UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

☒	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended December 31, 2025

☐	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from _______ to_________

Commission File Number 1-10324

THE INTERGROUP CORPORATION

(Exact name of registrant as specified in its charter)

delaware		13-3293645
(State or other jurisdiction of		(I.R.S. Employer
Incorporation or organization)		Identification No.)

1516 S. Bundy Dr., Suite 200, Los Angeles, California 90025

(Address of principal executive offices) (Zip Code)

(310) 889-2500

(Registrant’s telephone number, including area code)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

☒ Yes ☐ No

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (Section 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).

☒ Yes ☐ No

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company.

	Large accelerated filer ☐		Accelerated filer ☐

	Non-accelerated filer ☒		Smaller reporting company ☒

			Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act):

☐ Yes ☒ No

Securities registered pursuant to section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common stock		INTG		The Nasdaq Capital Market

The number of shares outstanding of registrant’s common stock, as of February 12, 2026 was 2,148,812.

TABLE OF CONTENTS

	PART I – FINANCIAL INFORMATION	Page

Item 1.	Condensed Consolidated Financial Statements.

	Condensed Consolidated Balance Sheets as of December 31, 2025 (Unaudited) and June 30, 2025	3
	Condensed Consolidated Statements of Operations for the Three Months Ended December 31, 2025 and 2024 (Unaudited)	4
	Condensed Consolidated Statements of Operations for the Six Months Ended December 31, 2025 and 2024 (Unaudited)	5
	Condensed Consolidated Statements of Shareholders’ Deficit for the Three and Six Months Ended December 31, 2025 and 2024 (Unaudited)	6
	Condensed Consolidated Statements of Cash Flows for the Six Months Ended December 31, 2025 and 2024 (Unaudited)	7
	Notes to the Condensed Consolidated Financial Statements (Unaudited)	8-20

Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations.	21-27

Item 3.	Quantitative and Qualitative Disclosures About Market Risk.	28

Item 4.	Controls and Procedures.	28

	PART II – OTHER INFORMATION

Item 1.	Legal Proceedings.	29

Item 1A.	Risk Factors.	29

Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds.	29

Item 3.	Defaults Upon Senior Securities.	30

Item 4.	Mine Safety Disclosures.	30

Item 5.	Other Information.	30

Item 6.	Exhibits.	30

Signatures		31

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PART I

FINANCIAL INFORMATION

Item 1 - Condensed Consolidated Financial Statements

THE INTERGROUP CORPORATION

CONDENSED CONSOLIDATED BALANCE SHEETS

As of	(unaudited)			June 30, 2025
	December 31, 2025
As of	(unaudited)			June 30, 2025

ASSETS
Investment in Hotel, net	$	39,112,000		$	39,519,000
Investment in real estate, net		44,171,000			45,253,000
Investment in marketable securities		926,000			969,000
Cash and cash equivalents		6,576,000			5,084,000
Restricted cash		8,391,000			10,058,000
Other assets, net		1,961,000			2,189,000
Assets held for sale		-			1,029,000
Total assets	$	101,137,000		$	104,101,000

LIABILITIES AND SHAREHOLDERS’ DEFICIT
Liabilities:
Accounts payable and other liabilities - Hotel	$	11,661,000		$	12,672,000
Accounts payable and other liabilities		3,745,000			3,292,000
Other notes payable		1,696,000			1,979,000
Deferred tax liability		5,350,000			5,348,000
Mortgage notes payable - Hotel, net		102,013,000			101,519,000
Mortgage notes payable - real estate, net		91,218,000			93,595,000
Total liabilities		215,683,000			218,405,000

Shareholders’ deficit:
Preferred stock, $.01 par value, 100,000 shares authorized; none issued		-			-
Common stock, $.01 par value, 4,000,000 shares authorized; 3,459,888 and 3,459,888 issued; 2,148,812 and 2,154,405 outstanding, respectively		38,000			38,000
Additional paid-in capital		3,642,000			3,614,000
Accumulated deficit		(67,000,000	)		(67,980,000	)
Treasury stock, at cost, 1,311,076 and 1,305,483 shares, respectively		(21,860,000	)		(21,787,000	)
Total InterGroup shareholders’ deficit		(85,180,000	)		(86,115,000	)
Noncontrolling interest		(29,366,000	)		(28,189,000	)
Total shareholders’ deficit		(114,546,000	)		(114,304,000	)

Total liabilities and shareholders’ deficit	$	101,137,000		$	104,101,000

The accompanying notes are an integral part of these (unaudited) condensed consolidated financial statements.

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THE INTERGROUP CORPORATION

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(Unaudited)

For the three months ended December 31,	2025			2024
Revenues:
Hotel	$	12,661,000		$	9,965,000
Real estate		4,640,000			4,476,000
Total revenues		17,301,000			14,441,000

Costs and operating expenses:
Hotel operating expenses		(10,427,000	)		(9,055,000	)
Real estate operating expenses		(2,419,000	)		(2,208,000	)
Depreciation and amortization expenses		(1,700,000	)		(1,648,000	)
General and administrative expenses		(740,000	)		(677,000	)
Total costs and operating expenses		(15,286,000	)		(13,588,000	)

Income from operations		2,015,000			853,000

Other (expense) income:
Interest expense - mortgages		(3,156,000	)		(3,530,000	)
Net unrealized loss on marketable securities		(39,000	)		(1,002,000	)
Net realized gain on marketable securities		-			404,000
Gain on sale of real estate		3,508,000			-
Dividend and interest income		2,000			34,000
Trading and margin interest expense		(303,000	)		(337,000	)
Total other income (expense), net		12,000			(4,431,000	)

Income (loss) before income taxes		2,027,000			(3,578,000	)
Income tax expense		(1,065,000	)		(119,000	)
Net income (loss)		962,000			(3,697,000	)
Net income (loss) attributable to the noncontrolling interest		553,000			972,000
Net income (loss) attributable to The InterGroup Corporation	$	1,515,000		$	(2,725,000	)

Net income (loss) per share attributable to The InterGroup Corporation
Basic	$	0.71		$	(1.26	)
Diluted	$

SEC Form 10-Q filed by Intergroup Corporation