suns-20250630

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 June 30, 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: 001-41971

SUNRISE REALTY TRUST, INC.

(Exact name of registrant as specified in its charter)


Maryland						93-3168928
(State or other jurisdiction of incorporation or organization)						(I.R.S. Employer Identification Number)

525 Okeechobee Blvd., Suite 1650, West Palm Beach, FL 33401

(Address of principal executive offices) (Zip Code)

(561) 530-3315

(Registrant’s telephone number, including area code)

N/A

(Former name, former address and former fiscal year, if changed since last report)

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, $0.01 par value per share	SUNS	The Nasdaq Stock Market LLC

Securities registered pursuant to Section 12(g) of the Act: None

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 (§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. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

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 Exchange Act). Yes ☐ No ☒


Class			Outstanding at August 1, 2025
Common stock, $0.01 par value per share			13,420,986

Index

SUNRISE REALTY TRUST, INC.

TABLE OF CONTENTS

INDEX


Part I.	Financial Information
Item 1.	Financial Statements	1
	Consolidated Balance Sheets as of June 30, 2025 (unaudited) and December 31, 2024	1
	Consolidated Statements of Operations for the three and six months ended June 30, 2025 and 2024 (unaudited)	2

	Consolidated Statements of Shareholders' Equity for the three and six months ended June 30, 2025 and 2024 (unaudited)	3
	Consolidated Statements of Cash Flows for the six months ended June 30, 2025 and 2024 (unaudited)	5
	Consolidated Notes to the Financial Statements (unaudited)	6
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	23
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	33
Item 4.	Controls and Procedures	36
Part II.	Other Information	36
Item 1.	Legal Proceedings	37
Item 1A.	Risk Factors	37
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	37
Item 3.	Defaults Upon Senior Securities	37
Item 4.	Mine Safety Disclosures	37
Item 5.	Other Information	37
Item 6.	Exhibits	38
	Signatures	39

Index

PART I – FINANCIAL INFORMATION

Item 1. Financial Statements

SUNRISE REALTY TRUST, INC.

CONSOLIDATED BALANCE SHEETS


	As of
	June 30, 2025		December 31, 2024
	(unaudited)
Assets


Loans held for investment at carrying value, net	$	248,337,012	$	130,733,630

Current expected credit loss reserve	(383,860)		(21,782)
Loans held for investment at carrying value, net of current expected credit loss reserve	247,953,152		130,711,848

Cash and cash equivalents	5,571,621		184,626,770

Interest receivable	2,109,894		1,138,561

Prepaid expenses and other assets	853,777		1,058,601
Total assets	$	256,488,444	$	317,535,780

Liabilities

Accrued interest	$	373,109	$	131,617

Dividends payable	4,026,353		2,941,964
Current expected credit loss reserve	242,461		18,398
Accrued management and incentive fees	689,140		393,063
Accrued direct administrative expenses	675,237		715,574
Accounts payable and other liabilities	1,209,543		357,417

Line of credit payable	64,950,000		123,840,000
Line of credit payable to affiliate	—		75,000,000
Total liabilities	72,165,843		203,398,033
Commitments and contingencies (Note 7)
Shareholders' equity

Preferred stock, par value $0.01 per share, 10,000 shares authorized at June 30, 2025 and December 31, 2024 and 0 shares issued and outstanding at June 30, 2025 and December 31, 2024, respectively	—		—
Common stock, par value $0.01 per share, 50,000,000 shares authorized at June 30, 2025 and December 31, 2024 and 13,421,176 and 7,004,676 shares issued and outstanding at June 30, 2025 and December 31, 2024, respectively	134,212		70,047
Additional paid-in capital	186,737,773		115,022,034

Accumulated (deficit) earnings	(2,549,384)		(954,334)
Total shareholders' equity	184,322,601		114,137,747

Total liabilities and shareholders' equity	$	256,488,444	$	317,535,780

See accompanying notes to the consolidated financial statements

Index

SUNRISE REALTY TRUST, INC.

CONSOLIDATED STATEMENTS OF OPERATIONS

(unaudited)


	Three months ended June 30,				Six months ended June 30,
	2025		2024		2025		2024
Revenue
Interest income	$	6,752,679	$	1,979,576	$	11,711,202	$	4,005,882
Interest expense	(1,083,212)		—		(1,419,371)		—
Net interest income	5,669,467		1,979,576		10,291,831		4,005,882
Expenses
Management and incentive fees	689,140		—		689,140		—
General and administrative expenses	659,957		21,025		1,413,083		21,568

Stock-based compensation	259,066		—		502,687		—
Professional fees	234,497		372,954		643,029		636,372
Total expenses	1,842,660		393,979		3,247,939		657,940
(Provision for) reversal of current expected credit losses	(468,493)		(71,854)		(586,141)		(71,854)



Net income before income taxes	3,358,314		1,513,743		6,457,751		3,276,088
Income tax expense	—		—		—		—
Net income	$	3,358,314	$	1,513,743	$	6,457,751	$	3,276,088

Earnings per common share:
Basic earnings per common share	$	0.25	$	0.22	$	0.52	$	0.48
Diluted earnings per common share	$	0.25	$	0.22	$	0.52	$	0.48

Weighted average number of common shares outstanding:
Basic weighted average shares of common stock outstanding	13,235,823		6,889,032		12,227,520		6,889,032
Diluted weighted average shares of common stock outstanding	13,259,762		6,889,032		12,245,128		6,889,032

See accompanying notes to the consolidated financial statements

Index

SUNRISE REALTY TRUST, INC.

CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY

(unaudited)


Three months ended June 30, 2025
	Member's Equity			Common Stock				Additional Paid-In Capital		Accumulated Earnings (Deficit)		Total Shareholders' Equity
			Shares		Amount
Balance as of March 31, 2025	$	—		13,421,494		$	134,215	$	186,555,228	$	(1,881,345)	$	184,808,098
Issuance of common stock, net of offering costs	—

SEC Form 10-Q filed by Sunrise Realty Trust Inc.