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Star Holdings SEC Filings

STHO NASDAQ

Star Holdings filings document a Nasdaq-listed Maryland real estate issuer with common shares of beneficial interest and an emerging growth company reporting profile. Periodic reports and earnings 8-Ks disclose operating results, portfolio monetization, land sales, loan activity, SAFE share mark-to-market effects and the economics of its commercial real estate assets.

Its regulatory documents also cover material events such as asset deconsolidation after loan repayment and guarantee release, financing and management-agreement amendments, share repurchase authorization, capital-structure information and governance. Proxy materials address trustee elections, auditor ratification, record dates and shareholder voting matters.

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Star Holdings reported a first-quarter 2026 net loss attributable to common shareholders of ($10.3 million), or ($0.85) per share. Results include a non-cash adjustment of ($2.2 million) related to approximately 13.5 million shares of Safehold Inc., which reduced earnings per share by $0.18.

During the quarter, the company collected repayments on a $10.6 million mezzanine loan for the Surfhouse multifamily development in Asbury Park and a $3.1 million senior mortgage on a New York asset. It also repurchased about 0.2 million common shares for $2.0 million at an average price of $8.45 per share.

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Star Holdings reported a wider net loss for the quarter ended March 31, 2026 as it continues monetizing legacy real estate and financial assets. Total revenue rose to $20.9 million from $14.6 million, driven mainly by higher land development sales and other income, including a legal settlement.

Costs increased faster than revenue, with interest expense, real estate operating costs, and depreciation pushing the company to a net loss of $14.5 million, or $(0.85) per share, compared with a $8.0 million loss a year earlier. Results also reflected a $2.2 million unrealized loss on its equity stake in Safehold Inc. as Safe’s share price declined in the period.

At quarter-end, Star Holdings had $480.4 million in total assets, including $183.0 million of Safehold stock and $62.1 million of cash and restricted cash, against $207.0 million of debt. The company continued its runoff strategy, selling land and development assets and repurchasing $2.0 million of its own shares while remaining in compliance with all debt covenants.

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Vanguard Capital Management reported beneficial ownership of 612,679 shares of Star Holdings Common Stock, representing 5.06% of the class. The filing states Vanguard has sole dispositive power over 612,679 shares and sole voting power over 83,573 shares.

The filing notes these holdings include securities held for Vanguard funds and other managed accounts and that no other single person holds more than 5% of the class. The filing is signed by Vanguard's Head of Global Fund Administration on 04/30/2026.

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Star Holdings is asking shareholders to vote at its virtual 2026 annual meeting on May 21, 2026. The proxy seeks election of three incumbent independent trustees and ratification of Deloitte & Touche LLP as the independent registered public accounting firm for 2026.

The filing explains Star’s externally managed structure with a Safehold Inc. subsidiary as Manager, including fixed management fees of $25.0 million, $15.0 million and $10.0 million for terms ending March 31, 2024, 2025 and 2026, declining to $7.5 million then 2% of asset gross book value. It also outlines a related-party $115.0 million Safe Credit Facility at 8.00% interest, director compensation of $150,000 annually in cash per non‑employee trustee, key governance policies, and emerging growth company scaled disclosures.

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Star Holdings has deconsolidated a multifamily development joint venture after the venture repaid a $10.6 million mezzanine loan on March 27, 2026 and the company’s $80.0 million construction loan guaranty was released. No consideration was transferred, and Star resigned as manager, ending its control for accounting purposes.

Pro forma figures assuming deconsolidation at December 31, 2025 show total assets decreasing from $570.2 million to $491.6 million, and total liabilities falling from $304.3 million to $237.3 million, as venture-related real estate and debt come off the balance sheet. Star Holdings shareholders’ equity rises modestly from $251.8 million to $253.0 million, while noncontrolling interests decline from $14.1 million to $1.3 million.

On a pro forma 2025 basis, net loss from operations before income taxes would improve from $(70.7) million to $(64.4) million, but net loss allocable to common shareholders would edge lower from $(64.2) million to $(64.4) million, with basic and diluted loss per share moving from $(4.90) to $(4.91). The company has filed detailed unaudited pro forma financial statements as Exhibit 99.1.

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Star Holdings: The TCW Group, Inc., on behalf of the TCW Business Unit, reports beneficial ownership of 613,787 shares of common stock, representing 5.08% as of 02/28/2026. The filing shows shared voting power of 613,787 shares and shared dispositive power of 613,787. The form is signed by Andrew Bowden, Executive Vice President on 03/05/2026.

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Star Holdings filed a Form 8-K to share its fourth-quarter and full-year 2025 results and note that it has filed its Annual Report on Form 10-K. For the quarter, net loss attributable to common shareholders was $19.1 million, or ($1.51) per share. For the full year, net loss was $64.2 million, or ($4.90) per share.

A major driver was a non-cash mark-to-market adjustment on about 13.5 million SAFE shares, reducing earnings by $24.3 million (or $1.93 per share) in the quarter and $64.8 million (or $4.94 per share) for the year. In the fourth quarter, the company sold a land parcel in Asbury Park for $12.7 million, generating an $11.8 million profit, received full repayment of a $15.0 million loan on a California property, and repurchased about 0.6 million common shares for $4.5 million at an average price of $7.74.

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Star Holdings files its annual report describing a strategy focused on liquidating legacy real estate and related assets while managing significant exposure to Safehold shares. The company was created in the 2023 spin-off of iStar’s non‑ground‑lease assets and is externally managed by a Safehold subsidiary.

At December 31, 2025, major development projects Asbury Park Waterfront and Magnolia Green had carrying values of about $127.6 million and $28.9 million, respectively, while a separate monetizing portfolio of loans, land and other assets totaled $149.8 million. Star also held Safehold shares valued at $185.1 million, collateralizing a margin loan that can trigger collateral calls or forced repayment if the share price falls.

For 2025, total revenue was $110.1 million and the company reported a net loss of $70.8 million, driven largely by $64.8 million of unrealized losses on equity investments. Land development revenue declined as lots and parcels were sold, and management warns that future development revenue will fall as inventory is reduced.

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FAQ

How many Star Holdings (STHO) SEC filings are available on StockTitan?

StockTitan tracks 16 SEC filings for Star Holdings (STHO), including 10-K annual reports, 10-Q quarterly reports, 8-K current reports, and Form 4 insider trading disclosures. Each filing includes AI-generated summaries, impact scoring, and sentiment analysis.

When was the most recent SEC filing for Star Holdings (STHO)?

The most recent SEC filing for Star Holdings (STHO) was filed on May 8, 2026.