Filed 2025-10-23 · Period ending 2025-07-31 · 16,788 words · SEC EDGAR
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# MAYS J W INC (MAYS) — 10-K **Filed:** 2025-10-23 **Period ending:** 2025-07-31 **Accession:** 0001206774-25-000720 **Source:** [SEC EDGAR](https://www.sec.gov/Archives/edgar/data/54187/000120677425000720/) **Origin leaf:** 5cc9abd9c287906b002b9a31d5d6d590f07c1f90a89e4451c46200c97a2271e4 **Words:** 16,788 --- **EXHIBIT 13 | J.W. MAYS, INC. | | | | | | | Annual Report | | | | | | | 2025 | | | | | | | Year Ended July 31, 2025 | | | J.W. MAYS, INC. | | | | | | | | | | | | | | | Contents | | Page No. | | | The Company | | | 2 | | | | Message to Shareholders | | | 2 | | | | Consolidated Balance Sheets | | | 3 | | | | Consolidated Statements of Operations | | | 4 | | | | Consolidated Statements of Changes in Shareholders Equity | | | 5 | | | | Consolidated Statements of Cash Flows | | | 6 | | | | Notes to Consolidated Financial Statements | | | 7-17 | | | | Real Estate and Accumulated Depreciation (Schedule III) | | | 18 | | | | Report of Management | | | 19 | | | | Report of Independent Registered Public Accounting Firm | | | 20-21 | | | | Managements Discussion and Analysis of Financial Condition and Results of Operations | | | 22-26 | | | | Controls and Procedures | | | 27 | | | | Common Stock Information | | | 28 | | | | Officers and Directors | | | 28 | | | Executive Offices** 9 Bond Street, Brooklyn, N.Y. 11201-5805 **Transfer Agent and Registrar** American Stock Transfer & Trust Company, LLC 6201 15th Avenue Brooklyn, N.Y. 11219 **Special Counsel** Holland & Knight LLP 787 Seventh Avenue New York, New York 10019 **Independent Registered Public Accounting Firm** Prager Metis CPAs, LLC 401 Hackensack Avenue Hackensack, NJ, 07601 **Annual Meeting** The Annual Meeting of Shareholders will be held on Tuesday, November 25, 2025 at 10:00 A.M., Eastern Standard time, at J.W. MAYS, INC., 9 Bond Street, Brooklyn, New York 11201-5805 **J.W. MAYS, INC.** **THE COMPANY** J.W. Mays, Inc. was founded in 1924 and incorporated under the laws of the State of New York on July 6, 1927. The Company operates a number of commercial real estate properties located in Brooklyn and Jamaica in New York City; in Levittown and Massapequa, Long Island, New York; in Fishkill, Dutchess County, New York; and in Circleville, Ohio. The major portions of these properties are owned and the balance is leased. A substantial percentage of these properties are leased to tenants while the remainder is available for lease. More comprehensive information concerning the Company appears in its Form 10-K Annual Report for the fiscal year ended July 31, 2025. **J.W. MAYS, INC.** **TO OUR SHAREHOLDERS:** Remote work and on-line shopping trends, which surged during the pandemic, continue to have a significant nationwide effect on office and retail commercial real estate rentals. Even with ongoing reduced nationwide and local demand for office and retail rentals, local real estate taxes in New York City have increased while costs of inflation were higher than anticipated. Financial results this past year include: | | | In 2025 the Companys net loss decreased to $(136,240), or $(.07) per share from $(406,568), or $(.20) per share primarily due to an increase in rental income, decreases in administrative and general expenses, and interest expense; partially offset by an increase in real estate operating expenses. | | | | | Revenues in 2025 increased to $22,469,710 from $21,593,264 in the comparable 2024 year primarily due to rent increases from existing tenants and new leases from several new tenants; partially offset by loss of a few tenants and rent concessions granted. | | | | | Consistent with a reduced loss in 2025 compared to 2024, cash flows from operations were $2,520,634 in fiscal 2025 compared with $1,434,730 in 2024. Cash provided by operating activities in 2025 and 2024 combined with proceeds from sales of marketable securities in 2024 were used to fund acquisition of property and equipment and reduce mortgages payable from 2024 to 2025. | | Our strategy of pursuing and entering into leases with governmental agencies and health care providers as tenants, as well as a significant educational institution in our Fishkill building, and our ability to retain significant tenants over a long period of time, continues to serve our Company well. As Brooklyn continues to become a borough of choice for many individuals residences, businesses are also slowly shifting from Manhattan to the outer boroughs. With our long history of resilience when facing difficult market conditions, we are hopeful New York City and our Company will continue moving forward from these challenging economic times. I specifically want to thank Mays personnel and our Board colleagues for their ongoing commitment and support, our shareholders for their continuing belief in our Company and its future and our tenants for their continuing loyalty to our Company. *Lloyd J. Shulman Chairman, President and Chief Executive Officer* October 23, 2025 2 **J.W. MAYS, INC.** **CONSOLIDATED BALANCE SHEETS** | | | | | | | | | | | | | | July 31 | | | | ASSETS | | 2025 | | | 2024 | | | | Property and Equipment-at cost: | | | | | | | | | | | Land | | $ | 6,067,805 | | | $ | 6,067,805 | | | | Buildings held for leasing: | | | | | | | | | | | Buildings, improvements, and fixtures | | | 81,018,716 | | | | 79,510,142 | | | | Construction in progress | | | 3,270,919 | | | | 2,387,207 | | | | | | | 84,289,635 | | | | 81,897,349 | | | | Accumulated depreciation | | | (41,603,389 | ) | | | (39,803,374 | ) | | | Buildings net | | | 42,686,246 | | | | 42,093,975 | | | | Property and equipment-net | | | 48,754,051 | | | | 48,161,780 | | | | | | | | | | | | | | | Cash and cash equivalents | | | 748,597 | | | | 1,243,977 | | | | Restricted cash | | | 1,010,148 | | | | 1,041,624 | | | | Receivables, net | | | 3,959,730 | | | | 3,582,225 | | | | Prepaids and other assets | | | 3,294,901 | | | | 3,048,044 | | | | Deferred charges, net | | | 3,517,817 | | | | 3,580,585 | | | | Operating lease right-of-use assets | | | 26,764,182 | | | | 28,866,800 | | | | TOTAL ASSETS | | $ | 88,049,426 | | | $ | 89,525,035 | | | | | | | | | | | | | | | LIABILITIES AND SHAREHOLDERS EQUITY | | | | | | | | | | | Liabilities: | | | | | | | | | | | Mortgages payable | | $ | 3,235,561 | | | $ | 3,874,246 | | | | Accounts payable and accrued expenses | | | 2,891,074 | | | | 2,271,963 | | | | Security deposits payable | | | 1,092,225 | | | | 1,077,964 | | | | Operating lease liabilities | | | 24,034,669 | | | | 25,309,725 | | | | Deferred income taxes | | | 4,034,000 | | | | 4,093,000 | | | | Total liabilities | | | 35,287,529 | | | | 36,626,898 | | | | Shareholders Equity: | | | | | | | | | | | Common stock, par value $1 each share (shares-5,000,000 authorized; 2,178,297 issued 2,015,780 outstanding) | | | 2,178,297 | | | | 2,178,297 | | | | Additional paid in capital | | | 3,346,245 | | | | 3,346,245 | | | | Retained earnings | | | 48,525,207 | | | | 48,661,447 | | | | | | | 54,049,749 | | | | 54,185,989 | | | | Common stock held in treasury, at cost - 162,517 shares at July 31, 2025 and July 31, 2024 | | | (1,287,852 | ) | | | (1,287,852 | ) | | | Total Shareholders Equity | | | 52,761,897 | | | | 52,898,137 | | | | TOTAL LIABILITIES AND SHAREHOLDERS EQUITY | | $ | 88,049,426 | | | $ | 89,525,035 | | | See Notes to Accompanying Consolidated Financial Statements. 3 **J.W. MAYS, INC.** **CONSOLIDATED STATEMENTS OF OPERATIONS** | | | | | | | | | | | | | | Years Ended July 31, | | | | | | 2025 | | | 2024 | | | | Revenues | | | | | | | | | | | Rental income | | $ | 22,469,710 | | | $ | 21,593,264 | | | | Total revenues | | | 22,469,710 | | | | 21,593,264 | | | | Expenses | | | | | | | | | | | Real estate operating expenses | | | 15,655,276 | | | | 15,151,406 | | | | Administrative and general expenses | | | 5,168,751 | | | | 5,336,672 | | | | Depreciation | | | 1,800,015 | | | | 1,725,291 | | | | Total expenses | | | 22,624,042 | | | | 22,213,369 | | | | Loss from operations | | | (154,332 | ) | | | (620,105 | ) | | | Other income (loss) and interest expense | | | | | | | | | | | Dividend and interest income | | | 26,836 | | | | 87,922 | | | | Net realized gain on sale of marketable securities | | | | | | | 124,907 | | | | Interest expense, net of capitalized interest | | | (67,744 | ) | | | (136,292 | ) | | | | | | (40,908 | ) | | | 76,537 | | | | Loss before income tax | | | (195,240 | ) | | | (543,568 | ) | | | Income tax provision (benefit) | | | (59,000 | ) | | | (137,000 | ) | | | Net loss | | $ | (136,240 | ) | | $ | (406,568 | ) | | | | | | | | | | | | | | Loss per common share, basic and diluted | | $ | (.07 | ) | | $ | (.20 | ) | | | Weighted average common shares outstanding, basic and diluted | | | 2,015,780 | | | | 2,015,780 | | | See Notes to Accompanying Consolidated Financial Statements. 4 **J.W. MAYS, INC.** **CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS EQUITY** | | | | | | | | | | | | | | | | | | | | | | | | Common Stock | | Common Stock | | | Additional Paid In Capital | | | Retained Earnings | | | Common Stock Held in Treasury | | | Total | | | | Balance at July 31, 2023Common Stock Held in Treasury | | $ | 2,178,297 | | | $ | 3,346,245 | | | $ | 49,068,015 | | | $ | (1,287,852 | ) | | $ | 53,304,705 | | | | Net loss, year ended July 31, 2024Additional Paid In Capital | | | | | | | | | | | (406,568 | ) | | | | | | | (406,568 | ) | | | Balance at July 31, 2024 | | | 2,178,297 | | | | 3,346,245 | | | | 48,661,447 | | | | (1,287,852 | ) | | | 52,898,137 | | | | Net loss, year ended July 31, 2025 Retained Earnings | | | | | | | | | | | (136,240 | ) | | | | | | | (136,240 | ) | | | Balance at July 31, 2025 | | $ | 2,178,297 | | | $ | 3,346,245 | | | $ | 48,525,207 | | | $ | (1,287,852 | ) | | $ | 52,761,897 | | | See Notes to Accompanying Consolidated Financial Statements. 5 **J.W. MAYS, INC.