CHCI Pemfailan SEC - Comstock Holding Companies, Inc.- Laporan Tahunan, Penyata Proksi, Prospektus

Statistik Asas

CIK

1299969

SEC Filings

All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis. These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Comstock Holding Companies, Inc.

SEC Filings (Chronological Order)

Halaman ini menyediakan senarai kronologi lengkap bagi Pemfailan SEC, tidak termasuk pemfailan pemilikan yang kami sediakan di tempat lain.

August 7, 2025	EX-99.1	Comstock Reports Second Quarter 2025 Results Significant revenue growth continues; Delivery of Phase II of Reston Station to begin in Q3 2025 • Revenue increased 21% to $13.0 million; YTD increase of 20% to $25.6 million ◦ 42% increase in recurring, q225earningsreleasefinal Comstock Reports Second Quarter 2025 Results Significant revenue growth continues; Delivery of Phase II of Reston Station to begin in Q3 2025 • Revenue increased 21% to $13.
August 7, 2025	8-K	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 7, 2025 Comstock Holding C UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 7, 2025 Comstock Holding Companies, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 1-32375 20-1164345 (State or other jurisdiction of incorporation) (Comm
August 7, 2025	10-Q	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q TABLE OF CONTENTS 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 or ☐ 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 1-32375 Comsto
June 17, 2025	8-K	Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 11, 2025 Comstock Holding Companies, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 1-32375 20-1164345 (State or other jurisdiction of incorporation) (Commi
June 17, 2025	EX-3.1	Certificate of Amendment of Amended and Restated Certificate of Incorporation of Comstock Holding Companies, Inc. filed with the Secretary of State of the State of Delaware on June 12, 2025 CERTIFICATE OF AMENDMENT OF AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF COMSTOCK HOLDING COMPANIES, INC.
May 12, 2025	8-K	Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 12, 2025 Comstock Holding Companies, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 1-32375 20-1164345 (State or other jurisdiction of incorporation) (Commis
May 12, 2025	EX-99.1	Comstock Reports First Quarter 2025 Results Q125 results again produce double-digit growth across key financial metrics • Revenue increased 19% to $12.6 million, including 20% increase in total recurring fee-based revenue • Net income of $1.6 million Comstock Reports First Quarter 2025 Results Q125 results again produce double-digit growth across key financial metrics • Revenue increased 19% to $12.
May 12, 2025	10-Q	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q TABLE OF CONTENTS 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 March 31, 2025 or ☐ 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 1-32375 Comst
May 6, 2025	DEFA14A	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, For Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defin
April 30, 2025	DEF 14A	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, For Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Defin
April 30, 2025	DEFA14A	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, For Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defin
April 18, 2025	PRE 14A	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, For Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defin
March 28, 2025	8-K	Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Entry into a Material Definitive Agreement, Material Modification to Rights of Security Holders, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 28, 2025 Comstock Holding Companies, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 1-32375 20-1164345 (State or other jurisdiction of incorporation) (Comm
March 28, 2025	EX-4.1	Section 382 Rights Agreement between Comstock Holding Companies, Inc. and Equiniti Trust Company, LLC dated March 28, 2025 COMSTOCK HOLDING COMPANIES, INC. and EQUINITI TRUST COMPANY, LLC as Rights Agent Section 382 Rights Agreement Dated as of March 28, 2025 Exhibit 4.1 - i - TABLE OF CONTENTS Page Section 1. Certain Definitions .............................................................................................................................. 1 Section 2. Appointment of Rights Agent .......................
March 28, 2025	EX-3.1	Certificate of Designation of Series A Junior Participating Preferred Stock filed with the Secretary of State of the State of Delaware on March 28, 2025 CERTIFICATE OF DESIGNATION of SERIES A JUNIOR PARTICIPATING PREFERRED STOCK of COMSTOCK HOLDING COMPANIES, INC.
March 28, 2025	8-A12B	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 Comstock Holding Companies, Inc. (Exact Name of UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 Comstock Holding Companies, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 20-1164345 (State or other jurisdiction of incorporation) (IRS Employer Identification No.) 1900 Res
March 27, 2025	15-12G	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 001-32375 Comstock Holding Companies, Inc. (Exact Name of Registrant as Speci
March 24, 2025	EX-99.1	CORRECTED: Comstock Reports Fourth Quarter and Fiscal Year 2024 Results RESTON, Va. — March 21, 2025 — Comstock Holding Companies, Inc. (Nasdaq: CHCI) (“Comstock” or the “Company”) has issued this press release to correct an error in its reporting of CORRECTED: Comstock Reports Fourth Quarter and Fiscal Year 2024 Results RESTON, Va.
March 24, 2025	8-K/A	Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 21, 2025 Comstock Holding Companies, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 1-32375 20-1164345 (State or other jurisdiction of incorporation) (Co
March 21, 2025	10-K	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 or ☐ 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 001-323
March 21, 2025	EX-10.27	Revolving Capital Line of Credit Agreement dated March 19, 202 Exhibit 10.27 TEN MILLION ($10,000,000) REVOLVING CAPITAL LINE OF CREDIT AGREEMENT THIS REVOLVING CAPITAL LINE OF CREDIT AGREEMENT (the "Capital Line of Credit") is effective as of this 19th day of March, 2025 (the "Effective Date") by and between COMSTOCK PARTNERS, LC, a Virginia limited liability company ("Lender") and COMSTOCK HOLDING COMPANIES, INC., a Delaware Corporation ("Borrower"), each h
March 21, 2025	8-K	Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 21, 2025 Comstock Holding Companies, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 1-32375 20-1164345 (State or other jurisdiction of incorporation) (Comm
March 21, 2025	EX-19.1	Comstock Holding Companies, Inc. Securities and Insider Trading Policy COMSTOCK HOLDING COMPANIES, INC. SECURITIES AND INSIDER TRADING POLICY I. SUMMARY OF POLICY The purpose of this Securities and Insider Trading Policy (this “Policy”) is to promote compliance with all applicable securities laws by Comstock Holding Companies, Inc. (“Comstock” or the “Company”) and all individuals or parties affiliated with it. This Policy applies to all officers, directors, and empl
March 21, 2025	EX-99.1	Comstock Reports Fourth Quarter and Fiscal Year 2024 Results Consistent revenue growth and positive operating cash flows continue CHCI’s successful track record Q4 2024 • Q4 revenue of $16.9 million up 54% vs. prior year, including 38% increase in re Comstock Reports Fourth Quarter and Fiscal Year 2024 Results Consistent revenue growth and positive operating cash flows continue CHCI’s successful track record Q4 2024 • Q4 revenue of $16.
March 21, 2025	EX-21.1	List of subsidiaries Exhibit 21.1 List of Subsidiaries Name State of Incorporation or Organization 1 CHCI Asset Management, LC Virginia 2 CHCI Residential Management, LC Virginia 3 CHCI Commercial Management, LC Virginia 4 ParkX Management, LC d/b/a ParkX Virginia 5 CHCI Capital Management, LC Virginia 6 CHCI Real Estate Services, L.C. Virginia 7 Comstock Homes of Washington, L.C. Virginia 8 Comstock Investors X, L.C.
November 7, 2024	10-Q	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q TABLE OF CONTENTS 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 September 30, 2024 or ☐ 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 1-32375 C
November 7, 2024	EX-99.1	Comstock Reports Third Quarter 2024 Results YTD Revenue growth for 23rd consecutive period as Company prepares for next significant growth phase • $13.0 million of revenue; YTD revenue of $34.4 million ◦ 154% increase in recurring fee-based Property Comstock Reports Third Quarter 2024 Results YTD Revenue growth for 23rd consecutive period as Company prepares for next significant growth phase • $13.
November 7, 2024	8-K	Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 7, 2024 Comstock Holding Companies, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 1-32375 20-1164345 (State or other jurisdiction of incorporation) (Co
September 17, 2024	8-K	Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 11, 2024 Comstock Holding Companies, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 1-32375 20-1164345 (State or other jurisdiction of incorporation) (
September 17, 2024	EX-10.1	First Amendment to Master Asset Management Agreement, dated as of September 11, 2024 and effective as of July 1, 2024, between CHCI Asset Management, LC and Comstock Partners, LC FIRST AMENDMENT TO MASTER ASSET MANAGEMENT AGREEMENT THIS FIRST AMENDMENT TO MASTER ASSET MANAGEMENT AGREEMENT (“Amendment”) is dated as of September 11, 2024 and made effective as of July 1, 2024 (“Effective Date”) by and between COMSTOCK PARTNERS, LC, a Virginia limited liability company (“CP”), and CHCI ASSET MANAGEMENT, LC, a Virginia limited liability company(“CHCI”).
August 8, 2024	10-Q	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q TABLE OF CONTENTS 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, 2024 or ☐ 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 1-32375 Comsto
August 8, 2024	EX-99.1	Comstock Reports Second Quarter 2024 Results Asset-light, debt-free business model continues to deliver positive results • Revenue increased 20% to $10.8 million; YTD increase of 11% to $21.4 million ◦ 103% increase in recurring fee-based Property & Comstock Reports Second Quarter 2024 Results Asset-light, debt-free business model continues to deliver positive results • Revenue increased 20% to $10.
August 8, 2024	8-K	Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 8, 2024 Comstock Holding Companies, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 1-32375 20-1164345 (State or other jurisdiction of incorporation) (Comm
June 14, 2024	8-K	Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 12, 2024 Comstock Holding Companies, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 1-32375 20-1164345 (State or other jurisdiction of incorporation) (Commi
May 14, 2024	EX-99.1	Comstock Reports First Quarter 2024 Results Significant managed portfolio expansion continues recent growth trajectory • Revenue increased 4% to $10.6 million; 15th consecutive period of year-over-year growth ◦ 45% increase in recurring fee-based Pro Comstock Reports First Quarter 2024 Results Significant managed portfolio expansion continues recent growth trajectory • Revenue increased 4% to $10.
May 14, 2024	10-Q	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q TABLE OF CONTENTS 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 March 31, 2024 or ☐ 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 1-32375 Comst
May 14, 2024	8-K	Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 14, 2024 Comstock Holding Companies, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 1-32375 20-1164345 (State or other jurisdiction of incorporation) (Commis
April 29, 2024	ARS	ANNUAL REPORT 2023 The World Is Run By People Who Show Up. Be That Person. comstock.com/weshowup Never underestimate the value of your presence. You make a difference in your community and the world around you when you SHOW UP. Whatever you aspire to ANNUAL REPORT 2023 The World Is Run By People Who Show Up. Be That Person. comstock.com/weshowup Never underestimate the value of your presence. You make a difference in your community and the world around you when you SHOW UP. Whatever you aspire to do, remember, be seen, be heard, be remarkable. FY 2023 HIGHLIGHTS MANAGED PORTFOLIO $44.7M REVENUE Commercial 2.0M SQUARE FEET 92% LEASED Parking 30
April 29, 2024	DEF 14A	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, For Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Defin
March 21, 2024	EX-21.1	List of subsidiaries Exhibit 21.1 List of Subsidiaries Name State of Incorporation or Organization 1 CHCI Asset Management, LC Virginia 2 CHCI Residential Management, LC Virginia 3 CHCI Commercial Management, LC Virginia 4 ParkX Management, LC d/b/a ParkX Virginia 5 CHCI Capital Management, LC Virginia 6 CHCI Real Estate Services, L.C. Virginia 7 Comstock Homes of Washington, L.C. Virginia 8 Comstock Investors X, L.C.
