☒ Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

For the transition period from ~~____________~~_________ to ~~____________~~_________

Registrant’s telephone number, including area code: ~~732-367-0129~~732-367-0129

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes ☐ No ☒

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes ☐ No ☒

Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically, if any, every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See definition of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

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

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

There is no established market for the Registrant’s common shares. As of June 30, ~~2020,~~2021, the last business day of the most recently completed second quarter, there were 8.3 million shares of the registrant’s common stock held by non-affiliates of the registrant. On March ~~15, 2021,~~18, 2022, the board of directors of the Registrant approved an estimated value per share of the Registrant’s common stock of ~~$8.50~~$8.58 per share derived from the estimated value of the Registrant’s assets less the estimated value of the Registrant’s liabilities divided by the number of shares outstanding, all as of December 31, ~~2020.~~2021. For a full description of the methodologies used to value the Registrant’s assets and liabilities in connection with the calculation of the estimated value per share, see Part II, Item 5, “Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities - Market Information.” As of March 15, ~~2021,~~2022, there were ~~approximately 8.3~~8.2 million shares of common stock held by non-affiliates of the registrant.

This annual report on Form 10-K, together with other statements and information publicly disseminated by Lightstone Value Plus REIT IV, Inc., which was formerly known as Lightstone Real Estate Income Trust, Inc. before September 15, 2021, contains certain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (the “Exchange Act”), and Section 21E of the Securities Exchange Act of 1934, as amended. We intend such forward-looking statements to be covered by the safe harbor provisions for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995 and include this statement for purposes of complying with these safe harbor provisions. Forward-looking statements, which are based on certain assumptions and describe our future plans, strategies and expectations, are generally identifiable by use of the words “believe,” “expect,” “intend,” “anticipate,” “estimate,” “project” or similar expressions. You should not rely on forward-looking statements since they involve known and unknown risks, uncertainties and other factors, which are, in some cases, beyond our control and which could materially affect actual results, performances or achievements. Factors which may cause actual results to differ materially from current expectations include, but are not limited to, (i) ~~general economic and local real estate conditions and~~ uncertainties regarding the impact of the ~~current~~ COVID-19 pandemic, including its impact on our business and the economy generally, (ii) the availability of suitable acquisition/investment opportunities, (iii) financing risks, such as the inability to obtain equity, debt, or other sources of financing on favorable terms, (iv) the level and volatility of interest rates, (v) the effect of the phase-out of the London Interbank Offered Rate, or LIBOR, as a variable rate debt benchmark and the transition to a different benchmark interest rate, (vi) increases in operating costs and ~~(vi)~~(vii) changes in governmental laws and regulations. Accordingly, there is no assurance that our expectations will be realized.

Lightstone Value Plus REIT IV, Inc. (“Lightstone REIT IV”), which was formerly known as Lightstone Real Estate Income Trust, Inc. ~~(’‘Lightstone Income Trust’’),~~before September 15, 2021, is a Maryland corporation, formed on September 9, 2014, which elected to qualify as a real estate investment trust (“REIT”) for U.S. federal income tax purposes beginning with the taxable year ending December 31, 2016.

Lightstone ~~Income Trust,~~REIT IV, together with its subsidiaries is collectively referred to as the “Company” and the use of “we,” “our,” “us” or similar pronouns refers to Lightstone ~~Income Trust~~REIT IV or the Company as required by the context in which any such pronoun is used.

We have and intend to continue to seek opportunities to invest in real estate and real estate-related investments. Our real estate investments may include operating properties and development projects and our real estate-related investment may include mezzanine loans, mortgage loans, bridge loans and preferred equity interests, with a focus on development-related investments, including investments intended to finance development or redevelopment opportunities. We may also invest in debt and derivative securities related to real estate assets. A portion of our investments by value may be secured by or related to properties or entities advised by, or wholly or partially, directly or indirectly owned by The Lightstone Group, LLC (the “Sponsor”), its affiliates or other sponsored real estate investment programs it sponsors. Although we expect that most of our investments will be of these various types, we may also invest in whatever types of investments that we believe are in our best interests.

We currently have one operating segment. As of December 31, ~~2020,~~2021, we ~~wholly~~majority owned and consolidated the operating results of ~~one development project, the Williamsburg~~a joint venture (the “Williamsburg Moxy Hotel Joint Venture”), in which it has a 75% membership interest, and held an unconsolidated approximate 33.3% membership interest in 40 East End Ave. Pref Member LLC (the “40 East End Ave. Joint Venture”). We account for our unconsolidated membership interest in the 40 East End Ave. Joint Venture in accordance with the equity method of accounting.

Our advisor is Lightstone Real Estate Income LLC, a Delaware limited liability company (the ~~’‘Advisor’’~~“Advisor”), which is majority owned by David Lichtenstein. On September 12, 2014, the Advisor contributed $200,000 to Lightstone ~~Income Trust~~REIT IV in exchange for 20,000 shares of common stock (“Common Shares”), or $10.00 per share. Mr. Lichtenstein also is a majority owner of the equity interests of The Lightstone Group, LLC. The Lightstone Group, LLC served as ~~our~~the Sponsor during our initial public offering (the “Offering”) which terminated on March 31, 2017. Mr. Lichtenstein owns 222,222 Common Shares which were issued on June 15, 2015 for $2.0 million, or $9.00 per share. Subject to the oversight of our board of directors (the “Board of Directors”) and pursuant to the terms of an advisory agreement, the Advisor has the primary responsibility for making investment decisions on our behalf and managing our day-to-day operations. Mr. Lichtenstein also acts as our Chairman and Chief Executive Officer. As a result, he exerts influence over but does not control Lightstone ~~Income Trust.~~REIT IV.

We do not have any employees. The Advisor receives compensation and fees for services related to the investment and management of our assets. The Advisor has certain affiliates which may manage the properties we acquire. However, we may also contract with other unaffiliated third-party property managers.

Our Common Shares are not currently listed on a national securities exchange. We may seek to list our Common Shares for trading on a national securities exchange only if a majority of our independent directors believe listing would be in the best interest of ~~our~~its stockholders. We do not intend to list our ~~Common Shares~~shares at this time. We do not anticipate that there would be any market for our Common Shares until they are listed for trading. ~~In the event we do not begin the process of achieving a liquidity event prior~~

On December 16, 2021, our stockholders approved an amendment and restatement to ~~March 31, 2022, which is the fifth anniversary of the termination of our Offering,~~ our charter ~~requires~~pursuant to which we are no longer required to either (a) ~~an amendment to~~amend our charter to extend the deadline to begin the process of achieving a liquidity event, or (b) ~~the holding of~~hold a stockholders meeting to vote on a proposal for an orderly liquidation of ~~our~~its portfolio.

Noncontrolling interests in consolidated subsidiaries represents the noncontrolling member’s 25% share of the equity in the Williamsburg Moxy Hotel Joint Venture held by Lightstone Value Plus REIT III, Inc. (“Lightstone REIT III”), a REIT also sponsored by the Sponsor and a related party. Income and losses attributable to the Williamsburg Moxy Hotel Joint Venture are allocated to the noncontrolling interest holder based on its ownership percentage. See Note 3 of the Notes to Consolidated Financial Statements for additional information.

On March 18, 2016, we and the Sponsor entered into a subordinated unsecured loan agreement (the “Subordinated Agreement”) pursuant to which the Sponsor made aggregate principal advances of $12.6 million to us through March 31, 2017 (the termination date of the Offering). The outstanding principal advances bear interest at a rate of 1.48%, but no interest or principal is due and payable to the Sponsor until holders of our Common Shares have received liquidation distributions equal to their respective net investments (defined as $10.00 per Common Share) plus a cumulative, pre-tax, non-compounded annual return of 8.0% on their respective net investments.

Distributions in connection with a liquidation of the Company initially will be made to holders of our Common Shares until holders of our Common Shares have received liquidation distributions equal to their respective net investments plus a cumulative, pre-tax, non-compounded annual return of 8.0% on their respective net investments. Thereafter, only if additional liquidating distributions are available, we will be obligated to repay the outstanding principal advances and related accrued interest to the Sponsor. In the event that additional liquidation distributions are available after we repay our holders of common stock their respective net investments plus their 8% return on investment and then the outstanding principal advances and related accrued interest to the Sponsor, such additional distributions will be paid to holders of our Common Shares and the Sponsor as follows: 85.0% of the aggregate amount will be payable to holders of our Common Shares and the remaining 15.0% will be payable to the Sponsor.

The principal advances and the related interest are subordinate to all of our obligations as well as to the holders of our Common Shares in an amount equal to the shareholder’s net investment plus a cumulative, pre-tax, non-compounded annual return of 8.0% and only potentially payable in the event of a liquidation of the Company.

In connection with the termination of the Offering on March 31, 2017, we and the Sponsor simultaneously terminated the Subordinated Agreement and as a result, the Sponsor is no longer obligated to make any additional principal advances to us. Interest will continue to accrue on the outstanding principal advances and repayment, if any, of the principal advances and related accrued interest will still be made according to the terms of the Subordinated Agreement disclosed above.

As of December 31, ~~2020, $13.5~~2021, $13.6 million of principal advances and related accrued interest were outstanding.

Our Advisor and its affiliates are related parties. Certain of these entities are entitled to compensation and fees for services related to the investment of our assets during our acquisition, development, operational and liquidation stages. The compensation levels during our acquisition and operational stages are based on percentages of the cost of acquired properties or other investments and the annual revenue earned from such properties or other investments, and other such fees and expense reimbursement outlined in each of the respective agreements.

We have and intend to continue to seek opportunities to invest in real estate and real estate-related investments. Our real estate investments may include operating properties and development projects and our real estate-related investments may include mezzanine loans, mortgage loans, bridge loans and preferred equity interests, with a focus on development-related investments, including those intended to finance development or redevelopment opportunities. We may also invest in debt and derivative securities related to real estate assets. A portion of our investments by value may be secured by or related to properties or entities advised by, or wholly or partially, directly or indirectly, owned by, ~~our~~the Sponsor, its affiliates or other real estate investment programs sponsored by it. Although we expect that most of our investments will be of these various types, we may make other investments. In fact, we may invest in whatever types of investments that we believe are in our best interests.

We have and expect to continue to focus our ~~origination~~acquisition and ~~acquisition~~origination activity on real estate properties and real estate-related investments ~~secured by or related to properties~~ located in the United States, including certain related-party ~~investments.~~investments generally conducted through joint venture arrangements. We sometimes refer to the foregoing types of investments as our targeted investments. We expect to target investments that generally will offer predictable current cash flow and/or attractive risk-adjusted returns based on the underwriting criteria established and employed by our advisor, which may include the anticipated leverage point, market and economic conditions, the location and quality of the underlying collateral and the borrower’s exit or refinancing plan. Our ability to continue to execute our investment strategy may be enhanced through access to ~~our~~the Sponsor’s extensive experience in both financing and developing real estate projects ~~it has sponsored,~~ as ~~opposed to a strategy that relies solely on~~well as in buying assets in the open market from ~~third-party originators.~~third-parties. We have and will continue to seek to build a portfolio that ~~includes~~may include some of or all the following investment characteristics: (a) provides current income; (b) is secured by high-quality commercial real estate; (c) includes subordinate capital investments by strong sponsors that support its investments and provide downside protection; and (d) possesses strong structural features that maximize repayment potential, such as a clear exit or refinancing plan by the borrower.

We have and intend to also continue to seek to invest in real estate-related loans and debt securities both by directly originating them and by purchasing them from third-party sellers. Although we generally prefer the benefits of direct origination, situations may arise to purchase real estate-related loans and debt securities, possibly at discounts to par, which compensate for the lack of control or structural enhancements typically associated with directly structured investments.

There is no limitation on the amount we may invest or borrow for the purchase or origination of any single property or investment. Our charter allows us to incur leverage up to 300% of our total “net assets” (as defined in our charter) as of the date of any borrowing, which is generally expected to be approximately 75% of the cost of our investments. We may only exceed this 300% limit if a majority of our independent directors approves each borrowing in excess of this limit and we disclose such borrowing to our stockholders in our next quarterly report along with a justification for the excess borrowing. In all events, we expect that our secured and unsecured borrowings will be reasonable in relation to the net value of our assets and will be reviewed by our Board of Directors at least quarterly.

We do not currently intend to exceed the leverage limit in our charter. We believe that careful use of debt helps us to achieve our diversification goals because we may have more funds available for investment. However, high levels of debt could cause us to incur higher interest charges and higher debt service payments, which would decrease the amount of cash available for distributions, if any, to our investors.

Our Board of Directors commenced declaring and we began paying distributions on our Common Shares at the pro rata equivalent of an annual distribution of $0.80 per share, or an annualized rate of 8.0% assuming a purchase price of $10.00 per share, beginning with the period from June 22, 2015 through November 30, 2015 and monthly thereafter beginning with the month ending December 31, 2015 through the month ending June 30, 2019. Beginning with the month ending July 31, 2019, our Board of Directors decreased the regular monthly distributions on our Common Shares to the pro rata equivalent of an annual distribution of $0.40 per share, or an annualized rate of 4.0% assuming a purchase price of $10.00 per share. Distributions ~~are~~were payable to stockholders of record at the close of business on the last day of the month-end. All distributions were paid on or about the 15th day of the month following the month-end.

On January 15, 2020, February 15, 2020, March 15, 2020 and April 29, 2020, we paid distributions to our stockholders for the months ended December 31, 2019, January 31, 2020, February 29, 2020 and March 31, 2020, respectively, totaling $1.1 million. These distributions were all paid in cash.

On March 25, 2020, the Board of Directors determined to suspend regular monthly distributions.

On December 21, 2020, the Board of Directors authorized and we declared a special distribution of $0.37 per ~~share of~~ common ~~stock~~share payable to stockholders of record as of December 31, ~~2020.~~2020 (the “2020 Special Distribution”). The total ~~special distribution~~2020 Special Distribution of $3.2 million, which ~~represents~~represented a portion of the proceeds generated from asset sales, was paid on or about January 15, 2021.

On August 9, 2021, the Board of Directors authorized and we declared a special distribution of $0.215 per common share payable to stockholders of record as of September 30, 2021 (the “2021 Special Distribution”). The total 2021 Special Distribution of $1.8 million, which represented a portion of the proceeds generated from asset sales and was paid on or about October 15, 2021.

Total distributions declared during the years ended December 31, 2021 and 2020 were $1.8 million and ~~2019 were~~ $4.0 million, ~~and $5.1 million,~~ respectively.

Future distributions, if any, declared will be at the discretion of the Board of Directors based on their analysis of our performance over the previous periods and expectations of performance for future periods. The Board of Directors will consider various factors in its determination, including but not limited to, the sources and availability of capital, operating and interest expenses, our ability to refinance near-term debt, as well as the IRS’s annual distribution requirement that REITs distribute no less than 90% of their taxable income. We cannot assure that any future distributions will be made or that we will maintain any particular level of distributions that we have previously established or may establish.

Our share repurchase program may provide our stockholders with limited, interim liquidity by enabling them to sell their Common Shares back to us, subject to restrictions. For the period from January 1 through March 24, 2020, we repurchased 57,800 shares of common stock pursuant to our share repurchase program at an average price of $9.53 per share. For the year ended December 31, 2019, we repurchased 70,038 Common Shares at an average price per share of $9.76 per share.

On March 25, 2020, the Board of Directors amended the share repurchase program to remove stockholder notice requirements and also approved the suspension of all redemptions effective immediately.

Effective May 10, 2021, the Board of Directors reopened the share repurchase program for redemptions submitted in connection with a stockholder’s death or hardship and set the price for all such purchases at our current estimated net asset value per share (“NAV per Share”) which was $8.50 as of December 31, 2020.

Deaths that occurred subsequent to January 1, 2020 are eligible for consideration, subject to certain conditions. Beginning January 1, 2022, requests for redemptions in connection with a stockholder’s death must be submitted and received by us within one year of the stockholder’s date of death for consideration.

On an annual basis, we will not redeem in excess of 0.5% of the number of shares outstanding as of the end of the preceding year for either death or hardship redemptions, respectively. Redemption requests are expected to be processed on a quarterly basis and may be subject to pro ration if either type of redemption requests exceed the annual limitation.

For the period from January 1 through March 24, 2020, we repurchased 57,800 Common Shares at an average price of $9.53 per share. For the year ended December 31, 2021, we repurchased 59,745 Common Shares at an average price per share of $8.50 per share.

Effective March 18, 2022, in connection with the Board of Directors determination and approval of the NAV per Share of $8.58, as of December 31, 2021, the redemption price was automatically adjusted.

We elected to qualify and be taxed as a REIT commencing with the taxable year ended December 31, 2016. As a REIT, we generally will not be subject to U.S. federal income tax on our net taxable income that we distribute currently to our stockholders. To maintain our REIT qualification under the Internal Revenue Code of 1986, as amended, (the “Code”), we must meet a number of organizational and operational requirements, including a requirement that we annually distribute to our stockholders at least 90% of our REIT taxable income (which does not equal net income, as calculated in accordance with ~~US GAAP)~~generally accepted accounting principles in the United States of America (“GAAP”)), determined without regard to the deduction for dividends paid and excluding any net capital gain. If we fail to remain qualified for taxation as a REIT in any subsequent year and do not qualify for certain statutory relief provisions, our income for that year will be taxed at the regular corporate rate, and we may be precluded from qualifying for treatment as a REIT for the four-year period following our failure to qualify as a REIT. Such an event could materially adversely affect our net income and net cash available for distribution to our stockholders.

To qualify or maintain our qualification as a REIT, we engage in certain activities through a wholly-owned taxable REIT subsidiary (“TRS”). As such, we are subject to U.S. federal and state income and franchise taxes from these activities, if any.

As of December 31, ~~2020~~2021 and ~~2019,~~2020, we had no material uncertain income tax positions. Additionally, even if we qualify as a REIT for U.S. federal income tax purposes, we may still be subject to some U.S. federal, state and local taxes on our income and property and to U.S. federal income taxes and excise taxes on our undistributed income, if any.

We believe that the market for investment in real estate and/or real estate-related investments secured by or related to real estate located primarily in the United States continues to be compelling from a risk-return perspective. We have and intend primarily to continue to focus on investing in development or redevelopment opportunities because of increased demand for development and/or redevelopment projects; funding sources to fund such projects have not kept pace with demand; and traditional lenders have tightened lending standards, making it more difficult for some developers to obtain traditional financing.

We favor a strategy weighted toward targeting debt investments that balance current income with significant subordinate capital and downside structural protections. We believe that our investment strategy, combined with the experience and expertise of our Advisor’s management team, provides opportunities to: (a) originate loans with attractive current returns and strong structural features directly with borrowers, thereby taking advantage of market conditions in order to seek the best risk-return dynamic for our stockholders; and (b) purchase real estate-related investments from third parties, in some instances at discounts to their face amounts (or par value). We believe the combination of these strategies and the application of prudent leverage to our investments may also allow us to (i) realize appreciation opportunities in the portfolio and (ii) diversify our capital and enhance returns.

~~On March 11, 2020, the~~The World Health Organization declared COVID-19 a global pandemic ~~leading~~on March 11, 2020 and since that time many ~~countries, including~~of the United States, particularly at the individual state level, to subsequently impose various degrees of restrictions and other measures, including, but not limited to, mandatory temporary closures, quarantine guidelines, limitations on travel, and “shelter in place” rules in an effort to reduce its duration and the severity of its spread. Although the COVID-19 pandemic has continued to evolve, most of these previously imposed restrictions and other measures which were instituted in response have ~~now~~ been subsequently reduced ~~and/~~or lifted. However, the continuing COVID-19 pandemic remains highly unpredictable and dynamic and its ultimate duration and extent ~~is likely~~continue to be dependent on ~~numerous~~various developments, such as the ~~regulatory approval, mass production,~~emergence of variants to the virus that may cause additional strains of COVID-19, the ongoing administration and ultimate effectiveness of vaccines, ~~as well as~~including booster shots, and the eventual timeline to achieve a sufficient level of ~~sufficient~~ herd immunity ~~amongst~~among the general population. Accordingly, the ongoing COVID-19 pandemic may ~~continue to~~ have negative effects on the ~~overall~~ health of the U.S. economy for the foreseeable future.

To-date, the COVID-19 pandemic has not had any significant impact on our ~~Williamsburg~~210-room branded hotel (the “Williamsburg Moxy ~~Hotel~~Hotel”) development project. Our other investment is our approximately 33.3% membership interest in the 40 East End Ave. Joint Venture, which ~~owns~~developed and constructed a 29-unit luxury residential condominium project (the “40 East End Avenue Project”) located at the corner of 81st Street and East End Avenue in the Upper East Side neighborhood of New York City. The 40 East End Avenue Project received its final temporary certificates of occupancy, or TCO, in March 2020 which was at the onset of the COVID-19 pandemic. Thereafter, the pace of condominium unit sales has been impacted by the ongoing COVID-19 pandemic and through December 31, ~~2020, six~~2021, 15 of the condominium units had been sold. ~~The~~Additionally, because of the pace of condominium sales, the 40 East End Joint Venture ~~has~~obtained an ~~outstanding loan on the 40 East End Project (the “Condo Loan”) which is currently scheduled to mature on December 19, 2021. Because~~amendment, including an extension of ~~the impact of the COVID-19 pandemic on the pace of condominium unit sales, the 40 East End Ave. Joint Venture is engaged in discussions with the lender to extend~~ the maturity date, to the loan secured by the remaining unsold condominium units. See Note 4 of the ~~Condo Loan. However, there can be no assurance that the 40 East End Ave. Joint Venture will be successful in such endeavors.~~Notes to Consolidated Financial Statements for additional information.

The extent to which our business may be affected by the ongoing COVID-19 pandemic will largely depend on both current and future developments, all of which are highly uncertain and cannot be reasonably predicted.

If our investments in the Williamsburg Moxy Hotel development project and/or ~~investment in the~~ 40 East End Ave. Joint Venture are negatively impacted, ~~for an extended period because development activities and/or sales of condominium units are delayed,~~ our business and financial results could be materially and adversely impacted.

We are not currently aware of any other material trends or uncertainties, favorable or unfavorable, that may be reasonably anticipated to have a material impact on either capital resources or the revenues or income to be derived from our operations, other than those referred to above or throughout this Form 10-K. The preparation of financial statements in conformity with GAAP requires our management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities and the reported amounts of revenues and expenses during a reporting period.

As an owner of real estate, we are subject to various environmental laws of U.S. federal, state and local governments. Compliance with existing laws has not had a material adverse effect on our financial condition or results of operations, and management does not believe it will have such an impact in the future. However, we cannot predict the impact of unforeseen environmental contingencies or new or changed laws or regulations on properties in which we hold an interest, or on properties that may be acquired directly or indirectly in the future.

