Note 8—Commitments and Contingencies

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Office Leases

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As of September 30, 2026, the Company had four leases in place for office space and office equipment with payments ranging between $252 and $14,547 per month and lease terms expiring between November 2026 and January 2029. The Company recognizes right of use assets and related lease liabilities in the consolidated balance sheets. The Company estimated the value of the lease liabilities using discount rates ranging from 5.26% to 5.55%, equivalent to the rates we would pay on a secured borrowing with similar terms to the lease at the inception of the lease. Options to extend the lease are excluded in our minimum lease terms unless the option is reasonably certain to be exercised. During each of the three months ended September 30, 2026 and 2025, the Company’s total lease costs were less than $0.1 million. The Company’s total lease costs were $0.2 million during each of the nine months ended September 30, 2026 and 2025. Minimum annual rental payments under these operating leases, reconciled to the lease liability included in our consolidated balance sheets, are as follows (in thousands):

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Litigation

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In the ordinary course of business, the Company is subject to various litigation, claims and assessments. The total outstanding claims against the Company are an aggregate of approximately $3.5 million. The Company’s accrual for these claims is approximately $2.5 million, of which $1.8 million was recorded during the three months ended September 30, 2026, and is recorded in legal and accounting expense.

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On July 2, 2021, the Company filed a complaint against First Sabrepoint Capital Management, LP, Sabrepoint Capital Partners, LP, Sabrepoint Capital Participation, LP, George Baxter, and Donald Marchiony (collectively, “Sabrepoint”) in the Civil District Courts of Dallas County, Texas seeking relief for their role, as alleged in the complaint, in the previously

disclosed 2018 “short and distort” scheme to profit from an artificial decline in our stock price. Certain Sabrepoint defendants had prevailed previously on a motion to dismiss the case against them in the Rota Fortunae action in the United States District Court for the District of Colorado (where the state case had been removed) solely on personal jurisdiction grounds. On December 17, 2021, the Company's claims against Sabrepoint in Texas were dismissed by the trial court, which granted (i) Sabrepoint's motion for summary judgment on collateral estoppel grounds, and (ii) motion to dismiss pursuant to the Texas Citizens Participation Act (“TCPA”). On March 21, 2022, after the Company filed a notice signaling an intent to appeal both orders, the Court of Appeals for the Fifth District of Texas (the “Court of Appeals”) entered an order declaring the trial court's TCPA order “VOID because the motion was denied by operation of law….” Accordingly, the Company narrowed its appeal to the trial court's grant of summary judgment. On January 26, 2022, Sabrepoint filed a motion for attorney's fees relating to the defense of that action. The trial court granted the motion for certain fees claimed by Sabrepoint as relating to its pursuit of its TCPA motion, but as noted above, the Court of Appeals subsequently overturned the TCPA order that formed the basis of Sabrepoint’s fee request, mooting the motion and the Court’s order on the same. On June 30, 2023, the Court of Appeals granted the Company’s appeal, determining that the Company’s claims against Sabrepoint are not barred, reversing the trial court and remanding the case for further proceedings on the merits. On October 13, 2023, Sabrepoint filed a Petition for Review with the Texas Supreme Court, requesting the court to review the Court of Appeals’ decision. The Company filed a response to the Sabrepoint Petition for Review with the Texas Supreme Court on December 27, 2023. Sabrepoint filed a reply in support of its petition on January 25, 2024, and on February 16, 2024, the court requested a briefing on the merits. On January 16, 2025, the Texas Supreme Court held oral arguments, and on April 25, 2025 the court issued an order affirming the Texas Court of Appeals’ decision that the Company’s claims are not barred under the doctrine of collateral estoppel, and remanding the case to the Court of Appeals for further briefing with respect to Sabrepoint’s TCPA motion. On October 20, 2025, the Company filed its petition with the Texas Court of Appeals, and on January 20, 2026 Sabrepoint filed its response. On October 15, 2026, the Texas Court of Appeals issued an order reversing the trial court’s dismissal of the majority of FPI’s claims against Sabrepoint, including its claims for defamation, business disparagement, civil conspiracy, tortious interference with prospective business relations, and violation of the Colorado Consumer Protection Act, and affirming only the dismissal of FPI’s claims for unjust enrichment, money had and money received and negligent hiring or retention.  While there can be no assurance as to the ultimate outcome of future proceedings, FPI intends to vigorously pursue its claims against Sabrepoint.

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On March 3, 2022, former tenants of a farm located in Cameron Parish, Louisiana filed a breach of contract lawsuit against FPI Colorado LLC (“FPI Colorado”), Dixie Water, LLC (“Dixie”) and Conn Properties, LLC (“Conn”) in the Cameron Parish, Louisiana District Court, claiming that FPI Colorado, Dixie and Conn each breached the tenants’ lease agreements by terminating the leases upon the sale of the farm from Conn to FPI Colorado and by failing to permit the tenants to stay on the farm to complete their rice and crawfish harvest.  FPI Colorado defended the lawsuit on the basis that termination of the lease agreements was expressly permitted by the language of the leases and that tenants’ failure to pay rent for the second half of the lease term negated any right to harvest crops after the leases were terminated.  FPI Colorado further contends that even if it wrongfully terminated the lease agreements, under Louisiana law the most the tenants are entitled to recover in a breach of contract lawsuit is their lost profits net of expenses, which FPI Colorado’s expert estimates to be approximately $132,000, as opposed to gross revenues based on parish crop averages with no expenses deducted from the total, especially in light of the tenants’ filed tax returns showing that few tenants had historically earned any profits on the farm.  Conn and Dixie were ultimately dismissed from the lawsuit and on August 14, 2025 the district court granted the tenants’ motion for summary judgment finding that FPI Colorado had breached the farm leases and that the tenants were entitled to recover lost gross revenues as damages, but did not award an amount of damages.  On October 17, 2025, FPI Colorado filed a notice of appeal with the Third Circuit Court of Appeals for the State of Louisiana of the district court’s August 14, 2025 order.  Then, on December 9, 2025, the district court entered an order awarding tenants damages totaling approximately $3.4 million representing the gross revenues claimed by tenants and litigation expenses, including pre-judgment interest and court costs, with FPI Colorado filing a notice of appeal of that order on January 12, 2026.  FPI Colorado consolidated the two appeals and filed an appeal with the Third Circuit Court of Appeals on May 18, 2026.  On October 14, 2026, following briefing and oral arguments, the court of appeals issued an order affirming the district court’s orders, finding that FPI Colorado as assignee of the lease agreements did not have a right to terminate upon sale, had wrongfully evicted the tenants, and upheld the lower court’s award of gross revenues.  The Company disagrees with the court of appeals in its application of the law and facts and intends to further appeal the court’s order.

Repurchase Options

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For certain of the Company’s acquisitions, the seller retains the option to repurchase the property at a future date for a price, which is calculated based on an appreciation factor over the original purchase price plus the value of improvements on the property, that, at the time of the acquisition, the Company expected would be at or above the property’s fair market value at the exercise date. As of September 30, 2026, the Company had an approximate aggregate net book value of $0.7 million related to assets with unexercised repurchase options.

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Employee Retirement Plan

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The FPI 401(k) Plan is a defined contribution plan for substantially all employees. The Company has elected a “safe harbor” plan in which the Company plans to make contributions which are determined and authorized by the Company’s Board of Directors (the “Board of Directors”) each plan year. As is customary, the Company retains the right to amend the FPI 401(k) Plan at its discretion. The Company had an accrued liability for safe harbor contributions of less than $0.1 million and $0.1 million, respectively, as of September 30, 2026 and December 31, 2025.