March 21, 2024	EX-97	Executive Compensation Recoupment Policy COMSTOCK HOLDING COMPANIES, INC. EXECUTIVE COMPENSATION RECOUPMENT POLICY This policy covers the executive officers of Comstock Holding Companies, Inc. (“CHCI”), including the Chief Executive Officer, Chief Financial Officer, Chief Accounting Officer, all Vice Presidents in charge of principal business units or divisions, and any other officer who performs a policymaking function of CHCI, who are
March 21, 2024	EX-10.26	Success Fee Agreement among Comstock 41 Maryland, LLC, CHCI Asset Management, LC, and Comstock 44 Maryland, LC, dated November 10, 2023 November 10, 2023 Comstock 44 Maryland, L C c/o Comstock Companies 1900 Reston Metro Plaza, 10th Floor Reston, Virginia 20190 Re: Pursuit of potential changes to existing entitlements for the property owned by Comstock 41 Maryland, L C, or its designee (Comstock 41) located at 41 Maryland Avenue, Rockville, MD 20850, (the “Project”) by CHCI Asset Management, LC, or its designee (the “Asset Manager”) that may benefit Comstock 44 Maryland, L C (Comstock 44) Dear Sir: Comstock 41 and the Asset Manager are pleased to present the following agreement for an entitlement success fee for the above referenced Project.
March 21, 2024	EX-99.1	Comstock Reports Fourth Quarter and Fiscal Year 2023 Results Q4 2023 • Q4 revenue increased 18% to $11.0 million, including 12% increase in recurring fee-based revenue • Q4 operating income increased 22% to $1.9 million; Q4 net income increased 43% t Comstock Reports Fourth Quarter and Fiscal Year 2023 Results Q4 2023 • Q4 revenue increased 18% to $11.
March 21, 2024	10-K	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 or ☐ 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 001-323
March 21, 2024	8-K	Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 21, 2024 Comstock Holding Companies, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 1-32375 20-1164345 (State or other jurisdiction of incorporation) (Comm
March 21, 2024	EX-10.25	Purchase and Sale Agreement among Comstock Holding Companies, Inc. and Comstock 41 Maryland, LLC, dated August 31, 2023 1 PURCHASE AND SALE AGREEMENT 41 Maryland Avenue, Rockville, MD THIS PURCHASE AND SALE AGREEMENT (“Agreement”) is made as of August , 202 by and between LODGING PARTNERS, LLC, a Delaware limited liability company (“Seller”), and COMSTOCK 41 MARYLAND, LLC, a Delaware limited liability company (“Purchaser”; together with Seller, the “Parties”).
February 7, 2024	10-K/A	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 or ☐ 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 001-3
February 6, 2024	CORRESP	February 6, 2024 February 6, 2024 U.S. Securities and Exchange Commission Division of Corporation Finance Office of Real Estate and Construction 100 F Street N.E. Washington, DC 20549 Attn: Jeffrey Lewis Kristina Marrone Re: Comstock Holding Companies, Inc. Form 10-K for the fiscal year ended December 31, 2022 Filed March 29, 2023 File No. 001-32375 Dear Division of Corporation Finance: Comstock Holding Companies,
December 26, 2023	8-K	Regulation FD Disclosure, Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 19, 2023 Comstock Holding Companies, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 1-32375 20-1164345 (State or other jurisdiction of incorporation) (C
December 26, 2023	EX-99.1	Comstock Acquires Development Site in Rockville, MD Development expands Comstock’s transit-oriented position adjacent to Rockville Metro Station RESTON, Va. — December 26, 2023 — Comstock Holding Companies, Inc. (Nasdaq: CHCI) (“Comstock”), a leading Comstock Acquires Development Site in Rockville, MD Development expands Comstock’s transit-oriented position adjacent to Rockville Metro Station RESTON, Va.
November 9, 2023	10-Q	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q TABLE OF CONTENTS 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 September 30, 2023 or ☐ 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 1-32375 C
November 9, 2023	8-K	Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 9, 2023 Comstock Holding Companies, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 1-32375 20-1164345 (State or other jurisdiction of incorporation) (Co
November 9, 2023	EX-99.1	Comstock Reports Third Quarter 2023 Results • Revenue increased for the 13th consecutive quarter to $14.5 million; YTD revenue of $33.7 million, up 12% vs. prior year • Net income increased 27% to $4.7 million; YTD net income of $5.9 million • Adjust Comstock Reports Third Quarter 2023 Results • Revenue increased for the 13th consecutive quarter to $14.
September 7, 2023	8-K	Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 6, 2023 Comstock Holding Companies, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 1-32375 20-1164345 (State or other jurisdiction of incorporation) (C
September 7, 2023	EX-99.1	Comstock Appoints former JBGS Executive David Paul to Board of Directors RESTON, Va. — September 6, 2023 — Comstock Holding Companies, Inc. (Nasdaq: CHCI) (“Comstock” or the “Company”), a leading asset manager, developer, and operator of mixed-use an Comstock Appoints former JBGS Executive David Paul to Board of Directors RESTON, Va.
August 11, 2023	8-K	Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 11, 2023 Comstock Holding Companies, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 1-32375 20-1164345 (State or other jurisdiction of incorporation) (Com
August 11, 2023	10-Q	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q TABLE OF CONTENTS 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, 2023 or ☐ 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 1-32375 Comsto
August 11, 2023	EX-99.1	Comstock Reports Second Quarter 2023 Results • Revenue increased 6% to $9.0 million, representing 12th consecutive quarter of YoY growth • YTD revenue increased 12% to $19.2 million, including 25% growth in recurring fee-based revenue streams • Net i Comstock Reports Second Quarter 2023 Results • Revenue increased 6% to $9.0 million, representing 12th consecutive quarter of YoY growth • YTD revenue increased 12% to $19.2 million, including 25% growth in recurring fee-based revenue streams • Net income of $0.5 million; $1.2 million YTD • Generated over $1.0 million of Adjusted EBITDA; $2.7 million YTD • Commercial portfolio remains over 90% lea
June 16, 2023	8-K	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 14, 2023 Comstock Holding Co UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 14, 2023 Comstock Holding Companies, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 1-32375 20-1164345 (State or other jurisdiction of incorporation) (Commi
May 12, 2023	10-Q	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q TABLE OF CONTENTS 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 March 31, 2023 or ☐ 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 1-32375 Comst
May 12, 2023	EX-99.1	Comstock Reports First Quarter 2023 Results • Revenue increased 18% to $10.3 million vs. $8.7 million in Q1 2022; driven by 9% growth in asset management and 37% growth in three property management subsidiaries combined • Non-cash impacts of prior ye a2023-q1earningsreleasef Comstock Reports First Quarter 2023 Results • Revenue increased 18% to $10.
May 12, 2023	EX-99.2	Comstock Holding Companies, Inc. NASDAQ: CHCI MAY 2023 INVESTOR PRESENTATION Exhibit 99.2 Disclosures This investor presentation includes “forward-looking” statements that are made pursuant to the safe harbor provisions of the Private Securities Liti Comstock Holding Companies, Inc. NASDAQ: CHCI MAY 2023 INVESTOR PRESENTATION Exhibit 99.2 Disclosures This investor presentation includes “forward-looking” statements that are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. These forward-looking statements can be identified by use of words such as “anticipate,” “believe,” “estimate,” “may,” “int
May 12, 2023	EX-10.1	Form of Time-Based Restricted Stock Unit Agreement under the 2019 Omnibus Incentive Plan (Updated) a101comstockrsuagreement COMSTOCK HOLDING COMPANIES, INC. 2019 OMNIBUS INCENTIVE PLAN RESTRICTED STOCK UNIT AWARD (Time-based Vesting) Award Summary: Name: Grant Date: Amount (# Granted): Vesting Schedule: Comstock Holding Companies, Inc (the “Company”) hereby grants to the above-named individual (the “Grantee”) a Restricted Stock Unit (“RSU” or “Unit”) award that is subject to the terms and condi
May 12, 2023	EX-10.2	Form of Performance Based Restricted Stock Unit Agreement under the 2019 Omnibus Incentive Plan (Updated) a102comstockpsuagreement COMSTOCK HOLDING COMPANIES, INC. 2019 OMNIBUS INCENTIVE PLAN RESTRICTED STOCK UNIT AWARD (Performance-based Vesting) Award Summary: Name: Grant Date: Target Amount: Vesting Date1: 1 Time-based portion only; actual vesting is subject to additional vesting provisions- see Section 2 of this agreement Comstock Holding Companies, Inc (the “Company”) hereby grants to the above-n
May 12, 2023	8-K	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 12, 2023 Comstock Holding Com UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 12, 2023 Comstock Holding Companies, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 1-32375 20-1164345 (State or other jurisdiction of incorporation) (Commis
May 1, 2023	DEF 14A	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, For Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Defin
March 29, 2023	10-K	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 or ☐ 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 001-323
March 29, 2023	EX-21.1	List of subsidiaries Exhibit 21.1 List of Subsidiaries Name State of Incorporation or Organization 1 CHCI Asset Management, LC Virginia 2 CHCI Residential Management, LC Virginia 3 CHCI Commercial Management, LC Virginia 4 ParkX Management, LC d/b/a ParkX Virginia 5 CHCI Capital Management, LC Virginia 6 CHCI Real Estate Services, L.C. Virginia 7 Comstock Homes of Washington, L.C. Virginia 8 Comstock Investors X, L.C.
March 29, 2023	8-K	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 29, 2023 Comstock Holding C UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 29, 2023 Comstock Holding Companies, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 1-32375 20-1164345 (State or other jurisdiction of incorporation) (Comm
March 29, 2023	EX-99.1	Comstock Reports Fourth Quarter and Fiscal Year 2022 Results • Revenue increased 20% to $9.3 million in Q4 2022 vs. $7.8 million in Q4 2021; FY 2022 revenue increased 26% to $39.3 million vs. $31.1 million in 2021 • Operating income increased 61% to a2022-q4earningsreleasef Comstock Reports Fourth Quarter and Fiscal Year 2022 Results • Revenue increased 20% to $9.