We do not have employees. We entered into an advisory agreement with our Advisor pursuant to which our Advisor supervises and manages our day-to-day operations and selects our real estate and real estate related investments, subject to oversight by our Board of Directors. We pay our Advisor fees for services related to the investment and management of our assets, and we reimburse our Advisor for certain expenses incurred on our behalf.

We electronically file annual reports on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K and all amendments to those reports, and proxy statements, with the SEC. Stockholders may obtain copies of our filings with the SEC, free of charge, from the website maintained by the SEC at http://www.sec.gov, or at the SEC’s Public Reference Room at 100 F. Street, N.E., Washington, D.C. 20549. The public may obtain information on the operation of the Public Reference Room by calling the SEC at 1-800-SEC-0330. Our office is located at 1985 Cedar Bridge Avenue, Lakewood, NJ 08701. Our telephone number is (732) 367-0129. Our website is ~~www.lightstonecapitalmarkets.com.~~www.lightstonecapitalmarkets.com.

~~On July 17, 2019~~As of December 31, 2021, we ~~acquired four adjacent parcels~~majority owned and consolidated the operating results of ~~land located at 353-361 Bedford Avenue in Brooklyn, New York on~~the Williamsburg Moxy Hotel Joint Venture, which ~~we intend to develop~~is currently developing and ~~construct~~constructing the Williamsburg Moxy Hotel, a 210-room branded hotel.

As of December 31, ~~2020, the Williamsburg Moxy Hotel, which we wholly own and consolidate, was under development.~~

~~As of December 31, 2020,~~2021, we held an unconsolidated approximate 33.3% membership interest in the 40 East End Ave. Joint Venture, an affiliated real estate entity which owns the 40 East End Project, a luxury residential condominium project consisting of 29 ~~condominium~~ units located at the corner of 81st Street and East End Avenue in the Upper East Side neighborhood of New York City. We account for our unconsolidated membership interests in the 40 East End Ave. Joint Venture in accordance with the equity method of accounting.

From time to time in the ordinary course of business, we may become subject to legal proceedings, claims or disputes.

As of the date hereof, we are not a party to any material pending legal proceedings of which the outcome is probable or reasonably possible to have a material adverse effect on its results of operations or financial condition, which would require accrual or disclosure of the contingency and possible range of loss.

ITEM 5. MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS, AND ISSUER PURCHASES OF EQUITY SECURITIES:

As of March 15, ~~2021,~~2022, we had ~~approximately 8.5~~8.4 million shares of common stock outstanding, held by a total of ~~2,046~~2,042 stockholders. The number of stockholders is based on the records of DST Systems Inc., which serves as our registrar and transfer agent.

Our Common Shares are not currently listed on a national securities exchange. We may seek to list our Common Shares for trading on a national securities exchange only if a majority of our independent directors believe listing would be in the best interest of ~~our~~its stockholders. We do not intend to list our ~~Common Shares~~shares at this time. We do not anticipate that there would be any ~~active~~ market for our Common Shares until they are listed for trading. ~~In the event we do not begin the process of achieving a liquidity event prior~~

Estimated Net Asset Value (“NAV”) and NAV per Share of Common Stock (“NAV per Share”)

On March ~~15, 2021,~~18, 2022, our Board of Directors determined and approved our estimated NAV of ~~approximately $72.6~~$72.7 million and resulting estimated NAV per Share of ~~$8.50,~~$8.58, both as of December 31, ~~2020 and after the addition of principal advances made by our Sponsor under the Subordinated Agreement.~~2021. In connection with our Offering, which terminated on March 31, 2017, our Sponsor funded an aggregate of ~~approximately~~ $12.6 million of principal ~~advances. In~~advances under the Subordinated Agreement. However, in the calculation of our estimated NAV as of December 31, ~~2020,~~2021, no allocation of value was made to Subordinated advances – related party because the estimated NAV per Share did not exceed an aggregate $10.00 price per share plus a cumulative, pre-tax non-compounded annual return of 8.0% as of that date.

The estimated NAV of our shares was calculated as of a particular point in time. The estimated NAV of our shares will fluctuate over time in response to developments related to individual assets in the portfolio and the management of those assets and in response to the real estate and finance markets. There is no assurance of the extent to which the current estimated valuation should be relied upon for any purpose after its effective date regardless that it may be published on any statement issued by us or otherwise.

Our Advisor, along with any necessary material assistance or confirmation of a third-party valuation expert or service, is responsible for calculating our NAV, which we currently expect will be done on at least an annual basis unless our Common Shares are approved for listing on a national securities exchange. Our Board of Directors will review each estimate of NAV and approve the resulting NAV per Share.

Our estimated NAV per Share as of December 31, ~~2020~~2021 was calculated with the assistance of both our Advisor and Marshall & Steven’s Incorporated (“M&S”), an independent third-party valuation firm engaged by us to assist with the valuation of our assets, liabilities and any allocations of value to the Sponsor’s subordinated advances. Our Advisor recommended and our Board of Directors established the estimated NAV per Share as of December 31, ~~2020~~2021 based upon the analyses and reports provided by our Advisor and M&S. The process for estimating the value of our assets, liabilities and allocations of value to our Sponsor’s subordinated advances is performed in accordance with the provisions of the Investment Program Association (the “IPA”) Practice Guideline 2013-01, “Valuations of Publicly Registered Non-Listed REITs,” issued April 29, 2013. We believe that our valuations were developed in a manner reasonably designed to ensure their reliability.

The engagement of M&S with respect to our NAV per Share as of December 31, ~~2020~~2021 was approved by our Board of Directors, including all of our independent directors. M&S has extensive experience in conducting asset valuations, included valuations of commercial real estate, debt, properties and real estate-related investments.

With respect to our NAV per Share as of December 31, ~~2020,~~2021, M&S prepared appraisal reports (the “M&S Appraisal Reports”) summarizing key inputs and assumptions on the two properties (collectively, the “M&S Appraised Properties”) in which we held ownership interests as of December 31, ~~2020.~~2021.

M&S also prepared a NAV report (the “December ~~2020~~2021 NAV Report”) which estimated the NAV per Share as of December 31, ~~2020.~~2021. The December ~~2020~~2021 NAV Report relied upon (i) M&S’s Appraisal Reports for the M&S Appraised Properties and (ii) our Advisor’s estimate of the value of cash and cash equivalents, other assets, mortgage payable ~~distributions payable~~ and other liabilities to calculate our estimated NAV and NAV per Share as of December 31, ~~2020.~~2021.

The table below sets forth the calculation of our estimated NAV and resulting estimated NAV per Share as of December 31, ~~2020~~2021 as well as the comparable calculation as of December 31, ~~2019:~~2020. Certain amounts are reflected net of noncontrolling interests, as applicable.

As discussed above, our Advisor is responsible for calculating our NAV. In connection with determining our NAV, our Advisor may rely on the material assistance or confirmation of a third-party valuation expert or service. In this regard, M&S was selected by our Board of Directors to assist our Advisor in the calculation of our estimated NAV and resulting estimated NAV per Share as of December 31, ~~2020.~~2021. M&S services included appraising the M&S Appraised Properties and preparing the December ~~2020~~2021 NAV Report. M&S is engaged in the business of appraising commercial real estate properties and is not affiliated with us or the Advisor. The compensation we paid to M&S was based on the scope of work and not on the appraised values of our real estate properties. The appraisals were performed in accordance with the Code of Ethics and the Uniform Standards of Professional Appraisal Practice, or USPAP, the real estate appraisal industry standards created by The Appraisal Foundation. The M&S Appraisal Reports were reviewed, approved, and signed by an individual with the professional designation of MAI licensed in the state where each real property is located. The use of the reports is subject to the requirements of the Appraisal Institute relating to review by its duly authorized representatives. In preparing its reports, M&S did not, and was not requested to; solicit third-party indications of interest for our common stock in connection with possible purchases thereof or the acquisition of all or any part of us. In preparing its reports, M&S did not, and was not requested to solicit third-party indications of interest for our common stock in connection with possible purchases thereof or the acquisition of all or any part of us.

M&S collected reasonably available material information that it deemed relevant in appraising these real estate properties. M&S relied in part on property-level information provided by our Advisor, including (i) property historical and projected operating revenues and expenses; and/or (ii) information regarding recent or planned capital expenditures.

In conducting their investigation and analyses, M&S took into account customary and accepted financial and commercial procedures and considerations as they deemed relevant. Although M&S reviewed information supplied or otherwise made available by us or the Advisor for reasonableness, they assumed and relied upon the accuracy and completeness of all such information and of all information supplied or otherwise made available to them by any other party and did not independently verify any such information. M&S assumed that any operating or financial forecasts and other information and data provided to or otherwise reviewed by or discussed with M&S were reasonably prepared in good faith on bases reflecting the then best currently available estimates and judgments of our management, our Board of Directors, and/or the Advisor. M&S relied on us to advise them promptly if any information previously provided became inaccurate or was required to be updated during the period of their review.

In performing its analyses, M&S made numerous other assumptions as of various points in time with respect to industry performance, general business, economic, and regulatory conditions, and other matters, many of which are beyond their control and our control. M&S also made assumptions with respect to certain factual matters. For example, unless specifically informed to the contrary, M&S assumed that our joint ventures have clear and marketable title to each real estate property appraised, that no title defects exist, that any improvements were made in accordance with law, that no hazardous materials are present or were present previously, that no significant deed restrictions exist, and that no changes to zoning ordinances or regulations governing use, density, or shape are pending or being considered. Furthermore, M&S’s analyses, opinions, and conclusions were necessarily based upon market, economic, financial, and other circumstances and conditions existing as of or prior to the date of the M&S Appraisal Reports, and any material change in such circumstances and conditions may affect M&S’s analyses and conclusions. The M&S Appraisal Reports contain other assumptions, qualifications, and limitations that qualify the analyses, opinions, and conclusions set forth therein. Furthermore, the prices at which the real estate properties may actually be sold could differ from M&S’s analyses.

M&S is actively engaged in the business of appraising commercial real estate properties and real estate related-investments similar to those owned or invested by us in connection with public security offerings, private placements, business combinations, and similar transactions. We do not believe that there are any material conflicts of interest between M&S, on the one hand, and us, the Sponsor, the Advisor, and our affiliates, on the other hand. Our Advisor engaged M&S on behalf of our Board of Directors to deliver their reports to assist in the NAV calculation as of December 31, ~~2020~~2021 and M&S received compensation for those efforts. In addition, we agreed to indemnify M&S against certain liabilities arising out of this engagement. M&S has previously assisted in our prior NAV calculations and has also been engaged by us for certain valuation services with respect to our investments. M&S may from time to time in the future perform other services for us and our Sponsor or other affiliates of the Sponsor, so long as such other services do not adversely affect the independence of M&S as certified in the M&S Appraisal Reports. During the past two years M&S has also been engaged to provide appraisal services to another non-traded REIT sponsored by our Sponsor for which it was paid usual and customary fees.

Although M&S considered any comments received from us and the Advisor relating to their reports, the final estimated fair values for the M&S Appraised Properties were determined by M&S. The reports were addressed to our Board of Directors to assist our Board of Directors in calculating an estimated NAV per Share as of December 31, ~~2020.~~2021. The reports were not addressed to the public, may not be relied upon by any other person to establish an estimated NAV per Share, and do not constitute a recommendation to any person to purchase or sell any shares of our common stock.

Our goal in calculating our estimated NAV is to arrive at values that are reasonable and supportable using what we deem to be appropriate valuation methodologies and assumptions. The reports, including the analysis, opinions, and conclusions set forth in such reports, are qualified by the assumptions, qualifications, and limitations set forth in the respective reports. The following is a summary of our valuation methodologies used to value our assets and liabilities by key component:

As of December 31, ~~2020,~~2021, our real estate assets consist of (i) one ~~wholly~~75% majority owned and consolidated development property (the ~~Williamsburg~~“Williamsburg Moxy ~~Hotel)~~Hotel”) and (ii) one unconsolidated ~~development property~~condominium project (the “40 East End Project”), held through our approximate 33.3% membership interest in a joint venture (the 40“40 East End Ave Joint ~~Venture~~Venture” (collectively, the “Real Estate Assets”).

As described above, we engaged M&S to provide an appraisal of the M&S Appraised Properties as of December 31, ~~2020~~2021 consisting of the Williamsburg Moxy Hotel and the 40 East End Ave. Project.

In ~~preparing~~preparing their appraisal reports, the scope of the work performed by M&S ~~among~~included the following procedures, as well other ~~things:~~factors:

M&S employed the income approach and/or the sales comparison approach to estimate the value of the appraised properties. The income approach involves an economic analysis of the property based on its potential to provide future net annual income. As part of the valuation, a discounted cash flow analysis (“~~DCF~~DCF Analysis”) and/or direct capitalization analysis was used in the income approach to determine the value of our interest in the portfolio. The indicated value by the income approach represents the amount an investor may pay for the expectation of receiving the net cash flow from the property.

The direct capitalization analysis is based upon the net operating income of the property capitalized at an appropriate capitalization rate for the property based upon property characteristics and competitive position and market conditions at the date of the appraisal.

In applying the DCF Analysis, pro forma statements of operations for the property including revenues and expenses are analyzed and projected over a multi-year period or the expected “sell out” period for a condominium project. If applicable, the property is assumed to be sold at the end of the multi-year holding period. If applicable, the reversion value of the property which can be realized upon sale at the end of the holding period is calculated based on the capitalization of the estimated net operating income of the property in the year of sale, utilizing a capitalization rate deemed appropriate in light of the age, anticipated functional and economic obsolescence and competitive position of the property at the time of sale. Net proceeds to owners are determined by deducting appropriate costs of sale. The discount rate selected for the DCF Analysis is based upon estimated target rates of return for buyers of similar properties.

The sales comparison approach utilizes indices of value derived from actual or proposed sales of comparable properties to estimate the value of the subject property. The appraiser analyzed such comparable sale data as was available to develop a market value conclusion for the subject property.

M&S prepared the M&S Appraisal Reports summarizing key inputs and assumptions, for each of the appraised properties using financial information provided by us and our Advisor. From such review, M&S selected the appropriate cash flow discount rate, residual discount rate, and terminal capitalization rate in the DCF Analysis, if applicable, the appropriate capitalization rate in the direct capitalization analysis and the appropriate price per unit in the sales comparison analysis. As for those properties consolidated on our financials, and for which we do not own 100% of the ownership interest, the property value was adjusted to reflect our ownership interest in such property after consideration of the distribution priorities associated with such property.

The estimated values for our investments in real estate may or may not represent current market values and do not equal the book values of our real estate investments in accordance with US GAAP. Our consolidated investment in real estate is currently carried in our consolidated financial statements at its amortized cost basis, adjusted for any loss impairments and bargain purchase gains recognized to date. Our unconsolidated investments in real estate are currently accounted for under the cost method of accounting in our consolidated financial statements.

The following summarizes the valuation approaches used for our Real Estate Assets:

~~On July 17, 2019,~~As of December 31, 2021, we ~~acquired four adjacent~~had a 75% membership interest in Bedford Avenue Holdings LLC (the “Williamsburg Moxy Hotel Joint Venture”), which we consolidate. The Williamsburg Moxy Hotel Joint Venture is developing and constructing a 210-room branded hotel (the “Williamsburg Moxy Hotel”) on land parcels ~~of land~~ located at 353-361 Bedford Avenue in Brooklyn, New York (collectively, the “Williamsburg Land”), from unaffiliated third parties, for an aggregate purchase price of approximately $30.4 million, excluding closing and other acquisition related costs, on which we are developing and constructing a 216-room branded hotel (the “Williamsburg Moxy Hotel”).

~~As of December 31, 2020, the~~York. The Williamsburg Moxy Hotel ~~was~~is currently under ~~development~~construction and expected to open during the fourth quarter of 2022.

M&S deemed it appropriate to determine ~~its fair value of approximately $45.8 million as of such date based on~~ the ~~estimated fair value of the Williamsburg Land of $35.7 million (using a sales comparison approach) plus other development costs incurred of $10.1 million.~~

~~The~~ estimated fair value of the Williamsburg Moxy Hotel as December 31, 2021 of ~~$45.8~~$90.9 million using a DCF Analysis taking into consideration the expected net operating income (“NOI”) of the property upon stabilization less the remaining estimated costs to complete. M&S used a capitalization rate of 6.50% and a discount rate of 8.75% in their DCF Analysis. NOI is all gross revenues from the property less all operating expenses, including property taxes and management fees but excluding depreciation.

Accordingly, the estimated fair value of our 75% ownership interest in the Williamsburg Moxy Hotel was $68.2 million as of December 31, 2021.

The estimated fair value of our 75% ownership interest in the Williamsburg Moxy Hotel of $68.2 million compared to our relative carrying value of ~~$40.5~~$54.8 million, both as of December 31, ~~2020,~~2021, equates to an increase in value of ~~13.1%~~24.5%.

While we believe that the assumptions utilized in the DCF Analysis are reasonable, a change in these assumptions would affect the calculation of the value of the Williamsburg Moxy Hotel. The table below presents the estimated increase or decrease to our estimated NAV per Share resulting from a 25-basis point increase and decrease in the discount rate and capitalization rate used in the DCF Analysis. The table is presented to provide a hypothetical illustration of possible results if only one change in assumptions was made with all other factors remaining constant. Further, each of these assumptions could change by more or less than 25-basis points or not at all.

We have an approximate 33.3% membership interest in 40 East End Ave. Pref Member LLC (the “40 East End Ave. Joint Venture”), an affiliated real estate entity, which we account for in accordance with the equity method of accounting.

The 40 East End Ave. Joint Venture, through affiliates, owns the 40 East End Avenue Project, a luxury residential 29-unit condominium project located at the corner of 81st Street and East End Avenue in the Upper East Side neighborhood of New York City. The 40 East End Avenue Project received its final temporary certificates of occupancy, or TCO, in March 2020 and through December 31, ~~2020, six~~2021, 15 of the condominium units have been sold.

M&S deemed it appropriate to determine the estimated fair value of the 40 East End Project as December 31, ~~2020~~2021 of ~~approximately $138.9~~ $74.7 million based on a DCF Analysis of the estimated net sales proceeds ~~and~~taking into consideration the expected timing of the sales for the remaining 2314 unsold condominium units, as well as the remaining estimated ~~construction and~~ carrying costs. M&S used a discount rate of ~~5.5%~~5.0% in the DCF Analysis.

While we believe that the assumptions utilized in the DCF Analysis are reasonable, ~~any changes~~a change in these assumptions would affect the calculation of the ~~estimated fair~~ value of the 40 East End ~~Project as of December 31, 2020. Although any of the assumptions could change, assuming only~~Avenue Project. The estimated increase or decrease to our estimated NAV per Share resulting from a 25-basis point increase and decrease in the discount rate used in the DCF Analysis are $(0.01) and $0.01, respectively. These amounts are presented to provide a hypothetical illustration of possible results assuming just a change was made to the ~~possible result~~discount rate with all other factors remaining ~~constant,~~constant. Further, the ~~estimated fair value of the 40 East End Project would have decreased~~discount rate could change by ~~$0.3 million and increased by $0.3 million, respectively, as of December 31, 2020.~~more or less than 25-basis points or not at all.

As of December 31, ~~2020,~~2021, the estimated fair value of our approximate 33.3% ownership interest in the 40 East End Ave. Joint Venture of approximately ~~$15.6~~$10.8 million was calculated based on the appraised value of the 40 East End Project of ~~$138.9~~$74.7 million plus all ~~other~~ non-real estate assets, net of ~~$3.7~~$0.2 million; less (i) the estimated fair value of its outstanding mortgage indebtedness of ~~$89.9~~$36.4 million and (ii) the preferred member’s equity interest of $6.0 million. The estimated fair value of our approximate 33.3% ownership interest in the 40 East End Ave. Joint Venture ~~of $15.6 million compared to~~approximated our carrying value ~~of $11.0 million, both~~ as of December 31, ~~2020, equates to an increase in value of 41.8%.~~2021.

Cash and cash equivalents: The estimated value of our cash and cash equivalents equals its carrying value.

Restricted ~~cash:~~ ~~The estimated value of our restricted cash equals its carrying value.~~

~~Other~~escrows and other assets: ~~Our other assets consist of deposits, due from related parties, prepaid expenses and other assets.~~ The estimated values of ~~these items~~our restricted escrows and other assets approximate their carrying values due to their short maturities.

Mortgage payable: We have a mortgage payable that bears interest at a variable rate. The estimated value of our variable-rate mortgage loan ~~were~~was deemed to approximate its carrying value because its interest rate moves in conjunction with changes to market interest rates.

~~Distributions payable:~~Accounts payable, accrued expenses and other liabilities: ~~On December 21, 2020, the Board of Directors authorized a special distribution of $0.37 per Common Share payable to stockholders of record as of December 31, 2020.~~ The total special distribution of $3.2 million, which represents a portion of the proceeds generated from asset sales, was paid on or about January 15, 2021. Due to its short maturity, the estimated fair value of our distribution payable approximates its carrying ~~value.~~

~~Other liabilities:~~ ~~Our other liabilities consist~~values of our accounts payable, accrued expenses and ~~accrued expenses. The carrying values of these items~~other liabilities were considered to equal their fair value due to their short maturities.

Subordinated advances – related party: Our Subordinated advances –related party, consisting of ~~approximately~~ $12.6 million of principal advances made by our Sponsor under the Subordinated Agreement and the related accrued interest, are classified as a liability on our consolidated balance sheets. However, for purposes of our NAV, we do not estimate their fair value in accordance with US GAAP. Rather, the IPA’s Practice Guideline 2013-01provides for adjustments to the NAV for preferred securities, special interests and incentive fees based on the aggregate NAV of the company and payable to the Sponsor in a hypothetical liquidation of the company as of the valuation date in accordance with the provisions of the partnership or Advisory agreements and the terms of the preferred securities. Because our Subordinated advances – related party are only payable to our Sponsor in a liquidation event, we believe they should be valued for our NAV in accordance with these provisions.

Accordingly, no allocations of value are made to our Subordinated advances – related party unless the estimated NAV per Share would have exceeded $10.00 per share plus a cumulative, pre-tax non-compounded annual return of 8.0% as of the indicated valuation date. In connection with our Offering, which terminated on March 31, 2017, our Sponsor funded an aggregate of ~~approximately~~ $12.6 million of principal advances under the Subordinated Agreement. In the calculation of our estimated NAV as of December 31, ~~2020,~~2021, no allocation of value was made to our Subordinated advances – related party, because the estimated NAV per Share did not exceed an aggregate $10.00 price per share plus a cumulative, pre-tax non-compounded annual return of 8.0% as of that date.

