Comstock Holding Companies, Inc. Files 8-K

TL;DR

CHCI filed an 8-K on 9/16/25 for a material definitive agreement.

AI Summary

On September 16, 2025, Comstock Holding Companies, Inc. entered into a material definitive agreement. The company, formerly known as Comstock Homebuilding Companies, Inc., is incorporated in Delaware and headquartered in Reston, Virginia. This filing is a current report under the Securities Exchange Act of 1934.

Why It Matters

This filing indicates a significant event for Comstock Holding Companies, Inc., likely involving a new contract or transaction that could impact its business operations and financial standing.

Risk Assessment

Risk Level: low — The filing is a standard 8-K reporting a definitive agreement, which is routine corporate disclosure and not inherently risky.

Key Numbers

• 001-32375 — Commission File Number (SEC File Number for Comstock Holding Companies, Inc.)
• 20-1164345 — IRS Employer Identification No. (EIN for Comstock Holding Companies, Inc.)

Key Players & Entities

• Comstock Holding Companies, Inc. (company) — Registrant
• Comstock Homebuilding Companies, Inc. (company) — Former company name
• September 16, 2025 (date) — Date of earliest event reported
• 1900 Reston Metro Plaza, 10th Floor, Reston, Virginia 20190 (address) — Principal executive offices
• 703-230-1985 (phone_number) — Registrant's telephone number

FAQ

Key Financial Figures

• $0.01 — stered Class A Common Stock, par value $0.01 CHCI Nasdaq Capital Market Indicate b
• $1,000,000 — ent and receive a return of its initial $1,000,000 deposit. Should the Buyer move forward
• $112,250,000 — e Buyer shall purchase the Property for $112,250,000, subject to certain adjustments. The

Filing Documents

• chci-20250916.htm (8-K) — 29KB
• 0001628280-25-042354.txt ( ) — 148KB
• chci-20250916.xsd (EX-101.SCH) — 2KB
• chci-20250916_lab.xml (EX-101.LAB) — 23KB
• chci-20250916_pre.xml (EX-101.PRE) — 13KB
• chci-20250916_htm.xml (XML) — 3KB

01 Entry into a Material Definitive Agreement

Item 1.01 Entry into a Material Definitive Agreement On September 16, 2025, a wholly-owned subsidiary (the "Buyer") of Comstock Holding Companies, Inc. (the "Company") entered into a Purchase and Sale Agreement (the "Purchase Agreement") with a seller (the "Seller") relating to the purchase of a 400+ unit apartment building located in Rockville, Maryland (the "Property"). In accordance with the Purchase Agreement, Buyer has a 45-day due diligence period from the effective date of the Purchase Agreement, during which time it may terminate the Purchase Agreement and receive a return of its initial $1,000,000 deposit. Should the Buyer move forward with the purchase of the Property subsequent to the expiration of the due diligence period, it shall be required to place in escrow an additional $1,000,000 deposit. In accordance with the Purchase Agreement, settlement is scheduled to take place on December 1, 2025; however, the Buyer has a one-time right to extend the closing date for any reason for up to 30 days provided that it places an extension deposit of $1,000,000 in escrow. The additional deposit and any extension deposit are subject to forfeiture as provided in the Purchase Agreement. Pursuant to the Purchase Agreement, following the expiration of a due diligence period and subject to fulfillment or waiver of all conditions precedent to the Buyer's obligation to complete the purchase, the Buyer shall purchase the Property for $112,250,000, subject to certain adjustments. The Purchase Agreement contains customary representations, warranties and covenants. The Purchase Agreement also contains customary indemnification provisions by the Seller in favor of the Buyer. The Company plans to explore securing an institutional partner with whom it would enter into a joint venture at or prior to closing that would result in the Company owning a minority equity interest in the Property. The foregoing description of the Purchase Agreement is not complete and is quali

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits (d) Exhibits Exhibit Number Description 104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. COMSTOCK HOLDING COMPANIES, INC. Date: September 22, 2025 By: /s/ CHRISTOPHER CLEMENTE Christopher Clemente Chairman and Chief Executive Officer

View Full Filing

View this 8-K filing on SEC EDGAR