** **CONSOLIDATED STATEMENTS OF CASH FLOWS** | | | | | | | | | | | | | | Years Ended July 31, | | | | | | 2025 | | | 2024 | | | | Cash Flows From Operating Activities: | | | | | | | | | | | Net loss | | $ | (136,240 | ) | | $ | (406,568 | ) | | | Adjustments to reconcile net income (loss) to net cash provided by operating activities: | | | | | | | | | | | Bad debt expense (recovery) | | | 38,512 | | | | (22,861 | ) | | | Provision (benefit) for deferred income tax | | | (59,000 | ) | | | (137,000 | ) | | | Net realized (gain) on sale of marketable securities | | | | | | | (124,907 | ) | | | Depreciation | | | 1,800,015 | | | | 1,725,291 | | | | Loss on asset disposal | | | | | | | 12,478 | | | | Amortization of deferred charges | | | 506,044 | | | | 502,829 | | | | Operating lease expense in excess of cash payments | | | 827,562 | | | | 844,717 | | | | Amortization of deferred financing costs | | | 16,519 | | | | 38,112 | | | | Changes in Operating Assets and Liabilities: | | | | | | | | | | | Receivables | | | (416,017 | ) | | | (515,174 | ) | | | Prepaids and other assets | | | (246,857 | ) | | | (275,040 | ) | | | Deferred charges | | | (443,276 | ) | | | (832,714 | ) | | | Accounts payable and accrued expenses | | | 619,111 | | | | 553,528 | | | | Security deposits payable | | | 14,261 | | | | 72,039 | | | | Net cash provided by operating activities | | | 2,520,634 | | | | 1,434,730 | | | | Cash Flows From Investing Activities: | | | | | | | | | | | Acquisition of property and equipment | | | (2,392,286 | ) | | | (2,484,141 | ) | | | Marketable securities: | | | | | | | | | | | Receipts from sales | | | | | | | 2,544,927 | | | | Payments for purchases | | | | | | | (119,579 | ) | | | Net cash (used) in investing activities | | | (2,392,286 | ) | | | (58,793 | ) | | | Cash Flows From Financing Activities: | | | | | | | | | | | Payments mortgages | | | (655,204 | ) | | | (1,308,071 | ) | | | Net cash (used) by financing activities | | | (655,204 | ) | | | (1,308,071 | ) | | | Increase (decrease) in cash, cash equivalents and restricted cash | | | (526,856 | ) | | | 67,866 | | | | Cash, cash equivalents and restricted cash at beginning of year | | | 2,285,601 | | | | 2,217,735 | | | | Cash, cash equivalents and restricted cash at end of year | | $ | 1,758,745 | | | $ | 2,285,601 | | | See Notes to Accompanying Consolidated Financial Statements. 6 **J.W. MAYS, INC.** **NOTES TO CONSOLIDATED FINANCIAL STATEMENTS** **1. ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES:** **Organization** J.W. Mays, Inc. (the Company or Registrant) with executive offices at 9 Bond Street, Brooklyn, New York 11201, operates a number of commercial real estate properties in New York and one building in Ohio. The Companys business was founded in 1924 and incorporated under the laws of the State of New York on July 6, 1927. **Principles of Consolidation** The consolidated financial statements include the accounts of the Company, a New York corporation and its subsidiaries (J. W. M. Realty Corp. and Dutchess Mall Sewage Plant, Inc.), which are wholly-owned. Material intercompany items have been eliminated in consolidation. **Use of Estimates** The accounting records are maintained in accordance with accounting principles generally accepted in the United States of America (GAAP). The preparation of the Companys financial statements in accordance with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements, the disclosure of contingent assets and liabilities, incremental borrowing rates and recognition of renewal options for operating lease right-of-use assets and liabilities, and the reported amounts of revenues and expenses during the reporting period. The estimates that we make include allowance for doubtful accounts, depreciation, impairment analysis of long-lived assets, income tax assets and liabilities, and revenue recognition. Estimates are based on historical experience where applicable or other assumptions that management believes are reasonable under the circumstances. Due to the inherent uncertainty involved in making estimates, actual results may differ from those estimates under different assumptions or conditions. **Restricted Cash** Restricted cash primarily consists of cash held in bank accounts for tenant security deposits and other amounts required under certain loan agreements. **Accounts Receivable** Generally, rent is due from tenants at the beginning of the month in accordance with terms of each lease. Based upon its periodic assessment of the quality of the receivables, management uses its historical knowledge of the tenants and industry experience to determine whether a reserve or write-off is required. The Company uses specific identification to write-off receivables to bad debt expense in the period when issues of collectability become known. Collectibility issues include late rent payments, circumstances when a tenant indicates their intention to vacate the property without paying, or when tenant litigation or bankruptcy proceedings are not expected to result in full payment. Management also assesses collectibility by reviewing accounts receivable on an aggregate basis where similar characteristics exist. In determining the amount of the allowance for credit losses, the Company considers past due status and a tenants payment history. We also consider current market conditions and reasonable and supportable forecasts of future economic conditions. Our assessment considers volatility in market conditions and evolving shifts in credit trends that may have a material impact on our allowance for credit loss in future periods. The Companys allowance for credit loss is recorded as an offset to receivables. Activity in the allowance for credit loss for each period follows: **Allowance for Uncollectible** | Schedule of allowance for uncollectible receivables | | Allowance for Credit Loss | | | Credit Loss / (Recovery) | | | | Allowance for Credit Loss [Member] | | Period Ended July 31 | | | Period Ended July 31 | | | | | | 2025 | | | 2024 | | | 2025 | | | 2024 | | | | Beginning balance | | $ | 42,680 | | | $ | 115,000 | | | $ | | | | $ | | | | | Charge-offs (recoveries) | | | (57,984 | ) | | | (112,552 | ) | | | | | | | (23,000 | ) | | | Reserve Adjustments | | | 38,512 | | | | 40,232 | | | | 38,512 | | | | 139 | | | | Ending Balance | | $ | 23,208 | | | $ | 42,680 | | | $ | 38,512 | | | $ | (22,861 | ) | | 7 **Property and Equipment** Property and equipment are stated at cost. Depreciation is calculated using the straight-line method. Amortization of improvements to leased property is calculated over the life of the lease. Lives used to determine depreciation and amortization are generally as follows: | Schedule of property and equipment depreciation and amortization period | | | | | Buildings and improvements Buildings and improvements [Member] | | 18-40 years | | | Improvements to leased property Improvements to leased property [Member] | | 3-40 years | | | Fixtures and equipment Fixtures and equipment [Member] | | 7-12 years | | | Other Other [Member] | | 3-5 years | | Maintenance, repairs, renewals and improvements of a non-permanent nature are charged to expense when incurred. Expenditures for additions and major renewals or improvements are capitalized along with the associated interest cost during construction. The cost of assets sold or retired, and the accumulated depreciation or amortization thereon are eliminated from the respective accounts in the year of disposal, and the resulting gain or loss is credited or charged to income. Capitalized interest is recorded as part of the asset to which it relates and is amortized over the assets estimated useful life. **Impairment** The Company periodically reviews owned and leased properties, including related long lived assets and depreciable lives, for indicators of impairment that imply the carrying amount of assets may not be recoverable through operations plus estimated disposition proceeds. Such indicators of impairment include, but are not limited to, significant changes in real estate market conditions resulting in decreases in estimated fair values of properties or assets, changes in business conditions in the industries in which our tenants operate, and other significant or unusual events or circumstances which may occur from time to time. If indicators of impairment existed, the carrying value of the property would be written down to its estimated fair value based on our best estimate of the propertys discounted future cash flows. As of July 31, 2025 and 2024, the Company has determined there was no impairment of its owned and leased properties, and the related carrying values, including depreciable lives. **Deferred Charges** Deferred charges consist principally of costs incurred in connection with the leasing of property to tenants. Such costs are amortized over the related lease periods, ranging from 5 to 21 years, using the straight-line method. If a lease is terminated early, such costs are expensed. **Leases Lessor Revenue** Rental income is recognized from tenants under executed leases no later than on an established date or on an earlier date if the tenant should commence conducting business. Unbilled receivables are included in accounts receivable and represent the excess of scheduled rental income recognized on a straight-line basis over rental income as it becomes receivable according to the provisions of the lease. The effect of lease modifications that result in rent relief or other credits to tenants, including any retroactive effects relating to prior periods, are recognized in the period when the lease modification is signed. At the time of the lease modification, we assess the realizability of any accrued but unpaid rent and amounts that had been recognized as revenue in prior periods. As lessor, we have elected to combine the lease components (base rent), non-lease components (reimbursements of common area maintenance expenses) and reimbursements of real estate taxes and account for the components as a single lease component in accordance with ASC 842. If the amounts are not determined to be realizable, the accrued but unpaid rent is written off. Accounts receivable are recognized in accordance with lease agreements at its net realizable value. Rental payments received in advance are deferred until earned. **Leases Lessee** The Company determines if an arrangement is a lease at inception. With the adoption of ASC 842, operating leases are included in operating lease right-of-use assets and operating lease liabilities on the Companys consolidated balance sheets. Operating lease right-of-use assets represent the Companys right to use an underlying asset for the lease term and lease liabilities represent the Companys obligation to make payments arising from the lease. Operating lease right-of-use assets and liabilities are recognized at the commencement date based on the present value of lease payments over the lease term. As the Companys leases do not provide an implicit rate, the Company uses its incremental borrowing rate based on the information available at the commencement date in determining the present value of lease payments. The Companys lease terms may include options to extend or terminate the lease when it is reasonably certain the Company will exercise that option. Lease expense for lease payments is recognized on a straight-line basis over the lease term. 8 **Taxes** Deferred income taxes are provided for the temporary differences between the financial reporting basis and the tax basis of the Companys assets and liabilities. Deferred tax assets result principally from the recording of certain accruals, reserves and net operating loss carry forwards which currently are not deductible for tax purposes. Deferred tax liabilities result principally from temporary differences in the recognition of unrealized gains and losses from certain investments and from the use, for tax purposes, of accelerated depreciation. Deferred tax assets and liabilities are offset for each jurisdiction and are presented net on the consolidated balance sheets. The effect on deferred income taxes of a change in tax rates is recognized in income in the period that includes the enactment date. Actual income taxes could vary from these estimates due to future changes in income tax law or results from the final review of tax returns by federal, state or city tax authorities. Financial statement effects on tax positions are recognized in the period in which it is more likely than not that the position will be sustained upon examination, the position is effectively settled or when the statute of limitations to challenge the position has expired. Interest and penalties, if any, related to unrecognized tax benefits are recorded as interest expense and administrative and general expenses, respectively. **Segment Reporting** In November 2023, the FASB issued ASU No. 