Additional information on our historical reported estimated NAV and NAV per Share as of December 31, ~~2019~~2020 may be found in our Annual Report on Form 10-K for the fiscal year ended December 31, ~~2019~~2020 filed on March ~~30, 2020.~~19, 2021.

As with any valuation methodology, the methodology used to determine our estimated NAV and resulting estimated NAV per Share is based upon a number of estimates and assumptions that may prove later not to be accurate or complete. Further, different market participants with different property-specific and general real estate and capital market assumptions, estimates, judgments and standards could derive different estimated NAVs per share, which could be significantly different from the estimated NAV per Share approved by our Board of directors. The estimated NAV per Share approved by our Board of Directors does not represent the fair value of our assets less liabilities in accordance with US GAAP, and such estimated NAV per Share is not a representation, warranty or guarantee that:

The Internal Revenue Service and the Department of Labor do not provide any guidance on the methodology an issuer must use to determine its estimated NAV per Share.

FINRA guidance provides that NAV valuations be derived from a methodology that conforms to industry practice.

As with any valuation methodology, our methodology is based upon a number of estimates and assumptions that may not be accurate or complete. Different parties with different assumptions and estimates could derive different estimated NAVs per share, and these differences could be significant. The estimated NAV per Share is not audited and does not represent the fair value of our assets less our liabilities in accordance with US GAAP, nor do they represent an actual liquidation value of our assets and liabilities or the price that shares of our common stock would trade at on a national securities exchange. As of the date of this filing, although we have not sought stockholder approval to adopt a plan of liquidation of the Company, certain distributions may be payable to our Sponsor in connection with a liquidation event. Accordingly, our estimated NAV per Share reflects any allocation of value to the Sponsor’s subordinated advances representing the amount that would be payable to the sponsor in connection with a liquidation event pursuant to the guidelines for estimating NAV contained in IPA Practice Guideline 2013-01, “Valuation of Publicly Registered Non-Listed REITs”. Our estimated NAV per Share is based on the estimated value of our assets less the estimated value of our liabilities less any allocations of value to the Sponsor’s subordinated advances divided by the number of our diluted shares of common stock outstanding, all as of the date indicated. Our estimated NAV per Share does not reflect a discount for the fact we are externally managed, nor does it reflect a real estate portfolio premium/discount versus the sum of the individual property values. Our estimated NAV per Share does not take into account estimated disposition costs or fees or penalties, if any, that may apply upon the prepayment of certain of our debt obligations or the impact of restrictions on the assumption of certain debt. Our NAV per Share will fluctuate over time as a result of, among other things, future acquisitions or dispositions of assets, developments related to individual assets and the management of those assets and changes in the real estate and capital markets. Different parties using different assumptions and estimates could derive different NAVs and resulting estimated NAVs per share, and these differences could be significant. Markets for real estate and real estate-related investments can fluctuate and values are expected to change in the future. We currently expect that our Advisor will estimate our NAV on at least an annual basis. Our Board of Directors will review and approve each estimate of NAV.

The following factors may cause a stockholder not to ultimately realize distributions per share of common stock equal to the estimated NAV per Share upon liquidation:

Our share repurchase program may provide ~~eligible~~our stockholders with limited, interim liquidity by enabling them to sell their Common Shares back to us, subject to restrictions and applicable law. A selling stockholder must be unaffiliated with us, and must have beneficially held the Common Shares for at least one year prior to offering the Common Shares for sale to us through the share repurchase program. Subject to certain limitations, we may also redeem Common Shares upon the request of the estate, heir or beneficiary of a deceased stockholder.restrictions.

~~The prices at which stockholders who have held Common Shares for the required one-year period may sell Common Shares back to us are as follows:~~

Pursuant to the terms of our share repurchase program and subject to our Board of Director’s approval, we will make repurchases, if requested, at least on a quarterly basis provided such repurchases do not impair our capital or operations. Each stockholder whose repurchase request is granted will receive the repurchase amount approximately 30 days after the fiscal quarter in which we grant the repurchase request. Subject to certain limitations, we may also repurchase Common Shares upon the request of the estate, heir or beneficiary of a deceased stockholder. We will limit the number of Common Shares repurchased pursuant to our share repurchase program as follows: during any 12-month period, we will not make repurchases of Common Shares in excess of 5.0% of the weighted average number of Common Shares outstanding during the prior calendar year; provided, however, that Common Shares repurchased in the case of the death of a stockholder will not count against this 5.0% limit.

For the period from January 1 through March 24, 2020, we repurchased 57,800 shares of common stock pursuant to our share repurchase program at an average price of $9.53 per share. For the year ended December 31, 2019, we repurchased 70,038 Common Shares at an average price per share of $9.76 per share.

On March 25, 2020, the Board of Directors amended the share repurchase program to remove stockholder notice requirements and also approved the suspension of all redemptions effective immediately.

Deaths that occurred subsequent to January 1, 2020 are eligible for consideration. Beginning January 1, 2022, requests for redemptions in connection with a stockholder’s death must be submitted and received by us within one year of the stockholder’s date of death for consideration.

Effective March 18, 2022, in connection with the Board of Directors determination and approval of the NAV per Share of $8.58, as of December 31, 2021, the redemption price was automatically adjusted.

Our Board of Directors commenced declaring and we began paying distributions on our Common Shares at the pro rata equivalent of an annual distribution of $0.80 per share, or an annualized rate of 8.0% assuming a purchase price of $10.00 per share, beginning with the period from June 22, 2015 through November 30, 2015 and monthly thereafter beginning with the month ending December 31, 2015 through the month ending June 30, 2019. Beginning with the month ending July 31, 2019, our Board of Directors decreased the regular monthly distributions on our Common Shares to the pro rata equivalent of an annual distribution of $0.40 per share, or an annualized rate of 4.0% assuming a purchase price of $10.00 per share. Distributions are payable to stockholders of record at the close of business on the last day of the month-end. All distributions were paid on or about the 15th day of the month following the month-end.

On March 25, 2020, the Board of Directors determined to suspend regular monthly distributions.

Total distributions declared during the years ended December 31, 2021 and 2020 were $1.8 million and ~~2019 were~~ $4.0 million, ~~and $5.1 million,~~ respectively.

During the period covered by this Form 10-K, we did not sell any equity securities that were not registered under the Securities Act of 1933.

ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS:

You should read the following discussion and analysis together with our consolidated financial statements and notes thereto included in this Annual Report on Form 10-K. The following information contains forward-looking statements, which are subject to risks and uncertainties. Should one or more of these risks or uncertainties materialize, actual results may differ materially from those expressed or implied by the forward-looking statements. Please see “Special Note Regarding Forward-Looking Statements” above for a description of these risks and uncertainties. Dollar amounts are presented in whole numbers, except per share data and where indicated in millions.

Lightstone Value Plus REIT IV, Inc. (“Lightstone REIT IV’’), which was formerly known as Lightstone Real Estate Income Trust, Inc. ~~(’‘Lightstone Income Trust’’),~~before September 15, 2021, is a Maryland corporation, formed on September 9, 2014, which elected to qualify as a real estate investment trust (“REIT”) for U.S. federal income tax purposes beginning with the taxable year ending December 31, 2016.

We have and intend to continue to seek opportunities to invest in real estate and real estate-related investments. Our real estate investments may include operating properties and development projects and its real estate-related investment may include mezzanine loans, mortgage loans, bridge loans and preferred equity interests, with a focus on development-related investments, including investments intended to finance development or redevelopment opportunities. We may also invest in debt and derivative securities related to real estate assets. A portion of our investments by value may be secured by or related to properties or entities advised by, or wholly or partially, directly or indirectly owned by, The Lightstone Group, LLC (the “Sponsor”), its affiliates or other real estate investment programs it sponsors. Although we expect that most of our investments will be of these various types, we may also make other investments. In fact, we may invest in whatever types of investments that we believe are in its best interests.

We currently have one operating segment. As of December 31, ~~2020,~~2021, we ~~wholly~~majority owned and consolidated the operating results of ~~one development project, the Williamsburg~~a joint venture (the “Williamsburg Moxy Hotel Joint Venture”), in which we have a 75% membership interest, and held an unconsolidated approximate 33.3% membership interest in 40 East End Ave. Pref Member LLC (the “40 East End Ave. Joint Venture”). We account for our unconsolidated membership interest in the 40 East End Ave. Joint Venture in accordance with the equity method of accounting.

On July 17, 2019 we acquired four adjacent parcels of land located at 353-361 Bedford Avenue in Brooklyn, New York on which we are developing and constructing the Williamsburg Moxy Hotel, a 210-room branded hotel. As of December 31, 2020, the Williamsburg Moxy Hotel, which we wholly own and consolidate, was under development.

With respect to our unconsolidated property as of December 31, 2020, we held an approximate 33.3% membership interest in the 40 East End Ave. Joint Venture, an affiliated real estate entity which owns the 40 East End Project, a substantially complete luxury residential development project consisting of 29 condominium units on a parcel of land located at the corner of 81st Street and East End Avenue in the Upper East Side neighborhood of New York City.

We have and will continue to seek to originate, acquire and manage a diverse portfolio of real estate and/or real estate-related investments, including investments in mezzanine loans, first lien mortgage loans, second lien mortgage loans, bridge loans and/or preferred equity interests, with a focus on development investments and investments intended to finance development or redevelopment opportunities. We may also invest in debt and derivative securities related to real estate assets. A substantial portion of our investments may be secured by or related to properties or entities advised by, or wholly or partially, directly or indirectly owned by, the Sponsor, its affiliates or its other sponsored real estate investment programs.

We do not have employees. We entered into an advisory agreement with Lightstone Real Estate Income LLC, a Delaware limited liability company, which we refer to as the “Advisor,” pursuant to which the Advisor supervises and manages our day-to-day operations and selects our real estate and real estate related investments, subject to oversight by our Board of Directors. We pay the Advisor fees for services related to the investment and management of our assets, and we reimburse the Advisor for certain expenses incurred on our behalf.

Distributions in connection with a liquidation of the Company initially will be made to holders of our Common Shares until holders of our Common Shares have received liquidation distributions equal to their respective net investments plus a cumulative, pre-tax, non-compounded annual return of 8.0% on their respective net investments. Thereafter, only if additional liquidating distributions are available, we will be obligated to repay the outstanding principal advances and related accrued interest to the Sponsor. In the event that additional liquidation distributions are available after the we repay our holders of common stock their respective net investments plus their 8% return on investment and then the outstanding principal advances and related accrued interest to the Sponsor, such additional distributions will be paid to holders of our Common Shares and the Sponsor as follows: 85.0% of the aggregate amount will be payable to holders of our Common Shares and the remaining 15.0% will be payable to the Sponsor.

As of December 31, ~~2020, $13.5~~2021, $13.6 million of principal advances and related accrued interest were outstanding.

Our strategy is to originate, acquire and manage a diverse portfolio of real estate or real estate-related investments located primarily in the United States. A substantial portion of our investments currently are related-party investments located in relatively large metropolitan areas. We generally have sought to create a portfolio of investments that either generate or are expected to generate attractive cash flow for distributions. ~~Additionally, a focus on investing in debt instruments aligns with our primary investment objectives.~~ However, we have and still may target capital appreciation from our investments.

We have not established any limits on the percentage of our portfolio that may be comprised of various categories of assets which present differing levels of risk. The allocation of our assets under management is dependent, in part, upon the then-current commercial real estate market, the investment opportunities it presents and available financing, if any, as well as other micro and macro market conditions.

We have and ~~expect~~intend to continue to seek opportunities to ~~originate, acquire and manage a diverse portfolio of~~invest in real estate ~~and/or~~and real estate-related investments. Our real estate investments may include operating properties and development projects and its real estate-related investments ~~including~~may include mezzanine loans, ~~first lien mortgage loans, second lien~~ mortgage loans, bridge loans and preferred equity interests, with a focus on ~~development~~development-related investments, ~~and investments~~including those intended to finance development or redevelopment opportunities. We may also invest in debt and derivative securities related to real estate ~~assets, such as commercial mortgage-backed securities (“CMBS”); collateralized debt obligations (“CDOs”); debt securities issued~~assets. A portion of our investments by value may be secured by or related to properties or entities advised by, or wholly or partially, directly or indirectly, owned by, our sponsor, its affiliates or other real estate ~~companies; and credit default swaps.~~ investment programs sponsored by it. Although we expect that most of our investments will be of these various types, we may make other investments. In fact, we may invest in whatever types of investments that we believe are in our best interests.

We have and expect to continue to focus our ~~origination~~acquisition and ~~acquisition~~origination activity on real estate properties and real estate-related investments ~~secured by or related to properties~~ located in the United States, ~~and primarily~~including certain related-party ~~investments.~~investments generally conducted through joint venture arrangements. We sometimes refer to the foregoing types of investments as our targeted investments. We ~~have and will continue~~expect to target investments that generally will offer predictable current cash flow and/or attractive risk-adjusted returns based on the underwriting criteria established and employed by our ~~Advisor,~~advisor, which ~~includes~~may include the anticipated leverage point, market and economic conditions, the location and quality of the underlying collateral and the borrower’s exit or refinancing plan. ~~We believe our~~Our ability to continue to execute our investment strategy may be enhanced through access to ~~our Sponsor’s~~the sponsor’s extensive experience in both financing and developing real estate projects ~~it has sponsored,~~ as ~~opposed to a strategy that relies solely on~~well as in buying assets in the open market from ~~third-party originators.~~third-parties. We have and will continue to seek to build a portfolio that ~~includes~~may include some of or all the following investment characteristics: (a) provides current income; (b) is secured by high-quality commercial real estate; (c) includes subordinate capital investments by strong sponsors that support ~~our~~its investments and provide downside protection; and (d) possesses strong structural features that maximize repayment potential, such as a clear exit or refinancing plan by the borrower.

We have and ~~may~~intend to also continue to seek to invest in real estate-related loans and debt securities both by directly originating them and by purchasing them from third-party sellers. Although we generally prefer the benefits of direct origination, situations may arise to purchase real estate-related loans and debt securities, possibly at discounts to par, which compensate for the lack of control or structural enhancements typically associated with directly structured investments.

~~Although we expect that most of our investments will be of these types, we may invest in whatever types of real estate-related investments that we believe are in our best interests.~~

Our operating results are substantially impacted by the overall health of local, U.S. national and global economies and may be influenced by market and other challenges. Additionally, our business and financial performance may be adversely affected by current and future economic and other conditions; including, but not limited to, availability or terms of financings, financial markets volatility, political upheaval or uncertainty, natural and man-made disasters, terrorism and acts of war, unfavorable changes in laws and regulations, outbreaks of contagious diseases, cybercrime, loss of key relationships, and recession.

With respect to contagious diseases, the extent to which our business may be affected by the current outbreak of the Coronavirus will largely depend on both current and future developments, including its duration, spread and treatment, and related travel advisories and restrictions, all of which are highly uncertain and cannot be reasonably predicted.

If our investments are negatively impacted for an extended period, our business and financial results could be materially and adversely impacted. While we believe there are certain cost reduction strategies we can implement, there can be no assurance that they would fully mitigate the adverse impact of any lost revenue and income.

These and other market and economic challenges could materially affect (i) the value and performance of our investments, (ii) our ability to pay future distributions, if any, (iii) the availability or terms of financings, (iv) our ability to make scheduled principal and interest payments, and (v) our ability to refinance any outstanding debt when contractually due.

To-date, the COVID-19 pandemic has not had any significant impact on our ~~Williamsburg~~210-room branded hotel (the “Williamsburg Moxy ~~Hotel~~Hotel”) development project. Our other investment is our approximately 33.3% membership interest in the 40 East End Ave. Joint Venture, which ~~owns~~developed and constructed a 29-unit luxury residential condominium project (the “40 East End Avenue Project”) located at the corner of ~~81st~~81^st Street and East End Avenue in the Upper East Side neighborhood of New York City. The 40 East End Avenue Project received its final temporary certificates of occupancy, or TCO, in March 2020 which was at the onset of the COVID-19 pandemic. Thereafter, the pace of condominium unit sales has been impacted by the ongoing COVID-19 pandemic and through December 31, ~~2020, six~~2021, 15 of the condominium units had been sold. ~~The~~Additionally, because of the pace of condominium sales, the 40 East End Joint Venture ~~has~~obtained an ~~outstanding loan on the 40 East End Project (the “Condo Loan”) which is currently scheduled to mature on December 19, 2021. Because~~amendment, including an extension of ~~the impact of the COVID-19 pandemic on the pace of condominium unit sales, the 40 East End Ave. Joint Venture is engaged in discussions with the lender to extend~~ the maturity date, to the loan secured by the remaining unsold condominium units. See Note 4 of the ~~Condo Loan. However, there can be no assurance that the 40 East End Ave. Joint Venture will be successful in such endeavors.~~Notes to Consolidated Financial Statements for additional information.

~~We are not currently aware~~Use of ~~any other material trends or uncertainties, favorable or unfavorable, that may be reasonably anticipated to have a material impact on either capital resources or~~Estimates in the ~~revenues or income to be derived from our operations, other than those referred to above or throughout this Form 10-K.~~ Preparation of Financial Statements

The ~~preparation of~~consolidated financial statements have been prepared in ~~conformity~~accordance with USaccounting principles generally accepted in the United States of America (“GAAP”). GAAP requires the Company’s management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities and the reported amounts of revenues and expenses during a reporting period. The most significant assumptions and estimates relate to the valuation of real estate and investments in other real estate entities. Application of these assumptions requires the exercise of judgment as to future uncertainties and, as a result, actual results could differ from these estimates.

The discussion and analysis of our financial condition and results of operations is based upon our consolidated financial statements, which have been prepared in accordance with US GAAP. The preparation of our consolidated financial statements requires us to make estimates and judgments about the effects of matters or future events that are inherently uncertain. These estimates and judgments may affect the reported amounts of assets, liabilities, revenues and expenses, and related disclosure of contingent assets and liabilities.

On an ongoing basis, we evaluate our estimates, including contingencies and litigation. We base these estimates on historical experience and on various other assumptions that we believe to be reasonable in the circumstances. These estimates form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions.

To assist in understanding our results of operations and financial position, we have identified our critical accounting policies and discussed them below. These accounting policies are most important to the portrayal of our results and financial position, either because of the significance of the financial statement items to which they relate or because they require management’s most difficult, subjective or complex judgments.

Our consolidated financial statements include our accounts and the accounts of other subsidiaries over which we have control. All inter-company transactions, balances, and profits have been eliminated in consolidation. In addition, interests in entities acquired are evaluated based on applicable GAAP, and deemed to be variable interest entities (“VIE”) in which we are the primary beneficiary are also consolidated. If the interest in the entity is determined not to be a VIE, then the entity is evaluated for consolidation based on legal form, economic substance, and the extent to which we have control, substantive participating rights or both under the respective ownership agreement. For entities in which we have less than a controlling interest or entities which we are not deemed to be the primary beneficiary, we account for the investment using the equity method of accounting.

There are judgments and estimates involved in determining if an entity in which we have made an investment is a VIE and, if so, whether we are the primary beneficiary. The entity is evaluated to determine if it is a VIE by, among other things, calculating the percentage of equity being risked compared to the total equity of the entity. Determining expected future losses involves assumptions of various possibilities of the results of future operations of the entity, assigning a probability to each possibility and using a discount rate to determine the net present value of those future losses. A change in the judgments, assumptions, and estimates outlined above could result in consolidating an entity that should not be consolidated or accounting for an investment using the equity method that should in fact be consolidated, the effects of which could be material to our financial statements.

We incur a variety of costs in the development of a property. The costs of land and building under development include specifically identifiable costs. The capitalized costs include, but are not limited to, pre-construction costs essential to the development of the property, development costs, construction costs, interest costs, real estate taxes and other costs incurred during the period of development. We cease capitalization when the development project is substantially complete and placed in service, which may occur in phases. Determination of when a development project is substantially complete and capitalization must cease involves a degree of judgment.

Once the development project is placed in service, which may occur in phases or for an entire building or project, the costs capitalized to construction in progress are transferred to land and improvements, buildings and improvements, and furniture and fixtures on our consolidated balance sheets at the historical cost of the property.

We evaluate our investments in other entities for consolidation. We consider our percentage interest in the joint venture, evaluation of control and whether a ~~variable interest entity~~VIE exists when determining if the investment qualifies for consolidation or if it should be accounted for as an unconsolidated investment under the equity method of accounting.

If an investment qualifies for the equity method of accounting, our investment is recorded initially at cost, and subsequently adjusted for equity in net income (loss) and cash contributions and distributions. The net income or loss of an unconsolidated investment is allocated to its investors in accordance with the provisions of the operating agreement of the entity. The allocation provisions in these agreements may differ from the ownership interest held by each investor. Differences, if any, between the carrying amount of our investment in the respective joint venture and our share of the underlying equity of such unconsolidated entity are amortized over the respective lives of the underlying assets as applicable. These items are reported as a single line item in the consolidated statements of operations as income or loss from investments in unconsolidated affiliated entities.

We review investments for impairment in value whenever events or changes in circumstances indicate that the carrying amount of such investment may not be recoverable. An investment is impaired only if management’s estimate of the fair value of the investment is less than the carrying value of the investment, and such decline in value is deemed to be other than temporary. The ultimate realization of our investment in partially owned entities is dependent on a number of factors including the performance of that entity and market conditions. If we determine that a decline in the value of a partially owned entity is other than temporary, we will record an impairment charge.

Noncontrolling interest represents the noncontrolling member’s share of the equity in certain of the Company’s consolidated real estate investments. Income and losses are allocated to noncontrolling interest holders based generally on their ownership percentage.

Management of our operations is outsourced to our Advisor and certain other affiliates of ~~our~~the Sponsor. Fees related to each of these services are accounted for based on the nature of such service and the relevant accounting literature. Such fees include acquisition fees associated with the purchase of interests in real estate entities; and asset management fees paid to our Advisor. These fees are expensed or capitalized to the basis of acquired assets, as appropriate.

We elected to qualify and be taxed as a REIT commencing with the taxable year ended December 31, 2016. As a REIT, we generally will not be subject to U.S. federal income tax on our net taxable income that we distribute currently to our stockholders. To maintain our REIT qualification under the Internal Revenue Code of 1986, as amended, (the “Code”), we must meet a number of organizational and operational requirements, including a requirement that we annually distribute to our stockholders at least 90% of our REIT taxable income (which does not equal net income, as calculated in accordance with US GAAP), determined without regard to the deduction for dividends paid and excluding any net capital gain. If we fail to remain qualified for taxation as a REIT in any subsequent year and do not qualify for certain statutory relief provisions, our income for that year will be taxed at the regular corporate rate, and we may be precluded from qualifying for treatment as a REIT for the four-year period following our failure to qualify as a REIT. Such an event could materially adversely affect our net income and net cash available for distribution to our stockholders.