February 10, 2023	EX-99.1	Comstock Appoints Thomas J. Holly to Board of Directors RESTON, Va. — February 10, 2023 — Comstock Holding Companies, Inc. (Nasdaq: CHCI) (“Comstock” or the “Company”), a leading developer, investor, and asset manager of mixed-use and transit-oriente Comstock Appoints Thomas J. Holly to Board of Directors RESTON, Va. — February 10, 2023 — Comstock Holding Companies, Inc. (Nasdaq: CHCI) (“Comstock” or the “Company”), a leading developer, investor, and asset manager of mixed-use and transit-oriented properties in the Washington, D.C. region, announced today that Thomas J. Holly has been appointed to its Board of Directors and will serve an initi
February 10, 2023	8-K	Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 10, 2023 Comstock Holding Companies, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 1-32375 20-1164345 (State or other jurisdiction of incorporation) (C
December 28, 2022	SC 13D/A	ASTE / Astec Industries, Inc. / Clemente Christopher - SC 13D/A Activist Investment SC 13D/A 1 a2022-12formsc13dxclemente.htm SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) Under the Securities Exchange Act of 1934 (Amendment No. 4)* Comstock Holding Companies, Inc. (Name of Issuer) Common Stock, $0.01 par value (Title of Class of Securities) 205684202 (CUSIP Number) Jubal Thompson, Esq. General Counsel and Secretary C
December 28, 2022	SC 13D	ASTE / Astec Industries, Inc. / SCHAR DWIGHT C - SC 13D Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) Under the Securities Exchange Act of 1934 (Amendment No. )* Comstock Holding Companies, Inc. (Name of Issuer) Common Stock, $0.01 par value (Title of Class of Securities) 205684202 (CUSIP Number) Jubal Thompson, Esq. General Counsel and Secretary Comstock Holding Companies, Inc. 1900 Reston Metro Pl
November 10, 2022	EX-99.1	Comstock Reports Third Quarter 2022 Results Comstock Reports Third Quarter 2022 Results ?Revenue increased 26% to $12.8 million in Q3 2022 vs. $10.1 million in Q3 2021; YTD revenue increased 29% to $30.0 million vs. $23.3 million in 2021 ?Operating income increased 24% to $3.9 million in Q3 2022 vs. $3.1 million in Q2 2021; YTD operating income increased 56% to $6.4 million in Q3 2022 vs. $4.1 million in 2021 ?Further strengthened balance s
November 10, 2022	10-Q	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q TABLE OF CONTENTS 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 September 30, 2022 or ? 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 1-32375 C
November 10, 2022	8-K	Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 10, 2022 Comstock Holding Companies, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 1-32375 20-1164345 (State or other jurisdiction of incorporation) (C
September 16, 2022	8-K	Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 14, 2022 Comstock Holding Companies, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 1-32375 20-1164345 (State or other jurisdiction of incorporation) (
August 15, 2022	EX-10.1	Master Asset Management Agreement between Comstock Partners, LC and CHCI Asset Management, LC, dated June 13, 2022 EX-10.1 2 chci-cpxmasterassetmanag.htm EX-10.1
August 15, 2022	8-K	Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 15, 2022 Comstock Holding Companies, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 1-32375 20-1164345 (State or other jurisdiction of incorporation) (Com
August 15, 2022	EX-10.2	Share Exchange and Purchase Agreement between Comstock Holding Companies, Inc. and CP Real Estate Services, L.C., dated June 13, 2022 SHARE EXCHANGE AND PURCHASE AGREEMENT THIS SHARE EXCHANGE AND PURCHASE AGREEMENT (the ?Agreement?), is made effective as of June 13, 2022 by and among Comstock Holding Companies, Inc.
August 15, 2022	EX-99.1	Comstock Reports Second Quarter 2022 Results Comstock Reports Second Quarter 2022 Results ?Revenue increased 34% to $8.5 million in Q2 2022 vs. $6.3 million in Q2 2021; YTD revenue increased 31% to $17.2 million vs. $13.2 million in 2021 ?Operating income increased 127% to $1.1 million in Q2 2022 vs. $0.5 million in Q2 2021; YTD operating income increased 166% to $2.5 million in Q2 2022 vs. $1.0 million in 2021 ?Strengthened balance sheet vi
August 15, 2022	10-Q	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q TABLE OF CONTENTS 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, 2022 or ? 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 1-32375 Comsto
June 21, 2022	8-K	Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 15, 2022 Comstock Holding Companies, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 1-32375 20-1164345 (State or other jurisdiction of incorporation) (Commi
June 15, 2022	SC 13D/A	ASTE / Astec Industries, Inc. / Clemente Christopher - SC 13D/A Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) Under the Securities Exchange Act of 1934 (Amendment No. 3)* Comstock Holding Companies, Inc. (Name of Issuer) Common Stock, $0.01 par value (Title of Class of Securities) 205684103 (CUSIP Number) Jubal Thompson, Esq. General Counsel and Secretary Comstock Holding Companies, Inc. 1900 Reston Metro P
June 13, 2022	8-K	Regulation FD Disclosure, Entry into a Material Definitive Agreement, Termination of a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 13, 2022 Comstock Holding Companies, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 1-32375 20-1164345 (State or other jurisdiction of incorporation) (Commi
June 13, 2022	EX-99.1	Comstock Finalizes Significant Transactions to Promote Accelerated Growth Dwight Schar to Become Major Shareholder Series C Preferred Stock Retired at Significant Discount Modified Asset Management Agreement Enhances Revenue Potential RESTON, Va. — J Comstock Finalizes Significant Transactions to Promote Accelerated Growth Dwight Schar to Become Major Shareholder Series C Preferred Stock Retired at Significant Discount Modified Asset Management Agreement Enhances Revenue Potential RESTON, Va.
May 16, 2022	EX-10.2	Limited Liability Company Operating Agreement of Comstock 33 Monroe Holdings, LC dated March 21, 2022 LIMITED LIABILITY COMPANY OPERATING AGREEMENT OF COMSTOCK 33 MONROE HOLDINGS, L C THIS LIMITED LIABILITY COMPANY OPERATING AGREEMENT (the ?Agreement?) of COMSTOCK 33 MONROE HOLDINGS, L C (the ?Company?) is made and entered into as of the 21st day of March, 2022 by Comstock Partners, LC, a Virginia limited liability company, and Comstock Holding Companies, Inc.
May 16, 2022	EX-10.3	Asset Purchase Agreement dated March 31, 2022 among Comstock Holding Companies, Inc., Comstock Environmental Services, LLC and August Mack Environmental, Inc. 72520263v19 EXECUTION VERSION ASSET PURCHASE AGREEMENT THIS ASSET PURCHASE AGREEMENT (this ?Agreement?) is made and entered into as of March 31, 2022, by and among August Mack Environmental, Inc.
May 16, 2022	EX-10.1	Deed of Lease dated January 1, 2022 by and between Comstock Reston Station Holdings, LC and ParkX Management, LC
May 16, 2022	8-K	Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 16, 2022 Comstock Holding Companies, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 1-32375 20-1164345 (State or other jurisdiction of incorporation) (Commis
May 16, 2022	10-Q	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q TABLE OF CONTENTS 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 March 31, 2022 or ? 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 1-32375 Comst
May 16, 2022	EX-99.1	Comstock Reports First Quarter 2022 Results Comstock Reports First Quarter 2022 Results ?Revenue increased 28% to $8.7 million in Q1 2022 vs. $6.8 million in Q1 2021 ?Net income from continuing operations of $2.0 million in Q1 2022 vs. $0.4 million in Q1 2021 ?Adjusted EBITDA increased $1.0 million to $1.6 million in Q1 2022 vs. $0.6 million in Q1 2021 RESTON, Va. ? May 16, 2022 ? Comstock Holding Companies, Inc. (Nasdaq: CHCI) (?Comstock?
May 2, 2022	DEF 14A	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, For Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Defin
March 31, 2022	EX-10.30	Operating Agreement of Comstock 44 Maryland, L C dated October 20, 2021. Exhibit 10.30 11.06 Headings. All section headings in this Agreement arc for convenience of reference only and are not intended to qualify the meaning of any section. 11.07 Terminology. All personal pronouns used in this Agreement, whether used in the masculine, feminine or neuter gender, shall include all other genders, and the singular shall include the plural and vice versa, as the context may
March 31, 2022	10-K	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 OR ? 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 001-323
March 31, 2022	EX-4.2	Description of Capital Stock Exhibit 4.2 1 DESCRIPTION OF THE REGISTRANT?S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 The following is a summary of the rights of the Class A common stock, par value $0.01 (the ?Class A common stock?) of Comstock Holding Companies, Inc. (the ?Company?), which is the only class of securities of the Company that is registered under Section 12 of the Securi
March 31, 2022	EX-10.31	Consultant Agreement dated November 3, 2021 by and between Comstock Holding Companies, Inc. and Ivy Zelman. Exhibit 10.31
March 31, 2022	EX-21.1	List of subsidiaries Exhibit 21.1 List of Subsidiaries Name State of Incorporation or Organization 1 Comstock Homes of Washington, L.C. Virginia 2 Comstock Investors X, L.C. Virginia 3 Comstock Growth Fund, L.C. Virginia 4 Superior Title Services, L.C. Virginia 5 CHCI Capital Management, LC f/k/a CDS Capital Management, LC Virginia 6 CHCI Real Estate Services, L.C. f/k/a Comstock Real Estate Services, LC Virginia 7 Co
March 31, 2022	EX-10.22	Business Management Agreement dated July 1, 2019 by and between CHCI Asset Management, L.C. (formerly CDS Asset Management, L.C) and CP Real Estate Services, LC (formerly Comstock Development Services, LC ) Exhibit 10.22
March 23, 2022	EX-99.1	Comstock Acquires the Ansel at Rockville Town Center Company’s 2nd Acquisition at Rockville Metro Positions BLVD as Premier Luxury Residential Offering RESTON, Va. — March 23, 2022 — Comstock Holding Companies, Inc. (Nasdaq: CHCI) (“Comstock”) announ Comstock Acquires the Ansel at Rockville Town Center Company?s 2nd Acquisition at Rockville Metro Positions BLVD as Premier Luxury Residential Offering RESTON, Va.
March 23, 2022	8-K	Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 21, 2022 Comstock Holding Companies, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 1-32375 20-1164345 (State or other jurisdiction of incorporation) (Comm
March 18, 2022	8-K	Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 16, 2022 Comstock Holding Companies, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 1-32375 20-1164345 (State or other jurisdiction of incorporation) (Comm
November 15, 2021	10-Q	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q TABLE OF CONTENTS 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 September 30, 2021 or ? 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 1-32375 C
November 9, 2021	EX-99.1	NEWS RELEASE Comstock Appoints Ivy Zelman to Board of Directors 11/3/2021 Founder of Zelman & Associates, The Leading Housing Research and Investment Banking Firm In America Joins Company as Comstock Accelerates Growth of Institutional Venture Platfo NEWS RELEASE Comstock Appoints Ivy Zelman to Board of Directors 11/3/2021 Founder of Zelman & Associates, The Leading Housing Research and Investment Banking Firm In America Joins Company as Comstock Accelerates Growth of Institutional Venture Platform RESTON, Va.
November 9, 2021	8-K	Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 9, 2021 (November 3, 2021) Comstock Holding Companies, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 1-32375 20-1164345 (State or other jurisdiction of
October 21, 2021	8-K	Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 20, 2021 (October 20, 2021) Comstock Holding Companies, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 1-32375 20-1164345 (State or other jurisdiction of
October 21, 2021	EX-99.1	Comstock Acquires The Upton in Rockville, Maryland Rebranding and upgrades planned for 263-unit mixed-use high rise located at Rockville Station RESTON, VA—October 20, 2021—Comstock Holdings Companies, Inc. (NASDAQ: CHCI) announced today the acquisit Comstock Acquires The Upton in Rockville, Maryland Rebranding and upgrades planned for 263-unit mixed-use high rise located at Rockville Station RESTON, VA?October 20, 2021?Comstock Holdings Companies, Inc.