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures (ASU 2023-07), which will require the Company to disclose segment expenses that are significant and regularly provided to the Companys chief operating decision maker (CODM). In addition, ASU 2023-07 will require the Company to disclose the title and position of its CODM and how the CODM uses segment profit or loss information in assessing segment performance and deciding how to allocate resources. The Company adopted ASU 2023-07 on its July 31 2025 annual report and related disclosures. The Company uses the management approach to determine reportable operating segments. The management approach considers the internal organization and reporting used by the Companys chief operating decision maker (CODM) for making decisions, allocating resources and assessing performance. The Companys CODM has been identified as the Companys chief executive officer, who review consolidated results when making decisions about allocating resources and assessing performance of the Company. Based on managements assessment, the Company has determined that the Company has one operating segment (which operates commercial real estate properties) as defined by ASC Topic 280 Segment Reporting. **Recent Accounting Pronouncements** **Disaggregation of Income Statement Expenses** In November 2024, the Financial Accounting Standards Board (the FASB) issued Accounting Standards Update (ASU) No.2024-03,*Income Statement*Reporting Comprehensive Income*Expense Disaggregation Disclosures (Subtopic 220-40):Disaggregation of Income Statement Expenses*(ASU 2024-03) and in January 2025, the FASB issued ASU No. 2025-01,*Income StatementReporting Comprehensive Income*Expense Disaggregation Disclosures (Subtopic 220-40):*Clarifying the Effective Date*, which clarified the effective date of ASU 2024-03. ASU 2024-03 will require the Company to disclose the amounts of employee compensation, depreciation, as applicable, included in certain expense captions in the Consolidated Statements of Operations, as well as qualitatively describe remaining amounts included in those captions. ASU 2024-03 will also require the Company to disclose both the amount and the Companys definition of selling expenses. The Company is currently evaluating the effect ASU 2024-03 may have on its consolidated financial statements and related disclosures. **Income Taxes** In December 2023, the FASB issued ASU No. 2023-09, Income Taxes (Topic 740):*Improvements to Income Tax Disclosures*(ASU2023-09), which will require the Company to disclose specified additional information in its income tax rate reconciliation and provide additional information for reconciling items that meet a quantitative threshold. ASU 2023-09 will also require the Company to disaggregate its income taxes paid disclosure by federal, state and foreign taxes, with further disaggregation required for significant individual jurisdictions. The Company is currently evaluating the effect ASU 2023-09 may have on its consolidated financial statements and related disclosures. 9 **Loss Per Share of Common Stock** Loss per share has been computed by dividing net loss for the year by the weighted average number of shares of common stock issued and outstanding during the year, adjusted for the purchase of treasury stock. Shares used in computing income loss per share were 2,015,780 in fiscal years 2025 and 2024. **2. MARKETABLE SECURITIES:** The Companys remaining marketable securities consisting of investments in equity securities and mutual funds were sold in May 2024. Dividends and interest income were accrued as earned. Realized gains and losses were determined on a specific identification basis. The Company reviewed marketable securities for impairment whenever circumstances and situations change such that there is an indication that the carrying amounts may not be recovered. The changes in the fair value of these securities were recognized in current period earnings in accordance with Accounting Standards Codification (ASC) 825. The Company follows GAAP which establishes a fair value hierarchy that prioritizes the valuation techniques and creates the following three broad levels, with Level 1 valuation being the highest priority: **Level 1 valuation**inputs are quoted market prices in active markets for identical assets or liabilities that are accessible at the measurement date (e.g., equity securities traded on the New York Stock Exchange). **Level 2 valuation**inputs are from other than quoted market prices included in Level 1 that are observable for the asset or liability, either directly or indirectly (e.g., quoted market prices of similar assets or liabilities in active markets, or quoted market prices for identical or similar assets or liabilities in markets that are not active). **Level 3 valuation**inputs are unobservable (e.g., an entitys own data) and should be used to measure fair value to the extent that observable inputs are not available. **Equity securities**are valued at the closing price reported on the active market on which the individual securities are traded that the Company has access to. **Mutual funds**are valued at the daily closing price as reported by the fund. Mutual funds held by the Company are open-end mutual funds that are registered with the U.S. Securities and Exchange Commission. These funds are required to publish their daily net asset value (NAV) and to transact at that price. Carrying amounts in the consolidated balance sheet approximate fair value for cash and cash equivalents, restricted cash, and tenant security deposits due to their high liquidity. Investment income (loss) for the years ended July 31, 2025 and 2024 consists of the following: | Schedule of investment income (loss) | | 2025 | | | 2024 | | | | Dividend and interest income | | $ | 26,836 | | | $ | 87,922 | | | | Net realized gain on sale of marketable securities | | | | | | | 124,907 | | | | Total | | $ | 26,836 | | | $ | 212,829 | | | **** **3. MORTGAGES PAYABLE:** | Schedule of mortgages payable | | | | | | | | | | | | | | | | | | | | | | | Years Ended July 31, | | | | | | Current Annual Interest Rate | | | Final Payment Date | | 2025 | | | 2024 | | | | Bond St. building, Brooklyn, NY (1) | | | 4.375 | % | | 12/1/2024 | | $ | | | | $ | 497,045 | | | | Fishkill building (2) | | | 3.980 | % | | 4/1/2040 | | | 3,235,561 | | | | 3,393,720 | | | | Deferred financing costs | | | | | | | | | | | | | (16,519 | ) | | | Net | | | | | | | | $ | 3,235,561 | | | $ | 3,874,246 | | | | (1) | In November 2019, the Company refinanced the remaining balance of a $6,000,000, 3.54% interest rate loan with another bank for $5,255,920 plus an additional $144,080 for a total of $5,400,000. The interest rate on the new loan is fixed at 4.375%. The loan was self-liquidating over a period of five years and was secured by the Nine Bond Street land and building in Brooklyn, New York. This loan was paid off in December 2024. | | | (2) | In March 2020, the Company obtained a loan with a bank in the amount of $4,000,000 to finance renovations and brokerage commissions relating to space leased to a community college at the Fishkill, New York building. The loan is secured by the Fishkill, New York land and building; amortized over a 20-year period with an interest rate of 3.98%. Effective any time after In March 2020, the Company obtained a loan with a bank in the amount of $4,000,000 to finance renovations and brokerage commissions relating to space leased to a community college at the Fishkill, New York building. The loan is secured by the Fishkill, New York land and building; amortized over a 20-year period with an interest rate of 3.98%. Effective any time after April 1, 2025 through April 1, 2040, the bank may demand a balloon payment for the full amount outstanding. Although the interest rate is currently favorable, the company may choose to refinance the mortgage after April 1, 2025; however, the bank is under no obligation to refinance if or when the balloon payment comes due upon demand. | | 10 | April 1, 2025 through April 1, 2040, the bank may demand a balloon payment for the full amount outstanding. Although the interest rate is currently favorable, the company may choose to refinance the mortgage after April 1, 2025; however, the bank is under no obligation to refinance if or when the balloon payment comes due upon demand. | | Expenditures for additions and major renewals or improvements are capitalized along with the associated interest cost during construction. Interest expense, net of capitalized interest follows: | Schedule of interest expense, net of capitalized interest | | | | | | | | | | | | | Year Ended July 31 | | | | | | 2025 | | | 2024 | | | | Interest expense | | $ | (152,009 | ) | | $ | (221,902 | ) | | | Capitalized interest | | | 84,265 | | | | 85,610 | | | | Interest expense, net of capitalized interest | | $ | (67,744 | ) | | $ | (136,292 | ) | | Maturities of long-term mortgages outstanding at July 31, 2025 based on the contractual payment dates, are as follows: | Schedule of long-term mortgages outstanding | | | | | | | Fiscal Year: | | Amount | | | | *2026 | | $ | 164,570 | | | | 2027 | | | 171,241 | | | | 2028 | | | 178,182 | | | | 2029 | | | 185,404 | | | | 2030 | | | 192,920 | | | | After 2030 | | | 2,343,244 | | | | Total | | $ | 3,235,561 | | | | | * | Contractual payments do not include balloon payment disclosed in (2) above. As of October 23, 2025, the bank has not communicated any intent to accelerate repayment. | | The carrying value of the property collateralizing the above debt is $13,377,697 at July 31, 2025. **4. OPERATING LEASES:** **Lessor** The Company leases office and retail space to tenants under operating leases in commercial buildings. The rental terms range from approximately 5 to 49 years. The leases provide for the payment of fixed base rent payable monthly in advance as well as reimbursements of real estate taxes and common area costs. The Company has elected to account for lease revenues and the reimbursements of common area costs as a single component included as rental income in our consolidated statements of operations. The following table disaggregates the Companys revenues by lease and non-lease components: | Schedule of revenues by lease and non-lease components | | | | | | | | | | | | Years Ended July 31, | | | | | | 