Creative Media & Community Trust Corporation Files Amendment No. 1 to 2025 Annual Report

Creative Media & Community Trust Corporation (“CMCT”, Nasdaq: CMCT) has filed Amendment No. 1 to its Annual Report on Form 10-K for the fiscal year ended December 31, 2025. This amendment provides important disclosures and updates relating to corporate governance, executive compensation, director independence, and related party transactions that were previously omitted in reliance on General Instruction G(3) to the Form 10-K. The amendment also includes certifications required under Section 302 of the Sarbanes-Oxley Act of 2002.

Key Highlights for Investors

• Filing Details: The amendment was filed to provide information required by Items 10-14 of Part III of Form 10-K, including details about directors, executive officers, corporate governance, executive compensation, security ownership, and related party transactions.
• Public Float: As of June 30, 2025, CMCT’s aggregate market value of voting common stock held by non-affiliates was approximately \$5.6 million. The Company does not have any non-voting common equities.
• Outstanding Shares: As of April 24, 2026, CMCT had 2,658 shares of common stock outstanding, par value \$0.001 per share.
• Executive Changes: Barry N. Berlin resigned as Executive Vice President, CFO, Treasurer, and Secretary on January 21, 2026. Brandon Hill was appointed as CFO and Treasurer.
• Corporate Governance: The Board held five meetings in 2025, with each director attending at least 75% of meetings. The majority attended the annual shareholder meeting virtually.
• Audit Committee: The Audit Committee is comprised of independent directors and oversees the Company’s financial statements, compliance, and internal audit functions. The committee held several meetings and determined that committee members meet the independence and financial literacy requirements of Nasdaq and SEC rules.
• Compensation Committee: The committee held one meeting in 2025. No equity awards or plan-based awards were granted to named executive officers during the year. The Compensation Committee does not believe that compensation policies are likely to have a material adverse effect on the Company.
• Executive Compensation: In 2024, the CEO received a salary of \$147,000 and the CFO received \$134,689. No bonuses, stock awards, or option exercises occurred in 2025. Directors receive a retainer and restricted stock valued at \$55,000 annually.
• Related Party Transactions: CMCT relies on CIM Group Management, LLC and affiliates for accounting and finance functions. The Company expensed \$3.5 million in administrator compensation and broken deal expenses in 2025, up from \$2.3 million in 2024.
• Audit Fees: Professional services related to audits, internal controls, and SEC filings amounted to \$971,983 in 2025 and \$1,215,827 in 2024.
• Insider Trading Policies: CMCT maintains robust policies prohibiting speculative transactions, short selling, and hedging transactions by directors, officers, and employees.
• Director Independence: Several directors and executive officers have shared voting and investment power over common stock held by family trusts. Messrs. Kuba, Ressler, and Shemesh did not receive compensation for director service, but had expenses reimbursed.

Potentially Price-Sensitive and Shareholder-Relevant Information

• Executive Officer Changes: The sudden resignation of the CFO and appointment of a new CFO may impact investor confidence and operational continuity.
• Low Public Float: The Company’s public float is extremely low (\$5.6 million). This low liquidity may lead to significant share price volatility and risk for investors.
• No Employees: As of the filing date, CMCT has no employees, relying instead on external management. This may raise questions about operational resilience and ongoing support.
• Related Party Reliance: The reliance on CIM Group for accounting, finance, and administrative support, and significant related party expenses (\$3.5 million) may be scrutinized by investors for potential conflicts of interest and governance risks.
• No Equity Awards: The lack of incentive awards or stock options for executives and directors could impact retention and motivation, and may be viewed as a negative by investors seeking alignment between management and shareholders.

Additional Shareholder Information

• CMCT is not an emerging growth company and does not use extended transition periods for new or revised financial accounting standards.
• The Company’s audit firm attested to the effectiveness of internal controls under Section 404(b) of the Sarbanes-Oxley Act.
• No error corrections or restatements requiring recovery analysis of incentive-based compensation occurred in the reporting period.
• Insider trading policies are disclosed in the annual report, and Section 16(a) ownership reporting requirements were satisfied on a timely basis.

Conclusion: Risks and Opportunities

The amendment highlights several areas of concern for investors, including low public float, lack of employees, reliance on related-party management, and executive turnover. Although there were no material restatements or corrections, these governance and operational issues may affect share values and investor sentiment. The absence of equity incentives and the details of related party transactions should be carefully reviewed by shareholders. Investors should monitor future filings and announcements for any further changes in executive leadership, governance, or operational structure.

Disclaimer

This article is for informational purposes only and does not constitute investment advice. Investors should conduct their own due diligence and consult with professional advisors before making investment decisions. The information is based on filings made by Creative Media & Community Trust Corporation and may be subject to change or amendment. Past performance is not indicative of future results.

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