October 5, 2021	EX-99.1	Source: Comstock Holding Companies, Inc. October 04, 2021 17:24 ET Comstock Arranges $350+ Million Financing Package to Refinance First Three Completed Trophy Office Towers at Reston Station Blackstone Provided $312 Million Senior Loan Facility While Source: Comstock Holding Companies, Inc. October 04, 2021 17:24 ET Comstock Arranges $350+ Million Financing Package to Refinance First Three Completed Trophy Office Towers at Reston Station Blackstone Provided $312 Million Senior Loan Facility While DivcoWest Provided $43 Million in Preferred Equity RESTON, Va., Oct. 04, 2021 (GLOBE NEWSWIRE) - Comstock Holding Companies, Inc., (NASDAQ: CHCI) (?C
October 5, 2021	8-K	Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 4, 2021 (September 29, 2021) Comstock Holding Companies, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 1-32375 20-1164345 (State or other jurisdiction o
August 16, 2021	10-Q	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q TABLE OF CONTENTS 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, 2021 or ? 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 1-32375 Comsto
June 22, 2021	8-K	Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 22, 2021 (June 16, 2021) Comstock Holding Companies, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 1-32375 20-1164345 (State or other jurisdiction of incor
May 14, 2021	10-Q	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q TABLE OF CONTENTS 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 March 31, 2021 or ? 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 1-32375 Comst
April 30, 2021	DEF 14A	- DEF 14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, For Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definitive Proxy Statement ? Definitive Additional Materials ? Soliciting Material Under Rule 14a-12 Comstock Holding Companies, Inc.
March 31, 2021	EX-21.1	List of subsidiaries Exhibit 21.1 List of Subsidiaries Name State of Incorporation or Organization 1 Comstock Homes of Washington, L.C. Virginia 2 Comstock Investors X, L.C. Virginia 3 Comstock Growth Fund, L.C. Virginia 4 Superior Title Services, L.C. Virginia 5 CHCI Capital Management, LC f/k/a CDS Capital Management, LC Virginia 6 CHCI Real Estate Services, L.C. f/k/a Comstock Real Estate Services, LC Virginia 7 Co
March 31, 2021	EX-10.32	Deed of Lease dated November 1, 2020, between CRS Plaza I, LC and Comstock Holding Companies, Inc.
March 31, 2021	10-K	Annual Report - 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2020 OR ? 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 001-323
March 31, 2021	EX-10.33	First Amendment to Amended and Restated Limited Liability Company Agreement of Momentum General Partners LLC dated November 9, 2020, between SCG Development Partners, LLC and Comstock Redland Road III, L.C.
March 31, 2021	EX-10.34	Assignment of Membership Interest in Momentum General Partners, LLC dated November 9, 2020, between SCG Development Partners, LLC and Comstock Redland Road III, L.C.
November 16, 2020	10-Q	Quarterly Report - 10-Q TABLE OF CONTENTS 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 September 30, 2020 or ☐ 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 1-32375 C
August 14, 2020	10-Q	Quarterly Report - 10-Q TABLE OF CONTENTS 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, 2020 or ☐ 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 1-32375 Comsto
August 14, 2020	EX-10.2	Amended and Restated Employment Agreement dated April 27, 2020, between Comstock Holding Companies, Inc. and Christopher Clemente Exhibit 10.2 AMENDED AND RESTATED EMPLOYMENT AGREEMENT This AMENDED AND RESTATED EMPLOYMENT AGREEMENT ("Agreement") is effective this 27th day of April, 2020, between Comstock Holding Companies, Inc. (the "Employer") and Christopher Clemente (the "Executive"). WITNESSETH WHEREAS, the Board of Directors of the Employer (the "Board") reviewed and approved entry into an employment agreement in Decemb
August 14, 2020	EX-10.3	Amended and Restated Limited Liability Company Agreement of Comstock 3101 Wilson, LC dated February 7, 2020 Exhibit 10.3 AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF COMSTOCK 3101 WILSON, LC This AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT (this “Agreement”) of COMSTOCK 3101 WILSON, LC (the “Company”) is made and entered into as of February 7, by DWC 3101 Wilson Venture, LLC, a Delaware limited liability company (the “Member”). R E C I T A L S: WHEREAS, Christopher Clemente f
August 5, 2020	8-K	Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act Of 1934 Date of Report (Date of earliest event reported): August 5, 2020 (August 1, 2020) Comstock Holding Companies, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 1-32375 20-1164345 (State or other jurisdiction of inc
June 24, 2020	8-K	Financial Statements and Exhibits, Changes in Registrant's Certifying Accountant UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act Of 1934 Date of Report (Date of earliest event reported): June 24, 2020 (June 18, 2020) Comstock Holding Companies, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 1-32375 20-1164345 (State or other jurisdiction of incor
June 24, 2020	EX-16.1	Letter of BDO USA, LLP dated June June 24, 2020 Securities and Exchange Commission 100 F Street N.E. Washington, D.C. 20549 We have been furnished with a copy of the response to Item 4.01 of Form 8-K for the event that occurred on June 18, 2020, to be filed by our former client, Comstock Holding Companies, Inc. We agree with the statements made in response to that Item insofar as they relate to our Firm. Very truly yours, /s/ BDO
June 22, 2020	8-K	Current Report UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act Of 1934 Date of Report (Date of earliest event reported): June 22, 2020 (June 17, 2020) Comstock Holding Companies, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 1-32375 20-1164345 (State or Other Jurisdiction of Incor
May 29, 2020	10-Q/A	Quarterly Report - 10-Q/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A Amendment No. 1 ☒ Quarterly Report Pursuant To Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended March 31, 2020 or ☐ 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 1-32375 Comst
May 28, 2020	EX-10.31	Note dated April 16, 2020 between Comstock Holding Companies, Inc. and MainStreet Bank pursuant to the Paycheck Protection Program authorized under the Coronavirus Aid, Relief and Economic Security Act. Exhibit 10.31 SBA Loan # 4861957008 SBA Loan Name Comstock Holding Companies, Inc. Lender Loan # 6010033691 Date April 16, 2020 Loan Amount 1,953,800.00 Interest Rate 1.00% Fixed Rate Borrower Comstock Holding Companies, Inc. Lender MainStreet Bank 1. PROMISE TO PAY: This Loan is being made by Lender to Borrower pursuant to the terms of the Paycheck Protection Program authorized by the Coronavirus
May 28, 2020	10-Q	Quarterly Report - 10-Q 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 March 31, 2020 or ☐ 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 1-32375 Comstock Holding Compan
May 28, 2020	EX-10.30	Promissory Note dated March 27, 2020, between Comstock Holding Companies, Inc. and CP Real Estate Services, LC (formerly Comstock Development Services, LC ) EX-10.30 3 chci-ex103076.htm EX-10.30 Exhibit 10.30 PROMISSORY NOTE $5,500,000.00 March 27, 2020 FOR VALUE RECEIVED, the undersigned, COMSTOCK HOLDING COMPANIES, INC., a Delaware corporation (the "Maker"), promises to pay to the order of COMSTOCK DEVELOPMENT SERVICES, LC, a Virginia limited liability company (the "Lender"), at 1886 Metro Center Drive, Suite 400, Reston, Virginia 20190, or at such
May 28, 2020	EX-10.29	Revolving Capital Line of Credit Agreement dated March 19, 2020, Comstock Holding Companies, Inc. and CP Real Estate Services, LC (formerly Comstock Development Services, LC) EX-10.29 2 chci-ex102974.htm EX-10.29 Exhibit 10.29 TEN MILLION ($10,000,000) REVOLVING CAPITAL LINE OF CREDIT AGREEMENT THIS REVOLVING CAPITAL LINE OF CREDIT AGREEMENT(the "Capital Line of Credit") is effective as of this 19th day of March, 2020 (the "Effective Date") by and between COMSTOCK DEVELOPMENT SERVICES, LC, a Virginia limited liability company ("Lender") and COMSTOCK HOLDING COMPANIES,
May 15, 2020	8-K	Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act Of 1934 Date of Report (Date of earliest event reported): May 15, 2020 (April 20, 2020) Comstock Holding Companies, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 1-32375 20-1164345 (State or Other Jurisdiction of Incor
May 1, 2020	8-K	Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act Of 1934 Date of Report (Date of earliest event reported): May 1, 2020 (April 27, 2020) Comstock Holding Companies, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 1-32375 20-1164345 (State or Other Jurisdiction of Incorp
April 29, 2020	DEF 14A	- DEF 14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, For Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy Statement ☐ Definitive Additional Materials ☐ Soliciting Material Under Rule 14a-12 Comstock Holding Companies, Inc.