2025 | | | 2024 | | | | Base rent fixed | | $ | 20,441,035 | | | $ | 19,762,211 | | | | Reimbursements of common area costs | | | 740,924 | | | | 771,496 | | | | Non-lease components (real estate taxes) | | | 1,287,751 | | | | 1,059,557 | | | | Rental income | | $ | 22,469,710 | | | $ | 21,593,264 | | | | | | | | | | | | | | | | | Years Ended July 31, | | | | | | 2025 | | | 2024 | | | | Base rent fixed | | | | | | | | | | | Company owned property | | $ | 13,802,232 | | | $ | 13,107,528 | | | | Leased property | | | 6,638,803 | | | | 6,654,683 | | | | | | | 20,441,035 | | | | 19,762,211 | | | | Reimbursements of common area costs & Nonleasecomponents(real estate taxes) | | | | | | | | | | | Company owned property | | | 1,200,313 | | | | 1,127,841 | | | | Leased property | | | 828,362 | | | | 703,212 | | | | | | | 2,028,675 | | | | 1,831,053 | | | | Total | | $ | 22,469,710 | | | $ | 21,593,264 | | | 11 Future minimum non-cancelable rental income for leases with initial or remaining terms of one year or more is as follows: | Schedule of future minimum non-cancelable rental income | | | | | | | | | | | | | | Year Ended July 31, | | Company Owned Property | | | Leased Property | | | Total | | | | 2026 | | $ | 9,532,921 | | | $ | 5,083,766 | | | $ | 14,616,687 | | | | 2027 | | | 8,331,404 | | | | 4,569,993 | | | | 12,901,397 | | | | 2028 | | | 7,574,026 | | | | 4,524,742 | | | | 12,098,768 | | | | 2029 | | | 7,002,009 | | | | 3,700,356 | | | | 10,702,365 | | | | 2030 | | | 5,205,610 | | | | 2,278,442 | | | | 7,484,052 | | | | After 2030 | | | 17,326,624 | | | | 8,018,576 | | | | 25,345,200 | | | | Total | | $ | 54,972,594 | | | $ | 28,175,875 | | | $ | 83,148,469 | | | **Lessee** The Companys real estate operations include leased properties under long-term, non-cancelable operating lease agreements. The leases expire at various dates through 2073, including options to extend or terminate the lease when it is reasonably certain the Company will exercise that option. Certain leases provide for increases in future minimum annual rental payments as defined in the lease agreements. Sublease rental income from the Companys real estate operations for leased real property exceeded operating lease costs as follows: | Schedule of rental expense | | | | | | | | | | | | Years Ended July 31, | | | | | | 2025 | | | 2024 | | | | Sublease income | | $ | 7,467,165 | | | $ | 7,357,895 | | | | Operating lease cost | | | (2,997,462 | ) | | | (2,996,055 | ) | | | Excess of sublease income over lease cost | | $ | 4,469,703 | | | $ | 4,361,840 | | | | Schedule of additional information related to leases | | | | | | | | | | | | Years Ended July 31, | | | | | | 2025 | | | 2024 | | | | Other information: | | | | | | | | | | | Operating cash flows from operating leases | | $ | 2,167,284 | | | $ | 2,150,129 | | | The following is a maturity analysis of the annual undiscounted cash flows of the operating lease liabilities as of July 31, 2025: | Schedule of annual undiscounted cash flows of the operating lease liabilities | | | | | | Year ended July 31 | | Operating Leases | | | | 2026 | | $ | 2,237,257 | | | | 2027 | | | 2,328,731 | | | | 2028 | | | 2,349,076 | | | | 2029 | | | 2,370,098 | | | | 2030 | | | 2,293,975 | | | | Thereafter | | | 19,368,853 | | | | Total undiscounted cash flows | | | 30,947,990 | | | | Less: present value discount | | | (6,913,321 | ) | | | Total Lease Liabilities | | $ | 24,034,669 | | | As of July 31, 2025, our operating leases had a weighted average remaining lease term of 15.20 years and a weighted average discount rate of 3.62%. 12 **5. INCOME TAX:** On July 4, 2025, the One Big Beautiful Bill Act (the OBBBA) was signed into law in the United States. The OBBBA includes changes to U.S. tax law that will be applicable to the Companys tax year ending July 31, 2025. These changes, among others, include provisions allowing accelerated tax deductions for qualified property. Staff Accounting Bulletin 118 (SAB 118) expresses views of the SEC regarding ASC Topic 740, Income Taxes (ASC 740), in the reporting period that includes the enactment date of changes in tax laws. The SEC staff issuing SAB 118 (the Staff) recognized that a registrants review of certain income tax effects of a tax act may be incomplete at the time financial statements are issued for the reporting period that includes the enactment date. The Company has recorded all known and estimable impacts of the OBBBA that are effective for the fiscal year ended July 31, 2025. Any future adjustments to the provisional numbers will be recorded as discrete adjustments to income tax expense in the period in which those adjustments become estimable and/or are finalized. In accordance with SAB 118, the provision estimates recorded represent reasonable estimates of the effects of the Tax Act for which the analysis is not yet complete. As the Company completes its analysis of the effects of the tax act, including performing and refining calculations and obtaining additional guidance from such standard setting and regulatory bodies as the US Internal Revenue Services, US Treasury Department and FASB, among others, it may record adjustments to the provisional estimates. The Company expects to finalize its provisional estimates at the earlier of the time it files its US federal income tax return for the fiscal year ended July 31, 2025 or the end of the measurement period provided for under SAB 118, which is December 31, 2025. Income taxes provided for the years ended July 31, 2025 and 2024 consist of the following: | Schedule of income tax expense | | | | | | | | | | | 2025 | | | 2024 | | | | Current: | | | | | | | | | | | Federal | | $ | | | | $ | | | | | Deferred taxes (benefit): | | | | | | | | | | | Federal | | | (27,000 | ) | | | (90,000 | ) | | | State | | | (32,000 | ) | | | (47,000 | ) | | | Income tax provision (benefit) | | $ | (59,000 | ) | | $ | (137,000 | ) | | Taxes provided for the years ended July 31, 2025 and 2024 differ from amounts which would result from applying the federal statutory tax rate to pre-tax income, as follows:State and City [Member] | Schedule of federal statutory tax rate to pre-tax income | | | | | | | | | | | 2025 | | | 2024 | | | | Loss before income taxes | | $ | (195,240 | ) | | $ | (543,568 | ) | | | Other-net | | | 1,250 | | | | (15,521 | ) | | | Adjusted pre-tax loss | | $ | (193,990 | ) | | $ | (559,089 | ) | | | Statutory rate | | | 21.00 | % | | | 21.00 | % | | | Income tax provision (benefit) at statutory rate | | $ | (40,738 | ) | | $ | (117,409 | ) | | | State deferred income taxes (benefit) | | | (32,000 | ) | | | (47,000 | ) | | | Other-net | | | 13,738 | | | | 27,409 | | | | Income tax provision (benefit) | | $ | (59,000 | ) | | $ | (137,000 | ) | | The Company has a federal net operating loss carryforward approximating $11,187,000 and $10,173,000 as of July 31, 2025 and July 31, 2024, respectively, available to offset future taxable income. As of July 31, 2025 and 2024, the Company had unused net operating loss carryforwards of approximately $16,317,000 and $14,290,000 for state, respectively. As of July 31, 2025 and 2024, the Company had unused net operating loss carryforwards of approximately $10,218,000 for city, available to offset future taxable income. The net operating loss carryforwards will begin to expire, if not used, in 2035. State [Member] New York State and New York City taxes are calculated using the higher of taxes based on income or the respective capital based franchise taxes. Beginning with the Companys tax year ended July 31, 2027, changes in the law require the state capital based tax will be phased out. New York City taxes will be based on capital for the foreseeable future. Capital-based franchise taxes are recorded to administrative and general expense. State tax amounts in excess of the capital-based franchise taxes are recorded to income tax expenses. Due to both the application of the capital-based tax and due to the possible absence of city taxable income, the Company does not record city deferred taxes. City [Member] Generally, tax returns filed are subject to audit for three years by the appropriate taxing jurisdictions. The statute of limitations in each of the state jurisdictions in which the Company operates remain open until the years are settled for federal income tax purposes, at which time amended state income tax returns reflecting all federal income tax adjustments are filed. In July 2024, 13 the Internal Revenue Service (IRS) initiated a one-year examination of the tax year ending July 31, 2022. Subsequent year(s) may also be subject to examination depending upon the outcome of the current examination. This audit of the tax year ending July 31, 2022 is now closed by the IRS with no findings and no impact on the consolidated financial statements. Significant components of the Companys deferred tax assets and liabilities as of July 31, 2025 and 2024 are a result of temporary differences related to the items described as follows: | Schedule of deferred tax assets and liabilities | | | | | | | | | | | | | | | | | | | | | 2025 | | | 2024 | | | | | | Deferred Tax Assets | | | Deferred Tax Liabilities | | | Deferred Tax Assets | | | Deferred Tax Liabilities | | | | Rental income received in advance | | $ | 307,589 | | | $ | | | | $ | 180,818 | | | $ | | | | | Operating lease liabilities | | | 6,652,796 | | | | | | | | 7,005,732 | | | | | | | | Federal net operating loss carryforward | | | 2,349,275 | | | | | | | | 2,136,250 | | | | | | | | State net operating loss carryforward | | | 1,090,007 | | | | | | | | 954,564 | | | | | | | | Unbilled receivables | | | | | | | 992,766 | | | | | | | | 839,286 | | | | Property and equipment | | | | | | | 6,057,908 | | | | | | | | 5,569,384 | | | | Unrealized loss on marketable securities | | | | | | | | | | | | | | | | | | | Operating lease right-of-use assets | | | | | | | 7,408,326 | | | | | | | | 7,990,330 | | | | Other | | | 25,333 | | | | | | | | 28,636 | | | | | | | | | | $ | 10,425,000 | | | $ | 14,459,000 | | | $ | 10,306,000 | | | $ | 14,399,000 | | | | Net deferred tax liability | | | | | | $ | 4,034,000 | | | | | | | $ | 4,093,000 | | | Management periodically assesses the realization of its net deferred tax assets by evaluating all available evidence, both positive and negative, associated with the Company and determining whether, based on the weight of that associated evidence, a valuation allowance for the deferred tax assets is needed. Based on this analysis, management has determined that it is more likely than not that future taxable income will be sufficient to fully utilize the federal and state deferred tax assets at July 31, 2025. Components of the deferred tax provision (benefit) for the years ended July 31, 2025 and 2024 consist of the following: | Schedule of components of the deferred tax provision (benefit) | | | | | | | | | | | 2025 | | | 2024 | | | | Book depreciation exceeding tax depreciation | | $ | 487,700 | | | $ | 504,386 | | | | Reserve for bad debts | | | 5,673 | | | | 61,355 | | | | Lease expense per book