~~Through December 31, 2020,~~For the periods presented, we ~~have made~~had ownership interests in the following real estate and real estate-related investments:

~~We previously entered into an agreement, as amended, with various related party entities that provided for us to make aggregate preferred equity contributions (the “105-109 W. 28~~^th~~Street Preferred Investment”) of up to $37.0 million in an affiliate of our Sponsor (the “Moxy Developer”), which owns a parcel of land located at 105-109 W. 28~~^th~~Street, New York, New York, on which it constructed a 343-room Marriott Moxy hotel, which opened during February 2019. The 105-109 W. 28~~^th~~Street Preferred Investment was made pursuant to an instrument that entitled us to monthly preferred distributions at a rate of 12% per annum.~~

We received aggregate repayments of $26.5 million during March 2019 and subsequently received the remaining outstanding balance of $10.5 million on August 26, 2019 and as a result, have fully redeemed the 105-109 W. 28th Street Preferred Investment.

On January 31, 2017, we along with LSG Cove LLC, an affiliate of our Sponsor, our Sponsor’s other public program, Lightstone Value Plus ~~Real Estate Investment Trust~~REIT III, Inc. (“Lightstone III”) and Maximus Cove Investor LLC (“Maximus”), an unrelated third party acquired the membership interests in RP Maximus Cove L.L.C. (the “Cove Joint Venture”) from an unrelated third party. We, LSG Cove LLC, Lightstone REIT III and Maximus had 22.5%, 45.0%, 22.5% and 10.0% membership interests in the Cove Joint Venture, respectively. The Cove Joint Venture owned and operated The Cove at Tiburon (the “Cove”), a multi-family complex consisting of 281-units, or 289,690 square feet, contained within 32 apartment buildings over 20.1 acres, located in Tiburon, California from January 31, 2017 through February 12, 2020 (see below).

We accounted for our 22.5% membership interest in the Cove Joint Venture in accordance with the equity method of accounting.

On February 12, 2020, we, LSG Cove LLC and Lightstone REIT III subsequently redeemed our respective membership interests in the Cove Joint Venture for an aggregate redemption price of $87.6 million. In connection, with the redemption of our 22.5% membership interest in the Cove Joint Venture, we received proceeds of $21.9 million which resulted in the recognition of a gain on the disposition of unconsolidated affiliated real estate entity of $8.2 million during the first quarter of 2020.

As a result of the redemption of our 22.5% membership interest in the Cove Joint Venture on February 12, 2020, we no longer have an ownership interest in the Cove Joint Venture. During August 2020, we received $0.1 million of additional proceeds related to the redemption of our membership interest in the Cove Joint Venture and recognized a gain on the disposition of investment in unconsolidated affiliated real estate entity of $0.1 million during the third quarter of 2020. As a result, we have recognized an aggregate gain on the disposition of investment in unconsolidated affiliated real estate entity of $8.3 million during the year ended December 31, 2020.

On March 31, 2017, we entered into a joint venture agreement (the “40 East End Ave. Transaction”) with SAYT Master Holdco LLC, an entity majority-owned and controlled by David Lichtenstein, who also majority owns and controls the Sponsor, and a related party, (the “40 East End Seller”), providing for us to acquire an approximate 33.3% of the 40 East End Seller’s approximate 100% membership interest in 40 East End Ave. Pref Member LLC (the “40 East End Ave. Joint Venture”).

The 40 East End Ave. Joint Venture, through affiliates, owns the 40 East End Avenue Project, a luxury residential 29-unit condominium project located at the corner of ~~81st~~81^st Street and East End Avenue in the Upper East Side neighborhood of New York City. The 40 East End Avenue Project received its final TCO in March 2020 and through December 31, ~~2020, six of the~~2021, 15 condominium units have been sold.

We account for our ~~approximate~~approximately 33.3% membership interest in the 40 East End Ave. Joint Venture in accordance with the equity method of accounting.

On July 17, 2019, we, through our then wholly owned subsidiary, Bedford Avenue Holdings LLC acquired four adjacent parcels of land located at 353-361 Bedford Avenue in Brooklyn, New York (collectively, the “Williamsburg Land”) on which we are currently developing and constructing ~~a 210-room branded hotel (the “Williamsburg~~the Williamsburg Moxy ~~Hotel”). As of December 31, 2020,~~Hotel.

On August 5, 2021, we formed the Williamsburg Moxy Hotel ~~was under development.~~Joint Venture with Lightstone REIT III, pursuant to which Lightstone REIT III acquired 25% of our membership interest in the Bedford Avenue Holdings LLC for aggregate consideration of $7.9 million. Subsequent to the initial acquisition, Lightstone REIT III made additional capital contributions to the Williamsburg Moxy Hotel Joint Venture of $4.3 million through December 31, 2021.

As a result, we and Lightstone REIT III have 75% and 25% membership interests, respectively, in the Williamsburg Moxy Hotel Joint Venture.

Additionally, during 2019, we acquired corporate bonds that were publicly traded on the Tel Aviv Stock Exchange (the “Israeli Bonds”) and denominated in New Israeli Shekel (“ILS”) that we subsequently sold during the first quarter of 2020.

The operating results of ~~our~~these investments ~~are~~have been reflected in our consolidated statements of operations commencing from their respective dates of ~~acquisition.~~acquisition through their respective dates of disposition.

See the Notes to Consolidated Financial Statements for additional information on our investments.

For the Year Ended December 31, ~~2020~~2021 vs. December 31, ~~2019~~2020

Our investment income was $32,166 and $166,119 for the years ended December 31, 2021 and 2020, respectively. During the year ended December 31, 2021, our investment income consisted solely of interest income on our cash and cash equivalents. Our investment income during the year ended December 31, 2020 consisted ~~solely~~ of interest income on our cash and cash equivalents ~~and the Israeli Bonds. Our investment income during the year ended December 31, 2019 consisted of (i) preferred distributions related to our 105-109 W. 28~~^th ~~Street Preferred Investment and (ii)~~plus interest income ~~earned~~ on ~~our cash and cash equivalents and the Israeli Bonds.~~

Our investment income decreased by $2.2 million to $0.2 million during the year ended December 31, 2020 compared to $2.4 million for the same period in 2019. The decrease reflects lower preferred distributions on our 105-109 W. 28th Street Preferred Investment of $1.6 million during the 2020 period resulting from the full redemption of the 105-109 W. 28th Street Preferred Investment during 2019 and by an aggregate decrease of $0.6 million of interest income earned on our cash and cash equivalents and the Israeli Bonds ~~during~~of $63,688 which was earned in the ~~2020 period.~~ first quarter of 2020.

Our loss from investments in unconsolidated affiliated real estate entities during the year ended December 31, ~~2020~~2021 was ~~$2.8~~$0.4 million compared to ~~$4.4~~$2.8 million for the same period in ~~2019. Our~~2020. For the year ended December 31, 2021, our loss from investments in unconsolidated affiliated real estate entities is attributable to our ownership interest in the 40 East End Ave. Joint Venture. For the year ended December 31, 2020, our loss from investments in unconsolidated affiliated real estate entities is attributable to our ownership interests in the 40 East End Ave. Joint Venture and the Cove Joint Venture through the date of redemption of our membership interest on February 12, 2020. We account for our investments in unconsolidated affiliated real estate entities in accordance with the equity method of accounting. ~~See Note 6 of the Notes to Consolidated Financial Statements for additional information.~~

General and administrative expenses ~~were $0.9 million during~~for the year ended December 31, ~~2020~~2021 was $0.8 million, a decrease of $0.1 million, compared to ~~$1.3~~$0.9 million for the same period in ~~2019. The decrease~~2020 which was primarily attributable to lower asset management fees ~~during the 2020 period due to~~as a result of the redemption of our ~~22.5%~~ membership interest in the Cove Joint Venture on February 12, 2020.

We previously maintained funds in a bank account that was denominated in New ILS and was re-measured into U.S. Dollars at the current exchange rate at the end of each reporting period. ~~As of December 31, 2019, we maintained 4,455 ILS in a bank account, which was re-measured to $1,291, and was included in cash and cash equivalents on our consolidated balance sheet.~~ During the first quarter of 2020, we converted all of our ILS to U.S. Dollars and as a result, no longer have any ILS in the bank account. For the ~~years~~year ended December 31, 2020, ~~and 2019,~~ our foreign currency transaction loss was $47,648, ~~and $55,549, respectively.~~all of which was incurred in the first quarter of 2020.

Interest expense ~~which~~ is attributable to interest accrued on the outstanding principal advances of $12.6 million included in Subordinated Advances – Related ~~Party,~~Party. Interest expense, net, was $186,954 for both of the years ended December 31, 2021 and 2020. Additionally, during the years ended December 31, 2021 and 2020, $1.7 million and ~~2019. See Note 6~~$1.0 million of ~~the Notes~~interest was capitalized to ~~Financial Statements~~construction in progress for ~~additional information with to the outstanding principal advances and accrued interest thereon.~~our Williamsburg Moxy Hotel development project.

For the year ended December 31, 2020, our primary source of funds were aggregate proceeds received in connection with the redemption of our membership interest in the Cove Joint Venture of $22.0 million and proceeds from the disposition of marketable securities (Israeli Bonds) of $4.1 million. As of December 31, ~~2020,~~2021, we had cash and cash equivalents of ~~$31.4~~$12.0 million.

We currently believe that our current available cash on hand will be sufficient to satisfy our expected cash requirements primarily consisting of our anticipated operating expenses, scheduled debt service, and any necessary capital contributions for our ~~investments~~investment in unconsolidated affiliated real estate ~~entities~~entity and distributions to our shareholders, if any, required to maintain our qualification as a REIT ~~and our development activities and certain construction~~for the foreseeable future. The remaining costs associated with the development and construction of the Williamsburg Moxy Hotel are expected to be funded from the availability under the construction financing. See “Williamsburg Moxy Hotel” for the foreseeable future, and we do not anticipate a need to raise funds from other than these sources within the next 12 months. However, we ultimately expect to obtain financing to fund a substantial portion of our construction costs for the Williamsburg Moxy Hotel. However, there can be no assurance we will be successful in obtaining construction financing at favorable terms, if at all. additional information.

We intend to limit our aggregate long-term permanent borrowings to 75% of the aggregate fair market value of all properties unless any excess borrowing is approved by a majority of the independent directors and is disclosed to our stockholders. Market conditions will dictate our overall leverage limit; as such our aggregate long-term permanent borrowings may be less than 75% of aggregate fair market value of all properties. We may also incur short-term indebtedness, having a maturity of two years or less.

Our charter provides that the aggregate amount of our borrowing, both secured and unsecured, may not exceed 300% of net assets in the absence of a satisfactory showing that a higher level is appropriate, the approval of our Board of Directors and disclosure to stockholders. Net assets means our total assets, other than intangibles, at cost before deducting depreciation or other non-cash reserves less our total liabilities, calculated at least quarterly on a basis consistently applied. Any excess in borrowing over such 300% of net assets level must be approved by a majority of our independent directors and disclosed to our stockholders in our next quarterly report to stockholders, along with justification for such excess. Market conditions will dictate our overall leverage limit; as such our aggregate borrowings may be less than 300% of net assets.

Our future borrowings may consist of single-property mortgages as well as mortgages cross-collateralized by a pool of properties. Such mortgages may be put in place either at the time we acquire a property or subsequent to our purchasing a property for cash. In addition, we may acquire properties that are subject to existing indebtedness where we choose to assume the existing mortgages. Generally, though not exclusively, we intend to seek to encumber our properties with non-recourse debt. This means that a lender’s rights on default will generally be limited to foreclosing on the property. However, we may, at our discretion, secure recourse financing or provide a guarantee to lenders if we believe this may result in more favorable terms. When we give a guaranty for a property owning entity, we will be responsible to the lender for the satisfaction of the indebtedness if it is not paid by the property owning entity.

In general the type of future financing executed by us to a large extent will be dictated by the nature of the investment and current market conditions. For long-term real estate investments, it is our intent to finance future acquisitions using long-term fixed rate debt. However there may be certain types of investments and market circumstances which may result in variable rate debt being the more appropriate choice of financing. To the extent floating rate debt is used to finance the purchase of real estate, management will evaluate a number of protections against significant increases in interest rates, including the purchase of interest rate cap instruments.

We may also obtain lines of credit to be used to acquire real estate and/or real estate related investments. If obtained, these lines of credit will be at prevailing market terms and will be repaid ~~proceeds~~ from the sale or refinancing of real estate and/or real estate related investments, working capital and/or permanent financing. ~~Our~~The Sponsor and/or its affiliates may guarantee our lines of credit although they are not obligated to do so. We expect that such properties may be purchased by ~~our~~the Sponsor’s affiliates on our behalf, in our name, in order to minimize the imposition of a transfer tax upon a transfer of such properties to us.

~~In addition to making investments in accordance with our investment objectives, we expect to use our capital resources to make certain payments to our Advisor.~~ We have agreements with the Advisor to pay certain fees, in exchange for services performed by the Advisor and/or its affiliated entities. As of December 31, 2021, we owed the Advisor and its affiliated entities $0.3 million, which is included in accounts payable, accrued expenses and other liabilities on the consolidated balance sheets. Additionally, as of December 31, 2020, the Advisor and its affiliated entities owed us $122, which was included in restricted cash and other assets on the consolidated balance sheets.

The following table represents the fees incurred associated with the payments to ~~the~~our Advisor and its affiliates for the ~~period~~periods indicated:

The advisory agreement has a one-year term and is renewable for an unlimited number of successive one-year periods upon the mutual consent of our Advisor and our independent directors. ~~During~~Payments to our ~~acquisition and development stage, payments~~Advisor or its affiliates may include asset acquisition ~~fees and financing coordination~~ fees and the reimbursement of acquisition-related expenses, ~~to our Advisor. During our operational stage, we pay our Advisor an~~development fees and the reimbursement of development-related costs, financing coordination fees, asset management ~~fee~~fees or asset management participation, orand construction management fees. We may also reimburse our Advisor and its affiliates for actual expenses it incurs for administrative and other services provided for us. Upon the liquidation of our assets, we may pay our Advisor or its affiliates a ~~real estate~~ disposition commission.

The following summary discussion of our cash flows is based on the ~~consolidated~~ statements of cash flows and is not meant to be an all-inclusive discussion of the changes in our cash flows for the periods presented below:

Our principal sources of cash flow were derived from the disposition of our membership interest in the Cove Joint Venture and the sales of all of our Israeli Bonds. We believe our cash available on hand will provide us with sufficient resources to fund our operating expenses, our development activities and certain construction costs associated with the Williamsburg Moxy Hotel, expected debt service, any necessary capital contributions to our investments in unconsolidated affiliated real estate entities and distributions, if any, required to maintain our qualification as a REIT.

The net cash used in operating activities of $0.7 million during the year ended December 31, ~~2020~~2021 consisted of our net ~~income~~loss of ~~$4.8~~$1.3 million aafter adjustments for the noncash effect of our loss from our ~~investments~~investment in unconsolidated affiliated real estate ~~entities~~entity of ~~$2.8~~$0.4 million and ~~net~~ changes in ~~operating~~ assets and liabilities of $0.2 ~~million offset by an aggregate gain of $8.3 million on the disposition of our membership interest in the Cove Joint Venture and a gain of $0.3 million on the sale of our marketable securities.~~million.

The ~~net~~ cash ~~provided by~~used in investing activities ~~of $19.7 million~~ during the ~~2020 period~~year ended December 31, 2021 of $24.0 million consisted primarily of ~~aggregate proceeds received in connection with the redemption of our membership interest in the Cove Joint Venture of $22.0~~$23.8 million development and ~~proceeds from the disposition of marketable securities of $4.1 million offset by development~~construction costs ~~of $5.3 million~~ associated with the Williamsburg Moxy Hotel and contributions to the 40 East End Ave. Joint Venture of ~~$1.1~~$0.2 million.

The ~~net~~ cash ~~used in~~provided by financing activities ~~of $1.7 million~~ during the ~~2020 period~~year ended December 31, 2021 of $5.4 million consisted of ~~distributions~~contributions of ~~$1.1~~$12.2 million by Lightstone REIT III to the Williamsburg Moxy Hotel Joint Venture, proceeds from a construction loan of $18.4 million partially offset by the $16.0 million repayment in full of an existing mortgage payable, the payment of loan fees and expenses of $3.7 million, a special distribution for 2021 of $1.8 million paid to our common stockholders in October 2021 and ~~redemptions~~a special distribution for 2020 of $3.2 million paid to our common stockholders in January 2021, and redemption and cancellation of ~~shares of our~~ common stock of ~~$0.6~~$0.5 million.

On July 17, 2019, we, through aour then wholly owned subsidiary, Bedford Avenue Holdings LLC acquired four adjacent parcels of land located at 353-361 Bedford Avenue in Brooklyn, New York (collectively, the ~~Williamsburg Land,~~“Williamsburg Land”), from unaffiliated third parties, for an aggregate purchase price of $30.4 million, excluding closing and other acquisition related costs, on which we are developing and constructing ~~the Williamsburg~~a 210-room branded hotel (the “Williamsburg Moxy ~~Hotel. The acquisition was funded with cash on hand ($14.4 million) and proceeds from a mortgage loan ($16.0 million)~~Hotel”).

In connection with ~~the closing of~~ the acquisition of the Williamsburg Land, we simultaneously entered into a $16.0 million nonrecourse mortgage loan (the “Williamsburg Mortgage”) collateralized by the Williamsburg ~~Land~~Land.

On August 5, 2021, we formed the Williamsburg Moxy Hotel Joint Venture with Lightstone REIT III, pursuant to which Lightstone REIT III acquired 25% of our membership interest in the Bedford Avenue Holdings LLC for aggregate consideration of $7.9 million. Subsequent to the initial acquisition, Lightstone REIT III made additional capital contributions to the Williamsburg Moxy Hotel Joint Venture of $4.3 million through December 31, 2021.

As a result, we and Lightstone REIT III have 75% and 25% membership interests, respectively, in the Williamsburg Moxy Hotel Joint Venture. Additionally, we are the managing member of the Williamsburg Moxy Hotel Joint Venture and Lightstone REIT III has consent rights with respect to all major decisions.

We determined that the Williamsburg Moxy Hotel Joint Venture is a VIE and we are the primary beneficiary. As we are the member most closely associated with the Williamsburg Moxy Hotel Joint Venture and therefore have the power to direct the activities of the Williamsburg Moxy Hotel Joint Venture that most significantly impact its performance, we consolidate the operating results and financial condition of the Williamsburg Moxy Hotel Joint Venture and account for the ownership interest of Lightstone REIT III as noncontrolling interests. Contributions are allocated in accordance with each investor’s ownership percentage. Profit and cash distributions are allocated in accordance with each investor’s ownership percentage.

On August 4, 2021, the Williamsburg Joint Venture entered into a development agreement (the “Development Agreement”) with an affiliate of the Advisor (the “Williamsburg ~~Mortgage”~~Moxy Developer”) pursuant to which the Williamsburg Moxy Developer will be paid a development fee equal to 3% of hard and soft costs, as defined in the Development Agreement, incurred in connection with the development and construction of the Williamsburg Moxy Hotel (See Note 6 of the Notes to Consolidated Financial Statements for ~~$16.0 million.~~additional information). Additionally, on August 5, 2021, the Williamsburg Moxy Joint Venture obtained construction financing for the Williamsburg Moxy Hotel as discussed below. The Williamsburg ~~Mortgage matures on August 9, 2021, bears interest at Libor plus 2.50% (2.64% as~~Moxy Hotel is currently under construction and expected to open during the fourth quarter of ~~December 31, 2020) and requires monthly interest-only payments through maturity with the principal balance due in full at maturity.~~ 2022.

As of December 31, 2021, the Williamsburg Moxy Hotel Joint Venture incurred and capitalized to construction in progress an aggregate of $73.0 million (including capitalized interest of $3.2 million) consisting of acquisition and other costs attributable to the development of the Williamsburg Moxy Hotel. During the years ended December 31, 2021 and 2020, we capitalized interest of $1.7 million and $1.0 million, respectively, in connection with the development of the Williamsburg Moxy Hotel.

On August 5, 2021, the Williamsburg Moxy Hotel Joint Venture entered into a recourse construction loan facility for up to $77.0 million (the “Moxy Construction Loan”) scheduled to mature on February 5, 2024, with two, six-month extension options, subject to the satisfaction of certain conditions. The Moxy Construction Loan bears interest at LIBOR plus 9.00%, subject to a 9.50% floor, with monthly interest-only payments based on a rate of 7.50% with the accrued and unpaid interest added to the outstanding loan balance and due at maturity. The Moxy Construction Loan is collateralized by the Williamsburg Moxy Hotel. The Williamsburg Moxy Hotel Joint Venture received initial proceeds of $16.0 million under the Moxy Construction Loan and repaid the Williamsburg Mortgage ($16.0 million) in full. As of December 31, 2021, the outstanding principal balance of the ~~Williamsburg Mortgage~~Moxy Construction Loan was ~~$16.0~~$18.6 million (including $0.1 million of interest capitalized to principal) which is presented, net of deferred financing fees of $3.7 million, on the consolidated balance sheet and is classified as Mortgage Payable, ~~Net. Our totaled scheduled interest payments for 2021 through~~net and the remaining availability under the facility was up to $58.6 million.

In connection with the Moxy Construction Loan, the Williamsburg Moxy Hotel Joint Venture has provided certain completion and carry cost guarantees. Furthermore, in connection with the Moxy Construction Loan, the Williamsburg Moxy Hotel Joint Venture paid $3.7 million of loan fees and expenses and accrued $0.8 million of loan exit fees which are due at the initial maturity date ~~of August 9, 2021 is $286,000.~~

~~We currently intend to seek to obtain construction financing~~and are included in accounts payable, accrued expenses and other liabilities on ~~or before~~ the maturity date of the Williamsburg Mortgage. There can be no assurance that we will be successful in obtaining construction financing or that it will be obtained at satisfactory terms. If we are unable to obtain construction financing prior to the maturity date of the Williamsburg Mortgage, we intend to refinance or repay the then outstandingconsolidated balance ~~with available cash on hand on or before its maturity date. We have no other maturities of mortgage debt over the next 12 months.~~

Assheets as of December 31, ~~2020, we incurred and capitalized to construction in progress an aggregate of $40.5 million consisting of acquisition and other costs attributable to development of the Williamsburg Moxy Hotel.~~2021.