April 15, 2020	EX-10.25	2019 Master Asset Management Agreement, dated January 2, 2019, between CDS Asset Management, L.C. and Comstock Development Services, LC EX-10.25 2 chci-ex102595.htm EX-10.25 Exhibit 10.25 AMENDED AND RESTATED MASTER ASSET MANAGEMENT AGREEMENT among Comstock Development Services, LC and CDS Asset Management, LC Effective as of January , 2019 TABLE OF CONTENTS Page Section 1. Definitions 1 Section 2. Appointment and Duties of the Manager 9 Section 3. Affiliates and Contractual Relationship 15 Section 4. Additional Activities of the
April 15, 2020	EX-10.26	Form of Time-Based Restricted Stock Unit Agreement under the 2019 Omnibus Incentive Plan EX-10.26 3 chci-ex102692.htm EX-10.26 Exhibit 10.26 A&B Draft 11.04.19 T I M E – B A S E D R E S T R I C T E D S T O C K U N I T A W A R D C E R T I F I C A T E Non-transferable G R A N T T O (“Grantee”) by Comstock Holding Companies, Inc. (the “Company”) of restricted stock units convertible, on a one-for-one basis, into shares of Stock (the “Units”). The Units are granted pursuant to and subject
April 15, 2020	EX-10.27	Form of Performance Based Restricted Stock Unit Agreement under the 2019 Omnibus Incentive Plan EX-10.27 4 chci-ex102794.htm EX-10.27 Exhibit 10.27 P E R F O R M A N C E – B A S E D R E S T R I C T E D S T O C K U N I T A W A R D C E R T I F I C A T E Non-transferable G R A N T T O (“Grantee”) by Comstock Holding Companies, Inc. (the “Company”) of restricted stock units convertible, on a one-for-one basis, into shares of Stock (the “Units”). The Units are granted pursuant to and subject to t
April 15, 2020	EX-10.28	Comstock 3101 Wilson, L.C. (“the Hartford”) Operating Agreement Exhibit 10.28 COMSTOCK 3101 WILSON, LC OPERATING AGREEMENT COMSTOCK 3101 WILSON, LC OPERATING AGREEMENT * * * * THIS OPERATING AGREEMENT (this “Agreement”) is made and entered into effective as of the 7th day of August, 2019, by COMSTOCK PARTNERS, LC, a Virginia limited liability company (“CP”), and COMSTOCK HOLDING COMPANIES, INC., a Delaware corporation (hereinafter “CHCI”, collectively with CP,
April 15, 2020	10-K	CHCI / Comstock Holding Companies, Inc. 10-K - Annual Report - 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2019 OR ☐ 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 001-323
April 15, 2020	EX-21.1	List of subsidiaries EX-21.1 6 chci-ex2117.htm EX-21.1 Exhibit 21.1 List of Subsidiaries State of Incorporation Name or Organization 1. Comstock Homes of Washington, L.C. Virginia 2. Comstock Realty, LLC Virginia 3. Florida Homebuilding Group, LLC Virginia 4. BC Ventures 40, LLC Virginia 5. BC Ventures 50, LLC Virginia 6. Comstock Investors VIII, L.C. Virginia 7. Comstock Investors IX, L.C. Virginia 8. Comstock Ventur
March 31, 2020	NT 10-K	CHCI / Comstock Holding Companies, Inc. NT 10-K - - NT 10-K NT 10-K 1 chci-nt10k20191231.htm NT 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One) ☒ Form 10-K ☐ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For Period Ended: December 31, 2019 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition R
March 25, 2020	8-K	Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act Of 1934 Date of Report (Date of earliest event reported): March 25, 2020 (March 19, 2020) Comstock Holding Companies, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 1-32375 20-1164345 (State or Other Jurisdiction of Inc
January 6, 2020	8-K	Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act Of 1934 Date of Report (Date of earliest event reported): January 6, 2020 (December 30, 2019) Comstock Holding Companies, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 1-32375 20-1164345 (State or Other Jurisdiction of
January 6, 2020	EX-99.1	Comstock Acquires The Hartford Building in Arlington, VA The 211,450 Sq. Ft. Class-A Office Building Represents the Fourth Addition during 2019 to Company’s Portfolio of Transit-Oriented Managed Assets Exhibit 99.1 Press Release Comstock Acquires The Hartford Building in Arlington, VA The 211,450 Sq. Ft. Class-A Office Building Represents the Fourth Addition during 2019 to Company’s Portfolio of Transit-Oriented Managed Assets RESTON, VA—January 6, 2020—Comstock Holding Companies, Inc., (NASDAQ: CHCI) (“CHCI” or “Comstock”) announced that on December 30, 2019, it completed the acquisition of The
November 14, 2019	10-Q	CHCI / Comstock Holding Companies, Inc. 10-Q - Quarterly Report - 10-Q 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 September 30, 2019 or ☐ 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 1-32375 Comstock Holding Co
August 20, 2019	10-Q	CHCI / Comstock Holding Companies, Inc. 10-Q - Quarterly Report - 10-Q 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, 2019 or ☐ 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 1-32375 Comstock Holding Compani
August 15, 2019	NT 10-Q	CHCI / Comstock Holding Companies, Inc. NT 10-Q - - NT 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One) ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: June 30, 2019 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q For the Transition Period
July 8, 2019	SC 13D/A	ASTE / Astec Industries, Inc. / Clemente Christopher - SC 13D/A Activist Investment SC 13D/A 1 d54400dsc13da.htm SC 13D/A SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13D (Rule 13d-101) Under the Securities Exchange Act of 1934 (Amendment No. 2)* Comstock Holding Companies, Inc. (Name of Issuer) Common Stock, $0.01 par value (Title of Class of Securities) 205684103 (CUSIP Number) Jubal Thompson, Esq. General Counsel and Secretary Comstock Holding Companies, In
July 8, 2019	EX-99.1	JOINT FILING AGREEMENT EX-99.1 2 d54400dex991.htm EX-99.1 EXHIBIT 1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a Statement on Schedule 13D and any amendments to it with respect to Class A Common Stock, $0.01 par value per share, of Comstock Holding Companies, Inc. and furt
June 21, 2019	EX-99.1	Comstock Announces Update of its Investor Presentation EX-99.1 2 chci-ex99114.htm EX-99.1 Exhibit 99.1 Press Release Comstock Announces Update of its Investor Presentation June 21, 2019 FOR IMMEDIATE RELEASE: Comstock Holding Companies, Inc., (NASDAQ: CHCI) (“CHCI” or the “Company”) held its annual meeting on June 19, 2019. As part of its presentation, the Company discussed its strategic approach to creating value and updated the Company’s investor re
June 21, 2019	8-K	Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 21, 2019 (June 19, 2019) Comstock Holding Companies, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 1-32375 20-1164345 (State or Other Jurisdiction of Incor
May 15, 2019	10-Q	CHCI / Comstock Holding Companies, Inc. 10-Q Quarterly Report 10-Q 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 March 31, 2019 or ☐ 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 1-32375 Comstock Holding Compan
April 30, 2019	EX-99.1	Comstock Holding Announces Balance Sheet Recapitalization and Completion of Platform Transition Divestment of Residual Homebuilding Assets and Entry into Amended and Restated Asset Management Agreement Positions Comstock for Future Exhibit 99.1 Press Release Comstock Holding Announces Balance Sheet Recapitalization and Completion of Platform Transition Divestment of Residual Homebuilding Assets and Entry into Amended and Restated Asset Management Agreement Positions Comstock for Future April 30, 2019 FOR IMMEDIATE RELEASE: Comstock Holding Companies, Inc., (NASDAQ: CHCI) (“CHCI” or the “Company”), today announced it has comp
April 30, 2019	EX-10.1	Master Transfer Agreement dated April 30, 2019 by and among Comstock Holding Companies, Inc., Comstock Development Services, LC, and FR54, LC EX-10.1 2 chci-ex1016.htm EX-10.1 Exhibit 10.1 MASTER TRANSFER AGREEMENT THIS MASTER TRANSFER AGREEMENT (the “Agreement”), is made effective as of April 30, 2019 by and among Comstock Holding Companies, Inc., a Delaware corporation (the “Company” or “CHCI”), Comstock Development Services, L.C., a Virginia limited liability company (“CDS”), and FR54, L.C., a Virginia limited liability company (“FR5
April 30, 2019	8-K	Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act Of 1934 Date of Report (Date of earliest event reported): April 30, 2019 (April 30, 2019) Comstock Holding Companies, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 1-32375 20-1164345 (State or Other Jurisdiction of Inc
April 30, 2019	DEF 14A	CHCI / Comstock Holding Companies, Inc. DEF 14A DEF 14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, For Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy Statement ☐ Definitive Additional Materials ☐ Soliciting Material Under Rule 14a-12 Comstock Holding Companies, Inc.
April 9, 2019	S-8	CHCI / Comstock Holding Companies, Inc. S-8 As filed with the Securities and Exchange Commission on April 8, 2019. File No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Comstock Holding Companies, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation or organization) 20-1164345 (IRS Empl
March 29, 2019	10-K	CHCI / Comstock Holding Companies, Inc. 10-K (Annual Report) Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2018 or ☐ 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 001-323
March 29, 2019	EX-21.1	List of subsidiaries EX-21.1 2 chci-ex21110.htm EX-21.1 Exhibit 21.1 List of Subsidiaries State of Incorporation Name or Organization 1. Comstock Emerald Farm, L.C. Virginia 2. Comstock Ventures XVI, L.C. Virginia 3. New Hampshire Ave. Ventures, L.L.C. Virginia 4. Comstock Homes of North Carolina, L.L.C. North Carolina 5. Comstock Homes of Washington, L.C. Virginia 6. Comstock Property Management, L.C. Virginia 7. Com
February 19, 2019	8-K	Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 19, 2019 (February 12, 2019) Comstock Holding Companies, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 1-32375 20-1164345 (State or Other Jurisdiction
February 19, 2019	EX-3.2	Certificate of Amendment of Certificate of Designation of Series C Non-Convertible Preferred Stock of Comstock Holding Companies, Inc. filed with the Secretary of State of the State of Delaware on February 15, 2019 EX-3.2 3 chci-ex3223.htm EX-3.2 Exhibit 3.2 State of Delaware Secretary of State Division of Corporations Delivered 06:16 PM 02/15/2019 FILED 06:16 PM 02/15/2019 SR 20191069473 - File Number 3782748 CERTIFICATE OF AMENDMENT OF CERTIFICATE OF DESIGNATION OF SERIES C NON-CONVERTIBLE PREFERRED STOCK OF COMSTOCK HOLDING COMPANIES, INC. Comstock Holding Companies, Inc., a corporation organized and exis
February 19, 2019	EX-3.1	Certificate of Amendment of Amended and Restated Certificate of Incorporation of Comstock Holding Companies, Inc. EX-3.1 2 chci-ex3122.htm EX-3.1 Exhibit 3.1 State of Delaware Secretary of State Division of Corporations Delivered 06:09 PM 02/15/2019 FILED 06:09 PM 02/15/2019 SR 20191069293 – File Number 3782748 CERTIFICATE OF AMENDMENT OF AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF COMSTOCK HOLDING COMPANIES, INC. Comstock Holding Companies, Inc., a corporation organized and existing under the Genera
February 11, 2019	SC 13G/A	ASTE / Astec Industries, Inc. / PRESCOTT GROUP CAPITAL MANAGEMENT, L.L.C. - SC 13G/A Passive Investment SC 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G/A (Amendment No.
January 22, 2019	DEF 14A	Comstock Holding Companies, Inc. 2019 Omnibus Incentive Plan, which is incorporated herein by reference from Annex B to the Company’s Definitive Proxy Statement on Schedule 14A filed on January 22, 2019. UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, For Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy Statement ☐ Definitive Additional Materials ☐ Soliciting Material Under Rule 14a-12 Comstock Holding Companies, Inc.
December 28, 2018	PRE 14A	CHCI / Comstock Holding Companies, Inc. PRE 14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, For Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy Statement ☐ Definitive Additional Materials ☐ Soliciting Material Under Rule 14a-12 Comstock Holding Companies, Inc.
November 8, 2018	10-Q	CHCI / Comstock Holding Companies, Inc. 10-Q (Quarterly Report) 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 September 30, 2018 or ☐ 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 1-32375 Comstock Holding Co
August 14, 2018	EX-10.68	Membership Interest Exchange and Subscription Agreement, dated May 23, 2018, between Comstock Holding Companies, Inc., Comstock Growth Fund, L.C., and certain members of Comstock Growth Fund (incorporated by reference to an exhibit to the Registrant’s Quarterly Report on Form 10-Q filed on August 14, 2018). EX-10.68 Exhibit 10.68 MEMBERSHIP INTEREST EXCHANGE AND SUBSCRIPTION AGREEMENT THIS MEMBERSHIP INTEREST EXCHANGE AND SUBSCRIPTION AGREEMENT (this “Agreement”) is effective as of May 23, 2018 (the “Effective Date”), by Comstock Holding Companies, Inc., a Delaware corporation (the “Company”), Comstock Growth Fund, L.C. (“CGF”) and the member whose signatures appear on the last page hereto (the “Memb
August 14, 2018	10-Q	CHCI / Comstock Holding Companies, Inc. 10-Q (Quarterly Report) 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.