in excess of cash paid | | | (229,069 | ) | | | (233,818 | ) | | | Federal net operating loss carryforward | | | (213,025 | ) | | | (206,360 | ) | | | State net operating loss carryforward | | | (135,443 | ) | | | (124,894 | ) | | | Rental income received in advance | | | (126,771 | ) | | | (29,954 | ) | | | Unbilled receivables | | | 153,480 | | | | 109,911 | | | | Other | | | (1,545 | ) | | | (217,626 | ) | | | | | $ | (59,000 | ) | | $ | (137,000 | ) | | **6. EMPLOYEES RETIREMENT PLANS:**EMPLOYEES' RETIREMENT PLANS The Company sponsors a non-contributory Money Purchase Plan covering substantially all of its non-union employees. Operations were charged $442,666 and $493,263 as contributions to the Plan for fiscal years 2025 and 2024, respectively. **MULTI-EMPLOYER PLAN:** The Company contributes to a union sponsored multi-employer pension plan covering its union employees. The Company contributions to the pension plan for the years ended July 31, 2025 and 2024 were $89,396 and $94,110, respectively. Contributions and costs are determined in accordance with the provisions of negotiated labor contracts or terms of the plan. The Company also contributes to a union sponsored health benefit plan. **CONTINGENT LIABILITY FOR PENSION PLANS:** Information as to the Companys portion of accumulated plan benefits and plan assets is not reported separately by the pension plan. Under the Employee Retirement Income Security Act, upon withdrawal from a multi-employer benefit plan, an employer is required to continue to pay its proportionate share of the plans unfunded vested benefits, if any. Any liability under this provision cannot be determined: however, the Company has not made a decision to withdraw from the plan. 14 Information for contributing employers participation in the multi-employer plan: | Legal name of Plan | | United Food and Commercial Workers Local888PensionFund | | | Employer identification number: | | 13-6367793 | | | Plan number: | | 001 | | | Date of most recent Form 5500: | | December 31, 2024 | | | Certified zone status: | | Critical and declining status | | | Status determination date: | | January 1, 2024 | | | Plan used extended amortization provisions instatuscalculation: | | Yes | | | Minimum required contribution: | | Yes | | | Employer contributing greater than 5% of Plan contributions for year ended December 31, 2023: | | Yes | | | Rehabilitation plan implemented: | | Yes | | | Employer subject to surcharge: | | Yes | | | Contract expiration date: | | November 30, 2025 | | Under the pension funds rehabilitation plan expiring November 30, 2025, the Company agreed to pay a minimum contribution rate equal to 20.50% of each covered employees pay. The contract also covers rates of pay, hours of employment and other conditions of employment for approximately 21% of the Companys 28 employees. The Company considers that its labor relations with its employees and union are good. **7. CASH FLOW INFORMATION:** For purposes of reporting cash flows, the Company considers cash equivalents to consist of short-term highly liquid investments with maturities of three months or less, which are readily convertible into cash. The following is a reconciliation of the Companys cash and cash equivalents and restricted cash to the total presented on the consolidated statements of cash flows: | Schedule of cash and cash equivalents and restricted cash | | | | | | | | | | | | | July 31 | | | | | | 2025 | | | 2024 | | | | Cash and cash equivalents | | $ | 748,597 | | | $ | 1,243,977 | | | | Restricted cash, tenant security deposits | | | 938,342 | | | | 938,580 | | | | Restricted cash, escrow | | | 71,806 | | | | 71,784 | | | | Restricted cash, other | | | | | | | 31,260 | | | | | | $ | 1,758,745 | | | $ | 2,285,601 | | | Amounts in restricted cash primarily consist of cash held in bank accounts for tenant security deposits, amounts set aside in accordance with certain loan agreements, and security deposits with landlords and utility companies. Supplemental disclosure: | Schedule of supplemental disclosure | | | | | | | | | | | | July 31, | | | | | | 2025 | | | 2024 | | | | Cash Flow Information | | | | | | | | | | | Interest paid, net of capitalized interest of $84,265 (2025), and $85,610 (2024) | | $ | 70,141 | | | $ | 141,975 | | | | Income tax (refunded) | | | | | | | | | | 15 **8. CREDIT RISK CONCENTRATIONS:** Financial instruments that are potentially subject to concentrations of credit risk consist principally of restricted cash, cash and cash equivalents, and receivables. Restricted cash, cash and cash equivalents are placed with multiple financial institutions to minimize risk. No assurance can be made that such financial institutions and instruments will minimize all such risk. As of July 31, 2025, and July 31, 2024, respectively, three tenants accounted for approximately 54.96% and 51.45% of receivables. During the years ended July 31, 2025 and 2024, respectively, two tenants accounted for 26.86% and 27.54% of total rental revenue. **9. DEFERRED CHARGES:** Deferred charges for the fiscal years ended July 31, 2025 and 2024 consist of the following: | Schedule of deferred charges | | | | | | | | | | | | | | | | | | | | | July 31, 2025 | | | July 31, 2024 | | | | | | Gross Carrying Amount | | | Accumulated Amortization | | | Gross Carrying Amount | | | Accumulated Amortization | | | | Leasing brokerage commissions | | $ | 6,463,376 | | | $ | 3,000,205 | | | $ | 6,350,308 | | | $ | 2,794,954 | | | | Deferred Mortgage Placement Cost | | | 35,000 | | | | | | | | | | | | | | | | Professional fees for leasing | | | 81,826 | | | | 62,180 | | | | 81,826 | | | | 56,595 | | | | Total | | $ | 6,580,202 | | | $ | 3,062,385 | | | $ | 6,432,134 | | | $ | 2,851,549 | | | The aggregate amortization expense for the periods ended July 31, 2025 and July 31, 2024 were $506,044, and $502,829, respectively. The weighted average life of current year additions to deferred charges was approximately ten years. The estimated aggregate amortization expense for each of the five succeeding fiscal years is as follows: | Schedule of estimated aggregate amortization expense | | | | | | | Year Ended July 31 | | Amortization | | | | 2026 | | $ | 506,404 | | | | 2027 | | $ | 457,859 | | | | 2028 | | $ | 449,443 | | | | 2029 | | $ | 410,331 | | | | 2030 | | $ | 314,668 | | | **10. RELATED PARTY TRANSACTIONS:** The Company has three operating leases with Landlord, an affiliated company, principally owned by the Chairman of the Board of Directors of both the Company and Landlord. One lease is for building, improvements, and land located at Jamaica Avenue at 169th Street, Jamaica, New York. Another lease is for premises located at 504-506 Fulton Street, Brooklyn, New York. In December 2024, Landlord purchased the 508 Fulton Street property, including an existing lease, from another landlord who owned 25% of the property. Starting in January 2025, J.W. Mays began making rent payments to Landlord with no other changes to the existing lease 16 Rent payments and expense relating to these three operating leases with Landlord follow: | Schedule of rent payments expense | | | | | | | | | | | | | | | | | | | | | Rent Payments | | | Rent Expense | | | | | | Year Ended July 31 | | | Year Ended July 31 | | | | Property | | 2025 | | | 2024 | | | 2025 | | | 2024 | | | | Jamaica Avenue at 169thStreet | | $ | 625,000 | | | $ | 625,000 | | | $ | 1,150,682 | | | $ | 1,150,682 | | | | 504-506 Fulton Street | | | 362,250 | | | | 362,250 | | | | 381,195 | | | | 381,195 | | | | 508 Fulton Street | | | 33,269 | | | | | | | | 42,408 | | | | | | | | Total | | $ | 1,020,519 | | | $ | 987,250 | | | $ | 1,574,285 | | | $ | 1,531,877 | | | The following summarizes assets and liabilities related to these three leases: | Schedule of assets and liabilities | | | | | | | | | | | | | | | | | | | | | | Right-Of-Use Assets | | | LiabilitiesLiabilities [Member] | | | | | | | | July 31 | | | July 31 | | | | | | Property | | 2025 | | | 2024 | | | 2025 | | | 2024 | | | Expiration Date | | | Jamaica Avenue at 169thStreet | | $ | 9,749,817 | | | $ | 10,600,247 | | | $ | 4,580,611 | | | $ | 4,905,360 | | | May 31, 2035 | | | 504-506 Fulton Street | | | 1,891,731 | | | | 2,167,727 | | | | 2,054,487 | | | | 2,311,539 | | | April 30, 2031 | | | 508 Fulton Street | | | 1,018,186 | | | | | | | | 1,224,672 | | | | | | | April 30, 2044 | | | Total | | $ | 12,659,734 | | | $ | 12,767,974 | | | $ | 7,859,770 | | | $ | 7,216,899 | | | | | Upon termination of the Jamaica, New York lease, currently in 2035, all premises included in operating lease right-of-use assets plus leasehold improvements will be turned over to the Landlord. **11. CAPITALIZATION:** The Company is capitalized entirely through common stock with identical voting rights and rights to liquidation. Treasury stock is recorded at cost and consists of 162,517 shares at July 31, 2025 and July 31, 2024. **12. CONTINGENCIES:** The Company is subject to various legal proceedings, claims, and litigation arising in the ordinary course of business operations. These matters include, but are not limited to, contractual disputes, third party slip and fall or personal injury claims which are typically handled by insurance counsel. It is the opinion of management that the resolution of these matters will not have a material adverse effect on the Companys Consolidated Financial Statements. If the Company sells, transfers, disposes of or demolishes 25 Elm Place, Brooklyn, New York, then the Company may be liable to create a condominium unit for the loading dock. The necessity of creating the condominium unit and the cost of such condominium unit cannot be determined at this time. 17 **SCHEDULE III** **J.W. MAYS, INC. REAL ESTATE AND ACCUMULATED DEPRECIATION July 31, 2025** **** **** | Description | | Encumbrances | | | | Land | | | | Building & Improvements | | | | Improvements | | | | Carried Cost | | | | Land | | | | Building & Improvements | | | | Total | | | | Accumulated Depreciation | | | | Date of Construction | | | | Date Acquired | | | | Statement is Computed | | | | Col. A | | Col. B | | | Col. C | | | Col. D | | | Col. E | | | Col. F | | | Col. G | | | Col. H | | | Col. I | | | | | | | | | Initial Cost to Company | | | Cost Capitalized Subsequent to Acquisition | | | Gross Amount at Which Carried At Close of Period | | | | | | | | | | | | Life on Which Depreciation in Latest Income | | | | Description | | Encumbrances | | | Land | | | Building & Improvements | | | Improvements | | | Carried Cost | | | Land | | | Building & Improvements | | | Total | | | Accumulated Depreciation | | | Date of Construction | | | Date Acquired | | | Statement is Computed | | | | OfficeandRentalBuildings Brooklyn, New York Fulton Street at Bond Street | | $ | | | | $ | 3,901,349 | | | $ | 7,403,468 | | | $ | 26,988,918 | | | $ | | | | $ | 3,901,349 | | | $ | 34,392,386 | | | $ | 38,293,735 | | | $ | 17,805,206 | | | | Various | | | | Various | | | | (1)(2) | | | | Jamaica, New York Jamaica Avenue at 169th Street | | | | | | | | | | | | | | | 2,549,190 | | | | | | | | | | | | 2,549,190 | | | | 2,549,190 | | | | 255,146 | | | | 1959 | | | | 1959 | | | | (3) | | | | Fishkill, New York Route 9 at Interstate Highway84 | | | 3,235,561 | | | | 594,723 | | | | 7,212,116 | | | | 16,784,987 | | | | | | | | 594,723 | | | | 23,997,103 | | | | 24,591,826 | | | | 11,214,129 | | | | 10/74 | | | | 11/72 | | | | (1) | | | | Brooklyn, New York Jowein Building Fulton Street and Elm Place | | | | | | | 1,324,957 | | | | 728,327 | | | | 17,825,397 | | | | | | | | 1,324,957 | | | | 18,553,724 | | | | 19,878,681 | | | | 8,480,642 | | | | 1915 | | | | 1950 | | | | (1)(2) | | | | Levittown, New York Hempstead Turnpike | | | | | | | 125,927 | | | | | | | | | | | | | | | | 125,927 | | | | | | | | 125,927 | | | | | | | | 4/69 | | | | 6/62 | | | | (1) | | | | Circleville, Ohio Tarlton Road | | | | | | | 120,849 | | | | 4,388,456 | | | | 113,620 | | | | | | | | 120,849 | | | | 4,502,076 | | | | 4,622,925 | | | | 3,589,395 | | | | 9/92 | | | | 12/92 | | | | (1) | | | | Total(A) | | $ | 3,235,561 | | | $ | 6,067,805 | | | $ | 19,732,367 | | | $ | 64,262,112 | | | $ | | | | $ | 6,067,805 | | | $ | 83,994,479 | | | $ | 90,062,284 | | | $ | 41,344,518 | | | | | | | | | | | | | | | | (1) | Building and improvements1840 years Building and improvements | | | (2) | Improvements to leased property 340 years Improvements to leased property | | | (3) | Upon lease termination in 2040, the building and all improvements will be turned over to the landlord as property owner (See Notes 1 and 10 to the Accompanying Consolidated Financial Statements). Leasehold improvements are amortized over the life of the lease. | | | (A) | Does not include Office Furniture and Equipment and Transportation Equipment in the amount of $295,156 and Accumulated Depreciation thereon of $258,871 at July 31, 2025. | | | | | | | | | | | | | | | | Year Ended July 31, | | | | | | 2025 | | | 2024 | | | | Investment in Real Estate | | | | | | | | | | | Balance at Beginning of Year | | $ | 87,669,998 | | | $ | 85,185,857 | | | | Improvements | | | 2,392,286 | | | | 2,484,141 | | | | Retirements | | | | | | | | | | | Balance at End of Year | | $ | 90,062,284 | | | $ | 87,669,998 | | | | Accumulated Depreciation | | | | | | | | | | | Balance at Beginning of Year | | $ | 39,574,021 | | | $ | 37,885,631 | | | | Additions Charged to Costs and Expenses | | | 1,770,497 | | | | 1,688,390 | | | | Retirements | | | | | | | | | | | Balance at End of Year | | $ | 41,344,518 | | | $ | 39,574,021 | | | 18 **J.W. MAYS, INC.** **REPORT OF MANAGEMENT** Management is responsible for the preparation and reliability of the financial statements and the other financial information in this Annual Report. Management has established systems of internal control over financial reporting designed to provide reasonable assurance that the financial records used for preparing financial statements are reliable and reflect the transactions of the Company and that established policies and procedures are carefully followed. The Company reviews, modifies and improves its system of internal controls in response to changes in operations. The Board of Directors, acting through the Audit Committee, which is comprised solely of independent directors who are not employees of the Company, oversees the financial reporting process. The financial statements have been prepared in accordance with accounting standards generally accepted in the United States of America and include amounts based on judgments and estimates made by management. Actual results could differ from estimated amounts. To ensure complete independence, Prager Metis CPAs, LLC, the independent registered public accounting firm, has full and free access to meet with the Audit Committee, without management representatives present, to discuss results of the audit, the adequacy of internal controls and the quality of financial reporting. 19 **REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM** To the Shareholders and Board of Directors of J.W. Mays, Inc. **Opinion on the Consolidated Financial Statements** We have audited the accompanying consolidated balance sheets of J.W. Mays, Inc. (the Company) as of July 31, 2025 and 2024, and the related consolidated statements of operations, changes in shareholders equity and cash flows for the years ended July 31, 2025 and 2024, and related notes and financial statement schedules (collectively referred to as the financial statements). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of July 31, 2025 and 2024, and the results of its operations and its cash flows for the years ended July 31, 2025 and 2024, in conformity with accounting principles generally accepted in the United States of America. **Basis for Opinion** These financial statements are the responsibility of the Companys management. Our responsibility is to express an opinion on the Companys financial statements based on our audit. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB. We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audit, we are required to obtain an understanding of internal control over financial reporting, but not for the purpose of expressing an opinion on the effectiveness of the Companys internal control over financial reporting. Accordingly, we express no such opinion. Our audit included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audit also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion. **Critical Audit Matter** The critical audit matter communicated below is a matter arising from the current period audit of the financial statements that were communicated or required to be communicated to the audit committee and that: (1) relate to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective or complex judgments. The communication of the critical audit matter does not alter in any way our opinion on the financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing separate opinions on the critical audit matters or on the accounts or disclosures to which it relates. **Valuation of Impairment of Properties** **Critical Audit Matter Description** As described in Note 1 to the financial statements, the Company reviews its owned and leased property for potential impairment when certain events or changes in circumstances indicate the carrying amount may not be recoverable. Those events and circumstances include, but are not limited to, significant changes in real estate market conditions, estimated residual values, and an expectation to sell assets before the end of the previously estimated life. In evaluating property and equipment for indicators of impairment, management considers undiscounted future cash flows, including the residual value of the real estate, with the carrying amount of the individual asset. Considering estimated future cash flows requires management to make assumptions about the probabilities of various outcomes relating to market conditions, estimated holding periods, capitalization rates, and potential proceeds if a property was sold. We identified the evaluation of impairment of properties as a critical audit matter. 20 The principal consideration for our determination that the evaluation of impairment was a critical audit matter was a higher risk of estimation uncertainty due to sensitivity of management judgments not only regarding indicators of impairment but also regarding estimates and assumptions utilized in considering cash flows for cost recoverability and making fair value measurements. **How the Critical Audit Matter was addressed in Our Audit** Our audit procedures related to the evaluation of impairment included the following, among others. We obtained an understanding of the relevant controls over managements evaluation of potential property impairments, such as controls over the Companys monitoring of the property, controls over the Companys consideration of future cash flows, and controls over the Companys estimates of fair value. In consideration of impairment indicator criteria established in managements accounting policies over impairment, we evaluated the completeness of the population of properties requiring further analysis. We examined and evaluated the Companys undiscounted cash flows and estimates of fair value over properties identified for potential impairment. We evaluated the reasonableness of the methods and significant assumptions used, including probabilities of outcomes, holding periods, capitalization rates, and potential proceeds if a property was sold. We evaluated these items in comparison with historical performance of the impacted properties and with comparable observable market data. Our assessment included evaluation of these assumptions, and we considered whether such assumptions were consistent with evidence obtained in other areas of the audit. */s/ Prager Metis CPAs, LLC* We have served as the Companys auditor since 2020. Hackensack, New Jersey October 22, 2025 PCAOB ID Number 273 21 **J.W. MAYS, INC.** **MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS** Managements Discussion and Analysis of Financial Condition and Results of Operations should be read in conjunction with our consolidated financial statements and related notes thereto contained in this report. In this discussion, the words Company, we, our and us refer to J.W. Mays, Inc. and subsidiaries. **FORWARD LOOKING STATEMENTS** The following can be interpreted as including forward-looking statements under the Private Securities Litigation Reform Act of 1995. The words outlook, intend, plans, efforts, anticipates, believes, expects or words of similar import typically identify such statements. Various important factors that could cause actual results to differ materially from those expressed in the forward-looking statements are identified under the heading Cautionary Statement Regarding Forward-Looking Statements below. Our actual results may vary significantly from the results contemplated by these forward-looking statements based on a number of factors including, but not limited to, availability of labor, marketing success, competitive conditions and the change in economic conditions of the various markets we serve. **CRITICAL ACCOUNTING POLICIES AND ESTIMATES** Critical accounting policies are defined as those most important to the portrayal of a companys financial condition and results and require the most difficult, subjective or complex judgments. We believe the critical accounting policies affect our more significant judgments and estimates used in the preparation of our financial statements. The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires us to make estimates and judgments that affect the reported amounts of assets and liabilities at the date of the financial statements. Estimates are based on historical experience, where applicable or other assumptions that management believes are reasonable under the circumstances. We have identified the policies described below as our critical accounting policies. Actual results may differ from these estimates under different assumptions and conditions. **Impairment** The Company periodically reviews owned and leased properties, including related long lived assets and depreciable lives, for indicators of impairment that imply the carrying amount of assets may not be recoverable through operations plus estimated disposition proceeds. Such indicators of impairment include, but are not limited to, significant changes in real estate market conditions resulting in decreases in estimated fair values of properties or assets, changes in business conditions in the industries in which our tenants operate, and other significant or unusual events or circumstances which may occur from time to time. If indicators of impairment existed, the carrying value of the property would be written down to its estimated fair value based on our best estimate of the propertys discounted future cash flows. As of July 31, 2025 and 2024, the Company has determined there was no impairment of its owned and leased properties, and the related carrying values, including depreciable lives. **FISCAL 2025 COMPARED TO FISCAL 2024** Net loss for the year ended July 31, 2025 amounted to $(136,240) or $(.07) per share, compared to net loss for the year ended July 31, 2024 of $(406,568) or $(.20) per share primarily due to an increase in rental income, decreases in administrative and general expenses, and interest expense; partially offset by an increase in real estate operating expenses. Revenues in the current year increased to $22,469,710 from $21,593,264 in the comparable 2024 year primarily due to rent increases from existing tenants and new leases from several new tenants; partially offset by loss of a few tenants. 