On March 31, 2017, we entered into a joint venture agreement (the “40 East End Ave. Transaction”) with SAYT Master Holdco LLC, an entity majority-owned and controlled by David Lichtenstein, who also majority owns and controls our Sponsor, and a related party, (the “40 East End Seller”), providing for us to acquire approximately 33.3% of the 40 East End Seller’s approximate 100% membership interest in the 40 East End Ave. Joint Venture for aggregate consideration of $10.3 million.

Our ownership interest in the 40 East End Ave. Joint Venture is a non-managing interest. Because we exert significant influence over but do not control the 40 East End Ave. Joint Venture, we account for our ownership interest in the 40 East End Ave. Joint Venture in accordance with the equity method of accounting. All contributions to and distributions of earnings from the 40 East End Ave. Joint Venture are made on a pro rata basis in proportion to each member’s equity interest percentage. Any distributions in excess of earnings from the 40 East End Ave. Joint Venture are made to the members pursuant to the terms of its operating agreement. We commenced recording our allocated portion of earnings and cash distributions, if any, from the 40 East End Ave. Joint Venture beginning as of March 31, 2017 with respect to our membership interest of approximately 33.3% in the 40 East End Ave. Joint Venture. Additionally, Lightstone Value Plus ~~Real Estate Investment Trust,~~REIT I, Inc. (“(“Lightstone REIT I”), a real estate investment trust also sponsored by our Sponsor, made $30.0 million of preferred equity contributions (the “Preferred Contributions”) to a subsidiary of the 40 East End Ave. Joint Venture, pursuant to an instrument that entitles Lightstone REIT I to monthly preferred distributions at a rate of 12% per annum. No distributions may be paid to the members until the Preferred Contributions are redeemed in full.

The 40 East End Ave. Joint Venture, through affiliates, owns the 40 East End Avenue Project, a luxury residential 29-unit condominium project located at the corner of 81st Street and East End Avenue in the Upper East Side neighborhood of New York City. The 40 East End Avenue Project received its final TCO in March 2020 and through December 31, ~~2020, six of the~~2021, 15 condominium units have been sold.

On March 21, 2017, the 40 East End Ave. Joint Venture obtained financing from a financial institution of up to $85.3 million (the “40 East End Ave. Mortgage”) for the land acquisition and construction of the 40 East End Ave. Project. On December 19, 2019, the 40 East End Ave. Joint Venture ~~refinanced the 40 East End Ave. Mortgage with a loan~~obtained financing (the “Condo Loan”) from ~~another~~a financial institution of $95.2 million, of which $90.2 million was initially funded at closing and the remaining $5.0 million was subsequently advanced in April 2020. The Condo Loan, ~~matures~~which was previously scheduled to mature on December 19, 2021, bears interest at LIBOR plus 2.45%, which is payable monthly, and requires principal payments to be made at certain prescribed amounts from proceeds from the sales of condominium ~~units.~~units with any remaining outstanding balance due in full at maturity.

~~During 2020,~~On December 30, 2021, the 40 East End Ave. Joint Venture ~~made aggregate principal payments of $5.3 million on~~and the financial institution amended the Condo Loan ~~reducing its outstanding principal balance~~providing for an extension of the maturity date to ~~$90.7 million ($89.9 million, net~~December 20, 2022 and revisions to the timing and amounts of ~~deferred financing costs) as of December 31, 2020. These~~required principal payments ~~were~~to be made ~~with~~from proceeds from the ~~sales~~sale of condominium ~~units totaling $3.3 million and a balloon payment of $2.0 million, of which our proportionate share was $0.7 million.~~

units. Pursuant to the amended terms of the Condo Loan, the 40 East End Ave. Joint Venture ~~was~~will be required to make a principal paydown on ~~December 19, 2020~~May 20, 2022, if the then outstanding principal balance of the Condo Loan ~~had~~has not been paid down to at least ~~$81.0~~$26.5 million as of that ~~date. However,~~date, with any remaining outstanding balance due in ~~lieu~~full at maturity. As of ~~a required~~December 31, 2021, the Condo Loan had an outstanding principal ~~paydown~~balance of ~~$11.7. million,~~$36.5 million. Based on the lender agreed to accept an immediate principal paydown of $2.0 million, which was paid on December 18, 2020, and allow for the remaining required principal paydown of $9.7 million to be paid during the first quarter of 2021, which was paid in March 2021. The 40 East End Ave. Joint Venture used proceeds from the sales of condominium units which closed in the first quarter of 2021 to make the remaining required principal paydown. The 40 East End Ave. Joint Venture will be required to make another principal paydown on June 19, 2021 if principal paydowns from additional condominium sales proceeds do not reduce the outstanding ~~principal~~ balance of the Condo Loan ~~to at least $73.0 million~~ as of ~~that date.~~December 31, 2021 and assuming no additional condominium units are sold through May 20, 2022, our share of the required principal paydown would be $3.3 million.

~~In connection with the closing of~~As discussed above, the Condo Loan ,is currently scheduled to mature on December 20, 2022. If the Condo Loan has not been repaid in full before its maturity date, the 40 East End Ave. Joint Venture ~~used~~intends to seek a ~~portion of the initial loan proceeds~~further extension to (i) fully repay the then outstanding principal balance of $80.3 million plus accrued and unpaid interest of $0.2 million for the 40 East End Ave. Mortgage and (ii) redeem $9.5 million of Lightstone I’s Preferred Contributions. Additionally, in connection with the refinancing, the 40 East End Ave. Joint Venture recognized a loss on the early extinguishment of debt of $0.8 million during the fourth quarter of 2019, of which our proportionate share was $0.3 million.

The Condo Loan is scheduled to mature on December 19, 2021. Because of the impact of the COVID-19 pandemic on the pace of condominium unit sales, the 40 East End Ave. Joint Venture is engaged in discussions with the lender to extend the maturity ~~date of the Condo Loan.~~date. However, there can be no assurance that the 40 East End Ave. Joint Venture will be successful in such endeavors.

Our Sponsor and its affiliates (collectively, the “40 East End Guarantors”) have provided certain guarantees with respect to the Condo Loan and the members have agreed to reimburse the 40 East End Guarantors for any balance that may become due under the guarantees (the “40 East End Guarantee”), of which our share is approximately 33.3%. We have determined that the fair value of our share of the 40 East End Guarantee is immaterial.

~~On December 26, 2019,~~In connection with the closing of the Condo Loan, the 40 East End Ave. Joint Venture used a portion of the initial loan proceeds to (i) fully repay an aggregate of $80.5 million of principal and interest under a construction loan and (ii) redeem $9.5 million of Lightstone REIT I’s Preferred Contributions. The 40 East End Ave. Joint Venture subsequently redeemed an additional $3.5 million ~~of Lightstone I’s Preferred Contributions. As a result, Lightstone I’s outstanding Preferred Contributions were $17.0 million as of December 31, 2019. An additional~~and $11.0 million of ~~Lightstone I’s~~ Preferred Contributions ~~were redeemed~~ on December 26, 2019 and February 13, 2020, respectively, reducing Lightstone REIT I’s Preferred Contributions to $6.0 million, which remains outstanding as of December 31, ~~2020.~~2021.

Subsequent to our acquisition through December 31, ~~2020,~~2021, we have made an aggregate of ~~$5.7~~$5.9 million ~~(including $1.1 million and $0.8 million during the years ended December 31, 2020 and 2019, respectively)~~ of additional capital contributions to the 40 East End Ave. Joint ~~Venture.~~Venture, of which $0.2 million were made during the year ended December 31, 2021.

~~Other than our proportionate share~~Because proceeds from sales of ~~any required balloon payments that may become due under~~condominium units must first be used to fully pay-down the Condo Loan and thereafter to redeem Lightstone REIT I’s remaining Preferred Contributions, we ~~do not expect to make any significant capital contributions to the 40 East End Ave. Joint Venture over the next 12 months. Additionally, we~~currently do not expect to receive any distributions from the 40 East End Ave. Joint Venture over the next 12 ~~months as substantially all of proceeds from any sales of condominium units must first be used to pay-down the~~months.

The Moxy Construction Loan and Condo Loan are indexed to LIBOR. In late 2021, it was announced LIBOR interest rates will cease publication altogether by June 30, 2023. We have and ~~thereafter~~intend continue to ~~redeem Lightstone I’s remaining Preferred Contributions.~~incorporate relatively standardized replacement rate provisions into our LIBOR-indexed debt documents, including a spread adjustment mechanism designed to equate to the current LIBOR “all in” rate. There is significant uncertainty with respect to the implementation of the phase out and what alternative indexes will be adopted which will ultimately be determined by the market as a whole. It therefore remains uncertain how such changes will be implemented and the effects such changes would have on us and the financial markets generally.

Our Board of Directors commenced declaring and we began paying distributions on our Common Shares at the pro rata equivalent of an annual distribution of $0.80 per share, or an annualized rate of 8.0% assuming a purchase price of $10.00 per share, beginning with the period from June 22, 2015 through November 30, 2015 and monthly thereafter beginning with the month ending December 31, 2015 through the month ending June 30, 2019. Beginning with the month ending July 31, 2019, our Board of Directors decreased the regular monthly distributions on our Common Shares to the pro rata equivalent of an annual distribution of $0.40 per share, or an annualized rate of 4.0% assuming a purchase price of $10.00 per share. Distributions are payable to stockholders of record at the close of business on the last day of the month-end. All distributions were paid on or about the 15th day of the month following the month-end.

On March 25, 2020, the Board of Directors determined to suspend regular monthly distributions for months ending after March 2020.

Total distributions declared during the years ended December 31, 2021 and 2020 were $1.8 million and ~~2019 were~~ $4.0 million, ~~and $5.1 million,~~ respectively.

On March 25, 2020, the Board of Directors amended the share repurchase program to remove stockholder notice requirements and also approved the suspension of all redemptions effective immediately.

For the period from January 1 through March 24, 2020, we repurchased 57,800 Common Shares pursuant to its share repurchase program at an average price of $9.53 per share. For the year ended December 31, 2021, we repurchased 59,745 Common Shares at an average price per share of $8.50 per share.

Effective March 18, 2022, in connection with the Board of Directors determination and approval of the NAV per Share of $8.58, as of December 31, 2021, the redemption price was automatically adjusted.

See Note 2 to the Notes to Consolidated Financial Statements for further information concerning accounting standards that we have not yet been required to adopt and may be applicable to our future operations.

ITEM 8. FINANCIAL STATEMENTS

Lightstone Value Plus REIT IV, Inc. and Subsidiaries

(a Maryland corporation)

Index

~~ITEM 8. FINANCIAL STATEMENTS~~

~~Lightstone Real Estate Income Trust Inc. and Subsidiaries~~
~~(a Maryland corporation)~~

~~Index~~

		Page

Report of Independent Registered Public Accounting Firm		F-2

Consolidated Financial Statements:

Consolidated Balance Sheets as of December 31, ~~2020~~2021 and ~~2019~~2020		F-3

Consolidated Statements of Operations for the years ended December 31, ~~2020~~2021 and ~~2019~~2020		F-4

Consolidated Statements of Comprehensive Income for the years ended December 31, ~~2020~~2021 and ~~2019~~2020		F-5

Consolidated Statements of Stockholders’ Equity for the years ended December 31, ~~2020~~2021 and ~~2019~~2020		F-6

Consolidated Statements of Cash Flows for the years ended December 31, ~~2020~~2021 and ~~2019~~2020		F-7

Notes to Consolidated Financial Statements		F-8

F-1

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Board of Directors and Stockholders of

Lightstone ~~Real Estate Income Trust,~~Value Plus REIT IV, Inc.

Opinion on the Financial Statements

We have audited the accompanying consolidated balance sheets of Lightstone ~~Real Estate Income Trust,~~Value Plus REIT IV, Inc. and Subsidiaries (the “Company”) as of December 31, ~~2020~~2021 and ~~2019,~~2020, and the related consolidated statements of operations, comprehensive income, stockholders’ equity, and cash flows for each of the years then ended, and the related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the ~~consolidated~~ financial position of the Company as of December 31, 2021 and 2020, and ~~2019, and~~ the ~~consolidated~~ results of their operations and their cash flows for each of the years then ended, in conformity with accounting principles generally accepted in the United States of America.

Basis for Opinion

These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on the Company’s financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion.

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.

Critical Audit Matter

The critical audit matter communicated below is a matter arising from the current period audit of the financial statements that was communicated or required to be communicated to the audit committee and that: (1) relates to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective, or complex judgments. The communication of the critical audit matter does not alter in any way our opinion on the financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.

Investment Property and Investment in Unconsolidated Affiliated Real Estate Entity – Impairment Evaluation

As of December 31, 2021, the Company had investment property (construction in progress) of $72,999,787 and an investment in unconsolidated affiliated real estate entity of $10,793,084. As more fully described in Note 2 to the financial statements, the Company reviews investment property at the lowest identifiable level, the individual property level, for impairment whenever events or changes in circumstances indicate that the carrying amount of the investment property may not be recoverable. When such events or changes in circumstances are present, the Company assesses potential impairment by comparing estimated undiscounted future operating cash flows expected to be generated over the holding period of the investment property and from its eventual disposition to the carrying amount. The estimates include significant assumptions such as future operating income, market and other applicable trends and residual value, as well as the effects of demand, competition, and recent sales data for comparable properties. An investment property is impaired only if management’s estimate of the fair value of the investment property is less than the carrying value and not recoverable. The ultimate realization of the Company’s investment in unconsolidated affiliated real estate entity is dependent on a number of factors including the performance of that entity and market conditions. If the Company determines that a decline in the value of an investment in unconsolidated affiliated real estate entity is other than temporary, it will record an impairment charge.

We identified the impairment evaluation as a critical audit matter due to significant judgment by management in identifying indicators of impairment and in determining the estimated recoverability of an investment property and investment in unconsolidated affiliated real estate entity. This in turn led to a high degree of auditor judgment, subjectivity, and audit effort in performing procedures to evaluate the reasonableness of management's significant estimates and assumptions related to the impairment evaluation including identifying events and circumstances that exist that would indicate the carrying amount of the investment property and investment in unconsolidated affiliated real estate entity may not be recoverable, as well as future operating income, holding period and residual values.

Addressing the matter involved performing procedures and evaluating audit evidence, in connection with forming our overall opinion on the financial statements. We obtained an understanding and evaluated the design of controls over the Company’s impairment evaluation. Our procedures included, among others, assessing the methodologies applied and identifying the existence of any triggering events. We assessed the development stage of the hotel project and its related progression to completion in comparing the overall cost basis to the potential developed value. For the investment in unconsolidated affiliated real estate entity, we considered the number of condo sales made during the year, as well as subsequent to year end, taking into account the current market and the individual unit sales margins. We also evaluated the forecast prepared by management to consider if the determination was reasonable considering the past and current performance of the investment and if consistent with evidence obtained in other areas of the audit. We tested the completeness and accuracy of the underlying data used by management in its evaluations. We held discussions with management about the current status of both the development project and the investment to understand how management’s significant estimates and assumptions are developed considering potential future market conditions. In addition, we evaluated the mathematical accuracy of the calculations included in the Company’s evaluation.

/s/ EisnerAmper LLP

We have served as the Company’s auditor since 2014.

EISNERAMPER LLP

Iselin, New Jersey

March 23, 2022

274

F-2

~~EISNERAMPER LLP~~

~~Iselin, New Jersey~~

~~March 19, 2021~~

LIGHTSTONE ~~REAL ESTATE INCOME TRUST~~VALUE PLUS REIT IV, INC. AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS


	December 31, 2020			December 31, 2019			December 31, 2021			December 31, 2020
Assets

Investment property:
Construction in progress	$	40,479,640		$	34,217,619		$	72,999,787		$	40,479,640
Investments in unconsolidated affiliated real estate entities		10,988,023			26,397,804

Investment in unconsolidated affiliated real estate entity								10,793,084			10,988,023
Cash and cash equivalents		31,406,204			13,730,832			11,955,515			31,406,204
Marketable securities, available for sale		-			4,161,781

Restricted cash and other assets		116,419			612,275			440,855			116,419

Total Assets	$	82,990,286		$	79,120,311		$	96,189,241		$	82,990,286

Liabilities and Stockholders’ Equity

Mortgage payable, net	$	16,000,000		$	15,656,241		$	14,843,736		$	16,000,000
Accounts payable and other accrued expenses		1,178,674			536,668

Accounts payable, accrued expenses and other liabilities								9,895,523			1,178,674
Distributions payable		3,151,447			285,841			0			3,151,447
Subordinated advances - related party		13,451,692			13,264,738			13,638,646			13,451,692

Total Liabilities		33,781,813			29,743,488			38,377,905			33,781,813

Commitments and Contingencies

Stockholders’ Equity:

Preferred stock, $0.01 par value; 50.0 million shares authorized, none issued and outstanding		-			-
Common stock, $0.01 par value; 200.0 million shares authorized, 8.5 million and 8.6 million shares issued and outstanding, respectively		85,374			85,952
Company’s Stockholders’ Equity:
Preferred stock, $0.01 par value; 50.0 million shares authorized, NaN issued and outstanding								0			0
Common stock, $0.01 par value; 200.0 million shares authorized, 8.5 million shares issued and outstanding								84,777			85,374
Additional paid-in-capital		71,665,213			72,215,685			71,157,978			71,665,213
Accumulated other comprehensive income		-			400,089
Accumulated deficit		(22,542,114	)		(23,324,903	)		(25,651,846	)		(22,542,114	)
Total Company’s Stockholders’ Equity								45,590,909			49,208,473
Noncontrolling interests								12,220,427			0
Total Stockholders’ Equity		49,208,473			49,376,823			57,811,336			49,208,473

Total Liabilities and Stockholders’ Equity	$	82,990,286		$	79,120,311		$	96,189,241		$	82,990,286

The accompanying notes are an integral part of these consolidated financial statements.

F-3

LIGHTSTONE ~~REAL ESTATE INCOME TRUST~~VALUE PLUS REIT IV, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF OPERATIONS

	For the Years Ended December 31,
	2020			2019			For the Years Ended December 31,
Income/(Loss):
							2021			2020
(Loss)/income:
Investment income	$	166,119		$	2,410,030		$	32,166		$	166,119
Gain from disposition of investment in unconsolidated affiliated real estate entity		8,300,837			-			0			8,300,837
Gain on sale of marketable securities		264,589			-			0			264,589
Loss from investments in unconsolidated affiliated real estate entities		(2,840,359	)		(4,415,918	)		(366,597	)		(2,840,359	)

Total income/(loss)		5,891,186			(2,005,888	)
Total (loss)/income								(334,431	)		5,891,186

Expenses:
General and administrative costs		870,606			1,292,776			759,807			870,606
Interest expense		186,954			186,954			186,954			186,954
Foreign currency transaction loss		47,648			55,549			0			47,648
Total expenses		1,105,208			1,535,279			946,761			1,105,208

Net income/(loss)	$	4,785,978		$	(3,541,167	)
Net (loss)/income								(1,281,192	)		4,785,978

Net income/(loss) per common share, basic and diluted	$	0.56		$	(0.41	)
Less: net loss attributable to noncontrolling interests								710			0

Net (loss)/income attributable to Company’s common shares							$	(1,280,482	)	$	4,785,978

Net (loss)/income per common share, basic and diluted							$	(0.15	)	$	0.56

Weighted average number of common shares outstanding, basic and diluted		8,542,162			8,616,619			8,523,976			8,542,162

The accompanying notes are an integral part of these consolidated financial statements.

F-4

LIGHTSTONE ~~REAL ESTATE INCOME TRUST~~VALUE PLUS REIT IV, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME


	For the Years Ended December 31,
	2021			2020
Net (loss)/income	$	(1,281,192	)	$	4,785,978

Other comprehensive loss:
Holding loss on marketable securities, available for sale		0			(135,500	)
Reclassification adjustment for gain included in net income		0			(264,589	)

Other comprehensive loss		0			(400,089	)

Comprehensive (loss)/income	$	(1,281,192	)	$	4,385,889

F-5

For the Years Ended December 31,
2020 2019

Net income/(loss) $ 4,785,978 $ (3,541,167 )

Other comprehensive income:
Holding (loss)/gain on marketable securities, available for sale (135,500 ) 400,089
Reclassification adjustment for gain included in net income (264,589 ) -

Other comprehensive (loss)/income (400,089 ) 400,089

Comprehensive income/(loss) $ 4,385,889 $ (3,141,078 )

LIGHTSTONE ~~REAL ESTATE INCOME TRUST~~VALUE PLUS REIT IV, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY


							Additional			Accumulated Other
	Common						Paid-In			Comprehensive			Accumulated			Noncontrolling			Total
	Shares			Amount			Capital			Income			Deficit			Interests			Equity
BALANCE, December 31, 2019		8,595,224		$	85,952		$	72,215,685		$	400,089		$	(23,324,903	)	$	-		$	49,376,823

Net income		-			-			-			-			4,785,978			-			4,785,978
Distributions declared (a)		-			-			-			-			(4,003,189	)		-			(4,003,189	)
Other comprehensive loss		-			-			-			(400,089	)		-			-			(400,089	)
Redemption and cancellation of shares		(57,800	)		(578	)		(550,472	)		-			-			-			(551,050	)

BALANCE, December 31, 2020		8,537,424		$	85,374		$	71,665,213		$	-		$	(22,542,114	)	$	-		$	49,208,473

Net loss		-			-			-			-			(1,280,482	)		(710	)		(1,281,192	)
Distributions declared (b)		-			-			-			-			(1,829,250	)		-			(1,829,250	)
Contributions of noncontrolling interests		-			-			-			-			-			12,221,137			12,221,137
Redemption and cancellation of shares		(59,745	)		(597	)		(507,235	)		-			-			-			(507,832	)

BALANCE, December 31, 2021		8,477,679		$	84,777		$	71,157,978		$	-		$	(25,651,846	)	$	12,220,427		$	57,811,336

Additional Accumulated Other
Common Paid-In Comprehensive Accumulated Total
Shares Amount Capital Income Deficit Equity

BALANCE, December 31, 2018 8,665,262 $ 86,653 $ 72,898,310 $ - $ (14,653,270 ) $ 58,331,693

Net loss - - - - (3,541,167 ) (3,541,167 )
Distributions declared (a) - - - - (5,130,466 ) (5,130,466 )
Other comprehensive income - - - 400,089 - 400,089
Redemption and cancellation of shares (70,038 ) (701 ) (682,625 ) - - (683,326 )

BALANCE, December 31, 2019 8,595,224 $ 85,952 $ 72,215,685 $ 400,089 $ (23,324,903 ) $ 49,376,823

Net income - - - - 4,785,978 4,785,978
Distributions declared (b) - - - - (4,003,189 ) (4,003,189 )
Other comprehensive loss - - - (400,089 ) - (400,089 )
Redemption and cancellation of shares (57,800 ) (578 ) (550,472 ) - - (551,050 )

BALANCE, December 31, 2020 8,537,424 $ 85,374 $ 71,665,213 $ - $ (22,542,114 ) $ 49,208,473

(a)

Dividends per share were ~~$0.60.~~$0.47.