August 14, 2018	EX-10.66	Third Amended and Restated Promissory Note, dated May 22, 2018, between Comstock Holding Companies, Inc. and Comstock Growth Fund, L.C. (incorporated by reference to an exhibit to the Registrant’s Quarterly Report on Form 10-Q filed on August 14, 2018). EX-10.66 2 d605818dex1066.htm EX-10.66 Exhibit 10.66 THIRD AMENDED AND RESTATED PROMISSORY NOTE $5,690,250.00 May 22, 2018 FOR VALUE RECEIVED, the undersigned, COMSTOCK HOLDING COMPANIES, INC., a Delaware corporation (the “Maker”), promises to pay to the order of COMSTOCK GROWTH FUND, L.C., a Virginia limited liability company (the “Lender”), at 1886 Metro Center Drive, Suite 400, Reston, Virginia
August 14, 2018	EX-10.67	Second Amended and Restated Operating Agreement of Comstock Growth Fund, L.C., dated May 22, 2018 (incorporated by reference to an exhibit to the Registrant’s Quarterly Report on Form 10-Q filed on August 14, 2018). EX-10.67 3 d605818dex1067.htm EX-10.67 Exhibit 10.67 SECOND AMENDED AND RESTATED OPERATING AGREEMENT OF COMSTOCK GROWTH FUND, L.C. EFFECTIVE DATE: May 22, 2018 THE INTERESTS OF THE MEMBERS ISSUED UNDER THIS AGREEMENT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933 OR THE SECURITIES ACT OF ANY STATE OR THE DISTRICT OF COLUMBIA. NO RESALE OF A MEMBERSHIP INTEREST BY A MEMBER IS PERMITTED E
August 14, 2018	EX-10.69	Note Exchange and Subscription Agreement, dated May 23, 2018, between Comstock Holding Companies, Inc. and Comstock Growth Fund II, L.C. EX-10.69 Exhibit 10.69 NOTE EXCHANGE AND SUBSCRIPTION AGREEMENT THIS NOTE EXCHANGE AND SUBSCRIPTION AGREEMENT (this “Agreement”) is effective as of May 23, 2018 (the “Effective Date”) by Comstock Holding Companies, Inc., a Delaware corporation (the “Company”), and Comstock Growth Fund II, L.C. (the “Noteholder”). The Company and the Noteholder are sometimes referred to herein individually as a “Pa
June 18, 2018	8-K	Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act Of 1934 Date of Report (Date of earliest event reported): June 18, 2018 (June 12, 2018) Comstock Holding Companies, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 1-32375 20-1164345 (State or Other Jurisdiction
June 18, 2018	EX-99.1	June 18, 2018 EX-99.1 Exhibit 99.1 Press Release June 18, 2018 FOR IMMEDIATE RELEASE: Comstock Holding Companies Announces Chief Financial Officer Transition and Other Executive Moves RESTON, VA - (MARKET WIRE) Comstock Holding Companies, Inc. (NASDAQ: CHCI) (“Comstock” or the “Company”), a multi-faceted real estate development, asset management and real estate related services company focused on the Washington
June 15, 2018	8-K	Submission of Matters to a Vote of Security Holders 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 15, 2018 (June 12, 2018) Comstock Holding Companies, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 1-32375 20-1164345 (State or Other Jurisdiction of I
May 23, 2018	8-K	Entry into a Material Definitive Agreement, Termination of a Material Definitive Agreement, Unregistered Sales of Equity Securities, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act Of 1934 Date of Report (Date of earliest event reported): May 23, 2018 (May 22, 2018) Comstock Holding Companies, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 1-32375 20-1164345 (State or Other Jurisdiction o
May 16, 2018	EX-10.65	Master Asset Management Agreement, dated January 2, 2018, between CDS Asset Management, L.C. and Comstock Development Services, LC. EX-10.65 Exhibit 10.65 MASTER ASSET MANAGEMENT AGREEMENT among Comstock Development Services, LC and CDS Asset Management, LC Effective as of January 2, 2018 TABLE OF CONTENTS Page Section 1. Definitions 1 Section 2. Appointment and Duties of the Manager 5 Section 3. Affiliates and Contractual Relationship 9 Section 4. Additional Activities of the Manager 9 Section 5. Bank Accounts 10 Section 6. R
May 16, 2018	10-Q	CHCI / Comstock Holding Companies, Inc. 10-Q (Quarterly Report) 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.
May 16, 2018	NT 10-Q	CHCI / Comstock Holding Companies, Inc. NOTIFICATION OF LATE FILING NOTIFICATION OF LATE FILING SEC FILE NUMBER 001-32375 CUSIP NUMBER 205684202 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.
April 30, 2018	DEF 14A	CHCI / Comstock Holding Companies, Inc. DEF 14A DEF 14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, For Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy Statement ☐ Definitive Additional Materials ☐ Soliciting Material Under Rule 14a-12 Comstock Holding Companies, Inc.
April 20, 2018	10-K	CHCI / Comstock Holding Companies, Inc. 10-K (Annual Report) 10-K 1 d512324d10k.htm 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2017 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Co
April 20, 2018	EX-21.1	List of subsidiaries EX-21.1 Exhibit 21.1 List of Subsidiaries Name State of Incorporation or Organization 1. Comstock Emerald Farm, L.C. Virginia 2. Comstock Ventures XVI, L.C. Virginia 3. New Hampshire Ave. Ventures, L.L.C. Virginia 4. Comstock Homes of North Carolina, L.L.C. North Carolina 5. Comstock Homes of Washington, L.C. Virginia 6. Comstock Property Management, L.C. Virginia 7. Comstock Realty, LLC Virginia
April 3, 2018	NT 10-K	CHCI / Comstock Holding Companies, Inc. NT 10-K NT 10-K SEC FILE NUMBER 001-32375 CUSIP NUMBER 205684202 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.
April 2, 2018	EX-99.1	Comstock Holding Announces Major Shift of Business Focus New Focus on Commercial Development, Asset Management and Real Estate Services – Strategy Anchored by Long-Term Asset Management Agreement Covering Mixed-Use & Transit-Oriented Assets in Washin EX-99.1 Exhibit 99.1 Press Release Comstock Holding Announces Major Shift of Business Focus New Focus on Commercial Development, Asset Management and Real Estate Services – Strategy Anchored by Long-Term Asset Management Agreement Covering Mixed-Use & Transit-Oriented Assets in Washington, DC Area with AUM Value in Excess of $2.5B WASHINGTON and RESTON, Va., April 02, 2018 (GLOBE NEWSWIRE) Comstoc
April 2, 2018	8-K	Entry into a Material Definitive Agreement, Financial Statements and Exhibits 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 2, 2018 (March 30, 2018) Comstock Holding Companies, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 1-32375 20-1164345 (State or Other Jurisdiction of
November 16, 2017	EX-10.62	Amendment to the Operating Agreement, dated October 13, 2017, between Comstock Investors X, L.C. and CP Real Estate Services, LC (formerly Comstock Development Services, LC) EX-10.62 EXHIBIT 10.62 SECOND AMENDMENT TO OPERATING AGREEMENT OF COMSTOCK INVESTORS X, L.C. THIS SECOND AMENDMENT TO OPERATING AGREEMENT OF COMSTOCK INVESTORS X, L.C. (this “Amendment”) is made effective this day of September, 2017, by COMSTOCK HOLDING COMPANIES, INC. (“CHCI”), as the Class A Member and Manager, and Comstock Development Services, LC (“CDS”), as the Class B Member (or “Priority Me
November 16, 2017	EX-10.63	Form of Warrant, dated October 13, 2017, between Comstock Investors X, L.C. and Comstock Development Services, L.C. (incorporated by reference to an exhibit to the Registrant’s Quarterly Report on Form 10-Q filed on November 16, 2017). EX-10.63 4 d469222dex1063.htm EX-10.63 EXHIBIT 10.63 “THE TRANSFER OF THIS WARRANT IS SUBJECT TO RESTRICTIONS CONTAINED HEREIN. THIS SECURITY HAS BEEN ISSUED IN RELIANCE UPON THE REPRESENTATION OF THIS SECURITY HOLDER THAT IT HAS BEEN ACQUIRED FOR INVESTMENT PURPOSES AND NOT WITH A VIEW TOWARD THE RESALE OR OTHER DISTRIBUTION THEREOF. NEITHER THIS WARRANT NOR THE SECURITIES ISSUABLE UPON EXERCISE
November 16, 2017	EX-10.61	Asset Purchase Agreement, dated July 14, 2017, between CDS Capital Management, L.C., and Monridge Environmental, LLC (incorporated by reference to an exhibit to the Registrant’s Quarterly Report on Form 10-Q filed with the Commission on November 16, 2017). EX-10.61 EXHIBIT 10.61 Execution Version ASSET PURCHASE AGREEMENT This ASSET PURCHASE AGREEMENT (this “Agreement”), dated as of July , 2017, is entered into among Monridge Environmental, LLC d/b/a JK Environmental Services, LLC, a Pennsylvania limited liability company (“Seller”), JK Environmental Services, LLC, a Virginia limited liability company (“Buyer”), Kevin Brien (“Brien”) and John Krinis
November 16, 2017	10-Q	CHCI / Comstock Holding Companies, Inc. 10-Q (Quarterly Report) 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.
November 15, 2017	NT 10-Q	CHCI / Comstock Holding Companies, Inc. NT 10-Q NT 10-Q SEC FILE NUMBER 001-32375 CUSIP NUMBER 205684202 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.
October 19, 2017	8-K	Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act Of 1934 Date of Report (Date of earliest event reported): October 19, 2017 (October 13, 2017) Comstock Holding Companies, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 1-32375 20-1164345 (State or Other Jurisdictio
August 14, 2017	10-Q	CHCI / Comstock Holding Companies, Inc. FORM 10-Q (Quarterly Report) Form 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.
July 18, 2017	8-K	Comstock Holding Companies FORM 8-K (Current Report/Significant Event) Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act Of 1934 Date of Report (Date of earliest event reported): July 18, 2017 (July 14, 2017) Comstock Holding Companies, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 1-32375 20-1164345 (State or Other Jurisdiction
June 19, 2017	8-K	Submission of Matters to a Vote of Security Holders Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act Of 1934 Date of Report (Date of earliest event reported): June 19, 2017 (June 14, 2017) Comstock Holding Companies, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 1-32375 20-1164345 (State or Other Jurisdiction
May 17, 2017	EX-99.1	COMSTOCK HOLDING COMPANIES REPORTS FIRST QUARTER 2017 RESULTS EX-99.1 Exhibit 99.1 Press Release May 15, 2017 FOR IMMEDIATE RELEASE: COMSTOCK HOLDING COMPANIES REPORTS FIRST QUARTER 2017 RESULTS ? Net Income attributable to common stockholders improved to $0.3 million, or $0.08 per diluted share. ? Total Revenue Increased 5.8% to $10.3 million. ? Homebuilding Revenue Increased 5.7% to $10.1 million from 25 Home Deliveries. ? Backlog at March 31, 2017 expande
May 17, 2017	8-K	Financial Statements and Exhibits, Results of Operations and Financial Condition Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act Of 1934 Date of Report (Date of earliest event reported): May 17, 2017 (May 15, 2017) Comstock Holding Companies, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 1-32375 20-1164345 (State or Other Jurisdiction o
May 15, 2017	EX-10.59	Loan agreement between Comstock Sixth Street, LLC and Eagle Bank (incorporated by reference to an exhibit to the Registrant’s Quarterly Report on Form 10-Q filed with the Commission on May 15, 2017). EX-10.59 2 d383779dex1059.htm EX-10.59 Exhibit 10.59 BUILDING LOAN AGREEMENT THIS BUILDING LOAN AGREEMENT (as amended, modified or supplemented from time to time, “Agreement”), dated as of the 15th day of February, 2017, by and between (i) EAGLEBANK (the “Lender”), and (ii) COMSTOCK SIXTH STREET, LLC, a Virginia limited liability company (the “Borrower”), recites and provides: RECITALS: R-1. The B
May 15, 2017	10-Q	Quarterly Report - 10-Q 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.
May 15, 2017	EX-10.60	Series C Repurchase Agreement between the Company and Investor Management, L.C. (incorporated by reference to an exhibit to the Registrant’s Quarterly Report on Form 10-Q filed with the Commission on May 15, 2017). EX-10.60 3 d383779dex1060.htm EX-10.60 Exhibit 10.60 SHARE REPURCHASE AGREEMENT THIS SHARE REPURCHASE AGREEMENT (this “Agreement”) is made and entered into as of March 24, 2017 (the “Effective Date”) by Comstock Holding Companies, Inc., a Delaware corporation (the “Company”), and Investor Management, LC (the “Shareholder”). The Company and the Shareholder are sometimes referred to herein individua
April 28, 2017	DEF 14A	Comstock Holding Companies DEFINITIVE PROXY STATEMENT Definitive Proxy Statement UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definitive Proxy Statement ? Definitive Additional Materials ? Soliciting Material Under Rule 14a-12 Comstock Holding Companies, Inc.