22 Real estate operating expenses in the current year increased to $15,655,276 from $15,151,406 in the comparable 2024 year primarily due to increases in real estate taxes, insurance expense, and maintenance expense; partially offset by a decrease in employee payroll cost. Administrative and general expenses in the current year decreased to $5,168,751 from $5,336,672 in the comparable 2024 year primarily due to reductions in executive payroll and benefit costs; partially offset by an increase in legal and professional fees, and bad debts expense. Depreciation expense in the current year increased to $1,800,015 from $1,725,291 in the comparable 2024 year primarily due to tenant improvements placed in service at various buildings. Other income (loss) decreased to $(40,908) in the current year from $76,537 in the comparable 2024 year primarily due to a net realized gain on the sale of all the Companys marketable securities in 2024; partially offset by a reduction in interest expense for 2025. **LIQUIDITY AND CAPITAL RESOURCES** *Commercial Leasing Activities* In August 2024, a tenant extended its lease through June 30, 2025 with the same terms for 10,569 square feet at the Companys Jowein building in Brooklyn, New York. In August 2024, the Company leased 2,051 square feet to an office tenant at the Companys Jamaica, New York premises for ten years, with five separate one year renewal options. Monthly rent of approximately $5,500, with annual increases, commenced January 1, 2025. The Companys costs of renovations were approximately $503,088, of which $235,000 will be reimbursed by the tenant, as additional lease revenue. In August 2024, a tenant who occupies warehouse space at the Companys building in Circleville, Ohio, extended its lease from May 31, 2026 for additional three years to May 31, 2029. Effective November 1, 2024, the size of the leased premises expanded by 84,000 feet, including space previously leased by another tenant whose lease expired October 31, 2024. After the lease expansion, annual base rent for the warehouse space is $877,440 per annum with increases annually. Brokerage commissions were $106,867. Effective October 1, 2024, the Company leased approximately 12,500 square feet at the Companys Fishkill, New York building for use as storage space for three months expiring December 31, 2024. Total rent of $61,219 was prepaid at lease commencement and was amortized as revenue over the term of the lease. In November 2024, a tenant who occupies 700 square feet at the Companys 9 Bond Street building in Brooklyn, New York agreed to expand their space to include an additional 130 square feet for increased rent of $2,400 annually through lease expiration on April 30, 2026. In November 2024, the Company leased 305 square feet of office space at the Companys Jowein building in Brooklyn, New York for two years at an annual rent of $7,320. In November 2024, a tenant who occupies 5,800 square feet at the Companys Jowein building in Brooklyn, New York agreed to rent an additional 3,920 square feet of office space for increased rent of $12,087 a month. In December 2024, Weinstein Enterprises, Inc. (Landlord), an affiliated entity, principally owned by the Chairman of the Board of Directors of both the Company and Landlord purchased 25% of the 508 Fulton Street property including an existing lease, from another landlord. Starting in January 2025, the Company began making rent payments to Landlord with no other changes to the existing lease. In January and August 2025, a tenant at the Companys 9 Bond Street building in Brooklyn, New York was given two six month rent concessions of $25,000 per month from February to July 2025, and $40,000 per month from August 2025 to January2026, respectively. The January 2025 agreement also included a deferral of $54,825 of a receivable to be paid in three equal installments from February to April 2025. In February 2025, a tenant occupying 160 square feet at the Companys Jamaica, New York premises, agreed to extend their lease to January 2030, with a yearly rent of $24,000. Effective March 1, 2025, a tenant occupying 1,600 square feet at the Companys 9 Bond Street building in Brooklyn, New York agreed to terminate their lease. Loss of rent will approximate $120,000 per annum. 23 In March 2025, a tenant who occupies 9,720 square feet at the Companys Jowein building in Brooklyn, New York exercised their first of three six month extensions to February 2026, with a monthly rent of $30,869. In March 2025, the Company leased 6,761 square feet of office space at the Companys Jamaica, New York premises, for fifteen years at an annual rent of $135,220 with yearly rent escalation, effective August 2025. Brokerage commissions were $137,180. In April 2025, the Company leased 2,800 square feet of office space at the Companys 9 Bond Street building in Brooklyn, New York for ten years at an annual rent of $216,000 with increases annually. Rent commencement is October 2025. Brokerage commissions were $134,987. In May 2025, a tenant who occupies 17,364 and 5,640 square feet of space at the Companys Jowein building in Brooklyn, New York provided notice they would not be renewing their leases which end on June 30, 2025 and January 19, 2026, respectively. The loss of rental income from the combined leases is approximately $885,000 per annum. In May 2025, a tenant occupying 3,080 square feet at the Companys 9 Bond Street building in Brooklyn, New York provided notice they would not be renewing their lease which ends on June 30, 2025. The loss of rental income is approximately $142,000 per annum. In May 2025, a tenant extended its lease through September 30, 2025 with the same terms for 10,569 square feet at the Companys Jowein building in Brooklyn, New York. In June 2025, a tenant occupying 2,000 square feet at the Companys Jamaica, New York premises provided notice they would be vacating the space effective July 30, 2025. The loss of rental income is approximately $64,000 per annum. In July 2025, the Company leased 1,800 square feet of office space at the Companys Jowein building in Brooklyn, New York on a month-to-month basis. Monthly rent will be $6,766. In August 2025, the Company leased 20,000 square feet of retail space at the Companys Massapequa building in Long Island, New York for five years. Monthly rent is $4,500 and increases to $5,500 after the first year. Brokerage commissions were $14,355. In August 2025, the Company leased 5,500 square feet of retail space at the Companys Jowein building in Brooklyn, New York. Monthly rent is $15,000 with annual rent increases. Brokerage commissions were $73,487. In August 2025, the Company exercised the second of four five-year option periods with its landlord to extend the Jamaica Avenue at 169th Street, Jamaica, New York property lease beyond May 31, 2035 for a total of five years through May 31, 2040. In October 2025, a tenant who occupies 31,438 square feet at the Companys Jowein building in Brooklyn, New York extended their lease from May 2026 to October 2026, and was given a rent concession effective November 2025 to October 2026. *Cash Flows:* The following table summarizes our cash flow activity for the fiscal years ended July 31, 2025 and 2024: | | | 2025 | | | 2024 | | | | Net cash provided by operating activities | | $ | 2,520,634 | | | $ | 1,434,730 | | | | Net cash (used) by investing activities | | | (2,392,286 | ) | | | (58,793 | ) | | | Net cash (used) by financing activities | | | (655,204 | ) | | | (1,308,071 | ) | | *Cash Flows From Operating Activities* Deferred Expenses: The Company incurred $408,276 for brokerage commissions during the year ended July 31, 2025. Commissions due were for one new tenant and one tenant renewal at the Companys Jamaica, New York property, one tenant renewal at the Jowein building in Brooklyn, New York, one new tenant at the 9 Bond Street building in Brooklyn, New York, and one tenants continuance at the Circleville, Ohio property. Accounts Payable and Accrued Expenses: The Company had a balance due on July 31, 2025 for brokerage commissions of $444,705. *Cash Flows From Investing Activities* All of the Companys marketable securities were sold in May 2024. Net realized gain on sale of marketable securities for the year ended July 31, 2024, including liquidation of the remaining in May 2024, aggregated $124,907 with proceeds of $2,544,927. 