(b)

Dividends per share were ~~$0.47.~~$0.215.

The accompanying notes are an integral part of these consolidated financial statements.

F-6

LIGHTSTONE ~~REAL ESTATE INCOME TRUST~~VALUE PLUS REIT IV, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS


	For the Year Ended December 31, 2020			For the Year Ended December 31, 2019			For the Year Ended December 31, 2021			For the Year Ended December 31, 2020
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income/(loss)	$	4,785,978		$	(3,541,167	)
Adjustments to reconcile net income/(loss) to net cash (used in)/provided by operating activities:
Net (loss)/income							$	(1,281,192	)	$	4,785,978
Adjustments to reconcile net (loss)/income to net cash used in operating activities:
Loss from investments in unconsolidated affiliated real estate entities		2,840,359			4,415,918			366,597			2,840,359
Gain from disposition of investment in unconsolidated affiliated real estate entity		(8,300,837	)					0			(8,300,837	)
Gain on sale of marketable securities		(264,589	)					0			(264,589	)
Amortization of discount on debt securities		(30,196	)		(309,658	)		0			(30,196	)
Foreign currency transaction loss		47,648			55,549			0			47,648
Changes in assets and liabilities:
Increase in other assets		(36,678	)		(69,343	)		(167,455	)		(36,678	)
Increase in accrued interest on marketable securities		-			(27,595	)
Decrease in due from related parties		86			-
Increase/(decrease) in accounts payable and other accrued expenses		40,573			(14,901	)
Increase in accounts payable, accrued expenses and other liabilities								174,171			40,659
Increase in accrued interest on subordinated advances - related party		186,954			186,954			186,954			186,954
Decrease in due to related parties		-			(57,983	)

Net cash (used in)/provided by operating activities		(730,702	)		637,774
Net cash used in operating activities								(720,925	)		(730,702	)

CASH FLOWS FROM INVESTING ACTIVITIES:
Purchase of investment property		(5,316,829	)		(33,541,962	)		(23,825,033	)		(5,316,829	)
Purchase of marketable securities		-			(4,654,015	)
Proceeds from sale of marketable securities		4,141,195			1,229,576			0			4,141,195
Proceeds from disposition of investment in unconsolidated affiliated real estate entity		21,989,574			-			0			21,989,574
Distributions from unconsolidated affiliated real estate entities		-			932,104
Proceeds from preferred investment in related party		-			37,000,000
Investments in unconsolidated affiliated real estate entities		(1,119,314	)		(961,972	)		(171,658	)		(1,119,314	)

Net cash provided by investing activities		19,694,626			3,731
Net cash (used in)/provided by investing activities								(23,996,691	)		19,694,626

CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from mortgage financing		-			16,000,000			18,421,236			0
Mortgage payments								(16,000,000	)		0
Payment of loan fees and expenses		-			(558,312	)		(3,729,935	)		0
Contributions of noncontrolling interests								12,221,137			0
Redemption and cancellation of common stock		(551,050	)		(683,326	)		(507,832	)		(551,050	)
Distributions paid to Company’s common stockholders		(1,137,582	)		(5,432,032	)		(4,980,697	)		(1,137,582	)

Net cash (used in)/provided by financing activities		(1,688,632	)		9,326,330
Net cash provided by/(used in) financing activities								5,423,909			(1,688,632	)

Effect of exchange rate changes on cash and cash equivalents and restricted cash		(47,648	)		(55,549	)		0			(47,648	)

Net change in cash and cash equivalents and restricted cash		17,227,644			9,912,286			(19,293,707	)		17,227,644
Cash and cash equivalents and restricted cash, beginning of year		14,263,182			4,350,896			31,490,826			14,263,182

Cash and cash equivalents and restricted cash, end of year	$	31,490,826		$	14,263,182		$	12,197,119		$	31,490,826

Supplemental disclosure of cash flow information:
Holding loss/gain on marketable securities, available for sale	$	-		$	400,089
Non-cash purchase of investment property							$	8,892,440		$	980,649
Unpaid interest accrued and capitalized as mortgage payable and construction in progress							$	139,113		$	0
Distributions declared, but not paid	$	3,151,447		$	285,841		$	0		$	3,151,447
Non-cash purchase of investment property	$	980,649		$	461,104
Amortization of deferred financing costs included in construction in progress	$	343,759		$	214,553		$	783,323		$	343,759
Accrued exit fee							$	770,000		$	0

The accompanying notes are an integral part of these consolidated financial statements.

F-7

LIGHTSTONE ~~REAL ESTATE INCOME TRUST~~VALUE PLUS REIT IV, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

For the Years Ended December 31, ~~2020~~2021 and ~~2019~~2020

1. Structure

Lightstone Value Plus REIT IV, Inc. (“Lightstone REIT IV’’), which was formerly known as Lightstone Real Estate Income Trust, Inc. ~~(’‘Lightstone Income Trust’’),~~before September 15, 2021, is a Maryland corporation, formed on September 9, 2014, which elected to qualify as a real estate investment trust ~~(’‘REIT’’~~(“REIT”) for U.S. federal income tax purposes beginning with the taxable year ended December 31, 2016.

Lightstone ~~Income Trust,~~REIT IV, together with its subsidiaries is collectively referred to as the ~~’‘Company’’~~“Company” and the use of ~~’‘we,’’ ’‘our,’’ ’‘us’’~~“we,” “our,” “us” or similar pronouns refers to Lightstone ~~Income Trust~~REIT IV or the Company as required by the context in which any such pronoun is used.

The Company has and intends to continue to seek opportunities to invest in real estate and real estate-related investments. The Company’s real estate investments may include operating properties and development projects and its real estate-related investment may include mezzanine loans, mortgage loans, bridge loans and preferred equity interests, with a focus on development-related investments, including investments intended to finance development or redevelopment opportunities. The Company may also invest in debt and derivative securities related to real estate assets. A portion of the Company’s investments by value may be secured by or related to properties or entities advised by, or wholly or partially, directly or indirectly owned by, The Lightstone Group, LLC (the “Sponsor”), its affiliates or other real estate investment programs it sponsors. Although the Company expects that most of its investments will be of these various types, it may also make other investments. In fact, it may invest in whatever types of investments that it believes are in its best interests.

The Company currently has1 one operating segment. As of December 31, ~~2020, it wholly~~2021, the Company majority owned and consolidated the operating results of ~~one development project, the Williamsburg~~a joint venture (the “Williamsburg Moxy Hotel Joint Venture”), in which it has a 75% membership interest, and held an unconsolidated approximate ~~33.3%~~33.3% membership interest in 40 East End Ave. Pref Member LLC (the “40 East End Ave. Joint Venture”). The Company accounts for its unconsolidated membership interest in the 40 East End Ave. Joint Venture in accordance with the equity method of accounting.

The Company’s advisor is Lightstone Real Estate Income LLC (the “Advisor”), which is majority owned by David Lichtenstein. On September 12, 2014, the Advisor contributed ~~$200,000~~$200,000 for 20,000 shares of common stock (“Common Shares”), or $10.00 per share of the Lightstone ~~Income Trust.~~REIT IV. Mr. Lichtenstein also is a majority owner of the equity interests of The Lightstone Group, LLC. The Lightstone Group, LLC served as the ~~Company’s~~ Sponsor during ~~its~~the Company’s initial public offering (the “Offering”) which terminated on March 31, 2017. Mr. Lichtenstein owns 222,222 Common Shares which were issued on June 15, 2015 for ~~$2.0~~$2.0 million, or ~~$9.00~~$9.00 per share. Subject to the oversight of the Company’s board of directors (the “Board of Directors”) and pursuant to the terms of an advisory agreement, the Advisor has the primary responsibility for making investment decisions on behalf of the Company and managing its day-to-day operations. Mr. Lichtenstein also acts as the Company’s Chairman and Chief Executive Officer. As a result, he exerts influence over but does not control Lightstone ~~Income Trust.~~REIT IV.

The Company does not have any employees. The Advisor receives compensation and fees for services related to the investment and management of the Company’s assets. The Advisor has certain affiliates which may manage the properties the Company acquires. However, the Company may also contract with other unaffiliated third-party property managers.

The Company’s ~~Common Shares are~~stock is not currently listed on a national securities exchange. The Company may seek to list its ~~Common Shares~~stock for trading on a national securities exchange only if a majority of its independent directors believe listing would be in the best interest of its stockholders. The Company does not intend to list its ~~Common Shares~~shares at this time. The Company does not anticipate that there would be any market for its ~~Common Shares~~shares of common stock until they are listed for trading. In

On December 16, 2021, the ~~event~~ Company’s stockholders approved an amendment and restatement to the Company’s charter pursuant to which the Company ~~does not begin the process of achieving a liquidity event prior~~is no longer required to ~~March 31, 2022, which is the fifth anniversary of the termination of its Offering, its charter requires~~ either (a) ~~an amendment to our~~amend its charter to extend the deadline to begin the process of achieving a liquidity event, or (b) ~~the holding of~~hold a stockholders meeting to vote on a proposal for an orderly liquidation of its portfolio.

Noncontrolling Interests in Consolidated Subsidiaries

Noncontrolling interests in consolidated subsidiaries represents the noncontrolling member’s 25% share of the equity in the Williamsburg Moxy Hotel Joint Venture held by Lightstone Value Plus REIT III, Inc (“Lightstone REIT III”), a REIT also sponsored by the Sponsor and a related party. Income and losses attributable to the Williamsburg Moxy Hotel Joint Venture are allocated to the noncontrolling interest holder based on its ownership percentage. See Note 3 for additional information.

F-8

LIGHTSTONE ~~REAL ESTATE INCOME TRUST~~VALUE PLUS REIT IV, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

For the Years Ended December 31, ~~2020~~2021 and ~~2019~~2020

2. Summary of Significant Accounting Policies

~~Basis~~Use of ~~Presentation~~Estimates in the Preparation of Financial Statements

The consolidated financial statements include the accounts of Lightstone Income Trust and its subsidiaries (over which it exercises financial and operating control). All inter-company balances and transactions have been eliminated in consolidation.

The consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”). GAAP requires the Company’s management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities and the reported amounts of revenues and expenses during a reporting period. The most significant assumptions and estimates relate to the valuation of real estate and investments in other real estate entities. Application of these assumptions requires the exercise of judgment as to future uncertainties and, as a result, actual results could differ from these estimates.

Principles of Consolidation and Basis of Presentation

The consolidated financial statements include the accounts of Lightstone REIT IV and its subsidiaries (over which it exercises financial and operating control). All inter-company balances and transactions have been eliminated in consolidation. In addition, interests in entities acquired are evaluated based on applicable GAAP, and if deemed to be variable interest entities (“VIE”) in which we are the primary beneficiary are also consolidated. If the interest in the entity is determined not to be a VIE, then the entity is evaluated for consolidation based on legal form, economic substance, and the extent to which we have control, substantive participating rights or both under the respective ownership agreement. Investments in other real estate entities where the Company has the ability to exercise significant influence, but does not exercise financial and operating control, and is not considered to be the primary beneficiary are accounted for using the equity method.

There are judgments and estimates involved in determining if an entity in which the Company has made an investment is a VIE and, if so, whether the Company is the primary beneficiary. The entity is evaluated to determine if it is a VIE by, among other things, calculating the percentage of equity being risked compared to the total equity of the entity. Determining expected future losses involves assumptions of various possibilities of the results of future operations of the entity, assigning a probability to each possibility and using a discount rate to determine the net present value of those future losses. A change in the judgments, assumptions, and estimates outlined above could result in consolidating an entity that should not be consolidated or accounting for an investment using the equity method that should in fact be consolidated, the effects of which could be material to our financial statements.

Cash and Cash Equivalents and Restricted Cash

The Company considers all highly liquid investments with an original maturity of three months or less when purchased to be cash equivalents. The Company maintains its cash in bank deposit accounts, which, at times, may exceed U.S. federally insured limits. The Company has not experienced any losses in such accounts. The Company believes it is not exposed to any significant credit risk on its cash and cash equivalents.

If required by the Company’s lenders, restricted cash is held in escrow accounts for anticipated capital expenditures, real estate taxes, and/or other reserves for certain of our consolidated properties. Capital reserves are typically utilized for non-operating expenses such as major capital expenditures. Alternatively, a lender may require its own formula for an escrow of capital reserves.

The following is a summary of the Company’s cash, cash equivalents, and restricted cash total as presented in our statements of cash flows for the periods presented:

Schedule of cash, cash equivalents, and restricted cash
	December 31,
	2021		2020
Cash and cash equivalents	$	11,955,515	$	31,406,204
Restricted cash		241,604		84,622
Total cash, cash equivalents and restricted cash	$	12,197,119	$	31,490,826

F-9

December 31,
2020 2019
Cash and cash equivalents $ 31,406,204 $ 13,730,832
Restricted cash 84,622 532,350

Total cash, cash equivalents and restricted cash $ 31,490,826 $ 14,263,182

LIGHTSTONE VALUE PLUS REIT IV, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
For the Years Ended December 31, 2021 and 2020

Investments in Real Estate

Accounting for Asset Acquisitions

When the Company makes an investment in real estate assets, the cost of real estate assets acquired in an asset acquisition are allocated to the acquired tangible assets, consisting of land, building and improvements, furniture and fixtures and identified intangible assets and liabilities, consisting of the value of above-market and below-market leases, acquired in-place leases, and the value of tenant relationships, based in each case on their relative fair values, at the date of acquisition, based on evaluation of information including independent appraisals that may be obtained in connection with the acquisition or financing of the respective property and other relevant market data. Fees incurred related to asset acquisitions are capitalized as part of the cost of the investment.

Accounting for Development Projects

The Company incurs a variety of costs in the development of a property. The costs of land and building under development include specifically identifiable costs. The capitalized costs include, but are not limited to, pre-construction costs essential to the development of the property, development costs, construction costs, interest costs, real estate taxes and other costs incurred during the period of development. The Company ceases capitalization when the development project is substantially complete and placed in service, which may occur in phases. Determination of when a development project is substantially complete and capitalization must cease involves a degree of judgment.

~~LIGHTSTONE REAL ESTATE INCOME TRUST INC. AND SUBSIDIARIES~~
~~NOTES TO CONSOLIDATED FINANCIAL STATEMENTS~~
~~For the Years Ended December 31, 2020 and 2019~~

Once the development project is placed in service, which may occur in phases or for an entire building or project, the costs capitalized to construction in progress are transferred to land and improvements, buildings and improvements, and furniture and fixtures on the Company’s consolidated balance sheets at the historical cost of the property.

~~Accounting for Business Combinations~~

Upon the acquisition of real estate operating properties that meet the definition of a business, the Company estimates the fair value of acquired tangible assets and identified intangible assets and liabilities and certain liabilities such as assumed debt and contingent liabilities, at the date of acquisition, based on evaluation of information and estimates available at that date, including independent appraisals that may be obtained in connection with the acquisition or financing of the respective property and other relevant market data. Based on these estimates, the Company evaluates the existence of goodwill or a gain from a bargain purchase and allocates the initial purchase price to the applicable assets, liabilities and noncontrolling interests, if any. As final information regarding fair value of the assets acquired, liabilities assumed and noncontrolling interests is received and estimates are refined, appropriate adjustments are made to the purchase price allocation. The allocations are finalized as soon as all the information necessary is available and in no case later than within twelve months from the acquisition date. Fees incurred related to the acquisition of real estate operating properties that meet the definition of a business are expensed as incurred within general and administrative costs within the consolidated statements of operations.

Carrying Value of Assets

The amounts to be capitalized as a result of periodic improvements and additions to real estate property, when applicable, and the periods over which the assets are depreciated or amortized, are determined based on the application of accounting standards that may require estimates as to fair value and the allocation of various costs to the individual assets. Differences in the amount attributed to the assets may be significant based upon the assumptions made in calculating these estimates.

Impairment Evaluation

Management evaluates the recoverability of its investments in real estate assets at the lowest identifiable level, the individual property level. Long-lived assets are tested for recoverability whenever events or changes in circumstances indicate that their carrying amount may not be recoverable. An impairment loss is recognized only if the carrying amount of a long-lived asset is not recoverable and exceeds its fair value.

The Company evaluates the long-lived assets for potential impairment whenever events or changes in circumstances indicate that their carrying amount may not be recoverable and records an impairment charge when the undiscounted projected cash flows are less than the carrying amount for a particular property. The estimated cash flows used for the impairment analysis and the determination of estimated fair value is based on the Company’s plans for the respective assets and the Company’s views of market and economic conditions. The estimates consider matters such as future operating income, market and other applicable trends and residual value, as well as the effects of demand, competition, and recent sales data for comparable properties. Changes in estimated future cash flows due to changes in the Company’s plans or views of market and economic conditions could result in recognition of impairment losses, which, under the applicable accounting guidance, may be substantial.

F-10

LIGHTSTONE VALUE PLUS REIT IV, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
For the Years Ended December 31, 2021 and 2020

Investments in Unconsolidated Entities

The Company evaluates its investments in other entities for consolidation. It considers its percentage interest in the joint venture, evaluation of control and whether a ~~variable interest entity~~VIE exists when determining whether or not the investment qualifies for consolidation or if it should be accounted for as an unconsolidated investment under either the equity method of accounting.

If an investment qualifies for the equity method of accounting, the Company’s investment is recorded initially at cost, and subsequently adjusted for equity in net income (loss) and cash contributions and distributions. The net income or loss of an unconsolidated investment is allocated to its investors in accordance with the provisions of the operating agreement of the entity. The allocation provisions in these agreements may differ from the ownership interest held by each investor. Differences, if any, between the carrying amount of our investment in the respective joint venture and the Company’s share of the underlying equity of such unconsolidated entity are amortized over the respective lives of the underlying assets as applicable. These items are reported as a single line item in the statements of operations as income or loss from investments in unconsolidated affiliated entities.

~~LIGHTSTONE REAL ESTATE INCOME TRUST INC. AND SUBSIDIARIES~~
~~NOTES TO CONSOLIDATED FINANCIAL STATEMENTS~~
~~For the Years Ended December 31, 2020 and 2019~~

We review investments for impairment in value whenever events or changes in circumstances indicate that the carrying amount of such investment may not be recoverable. An investment is impaired only if management’s estimate of the fair value of the investment is less than the carrying value of the investment, and such decline in value is deemed to be other than temporary. The ultimate realization of the Company’s investment in partially owned entities is dependent on a number of factors including the performance of that entity and market conditions. If the Company determines that a decline in the value of a partially owned entity is other than temporary, it will record an impairment charge.

Deferred Financing Costs

Deferred financing costs are recorded at cost and consist of loan fees and other direct costs incurred in issuing debt. Amortization of deferred financing costs is computed using a method that approximates the effective interest method over the term of the related debt and is included in interest expense in the consolidated statements of operations. Unamortized deferred financing costs are included as a direct deduction from the related debt in the consolidated balance sheets.

Income Taxes

The Company elected to qualify and be taxed as a REIT for U.S. federal income tax purposes commencing with the taxable year ended December 31, 2016. As a REIT, the Company generally will not be subject to U.S. federal income tax on its net taxable income that it distributes currently to its stockholders. To maintain its REIT qualification under the Internal Revenue Code of 1986, as amended, or the Code, the Company must meet a number of organizational and operational requirements, including a requirement that it annually distribute to its stockholders at least 90% of its REIT taxable income (which does not equal net income, as calculated in accordance with GAAP), determined without regard to the deduction for dividends paid and excluding any net capital gain. If the Company fails to remain qualified for taxation as a REIT in any subsequent year and does not qualify for certain statutory relief provisions, its income for that year will be taxed at the regular corporate rate, and it may be precluded from qualifying for treatment as a REIT for the four-year period following its failure to qualify as a REIT. Such an event could materially adversely affect the Company’s net income and net cash available for distribution to stockholders.

The Company engages in certain activities through taxable REIT subsidiaries (“TRSs”). As such, the Company is subject to U.S. federal and state income taxes and franchise taxes from these activities.

As of December 31, ~~2020~~2021 and ~~2019,~~2020, the Company had no material uncertain income tax positions. Additionally, even if the Company continues to qualify as a REIT, it may still be subject to some U.S. federal, state and local taxes on our income and property and to U.S. federal income taxes and excise taxes on its undistributed income.

~~Marketable Securities~~

Marketable securities may consist of equity and debt securities that are designated as available-for-sale. Marketable debt securities are recorded at fair value and unrealized holding gains or losses are reported as a component of accumulated other comprehensive income. Marketable equity securities are recorded at fair value and unrealized holding gains and losses are recognized on the consolidated statements of operations.

Realized gains or losses resulting from the sale of these marketable securities are determined based on the specific identification of the securities sold. An impairment charge is recognized when the decline in the fair value of a debt security below the amortized cost basis is determined to be other-than-temporary. The Company considers various factors in determining whether to recognize an impairment charge, including the duration and severity of any decline in fair value below our amortized cost basis, any adverse changes in the financial condition of the issuers and our intent and ability to hold the investment for a period of time sufficient to allow for any anticipated recovery in market value.

~~LIGHTSTONE REAL ESTATE INCOME TRUST INC. AND SUBSIDIARIES~~
~~NOTES TO CONSOLIDATED FINANCIAL STATEMENTS~~
~~For the Years Ended December 31, 2020 and 2019~~

Foreign Currency Transactions

~~The Company~~We previously maintained funds in a bank account that was denominated in New Israeli ~~Shekel~~Shekels (“ILS”) and was re-measured into U.S. Dollars at the current exchange rate at the end of each reporting period. ~~As of December 31, 2019, we maintained approximately 4,455 ILS in a bank account, which was re-measured to $1,291, and was included in cash and cash equivalents on our consolidated balance sheet.~~ During the first quarter of 2020, we converted all of our ILS to U.S. Dollars and as a result, no longer have any ILS in the bank account. For the ~~years~~year ended December 31, 2020, ~~and 2019,~~ the Company recorded a foreign currency transaction ~~losses~~loss of ~~$47,648~~$47,648, all of which was incurred in the first quarter of 2020.