April 17, 2017	EX-10.58	Operating Agreement, dated October 24, 2016, between Comstock Redland Road III, L.C. and SCG Development Partners, LLC to form Momentum General Partners, LLC (incorporated by reference to an exhibit to the Registrant’s Annual Report on Form 10-K filed with the Commission on April 17, 2017). EX-10.58 3 d314334dex1058.htm EX-10.58 Exhibit 10.58 LIMITED LIABILITY COMPANY AGREEMENT OF MOMENTUM GENERAL PARTNERS, LLC, a Virginia limited liability company BY AND BETWEEN SCG DEVELOPMENT PARTNERS, LLC, a Delaware limited liability company AND COMSTOCK REDLAND ROAD III, L.C., a Virginia limited liability company OCTOBER 24, 2016 TABLE OF CONTENTS Page ARTICLE I GENERAL PROVISIONS 2 Section 1.1
April 17, 2017	10-K	Annual Report - FORM 10-K Form 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.
April 17, 2017	EX-21.1	List of Subsidiaries Name State of Incorporation or Organization 1. Comstock Emerald Farm, L.C. Virginia 2. Comstock Penderbrook, L.C. Virginia 3. Comstock Potomac Yard, L.C. Virginia 4. Comstock Ventures XVI, L.C. Virginia 5. New Hampshire Ave. Vent EX-21.1 4 d314334dex211.htm EX-21.1 Exhibit 21.1 List of Subsidiaries Name State of Incorporation or Organization 1. Comstock Emerald Farm, L.C. Virginia 2. Comstock Penderbrook, L.C. Virginia 3. Comstock Potomac Yard, L.C. Virginia 4. Comstock Ventures XVI, L.C. Virginia 5. New Hampshire Ave. Ventures, L.L.C. Virginia 6. Capitol Homes, L.L.C. North Carolina 7. Comstock Homes of North Carolina, L.
April 17, 2017	EX-10.57	Purchase and Sale Agreement, dated October 24, 2016, between Comstock Redland Road II, L.C. and Momentum Apartments, LLC (incorporated by reference to an exhibit to the Registrant’s Annual Report on Form 10-K filed with the Commission on April 17, 2017). EX-10.57 Exhibit 10.57 AGREEMENT FOR PURCHASE AND SALE OF REAL PROPERTY THIS AGREEMENT FOR PURCHASE AND SALE OF REAL PROPERTY (the “Agreement”) is entered into this 24th day of October, 2016, by and between COMSTOCK REDLAND ROAD II, L.C., a Virginia limited liability company (the “Seller”), and MOMENTUM APARTMENTS, LLC, a Virginia limited liability company (the “Purchaser”). WHEREAS, Seller is the
April 10, 2017	SC 13D/A	ASTE / Astec Industries, Inc. / Benson Gregory V - SC 13D/A Activist Investment SC 13D/A 1 d345592dsc13da.htm SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 3) Comstock Holding Companies, Inc. (Name of Issuer) Class A Common Stock, par value $0.01 per share (Title of Class of Securities) 205684202 (CUSIP Number) Gregory Benson 12357 Clareth Drive Oak Hill, VA 20171 (703) 86
April 3, 2017	NT 10-K	Comstock Holding Companies NT 10-K NT 10-K SEC FILE NUMBER 001-32375 CUSIP NUMBER 205684202 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.
March 28, 2017	8-K	Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Other Events Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act Of 1934 Date of Report (Date of earliest event reported): March 28, 2017 (March 22, 2017) Comstock Holding Companies, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 1-32375 20-1164345 (State or Other Jurisdicti
March 28, 2017	EX-10.1	Share Exchange Agreement between Comstock Holding Companies, Inc. and Investor Management, L.C., Christopher Clemente and Teresa A. Schar dated March 22, 2017 (incorporated by reference to an exhibit to the Registrant’s Current Report on Form 8-K filed with the Commission on March 28, 2017). EX-10.1 Exhibit 10.1 SHARE EXCHANGE AGREEMENT THIS SHARE EXCHANGE AGREEMENT (the ?Agreement?), dated as of March 22, 2017 (the ?Effective Date?), is made by and among Comstock Holding Companies, Inc., a Delaware corporation (the ?Company?), and each of the stockholders listed on the signature page attached hereto (each a ?Holder? and, collectively, the ?Holders?). RECITALS: WHEREAS, each Holder ho
March 28, 2017	EX-3.1	Certificate of Designation of Series C Non-Convertible Preferred Stock of Comstock Holding Companies, Inc., filed with the Secretary of the State of Delaware on March 22, 2017 EX-3.1 2 d279763dex31.htm EX-3.1 Exhibit 3.1 CERTIFICATE OF DESIGNATION of SERIES C NON-CONVERTIBLE PREFERRED STOCK of COMSTOCK HOLDING COMPANIES, INC. Pursuant to Section 151 of the General Corporation Law of the State of Delaware Comstock Holding Companies, Inc., a corporation organized and existing under the laws of the State of Delaware (the “Corporation”), does hereby certify that pursuant to
February 21, 2017	8-K	Comstock Holding Companies FORM 8-K (Current Report/Significant Event) Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act Of 1934 Date of Report (Date of earliest event reported): February 21, 2017 (February 15, 2017) Comstock Holding Companies, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 1-32375 20-1164345 (State or Other Juri
February 10, 2017	SC 13G/A	ASTE / Astec Industries, Inc. / PRESCOTT GROUP CAPITAL MANAGEMENT, L.L.C. - SC 13G/A Passive Investment SC 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G/A (Amendment No.
November 14, 2016	EX-10.103	Loan agreement, between Dresden, LLC, Comstock Emerald Farm, L.C. and Cardinal Bank (incorporated by reference to an exhibit to the Registrant’s Quarterly Report on Form 10-Q filed with the Commission on November 14, 2016). EX-10.103 6 d246534dex10103.htm EX-10.103 Exhibit 10.103 LOAN AGREEMENT (Acquisition and Development Loan and Revolving Construction Line of Credit) THIS LOAN AGREEMENT is made effective as of the 15th day of September, 2016 by and between DRESDEN, LLC, a Maryland limited liability company (“Dresden”) and COMSTOCK EMERALD FARM, L.C., a Virginia limited liability company (“Emerald Farm”) (individua
November 14, 2016	EX-10.100	Form of Warrant issued in connection with private placement by Comstock Investors X, L.C. (incorporated by reference to an exhibit to the Registrant’s Quarterly Report on Form 10-Q filed with the Commission on November 14, 2016). EX-10.100 3 d246534dex10100.htm EX-10.100 Exhibit 10.100 “THE TRANSFER OF THIS WARRANT IS SUBJECT TO RESTRICTIONS CONTAINED HEREIN. THIS SECURITY HAS BEEN ISSUED IN RELIANCE UPON THE REPRESENTATION OF THIS SECURITY HOLDER THAT IT HAS BEEN ACQUIRED FOR INVESTMENT PURPOSES AND NOT WITH A VIEW TOWARD THE RESALE OR OTHER DISTRIBUTION THEREOF. NEITHER THIS WARRANT NOR THE SECURITIES ISSUABLE UPON EXERC
November 14, 2016	10-Q	Quarterly Report - FORM 10-Q FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x Quarterly Report Pursuant To Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended September 30, 2016 or ¨ 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 1-32375 Comstock
November 14, 2016	EX-10.104	Promissory note, between Comstock Beshers, L.C. and Year 2003 Trust for Descendants, Pleasants Associates Limited Partnership, and CJC, LLC (incorporated by reference to an exhibit to the Registrant’s Quarterly Report on Form 10-Q filed with the Commission on November 14, 2016). EX-10.104 Exhibit 10.104 $2,124,093.00 Clarksburg, Maryland September 15, 2016 PROMISSORY NOTE FOR VALUE RECEIVED, COMSTOCK BESHERS, L.C., Virginia limited liability company (hereinafter called the “Borrower”), does hereby promise to pay to YEAR 2003 TRUST FOR DESCENDANTS, or order (the “Year 2003 Trust”), PLEASANTS ASSOCIATES LIMITED PARTNERSHIP, or order (“PALP”), and CJC, LLC, or order (“CJC”)
November 14, 2016	EX-10.101	Land Purchase Agreement, between Comstock Sixth Street, LLC and Thos. Somerville Co. (incorporated by reference to an exhibit to the Registrant’s Quarterly Report on Form 10-Q filed with the Commission on November 14, 2016). EX-10.101 4 d246534dex10101.htm EX-10.101 Exhibit 10.101 LAND PURCHASE AGREEMENT THIS LAND PURCHASE AGREEMENT (“Agreement”) is made this day of , 2013, by and between Thos. Somerville Co., a Delaware corporation (the “Seller”), and Comstock Sixth Street, L.C., a Virginia limited liability company (“Purchaser”). WITNESSETH: WHEREAS, Seller is the owner of certain undeveloped real property located o
November 14, 2016	EX-10.105	Loan agreement, between Comstock Powhatan, L.C. and Cardinal Bank (incorporated by reference to an exhibit to the Registrant’s Quarterly Report on Form 10-Q filed with the Commission on November 14, 2016). EX-10.105 8 d246534dex10105.htm EX-10.105 Exhibit 10.105 LOAN AGREEMENT (Acquisition Loan and Revolving Construction Line of Credit) THIS LOAN AGREEMENT made effective as of the 30th day of September, 2016 by and between COMSTOCK POWHATAN, L.C., a Virginia limited liability company (“Borrower”) and CARDINAL BANK, a Virginia state chartered bank (“Lender”). RECITALS R-1. Borrower is the contract pu
November 14, 2016	EX-10.99	Form of Subscription Agreement and Operating Agreement dated August 15, 2016, between Comstock Investors X, L.C. and [-], with accompanying Schedule A identifying subscribers EX-10.99 Exhibit 10.99 SUBSCRIPTION AGREEMENT Comstock Investors X, L.C. c/o Comstock Holding Companies, Inc., Manager 1886 Metro Center Drive, 4th Floor Reston, Virginia 20190 Attention: Jubal R. Thompson, General Counsel The undersigned subscriber (“Subscriber”) acknowledges that he/she/it has received and reviewed the Risk Disclosures and operating agreement of Comstock Investors X, L.C., a Vir
November 14, 2016	EX-10.102	Membership Interests Agreement, between Comstock Beshers, L.C. and Dresden, LLC (incorporated by reference to an exhibit to the Registrant’s Quarterly Report on Form 10-Q filed with the Commission on November 14, 2016). EX-10.102 Exhibit 10.102 ASSIGNMENT OF MEMBERSHIP INTEREST IN DRESDEN, LLC, A MARYLAND LIMITED LIABILITY COMPANY THIS ASSIGNMENT OF MEMBERSHIP INTEREST (hereinafter “Assignment”) is made as of the effective date of September 15, 2016, by and between YEAR 2003 TRUST FOR DESCENDANTS (the “Year 2003 Trust”), PLEASANTS ASSOCIATES LIMITED PARTNERSHIP, or order (“PALP”), and CJC, LLC (“CJC”) (the Year 2
October 28, 2016	8-K	Entry into a Material Definitive Agreement Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act Of 1934 Date of Report (Date of earliest event reported): October 28, 2016 (October 24, 2016) Comstock Holding Companies, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 1-32375 20-1164345 (State or Other Jurisd
October 5, 2016	8-K	Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act Of 1934 Date of Report (Date of earliest event reported): October 5, 2016 (September 30, 2016) Comstock Holding Companies, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 1-32375 20-1164345 (State or Other Juris
September 27, 2016	8-K	Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act Of 1934 Date of Report (Date of earliest event reported): September 27, 2016 (September 21, 2016) Comstock Holding Companies, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 1-32375 20-1164345 (State or Other Ju
August 29, 2016	EX-99.1	COMSTOCK HOLDING COMPANIES ANNOUNCES NEW PROJECT EQUITY PRIVATE PLACEMENT OF $14.5 MILLION TO FUND TWO NEW COMMUNITIES COMMUNITIES TO BE LOCATED IN THE FORT TOTTEN AREA OF WASHINGTON, D.C. AND IN OLD TOWN ALEXANDRIA, VIRGINIA EX-99.1 Exhibit 99.1 Press Release August 29, 2016 FOR IMMEDIATE RELEASE: COMSTOCK HOLDING COMPANIES ANNOUNCES NEW PROJECT EQUITY PRIVATE PLACEMENT OF $14.5 MILLION TO FUND TWO NEW COMMUNITIES COMMUNITIES TO BE LOCATED IN THE FORT TOTTEN AREA OF WASHINGTON, D.C. AND IN OLD TOWN ALEXANDRIA, VIRGINIA Washington, DC/Reston, VA - Comstock Holding Companies, Inc. (NASDAQ: CHCI) (the ?Company?) announce
August 29, 2016	8-K	Entry into a Material Definitive Agreement, Financial Statements and Exhibits Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act Of 1934 Date of Report (Date of earliest event reported): August 29, 2016 (August 24, 2016) Comstock Holding Companies, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 1-32375 20-1164345 (State or Other Jurisdic
August 18, 2016	8-K	Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act Of 1934 Date of Report (Date of earliest event reported): August 18, 2016 (August 15, 2016) Comstock Holding Companies, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 1-32375 20-1164345 (State or Other Jurisdic
August 18, 2016	8-K	Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act Of 1934 Date of Report (Date of earliest event reported): August 18, 2016 (August 15, 2016) Comstock Holding Companies, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 1-32375 20-1164345 (State or Other Jurisdic
August 15, 2016	10-Q	Quarterly Report - FORM 10-Q Form 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.