24 During the year ended July 31, 2025, the Company had expenditures at its: Fishkill, New York building of: | - | $43,430 for elevators. | | Bond Street building in Brooklyn, New York of: | - | $100,928 for a new tenant improvements which was completed in September, 2024 for a total cost of $1,005,490. | | | - | $157,454 for another new tenants improvements as of July 31, 2025. Total improvements are expected to approximate $235,000 when complete. | | Expenditures at the Companys Jowein building in Brooklyn, New York included: | - | $76,456 for a boiler | | | - | $153,573 for scaffolding relating to faade restoration | | Costs incurred for tenant improvements at the Companys Jamaica, New York premises were: | - | $1,860,445 for tenant improvements at the Companys Jamaica, New York premises. Total improvements for two tenants were $503,088 and $104,408 completed in January 2025 and July 2025 respectively. A total of $235,000 was reimbursed by one tenant. Improvements for a third tenant of approximately $1,252,949 were completed and placed in service August 2025. | | *Source of Funds; Cash Flows from Financing Activities; Company Indebtedness* The Company anticipates incurring an additional $13.4 million in capital expenditures over the next twelve months ending July 31, 2026, of which a major portion is pending financing. The Companys primary source of liquidity is 1) cash provided by operations, and 2) borrowings. Total liquidity as of July 31, 2025 consists of cash and cash equivalents of $748,597. Total liquidity includes proceeds from fixed rate borrowings as of July 31, 2025. As of July 31, 2025, the Companys only mortgage with a bank had outstanding debt of approximately $3.2 million. While the loan has a stated maturity of April 1, 2040, the mortgage agreement provides the lender with an unconditional right to demand repayment in full at any time effective April 30, 2025 through final payment date of April 1, 2040. This mortgage balloon payment demand provision has a significant impact on our financial ratios and the perception of our short-term liquidity. As of this date of filing, the bank has not communicated any intent to accelerate repayment. The Company maintains a positive relationship with the bank and remains in full compliance with terms of the loan provisions. Although the interest rate is currently favorable, the Company may choose to refinance the mortgage after April 1, 2025, however, the bank is under no obligation to refinance if or when a balloon payment comes due upon demand. Another mortgage with a bank was fully paid off on December 1, 2024. For a more detailed description of the Companys indebtedness, see Note 3 - Mortgages Payable to the Consolidated Financial Statements contained in this 2025 Annual Report to Shareholders. We believe our sources of liquidity described above will be sufficient to meet our obligations over the next 12 months. The Companys ability to increase cash flows from operations, and to obtain additional sources of borrowings is dependent on many factors such as the continuously evolving local and macroeconomic commercial real estate markets, the effects of the overall economy, fluctuating interest rates, inflation, trends of office versus remote work practices, city and state regulations, and increasing real estate tax assessments. There is no assurance the Company will be successful in securing additional sources of financing when needed. **RELATED PARTY TRANSACTIONS:** The Company has three operating leases with Weinstein Enterprises, Inc. (Landlord), an affiliated company, principally owned by the Chairman of the Board of Directors of both the Company and Landlord. One lease is for building, improvements, and land located at Jamaica Avenue at 169th Street, Jamaica, New York. Another lease is for premises located at 504-506 Fulton Street, Brooklyn, New York. In December 2024, Landlord purchased the 508 Fulton Street property, including an existing lease, from another landlord who owned 25% of the property. Starting in January 2025, J.W. Mays began making rent payments to Landlord with no other changes to the existing lease 25 Rent payments and expense relating to these three operating leases with Landlord follow: | | | Rent Payments | | | Rent Expense | | | | | | Year Ended July 31 | | | Year Ended July 31 | | | | Property | | 2025 | | | 2024 | | | 2025 | | | 2024 | | | | Jamaica Avenue at 169thStreet | | $ | 625,000 | | | $ | 625,000 | | | $ | 1,150,682 | | | $ | 1,150,682 | | | | 504-506 Fulton Street | | | 362,250 | | | | 362,250 | | | | 381,195 | | | | 381,195 | | | | 508 Fulton Street | | | 33,269 | | | | | | | | 42,408 | | | | | | | | Total | | $ | 1,020,519 | | | $ | 987,250 | | | $ | 1,574,285 | | | $ | 1,531,877 | | | The following summarizes assets and liabilities related to these three leases: | | | Right-Of-Use Assets | | | Liabilities | | | | | | | | July 31 | | | July 31 | | | | | | Property | | 2025 | | | 2024 | | | 2025 | | | 2024 | | | Expiration Date | | | Jamaica Avenue at 169thStreet | | $ | 9,749,817 | | | $ | 10,600,247 | | | $ | 4,580,611 | | | $ | 4,905,360 | | | May 31, 2035 | | | 504-506 Fulton Street | | | 1,891,731 | | | | 2,167,727 | | | | 2,054,487 | | | | 2,311,539 | | | April 30, 2031 | | | 508 Fulton Street | | | 1,018,186 | | | | | | | | 1,224,672 | | | | | | | April 30, 2044 | | | Total | | $ | 12,659,734 | | | $ | 12,767,974 | | | $ | 7,859,770 | | | $ | 7,216,899 | | | | | Upon termination of the Jamaica, New York lease, currently in 2035, all premises included in operating lease right-of-use assets plus leasehold improvements will be turned over to the Landlord. 26 **CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS:** This section, Managements Discussion and Analysis of Financial Condition and Results of Operations, other sections of the Annual Report on Form 10-K and this Annual Report to Shareholders and other reports and verbal statements made by our representatives from time to time may contain forward-looking statements that are based on our assumptions, expectations and projections about us and the real estate industry. These include statements regarding our expectations about revenues, our liquidity, or expenses and our continued growth, among others. Such forward-looking statements by their nature involve a degree of risk and uncertainty. We caution that a variety of factors, including but not limited to the factors described under Item 1A, Risk Factors in our Form 10-K for the fiscal year ended July 31, 2025 and the following, could cause business conditions and our results to differ materially from what is contained in forward-looking statements: | | | changes in the rate of economic growth, and interest rates both nationally and locally; | | | | | existing indebtedness, including the potential for accelerated maturities; | | | | | the ability to obtain additional financing at reasonable costs and interest rates; | | | | | changes in the financial condition of our customers; | | | | | changes in the regulatory environment and particularly burdens of increasing local, state, and federal requirements and taxes; | | | | | lease cancellations and particularly loss of key tenants; | | | | | changes in our estimates of costs; | | | | | loss of key personnel; | | | | | war and/or terrorist attacks could significantly impact buildings leased to tenants; | | | | | the continued availability of insurance for various policies at reasonable rates; | | | | | outcomes of pending and future litigation; | | | | | increasing competition by other companies; | | | | | compliance with our loan covenants; | | | | | climate change; | | | | | recoverability of claims against our customers and others by us and claims by third parties against us; | | | | | changes in estimates used in our critical accounting policies; | | | | | cybersecurity threats or incidents; and | | | | | pandemics and the related trends of office versus remote work practices. | | Other factors and assumptions not identified above were also involved in the formation of these forward-looking statements and the failure of such other assumptions to be realized, as well as other factors, may also cause actual results to differ materially from those projected. Most of these factors are difficult to predict accurately and are generally beyond our control. You should consider the areas of risk described above in connection with any forward-looking statements that may be made by us. We undertake no obligation to publicly update any forward-looking statements, whether as a result of new information, future events or otherwise. You are advised, however, to consult any additional disclosures we make in proxy statements, Quarterly Reports on Form 10-Q, Annual Reports on Form 10-K and Current Reports on Form 8-K filed with the U. S. Securities and Exchange Commission. **CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE** There are no disagreements between the Company and its accountants relating to accounting or financial disclosures. **CONTROLS AND PROCEDURES:** The Companys management reviewed the Companys internal controls and procedures and the effectiveness of these controls. As of July 31, 2025, the Company carried out an evaluation, under the supervision and with the participation of the Companys management, including its Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of the Companys disclosure controls and procedures pursuant to Rules 13a-14(c) and 15d-14(c) of the Securities Exchange Act of 1934. Based upon that evaluation, the Chief Executive Officer and Chief Financial Officer concluded that the Companys disclosure controls and procedures are effective in timely alerting them to material information relating to the Company required to be included in its periodic SEC filings. There was no change in the Companys internal controls over financial reporting or in other factors during the Companys last fiscal quarter that materially affected, or are reasonably likely to materially affect, the Companys internal controls over financial reporting. 27 **COMMON STOCK INFORMATION:** Effective November 8, 1999, the Companys common stock commenced trading on The Nasdaq Capital Market tier of The Nasdaq Stock Market under the Symbol: Mays. Such shares were previously traded on The Nasdaq National Market. Effective August 1, 2006, NASDAQ became operational as an exchange in NASDAQ-Listed Securities. It is now known as The NASDAQ Stock Market LLC. On September 2, 2025, the Company had approximately 500 shareholders of record. **J.W. MAYS, INC.** **OFFICERS** | Lloyd J. Shulman | | Chairman of the Board, Chief Executive Officer and President | | | Ward N. Lyke, Jr5 | | Vice President, Chief Financial Officer and Treasurer | | | George Silva | | Vice President-Operations | | | Salvatore Cappuzzo | | Secretary | | **BOARD OF DIRECTORS** | Jennifer L. Caruso3 | | Practicing Attorney | | | Robert L. Ecker2,3,4,6 | | Partner in the law firm of Ecker, Ecker & Associates, LLP | | | Steven Gurney-Goldman2,3 | | Solil Management, LLC | | | Mark S. Greenblatt3,5 | | Retired Vice President, Chief Financial Officer and Treasurer, J.W. Mays, Inc. | | | Melinda L. Koster2,3,4,6 | | Practicing Attorney | | | Dean L. Ryder1,2,3,4,6 | | President, Putnam County National Bank | | | Lloyd J. Shulman1,3 | | Chairman of the Board, Chief Executive Officer and President, J.W. Mays, Inc. | | Committee Assignments Key: | 1 | Member of Executive Committee | | | 2 | Member of Audit Committee | | | 3 | Member of Investment Advisory Committee | | | 4 | Member of Compensation Committee | | | 5 | Member of Disclosure Committee | | | 6 | Member of Governance and Nominating Committee | | **FORM 10-K ANNUAL REPORT** Copies of the Companys Form 10-K Annual Report to the U. S. Securities and Exchange Commission for the fiscal year ended July 31, 2025 will be furnished without charge to shareholders upon written request to: Secretary, J.W. Mays, Inc. 9 Bond Street Brooklyn, New York 11201-5805. Copies of the Notice of Meeting, Proxy Statement, Proxy Card and Annual Report to Shareholders are available at: **http://www.astproxyportal.com/ast/03443** **** 28