F-11

LIGHTSTONE VALUE PLUS REIT IV, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
For the Years Ended December 31, 2021 and $55,549, respectively, to reflect both the exchange rate at the end of the reporting period and the effect of exchange rate changes on the amount of functional currency paid or received while settling transactions during the periods.2020

Financial Instruments

The carrying amounts reported in the consolidated balance sheets for cash and cash equivalents, restricted cash and other assets, ~~mortgage payable,~~ accounts payable and ~~other~~ accrued expenses and ~~due to related parties~~other liabilities approximate their fair values because of the short maturity of these instruments.

The estimated fair value our mortgage payable approximated its carrying value because of the floating interest rate.

Noncontrolling Interest

Net Earnings per Common Share

Net earnings per Common Share on a basic and fully diluted basis is earnings divided by the weighted average number of shares of common stock outstanding. The Company does not have any potentially dilutive securities.

COVID-19 Pandemic

To-date, the COVID-19 pandemic has not had any significant impact on the Company’s ~~Williamsburg~~210-room branded hotel (the “Williamsburg Moxy ~~Hotel~~Hotel”) development project. The Company’s other investment is its approximately ~~33.3%~~33.3% membership interest in the 40 East End Ave. Joint Venture, which ~~owns~~developed and constructed a 29-unit luxury residential condominium project (the “40 East End Avenue Project”) located at the corner of 81st Street and East End Avenue in the Upper East Side neighborhood of New York City. The 40 East End Avenue Project received its final temporary certificates of occupancy, or TCO, in March 2020 which was at the onset of the COVID-19 pandemic. Thereafter, the pace of condominium unit sales has been impacted by the ongoing COVID-19 pandemic and through December 31, ~~2020, six~~2021, 15 of the condominium units had been sold. ~~The~~Additionally, because of the pace of condominium sales, the 40 East End Joint Venture ~~has~~obtained an ~~outstanding loan on the 40 East End Project (the “Condo Loan”) which is currently scheduled to mature on December 19, 2021. Because~~amendment, including an extension of ~~the impact of the COVID-19 pandemic on the pace of condominium unit sales, the 40 East End Ave. Joint Venture is engaged in discussions with the lender to extend~~ the maturity date, ofto the ~~Condo Loan. However, there can be no assurance that~~loan secured by the ~~40 East End Ave. Joint Venture will be successful in such endeavors.~~remaining unsold condominium units. See Note 64 for additional information.

The extent to which the Company’s business may be affected by the ongoing COVID-19 pandemic will largely depend on both current and future developments, all of which are highly uncertain and cannot be reasonably predicted.

If the Company’s investments in the Williamsburg Moxy Hotel development project and/or ~~investment in the~~ 40 East End Ave. Joint Venture are negatively impacted, ~~for an extended period because development activities and/or sales of condominium units are delayed, the Company’s~~its business and financial results could be materially and adversely impacted.

New Accounting Pronouncements

The Company has reviewed and determined that recently issued accounting pronouncements will not have a material impact on its financial position, results of operations and cash flows, or do not apply to its current operations.

F-12

LIGHTSTONE ~~REAL ESTATE INCOME TRUST~~VALUE PLUS REIT IV, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

For the Years Ended December 31, ~~2020~~2021 and ~~2019~~2020

3. Williamsburg Moxy Hotel

On July 17, 2019, the Company, through its then wholly owned subsidiary, Bedford Avenue Holdings LLC acquired four adjacent parcels of land located at 353-361 Bedford Avenue in Brooklyn, New York (collectively, the “Williamsburg Land”), from unaffiliated third parties, for an aggregate purchase price of approximately ~~$30.4~~$30.4 million, excluding closing and other acquisition related costs, on which it is developing and constructing a 210-room branded hotel (the “Williamsburg Moxy Hotel”).

In connection with the acquisition of the Williamsburg Land, the Company simultaneously entered into a $16.0 million nonrecourse mortgage loan (the “Williamsburg Mortgage”) collateralized by the Williamsburg Land.

On August 5, 2021, the Company formed the Williamsburg Moxy Hotel Joint Venture with Lightstone REIT III, pursuant to which Lightstone REIT III acquired 25% of the Company’s membership interest in the Bedford Avenue Holdings LLC for aggregate consideration of $7.9 million. Subsequent to the initial acquisition, Lightstone REIT III made additional capital contributions to the Williamsburg Moxy Hotel Joint Venture of $4.3 million through December 31, 2021.

As a result, the Company and Lightstone REIT III have 75% and 25% membership interests, respectively, in the Williamsburg Moxy Hotel Joint Venture. Additionally, the Company is the managing member of the Williamsburg Moxy Hotel Joint Venture and Lightstone REIT III has consent rights with respect to all major decisions.

The Company has determined that the Williamsburg Moxy Hotel Joint Venture is a VIE and the Company is the primary beneficiary. As the Company is the member most closely associated with the Williamsburg Moxy Hotel Joint Venture and therefore has the power to direct the activities of the Williamsburg Moxy Hotel Joint Venture that most significantly impact its performance, the Company consolidates the operating results and financial condition of the Williamsburg Moxy Hotel Joint Venture and accounts for the ownership interest of Lightstone REIT III as noncontrolling interests. Contributions are allocated in accordance with each investor’s ownership percentage. Profit and cash distributions are allocated in accordance with each investor’s ownership percentage.

On August 4, 2021, the Williamsburg Joint Venture entered into a development agreement (the “Development Agreement”) with an affiliate of the Advisor ~~earned an acquisition~~(the “Williamsburg Moxy Developer”) pursuant to which the Williamsburg Moxy Developer will be paid a development fee equal to ~~1.00%~~3% of hard and soft costs, as defined in the Development Agreement, incurred in connection with the development and construction of the ~~gross aggregate contractual purchase price, which was approximately $0.3 million.~~Williamsburg Moxy Hotel (See Note 6 for additional information). Additionally, on August 5, 2021, the Williamsburg Moxy Joint Venture obtained construction financing for the Williamsburg Moxy Hotel as discussed below. The Williamsburg Moxy Hotel is currently under construction and expected to open during the fourth quarter of 2022.

As of December 31, ~~2020,~~2021, the ~~Company~~Williamsburg Moxy Hotel Joint Venture incurred and capitalized to construction in progress an aggregate of ~~$40.5~~$73.0 million (including capitalized interest of $3.2 million) consisting of acquisition and other costs attributable to the development of the Williamsburg Moxy Hotel. During the years ended December 31, ~~2020~~2021 and ~~2019,~~2020, the Company capitalized interest of ~~approximately $1.0~~$1.7 million and ~~$0.5~~$1.0 million, respectively, in connection with the development of the Williamsburg Moxy Hotel.

~~Williamsburg Mortgage~~Moxy Construction Loan

~~In connection with the closing of the acquisition of~~On August 5, 2021, the Williamsburg ~~Land, the Company simultaneously~~Moxy Hotel Joint Venture entered into a ~~nonrecourse mortgage~~recourse construction loan facility for up to $77.0 million (the “Moxy Construction Loan”) scheduled to mature on February 5, 2024, with two, six-month extension options, subject to the satisfaction of certain conditions. The Moxy Construction Loan bears interest at LIBOR plus 9.00%, subject to a 9.50% floor, with monthly interest-only payments based on a rate of 7.50% with the accrued and unpaid interest added to the outstanding loan balance and due at maturity. The Moxy Construction Loan is collateralized by the Williamsburg ~~Land (the “Williamsburg Mortgage”) for $16.0 million.~~Moxy Hotel. The Williamsburg Moxy Hotel Joint Venture received initial proceeds of $16.0 million under the Moxy Construction Loan and repaid the Williamsburg Mortgage ~~matures on August 9, 2021, bears interest at Libor plus 2.50% (2.64% as of December 31, 2020) and requires monthly interest-only payments through maturity with the principal balance due~~($16.0 million) in ~~full at maturity.~~full. As of December 31, ~~2020,~~2021, the outstanding principal balance of the ~~Williamsburg Mortgage~~Moxy Construction Loan was ~~$16.0~~$18.6 million (including $0.1 million of interest capitalized to principal) which is presented, net of deferred financing fees of $3.7 million, on the consolidated balance sheet and is classified as Mortgage Payable, ~~Net..~~net and the remaining availability under the facility was up to $58.6 million.

F-13

LIGHTSTONE VALUE PLUS REIT IV, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
For the Years Ended December 31, 2021 and 2020

4. Investments in Unconsolidated Affiliated Real Estate Entities

40 East End Ave. Joint Venture

On March 31, 2017, the Company entered into a joint venture agreement (the “40 East End Ave. Transaction”) with SAYT Master Holdco LLC, an entity majority-owned and controlled by David Lichtenstein, who also majority owns and controls the Sponsor, a related party (the “40 East End Seller”), providing for the Company to acquire approximately 33.3% of the 40 East End Seller’s approximate 100% membership interest in 40 East End Ave. Pref Member LLC (the “40 East End Ave. Joint Venture”) for aggregate consideration of $10.3 million.

The Company’s ownership interest in the 40 East End Ave. Joint Venture is a non-managing interest. Because the Company exerts significant influence over but does not control the 40 East End Ave. Joint Venture, it accounts for its ownership interest in the 40 East End Ave. Joint Venture in accordance with the equity method of accounting. All contributions to and distributions of earnings from the 40 East End Ave. Joint Venture are made on a pro rata basis in proportion to each member’s equity interest percentage. Any distributions in excess of earnings from the 40 East End Ave. Joint Venture are made to the members pursuant to the terms of its operating agreement. The Company commenced recording its allocated portion of earnings and cash distributions, if any, from the 40 East End Ave. Joint Venture beginning as of March 31, 2017 with respect to its membership interest of approximately 33.3% in the 40 East End Ave. Joint Venture. Additionally, Lightstone Value Plus REIT I, Inc. (“Lightstone REIT I”), a REIT also sponsored by the Sponsor, made $30.0 million of preferred equity contributions (the “Preferred Contributions”) to a subsidiary of the 40 East End Ave. Joint Venture, pursuant to an instrument that entitles Lightstone REIT I to monthly preferred distributions at a rate of 12% per annum. No distributions may be paid to the members until the Preferred Contributions are redeemed in full.

The 40 East End Ave. Joint Venture, through affiliates, owns the 40 East End Avenue Project, a luxury residential 29-unit condominium project located at the corner of 81st Street and East End Avenue in the Upper East Side neighborhood of New York City. The 40 East End Avenue Project received its final TCO in March 2020 and through December 31, 2021, 15 of the condominium units have been sold.

On December 19, 2019, the 40 East End Ave. Joint Venture obtained financing (the “Condo Loan”) from a financial institution of $95.2 million, of which $90.2 million was initially funded at closing and the remaining $5.0 million was subsequently advanced in April 2020. The Condo Loan, which was previously scheduled to mature on December 19, 2021, bears interest at LIBOR plus 2.45%, which is payable monthly, and requires principal payments to be made at certain prescribed amounts from proceeds from the sales of condominium units with any remaining outstanding balance due in full at maturity.

On December 30, 2021, the 40 East End Ave. Joint Venture and the financial institution amended the Condo Loan providing for an extension of the maturity date to December 20, 2022 and revisions to the timing and amounts of required principal payments to be made from proceeds from the sale of condominium units. Pursuant to the amended terms of the Condo Loan, the 40 East End Ave. Joint Venture will be required to make a principal paydown on May 20, 2022, if the then outstanding principal balance of the Condo Loan has not been paid down to at least $26.5 million as of that date, with any remaining outstanding balance due in full at maturity. As of December 31, 2021, the Condo Loan had an outstanding principal balance of $36.5 million. Based on the outstanding balance of the Condo Loan as of December 31, 2021 and assuming no additional condominium units are sold through May 20, 2022, the Company’s share of the required principal paydown would be $3.3 million.

As discussed above, the Condo Loan is currently scheduled to mature on December 20, 2022. If the Condo Loan has not been repaid in full before its maturity date, the 40 East End Ave. Joint Venture intends to seek a further extension to ~~obtain construction financing on or before~~ the maturity date ~~of the Williamsburg Mortgage. There~~. However, there can be no assurance that the ~~Company~~40 East End Ave. Joint Venture will be successful in ~~obtaining construction financing or that it will be obtained at satisfactory terms. If~~such endeavors.

The Sponsor and its affiliates (collectively, the ~~Company is unable to obtain construction financing prior~~“40 East End Guarantors”) have provided certain guarantees with respect to the ~~maturity date~~Condo Loan and the members have agreed to reimburse the 40 East End Guarantors for any balance that may become due under the guarantees (the “40 East End Guarantee”), of which the ~~Williamsburg Mortgage, it intends to refinance or repay the then outstanding balance with available cash on hand on or before its maturity date.~~Company’s share is approximately 33.3%. The Company has ~~no other maturities of mortgage debt over~~determined that the ~~next 12 months.~~

~~4. Marketable Securities and Fair Value Measurements~~

~~Marketable Securities~~

~~During 2019, the Company acquired unsecured corporate bonds that are publicly traded on the Tel Aviv Stock Exchange (the “Israeli Bonds”) and are denominated in new Israeli Shekels, or ILS. The~~ fair value of its share of the ~~Israeli Bonds was translated using period-end exchange rates. Gains~~40 East End Guarantee is immaterial.

F-14

LIGHTSTONE VALUE PLUS REIT IV, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
For the Years Ended December 31, 2021 and ~~losses resulting from~~2020

In connection with the ~~changes in exchange rates~~closing of the Condo Loan, the 40 East End Ave. Joint Venture used a portion of the initial loan proceeds to (i) fully repay an aggregate of $80.5 million of principal and ~~market prices from period~~interest under a construction loan and (ii) redeem $9.5 million of Lightstone REIT I’s Preferred Contributions. The 40 East End Ave. Joint Venture subsequently redeemed an additional $3.5 million and $11.0 million of Preferred Contributions on December 26, 2019 and February 13, 2020, respectively, reducing Lightstone REIT I’s Preferred Contributions to ~~period were reported~~$6.0 million, which remains outstanding as ~~a component of accumulated other comprehensive income. As~~ of December 31, ~~2019, the Company did not recognize any impairment charges. The fair value of~~2021.

Subsequent to the Company’s ~~investments in debt securities were measured using quoted prices in markets that were not active. As of~~acquisition through December 31, ~~2019, all~~2021, it has made an aggregate of $5.9 million of additional capital contributions to the ~~Company’s debt securities were classified as Level 2 assets and there were no transfers between the level classifications~~40 East End Ave. Joint Venture, of which $0.2 million was made during the year ended December 31, ~~2019. During~~2021.

The 40 East End Ave. Joint Venture Financial Information

The following table represents the condensed income statements for the 40 East End Ave. Joint Venture:

Schedule of financial information of joint venture
(amounts in thousands)	For the Year Ended December 31, 2021			For the Year Ended December 31, 2020
Revenues	$	58,529		$	15,448

Cost of goods sold		52,138			14,347
Other expenses		2,509			2,630
Impairment of real estate inventory		1,553			2,288
Depreciation and amortization		0			0
Operating income/(loss)		2,329			(3,817	)

Interest expense and other, net		(3,430	)		(4,238	)
Net loss	$	(1,101	)	$	(8,055	)
Company’s share of net loss (33.3%)	$	(367	)	$	(2,683	)

The following table represents the condensed balance sheets for the 40 East End Ave. Joint Venture:

	As of		As of
(amounts in thousands)	December 31, 2021		December 31, 2020
Real estate inventory	$	74,481	$	125,086
Cash and restricted cash		767		4,446
Other assets		436		587
Total assets	$	75,684	$	130,119

Mortgage payable, net	$	36,391	$	89,876
Other liabilities		972		1,309
Members’ capital		38,321		38,934
Total liabilities and members’ capital	$	75,684	$	130,119

F-15

LIGHTSTONE VALUE PLUS REIT IV, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
For the Years Ended December 31, 2021 and 2020

The Cove Joint Venture

On January 31, 2017, the Company, through its wholly owned subsidiary, REIT IV COVE LLC along with LSG Cove LLC, an affiliate of the Sponsor and a related party, REIT III COVE LLC, a subsidiary of the operating partnership of Lightstone REIT III and Maximus Cove Investor LLC (“Maximus”), an unrelated third party, completed the acquisition of all of RP Cove, L.L.C’s membership interest in RP Maximus Cove, L.L.C. (the “Cove Joint Venture”) for aggregate consideration of approximately $255.0 million (the “Cove Transaction”). Excluding mortgage financing obtained by the Cove Joint Venture in connection with the Cove Transaction, the Company paid $20.0 million for a 22.5% non-managing membership interest in the Cove Joint Venture.

The Cove Joint Venture owned and operated The Cove at Tiburon (the “Cove”), a 281-unit, luxury waterfront multifamily residential property located in Tiburon, California from January 31, 2017 through February 12, 2020, As discussed below, the Company disposed of its 22.5% membership interest in the Cove Joint Venture on February 12, 2020.

The Company accounted for its 22.5% membership interest in the Cove Joint Venture in accordance with the equity method of accounting because it exercised significant influence, but did not exercise financial and operating control over this entity. For the period from January 1, 2020 through February 12, 2020, the Company’s share of the Cove Joint Venture’s loss of $0.7 million was $0.2 million which is recorded as a loss from investments in unconsolidated affiliated real estate entities on the consolidated statements of operations.

On February 12, 2020, REIT IV Cove LLC, LSG Cove LLC and REIT III COVE LLC each redeemed their respective membership interests in the Cove Joint Venture for an aggregate redemption price of $87.6 million. In connection, with the redemption of the Company’s 22.5% membership interest in the Cove Joint Venture, it received proceeds of $21.9 million which resulted in the recognition of a gain on the disposition of unconsolidated affiliated real estate entity of $8.2 million during the first quarter of 2020.

As a result of the redemption of the Company’s 22.5% membership interest in the Cove Joint Venture on February 12, 2020, it no longer had an ownership interest in the Cove Joint Venture. During August 2020, the Company ~~sold all~~received $0.1 million of additional proceeds related to the ~~Israeli Bonds~~redemption of its membership interest in the Cove Joint Venture and recognized a gain on the ~~sale~~disposition of ~~marketable securities~~investment in unconsolidated affiliated real estate entity of ~~$0.3 million.~~$0.1 million during the third quarter of 2020. As a result, the Company ~~does not have any remaining marketable securities at~~recognized an aggregate gain on the disposition of investment in unconsolidated affiliated real estate entity of $8.3 million during the year ended December 31, 2020.

F-16

~~The following is a summary of the Company’s available for sale securities as of December 31, 2019:~~

Adjusted Cost Gross Unrealized Gains Gross Unrealized Losses Fair Value
Debt securities:
Israeli Bonds $ 3,761,692 $ 400,089 $ - $ 4,161,781

LIGHTSTONE ~~REAL ESTATE INCOME TRUST~~VALUE PLUS REIT IV, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

For the Years Ended December 31, ~~2020~~2021 and ~~2019~~2020

5. Stockholders’ Equity

Preferred Stock

The Company’s charter authorizes the Company’s board of directors to designate and issue one or more classes or series of preferred stock without approval of the holders of Common Shares. On February 11, 2015, the Company amended and restated its charter to authorize the issuance of 50,000,000 shares of preferred stock. Prior to the issuance of shares of each class or series, the board of directors will be required by Maryland law and by the charter to set, subject to the charter restrictions on ownership and transfer of stock, the terms, preferences, conversion or other rights, voting powers, restrictions, limitations as to dividends or other distributions, qualifications and terms and conditions of redemption of each class or series of preferred stock so issued, which may be more beneficial than the rights, preferences and privileges attributable to Common Shares. The issuance of preferred stock could have the effect of delaying, deferring or preventing a change in control of the Company. As of December 31, ~~2020,~~2021, the Company had not issued any shares of preferred stock.

Common Shares

On February 11, 2015, the Company amended and restated its charter to authorize the issuance of 200,000,000 Common Shares. Under the charter, the Company will not be able to make certain material changes to its business form or operations without the approval of stockholders holding at least a majority of the Common Shares entitled to vote on the matter.

Subject to the restrictions on ownership and transfer of stock contained in the Company’s charter and except as may otherwise be specified in the charter, the holders of Common Shares are entitled to one vote per Common Share on all matters submitted to a stockholder vote, including the election of the Company’s directors. There is no cumulative voting in the election of directors. Therefore, the holders of a majority of outstanding Common Shares are able to elect the Company’s entire Board of Directors. Except as the Company’s charter may provide with respect to any series of preferred stock that the Company may issue in the future, the holders of Common Shares possess exclusive voting power.

Holders of the Company’s Common Shares are entitled to receive distributions as authorized from time to time by the Company’s Board of Directors and declared out of legally available funds, subject to any preferential rights of any preferred stock that the Company issues in the future. In any liquidation, each outstanding Common Share will entitle its holder to share (based on the percentage of Common Shares held) in the assets that remain after the Company pays its liabilities and any preferential distributions owed to preferred stockholders. Holders of Common Shares do not have preemptive rights, which means that there is no automatic option to purchase any new Common Shares that the Company issues, nor do holders of Common Shares have any preference, conversion, exchange, sinking fund or redemption rights. Holders of Common Shares do not have appraisal rights unless the Board of Directors determines that appraisal rights apply, with respect to all or any classes or series of stock, to a particular transaction or all transactions occurring after the date of such determination in connection with which holders of such Common Shares would otherwise be entitled to exercise appraisal rights. Common Shares are nonassessable by the Company upon its receipt of the consideration for which the Board of Directors authorized their issuance.

Distributions and Distributions Declared

The Company’s Board of Directors commenced declaring and it began paying distributions on its Common Shares at the pro rata equivalent of an annual distribution of ~~$0.80~~$0.80 per share, or an annualized rate of ~~8.0%~~8.0% assuming a purchase price of ~~$10.00~~$10.00 per share, beginning with the period from June 22, 2015 through November 30, 2015 and monthly thereafter beginning with the month ending December 31, 2015 through the month ending June 30, 2019. Beginning with the month ending July 31, 2019, the Company’s Board of Directors decreased the regular monthly distributions on our Common Shares to the pro rata equivalent of an annual distribution of ~~$0.40~~$0.40 per share, or an annualized rate of ~~4.0%~~4.0% assuming a purchase price of ~~$10.00~~$10.00 per share. Distributions ~~are~~were payable to stockholders of record at the close of business on the last day of the month-end. All distributions were paid on or about the 15th day of the month following the month-end.