June 21, 2016	8-K	Submission of Matters to a Vote of Security Holders Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act Of 1934 Date of Report (Date of earliest event reported): June 21, 2016 (June 16, 2016) Comstock Holding Companies, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 1-32375 20-1164345 (State or Other Jurisdiction
May 16, 2016	10-Q	Quarterly Report - FORM 10-Q Form 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.
April 29, 2016	DEF 14A	Comstock Holding Companies DEF 14A DEF 14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, For Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) x Definitive Proxy Statement ? Definitive Additional Materials ? Soliciting Material Under Rule 14a-12 Comstock Holding Companies, Inc.
April 14, 2016	EX-16.1	2 of 2 EXHIBIT 16.1 Exhibit 16.1 April 12, 2016 Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 Commissioners: We have read the statements made by Comstock Holding Companies, Inc. (copy attached as Appendix A), which we understand will be filed with the Securities and Exchange Commission, pursuant to Item 4.01 of Form 8-K, as part of the Form 8-K of Comstock Holding Companies,
April 14, 2016	8-K	Financial Statements and Exhibits, Changes in Registrant's Certifying Accountant 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act Of 1934 Date of Report (Date of earliest event reported): April 14, 2016 (April 12, 2016) Comstock Holding Companies, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-32375 20-1164345 (State or Other Jurisdiction
April 7, 2016	8-K	Financial Statements and Exhibits, Results of Operations and Financial Condition Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act Of 1934 Date of Report (Date of earliest event reported): April 7, 2016 (April 1, 2016) Comstock Holding Companies, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 1-32375 20-1164345 (State or Other Jurisdiction
April 7, 2016	EX-99.1	Comstock Holding Companies Announces 2015 Results and Provides Preliminary Highlights for First Quarter 2016 EX-99.1 Exhibit 99.1 Comstock Holding Companies Announces 2015 Results and Provides Preliminary Highlights for First Quarter 2016 WASHINGTON & RESTON, Va.?(BUSINESS WIRE)? Comstock Holding Companies, Inc., (NASDAQ: CHCI), today announced financial results for the year ended December 31, 2015 and provided an update on first quarter 2016 performance: Highlights of Fourth Quarter of 2015 ? Fourth Qua
April 4, 2016	EX-10.97	Note Exchange and Subscription Agreement, dated December 29, 2015, between Comstock Holding Companies, Inc. and Stonehenge Funding, LC (incorporated by reference to an exhibit to the Registrant’s Annual Report on Form 10-K filed with the Commission on April 4, 2016). EX-10.97 2 d93740dex1097.htm EX-10.97 Exhibit 10.97 NOTE EXCHANGE AND SUBSCRIPTION AGREEMENT THIS NOTE EXCHANGE AND SUBSCRIPTION AGREEMENT (this “Agreement”) is effective as of December 29, 2015 (the “Effective Date”) by Comstock Holding Companies, Inc., a Delaware corporation (the “Company”), and Stonehenge Funding, LC (the “Noteholder”). The Company and the Noteholder are sometimes referred to h
April 4, 2016	10-K	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.
April 4, 2016	EX-10.98	Revolving Line of Credit Promissory Note, dated December 29, 2015, between Comstock Holding Companies, Inc. and Comstock Growth Fund II, L.C. (incorporated by reference to an exhibit to the Registrant’s Annual Report on Form 10-K filed with the Commission on April 4, 2016). EX-10.98 Exhibit 10.98 REVOLVING LINE OF CREDIT PROMISSORY NOTE $10,000,000.00 December 29, 2015 FOR VALUE RECEIVED, the undersigned, COMSTOCK HOLDING COMPANIES, INC., a Delaware corporation (the “Maker”), promises to pay to the order of COMSTOCK GROWTH FUND II, L.C., a Virginia limited liability company (the “Lender”), at 1886 Metro Center Drive, Suite 400, Reston, Virginia 20190, or at such othe
April 4, 2016	EX-21.1	List of Subsidiaries Name State of Incorporation or Organization 1. Comstock Cascades II, L.C Virginia 2. Comstock Emerald Farm, L.C. Virginia 3. Comstock Penderbrook, L.C. Virginia 4. Comstock Potomac Yard, L.C. Virginia 5. Comstock Ventures XVI, L. EX-21.1 4 d93740dex211.htm EX-21.1 Exhibit 21.1 List of Subsidiaries Name State of Incorporation or Organization 1. Comstock Cascades II, L.C Virginia 2. Comstock Emerald Farm, L.C. Virginia 3. Comstock Penderbrook, L.C. Virginia 4. Comstock Potomac Yard, L.C. Virginia 5. Comstock Ventures XVI, L.C. Virginia 6. New Hampshire Ave. Ventures, L.L.C. Virginia 7. Capitol Homes, L.L.C. North Carolina 8.
March 31, 2016	NT 10-K	Comstock Holding Companies NT 10-K NT 10-K SEC FILE NUMBER 001-32375 CUSIP NUMBER 205684202 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.
January 29, 2016	SC 13G/A	ASTE / Astec Industries, Inc. / PRESCOTT GROUP CAPITAL MANAGEMENT, L.L.C. - SC 13G/A Passive Investment SC 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G/A (Amendment No.
January 5, 2016	8-K	Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act Of 1934 Date of Report (Date of earliest event reported): January 5, 2016 (December 29, 2015) Comstock Holding Companies, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 1-32375 20-1164345 (State or Other Jurisd
January 4, 2016	8-K	Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Entry into a Material Definitive Agreement, Termination of a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act Of 1934 Date of Report (Date of earliest event reported): January 4, 2016 (December 29, 2015) Comstock Holding Companies, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 1-32375 20-1164345 (State or Other Jurisdictio
January 4, 2016	EX-3.1	Certificate of Designation of Series B Non-Convertible Preferred Stock of the Company filed with the Secretary of State of the State of Delaware on December 29, 2015 (incorporated by reference to an exhibit to the Registrant’s Current Report on Form 8-K filed on January 4, 2016). EX-3.1 Exhibit 3.1 CERTIFICATE OF DESIGNATION of SERIES B NON-CONVERTIBLE PREFERRED STOCK of COMSTOCK HOLDING COMPANIES, INC. Pursuant to Section 151 of the General Corporation Law of the State of Delaware Comstock Holding Companies, Inc., a corporation organized and existing under the laws of the State of Delaware (the ?Corporation?), does hereby certify that pursuant to the authority vested in t
November 25, 2015	8-K	Triggering Events That Accelerate or Increase a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act Of 1934 Date of Report (Date of earliest event reported): November 25, 2015 (November 20, 2015) Comstock Holding Companies, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 1-32375 20-1164345 (State or Other Juri
November 17, 2015	10-Q/A	Quarterly Report - AMENDMENT NO. 1 TO FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A (AMENDMENT NO. 1) x Quarterly Report Pursuant To Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended September 30, 2015 or ? Transition Report Pursuant To Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission F
November 16, 2015	10-Q	Quarterly Report - FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x Quarterly Report Pursuant To Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended September 30, 2015 or ? 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 1-32375 C
November 16, 2015	EX-3.1	Amended and Restated Certificate of Incorporation Exhibit 3.1 CERTIFICATE OF AMENDMENT OF AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF COMSTOCK HOLDING COMPANIES, INC. Comstock Holding Companies, Inc., a corporation organized and existing under the General Corporation Law of the State of Delaware, does hereby certify: 1. The name of the corporation is Comstock Holding Companies, Inc. The original Certificate of Incorporation of the Corpor
November 10, 2015	SC 13D/A	ASTE / Astec Industries, Inc. / Benson Gregory V - SCHEDULE 13D/A Activist Investment Gregory Benson: Schedule 13D/A - Filed by newsfilecorp.com UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 2) Comstock Holding Companies, Inc. (Name of Issuer) Class A Common Stock, par value $0.01 per share (Title of Class of Securities) 205684202 (CUSIP Number) Gregory Benson 12357 Clareth Drive Oak Hil
October 23, 2015	8-K	Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act Of 1934 Date of Report (Date of earliest event reported): October 23, 2015 (October 19, 2015) Comstock Holding Companies, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 1-32375 20-1164345 (State or Other Jurisdictio
October 23, 2015	EX-99.1	Comstock Holding Companies Appoints Joseph M. Squeri to the Board of Directors EX-99.1 2 d201614dex991.htm EX-99.1 Exhibit 99.1 Press Release October 23, 2015 FOR IMMEDIATE RELEASE: Comstock Holding Companies Appoints Joseph M. Squeri to the Board of Directors Washington, DC/Reston, VA - Comstock Holding Companies, Inc. (NASDAQ: CHCI) (“Comstock” or the “Company”), a multi-faceted real estate development and services company focused on the Washington, DC market, today announ

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