyard communities located on bayfront property in the City of San Francisco, California. The San Francisco segment derives revenues from the sale of residential and commercial land sites to homebuilders, commercial developers and commercial buyers. Great Parkincludes the Great Park Neighborhoods being developed adjacent to and around the Orange County Great Park, a metropolitan park under construction in Orange County, California. This segment also includes management services provided by the Management Company to the Great Park Venture, the owner of the Great Park Neighborhoods. As of June 30, 2026, the Company had a 37.5% percentage interest in the Great Park Venture and accounted for the investment under the equity method. The reported segment information for the Great Park segment includes the results of 100% of the Great Park Venture at the historical basis of the venture, which did not apply push down accounting at acquisition date. The Great Park segment derives revenues at the Great Park Neighborhoods from sales of residential and commercial land sites to homebuilders, commercial developers …

SegmentReportingDisclosureTextBlock · excerpt; the full note is in the filing

BASIS OF PRESENTATION Principles of consolidation The accompanying condensed consolidated financial statements include the accounts of the Holding Company and the accounts of all subsidiaries in which the Holding Company has a controlling interest and the consolidated accounts of variable interest entities (VIEs) in which the Holding Company is deemed to be the primary beneficiary. All intercompany transactions and balances have been eliminated in consolidation. Unaudited interim financial information The accompanying condensed consolidated financial statements are unaudited and have been prepared in accordance with U.S. generally accepted accounting principles (U.S. GAAP) for interim financial information, the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and notes required by U.S. GAAP for complete financial statements. These condensed consolidated financial statements should be read in conjunction with the Companys Annual Report on Form 10-K for the year ended December 31, 2025. In the opinion of management, all adjustments (including normal recurring adjustments) considered necessary for a fair presentation have been included. Operating results and cash flows for the three and six months ended June 30, 2026 are not necessarily indicative of the operating results and cash flows that may be expected for the full year. Use of estimates The preparation of financial statements in conformity with U.S. GAAP re …

SignificantAccountingPoliciesTextBlock · excerpt; the full note is in the filing