On January 15, 2020, February 15, 2020, March 15, 2020 and April 29, 2020, the Company paid distributions to its stockholders for the months ended December 31, 2019, January 31, 2020, February 29, 2020 and March 31, 2020, respectively, totaling $1.1 million. These distributions were all paid in cash.

On March 25, 2020, the Board of Directors determined to suspend regular monthly distributions.

F-17

LIGHTSTONE ~~REAL ESTATE INCOME TRUST~~VALUE PLUS REIT IV, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

For the Years Ended December 31, 2021 and 2020

2020 ~~and 2019~~

Special Distribution

On December 21, 2020, the Board of Directors authorized and the Company declared a special distribution of ~~$0.37~~$0.37 per ~~share of~~ common ~~stock~~share payable to stockholders of record as of December 31, ~~2020.~~2020 (the “2020 Special Distribution”). The total ~~special distribution~~2020 Special Distribution of ~~$3.2~~$3.2 million, which ~~represents~~represented a portion of the proceeds generated from asset sales, was paid on or about January 15, 2021.

2021 Special Distribution

On August 9, 2021, the Board of Directors authorized and the Company declared a special distribution of $0.215 per common share payable to stockholders of record as of September 30, 2021 (the “2021 Special Distribution”). The total 2021 Special Distribution of $1.8 million, which represented a portion of the proceeds generated from asset sales and was paid on or about October 15, 2021.

Total distributions declared during the years ended December 31, 2021 and 2020 ~~and 2019~~ were ~~$4.0~~$1.8 million and ~~$5.1~~$4.0 million, respectively.

Future distributions, if any, declared will be at the discretion of the Board of Directors based on their analysis of the Company’s performance over the previous periods and expectations of performance for future periods. The Board of Directors will consider various factors in its determination, including but not limited to, the sources and availability of capital, operating and interest expenses, the Company’s ability to refinance near-term debt, as well as the IRS’s annual distribution requirement that REITs distribute no less than 90% of their taxable income. The Company cannot assure that any future distributions will be made or that it will maintain any particular level of distributions that it has previously established or may establish.

Share Repurchase Program

The Company’s share repurchase program may provide its stockholders with limited, interim liquidity by enabling them to sell their Common Shares back to the Company, subject to restrictions. For the year ended December 31, 2019, the Company repurchased 70,038 Common Shares at an average price per share of $9.76 per share. For the period from January 1 through March 24, 2020, the Company repurchased 57,800 Common Shares pursuant to its share repurchase program at an average price of $9.53 per share.

On March 25, 2020, the Board of Directors amended the share repurchase program to remove stockholder notice requirements and also approved the suspension of all redemptions effective immediately.

Effective May 10, 2021, the Board of Directors reopened the share repurchase program for redemptions submitted in connection with a stockholder’s death or hardship and set the price for all such purchases at the Company’s current estimated net asset value per share (“NAV per Share”) which was $8.50 as of December 31, 2020.

Deaths that occurred subsequent to January 1, 2020 are eligible for consideration, subject to certain conditions. Beginning January 1, 2022, requests for redemptions in connection with a stockholder’s death must be submitted and received by the Company within one year of the stockholder’s date of death for consideration.

On an annual basis, the Company will not redeem in excess of 0.5% of the number of shares outstanding as of the end of the preceding year for either death or hardship redemptions, respectively. Redemption requests are expected to be processed on a quarterly basis and may be subject to pro ration if either type of redemption requests exceed the annual limitation.

For the period from January 1 through March 24, 2020, the Company repurchased 57,800 Common Shares pursuant to its share repurchase program at an average price of $9.53 per share. For the year ended December 31, 2021, the Company repurchased 59,745 Common Shares at an average price per share of $8.50 per share.

Effective March 18, 2022, in connection with the Board of Directors determination and approval of the Company’s NAV per Share of $8.58, as of December 31, 2021, the redemption price was automatically adjusted.

F-18

LIGHTSTONE ~~REAL ESTATE INCOME TRUST~~VALUE PLUS REIT IV, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

For the Years Ended December 31, ~~2020~~2021 and ~~2019~~2020

6. Related Party Transactions and Other Arrangements

The Company has agreements with the Advisor and its affiliates to pay certain fees, as follows, in exchange for services performed by these entities and other related party entities. The Company’s ability to secure financing and acquire real estate and real estate-related investments are dependent upon its Advisor and affiliates to perform such services as provided in these agreements.

Operational Stage

Fees		Amount
Acquisition Fee		The Company pays to the Advisor or its affiliates 1% of the amount funded by usit to originate or acquire an investment (including the Company’s pro rata share (direct or indirect) of debt incurred in respect of such investment, but excluding acquisition fees and acquisition expenses). Notwithstanding the foregoing, the Company will not pay any acquisition fee to the Advisor or any of its affiliates with respect to any transaction between the Company and the Sponsor, any of its affiliates or any program sponsored by it.

Acquisition Expenses		The Company reimburses the Advisor for expenses actually incurred related to selecting, originating or acquiring investments on the Company’s behalf, regardless of whether or not the Company acquires the related investments. In addition, the Company pays third parties, or reimburses the Advisor or its affiliates, for any investment-related expenses due to third parties, including, but not limited to, legal fees and expenses, travel and communications expenses, accounting fees and expenses and other closing costs and miscellaneous expenses, regardless of whether or not the Company acquires the related investments. In no event will the total of all acquisition fees and acquisition expenses (including those paid to third parties, as described above) with respect to a particular investment be unreasonable or, except in limited circumstances, exceed 5% of the amount funded by us to originate or acquire an investment (including the Company’s pro rata share (direct or indirect) of debt attributable to such investment, but exclusive of acquisition fees and acquisition expenses).

Asset Management Fee		The Company pays the Advisor or its assignees a monthly asset management fee equal to one-twelfth (1⁄12)(1⁄12) of 1% of the cost of the Company’s assets. The cost of the Company’s assets means the amount funded by the Company for investments, including expenses and any financing attributable to such investments, less any principal received on such investments.

Operating Expenses		The Company reimburses the Advisor’s costs of providing administrative services, subject to the limitation that the Company generally will not reimburse the Advisor for any amount by which the total operating expenses at the end of the four preceding fiscal quarters exceeds the greater of (i) 2% of average invested assets (as defined in the advisory agreement), and (ii) 25% of net income other than any additions to reserves for depreciation, bad debt or other similar non-cash reserves and excluding any gain from the sale of investments for that period. After the end of any fiscal quarter for which the Company’s total operating expenses exceed this 2%/25% limitation for the four fiscal quarters then ended, if the Company’s independent directors exercise their right to conclude that this excess was justified, this fact will be disclosed in writing to the holders of Common Shares within 60 days. If the Company’s independent directors do not determine such excess expenses are justified, the Advisor is required to reimburse the Company, at the end of the four preceding fiscal quarters, by the amount that the Company’s aggregate annual total operating expenses paid or incurred exceed this 2%/25% limitation.

		Additionally, the Company reimburses the Advisor for personnel costs in connection with other services; however, the Company does not reimburse the Advisor for (a) services for which the Advisor or its affiliates are entitled to compensation in the form of a separate fee, or (b) the salaries and benefits of the Company’s named executive officers.

F-19

LIGHTSTONE ~~REAL ESTATE INCOME TRUST~~VALUE PLUS REIT IV, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

For the Years Ended December 31, ~~2020~~2021 and ~~2019~~2020

Liquidation/Listing Stage

Fees		Amount
Disposition Fee		For substantial assistance in connection with the sale of investments and based on the services provided, as determined by the Company’s independent directors, the Company will pay to the Advisor or any of its affiliates a disposition fee equal to up to 1% of the contractual sales price of each investment sold. The Company will not pay a disposition fee upon the maturity, prepayment, workout, modification or extension of a debt instrument unless there is a corresponding fee paid by the borrower, in which case the disposition fee will be the lesser of: (a) 1% of the principal amount of the debt prior to such transaction; and (b) the amount of the fee paid by the borrower in connection with such transaction. If the Company takes ownership of a property as a result of a workout or foreclosure of debt, the Company will pay a disposition fee upon the sale of such property.

Annual Subordinated Performance Fee		The Company will pay the Advisor an annual subordinated performance fee calculated on the basis of the annual return to holders of Common Shares, payable annually in arrears. Specifically, in any year in which holders of Common Shares receive payment of an 8% annual cumulative, pre-tax, non- compounded return on the aggregate capital contributed by them, the Advisor will be entitled to 15% of the amount in excess of the 8% per annum return; provided, that the annual subordinated performance fee will not exceed 10% of the aggregate return paid to the holders of Common Shares for the applicable year, and provided, further, that the annual subordinated performance fee will not be paid unless and until holders of Common Shares receive a return of the aggregate capital contributed by them. This fee will be payable only from net sales proceeds, which results in, or is deemed to result in, the return on the aggregate capital contributed by holders of Common Shares plus 8% per annum thereon.

Subordinated Participation in Net Sales Proceeds (payable only if the Company is not listed on an exchange and the advisory agreement is not terminated or non-renewed)		The Advisor will receive from time to time, when available, including in connection with a merger, consolidation or sale, or other disposition of all or substantially all the Company’s assets, 15% of remaining “net sales proceeds” (as defined in the Company’s charter) after return of capital contributions plus payment to holders of Common Shares of an 8% annual cumulative, pre-tax, non-compounded return on the aggregate capital contributed by them.

Subordinated Incentive Listing Fee (payable only if the Company is listed on an exchange)		Upon the listing of the Common Shares on a national securities exchange, including a listing in connection with a merger or other business combination, the Advisor will receive a fee equal to 15% of the amount by which the sum of the Company’s market value (determined after listing) plus distributions attributable to net sales proceeds paid to the holders of Common Shares exceeds the sum of the aggregate capital contributed by them plus an amount equal to an 8% annual cumulative, pre-tax, non-compounded return.

F-20

LIGHTSTONE VALUE PLUS REIT IV, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
For the Years Ended December 31, 2021 and 2020

The following table represents the fees incurred associated with the payments to the Company’s Advisor and its affiliates for the period indicated:

Schedule of Fees and offering costs
For the
Years Ended
December 31,
2021 2020
Development fees and cost reimbursement ⁽¹⁾ $ 1,722,882 $ 304,366
Asset management fees (general and administrative costs) 0 77,313
Total $ 1,722,882 $ 381,679

For the Years Ended December 31,
2020 2019
Acquisition fee ⁽¹⁾ $ - $ 304,195
Development cost reimbursement ⁽²⁾ 304,366 129,299
Asset management fees (general and administrative costs) 77,313 685,678

Total $ 381,679 $ 1,119,172
(1) ~~Acquisition~~Development fees and the reimbursement of development-related costs that the Williamsburg Moxy Joint Venture pays to the Advisor and its affiliates are capitalized and ~~are~~ included in the carrying value of ~~our~~the investment in the Williamsburg Moxy Hotel, which is classified as construction in progress on the consolidated balance sheets. See Note 3 for additional information.
~~(2)~~
Development costs that we reimburse our Advisor for are capitalized and are included in the carrying value of our investment in the Williamsburg Moxy Hotel which is classified as construction in progress on the consolidated balance sheets.

~~LIGHTSTONE REAL ESTATE INCOME TRUST INC. AND SUBSIDIARIES~~
~~NOTES TO CONSOLIDATED FINANCIAL STATEMENTS~~
~~For~~The Company has agreements with the ~~Years Ended December 31, 2020 and 2019~~
~~Investments~~Advisor to pay certain fees, in ~~Unconsolidated Affiliated Real Estate Entities~~
~~The entities listed below are or were partially owned~~exchange for services performed by the ~~Company. The Company accounts for these investments under the equity method~~Advisor and/or its affiliated entities. As of ~~accounting as~~December 31, 2021, the Company ~~exercises significant influence, but does not exercise financial~~owed the Advisor and ~~operating control over these entities. A summary of the Company’s investments in the unconsolidated~~its affiliated ~~real estate~~ entities ~~is as follows:~~
As of
Entity Date Acquired Ownership % December 31,
2020 December 31,
2019
RP Maximus Cove, L.L.C. (the “Cove Joint Venture”) January 31, 2017 22.50 % $ - $ 13,846,410
40 East End Ave. Pref Member LLC ( “40 East End Ave. Joint Venture”) March 31, 2017 33.30 % 10,988,023 12,551,394
Total investments in unconsolidated affiliated real estate entities $ 10,988,023 $ 26,397,804
~~The Cove Joint Venture~~
On January 31, 2017, the Company, through its wholly owned subsidiary, REIT IV COVE LLC along with LSG Cove LLC, an affiliate of the Sponsor and a related party, REIT III COVE LLC, a subsidiary of the operating partnership of Lightstone Value Plus Real Estate Investment Trust III, Inc., a real estate investment trust also sponsored by the Company’s Sponsor and a related party and Maximus Cove Investor LLC (“Maximus”), an unrelated third party, completed the acquisition of all of RP Cove, L.L.C’s membership interest in RP Maximus Cove, L.L.C. (the “Cove Joint Venture”) for aggregate consideration of approximately $255.0 million (the “Cove Transaction”). The Cove Joint Venture owns and operates The Cove at Tiburon (the “Cove”), a 281-unit, luxury waterfront multifamily residential property located in Tiburon, California from January 31, 2017 through February 12, 2020 (see below). Prior to entering into the Cove Transaction, Maximus previously owned a separate noncontrolling interest in the Cove Joint Venture.
The Company paid approximately $20.0 million for a 22.5% membership interest in the Cove Joint Venture. The Company’s ownership interest in the Cove Joint Venture was a non-managing interest. The Company determined that the Cove Joint Venture was a variable interest entity but the Company was not the primary beneficiary. The Company accounted for its ownership interest in the Cove Joint Venture in accordance with the equity method of accounting because it exerted significant influence over but did not control the Cove Joint Venture. The Company commenced recording its allocated portion of profit/loss and cash distributions beginning as of January 31, 2017 with respect to its 22.5% membership interest in the Cove Joint Venture.
Subsequent to the Company’s acquisition of its 22.5% membership interest in the Cove Joint Venture, it made an aggregate of $2.6 million of additional capital contributions and received aggregate distributions of $0.9 million. All of these additional capital contributions were made and distributions received in periods prior to 2020.
On December 17, 2019, REIT IV Cove LLC, REIT III Cove LLC, LSG Cove LLC (collectively, the “Redeemers”), Maximus and the Cove Joint Venture entered into a redemption agreement (the “Redemption Agreement”), pursuant to which the Cove Joint Venture would redeem the membership interests of the Redeemers for an aggregate redemption price of approximately $87.6 million.
On February 12, 2020, the Cove Joint Venture completed the redemption of the Redeemers’ membership interests in the Cove Joint Venture pursuant to the terms of the Redemption Agreement for an aggregate redemption price of approximately $87.6 million. In connection, with the redemption of its 22.5% membership interest in the Cove Joint Venture, the Company received proceeds of approximately $21.9$0.3 million, which ~~resulted~~is included in ~~a gain~~accounts payable, accrued expenses and other liabilities on the disposition of investment in unconsolidated affiliated real estate entity of approximately $8.2 million during the first quarter of 2020. As a result of the redemption of its 22.5% membership interest in the Cove Joint Venture on February 12, 2020, the Company no longer has an ownership interest in the Cove Joint Venture.
During August 2020, the Company received $0.1 million of additional proceeds related to the redemption of its membership interest in the Cove Joint Venture and recognized a gain on the disposition of investment in unconsolidated affiliated real estate entity of $0.1 million during the third quarter of 2020. As a result, the Company has recognized an aggregate gain on the disposition of investment in unconsolidated affiliated real estate entity of approximately $8.3 million during the year ended December 31, 2020.

~~LIGHTSTONE REAL ESTATE INCOME TRUST INC. AND SUBSIDIARIES~~
~~NOTES TO CONSOLIDATED FINANCIAL STATEMENTS~~
~~For the Years Ended December 31, 2020 and 2019~~
~~The Cove Joint Venture Financial Information~~
~~The Company’s carrying value of its interest in the Cove Joint Venture differed from its share of member’s equity reported in the condensed~~consolidated balance sheet of the Cove Joint Venture because the Company’s basis of its investment was in excess of the historical net book value of the Cove Joint Venture. The Company’s additional basis was allocated to depreciable assets was recognized on a straight-line basis over the lives of the appropriate assets.
~~The following table represents the condensed income statements for the Cove Joint Venture:~~
(amounts in thousands) For the Period January 1 through February 12,
2020 For the Year Ended December 31,
2019
Revenues $ 1,375 $ 16,129

Property operating expenses 430 5,057
General and administrative costs 13 119
Depreciation and amortization 960 11,498
Operating loss (28 ) (545 )

Loss on debt extinguishment - (1,521 )
Interest expense and other, net (652 ) (9,424 )
Net loss $ (680 ) $ (11,490 )
Company’s share of net loss (22.5%) $ (153 ) $ (2,585 )
Adjustment to depreciation and amortization expense ⁽¹⁾ (5 ) (40 )
Company’s loss from investment $ (158 ) $ (2,625 )
~~The following table represents the condensed balance sheets for the Cove Joint Venture:~~
As of
(amounts in thousands) December 31,
2019
Real estate, at cost (net) $ 138,045
Cash and restricted cash 1,491
Other assets 1,141
Total assets $ 140,677

Mortgage payable, net $ 178,353
Other liabilities 1,339
Members’ deficit ⁽¹⁾ (39,015 )
Total liabilities and members’ deficit $ 140,677
~~(1)~~ The adjustment to depreciation and amortization expense related to the difference between the Company’s basis in the Cove Joint Venture and the amount of the underlying equity in net assets of the Cove Joint Venture.
~~40 East End Ave. Joint Venture~~
On March 31, 2017, the Company entered into a joint venture agreement (the “40 East End Ave. Transaction”) with SAYT Master Holdco LLC, an entity majority-owned and controlled by David Lichtenstein, who also majority owns and controls the Company’s Sponsor, and a related party, (the “40 East End Seller”), providing for the Company to acquire approximately 33.3% of the 40 East End Seller’s approximate 100% membership interest in the 40 East End Ave. Joint Venture for aggregate consideration of approximately $10.3 million.

~~LIGHTSTONE REAL ESTATE INCOME TRUST INC. AND SUBSIDIARIES~~
~~NOTES TO CONSOLIDATED FINANCIAL STATEMENTS~~
~~For the Years Ended December 31, 2020 and 2019~~
The Company’s ownership interest in the 40 East End Ave. Joint Venture is a non-managing interest. Because the Company exerts significant influence over but does not control the 40 East End Ave. Joint Venture, it accounts for its ownership interest in the 40 East End Ave. Joint Venture in accordance with the equity method of accounting. All contributions to and distributions of earnings from the 40 East End Ave. Joint Venture are made on a pro rata basis in proportion to each member’s equity interest percentage. Any distributions in excess of earnings from the 40 East End Ave. Joint Venture are made to the members pursuant to the terms of its operating agreement. The Company commenced recording its allocated portion of earnings and cash distributions, if any, from the 40 East End Ave. Joint Venture beginning as of March 31, 2017 with respect to its membership interest of approximately 33.3% in the 40 East End Ave. Joint Venture.sheets. Additionally, Lightstone Value Plus Real Estate Investment Trust, Inc. (“Lightstone I”), a real estate investment trust also sponsored by the Company’s Sponsor, made $30.0 million of preferred equity contributions (the “Preferred Contributions”) to a subsidiary of the 40 East End Ave. Joint Venture, pursuant to an instrument that entitles Lightstone I to monthly preferred distributions at a rate of 12% per annum. No distributions may be paid to the members until the Preferred Contributions are redeemed in full.
The 40 East End Ave. Joint Venture, through affiliates, owns the 40 East End Avenue Project, a luxury residential 29-unit condominium project located at the corner of 81st Street and East End Avenue in the Upper East Side neighborhood of New York City. The 40 East End Avenue Project received its final TCO in March 2020 and through December 31, 2020, six of the condominium units have been sold.
On March 21, 2017, the 40 East End Ave. Joint Venture obtained financing from a financial institution of up to $85.3 million (the “40 East End Ave. Mortgage”) for the land acquisition and construction of the 40 East End Ave. Project. On December 19, 2019, the 40 East End Ave. Joint Venture refinanced the 40 East End Ave. Mortgage with a loan (the “Condo Loan”) from another financial institution of $95.2 million, of which $90.2 million was initially funded at closing and the remaining $5.0 million was subsequently advanced in April 2020. The Condo Loan matures on December 19, 2021, bears interest at LIBOR plus 2.45%, which is payable monthly, and requires principal payments to be made at certain prescribed amounts from proceeds from the sales of condominium units.
During 2020, the 40 East End Ave. Joint Venture made aggregate principal payments of $5.3 million on the Condo Loan reducing its outstanding principal balance to $90.7 million ($89.9 million, net of deferred financing costs) as of December 31, ~~2020. These principal payments were made with proceeds from~~2020, the ~~sales of condominium units totaling $3.3 million~~Advisor and ~~a balloon payment of $2.0 million, of which the Company’s proportionate share was approximately $0.7 million.~~
Pursuant to the terms of the Condo Loan, the 40 East End Ave. Joint Venture was required to make a principal paydown on December 19, 2020 if the then outstanding principal balance of the Condo Loan had not been paid down to at least $81.0 million as of that date. However, in lieu of a required principal paydown of $11.7 million, the lender agreed to accept an immediate principal paydown of $2.0 million,its affiliated entities owed us $122, which was ~~paid on December 18, 2020,~~included in restricted cash and allow for the remaining required principal paydown of $9.7 million to be paid during the first quarter of 2021, all of which was paid in March 2021. The 40 East End Ave. Joint Venture used proceeds from the sales of condominium units which closed in the first quarter of 2021 to make the remaining required principal paydown. The 40 East End Ave. Joint Venture will be required to make another principal paydown on June 19, 2021 if principal paydowns from additional condominium sales proceeds do not reduce the outstanding principal balance of the Condo Loan to at least $73.0 million as of that date.
In connection with the closing of the Condo Loan , the 40 East End Ave. Joint Venture used a portion of the initial loan proceeds to (i) fully repay the then outstanding principal balance of $80.3 million plus accrued and unpaid interest of $0.2 million for the 40 East End Ave. Mortgage and (ii) redeem $9.5 million of Lightstone I’s Preferred Contributions. Additionally, in connection with the refinancing, the 40 East End Ave. Joint Venture recognized a lossother assets on the ~~early extinguishment of debt of $0.8 million during the fourth quarter of 2019, of which the Company’s proportionate share was approximately $0.3 million.~~consolidated balance sheets.
The Condo Loan is scheduled to mature on December 19, 2021. Because of the impact of the COVID-19 pandemic on the pace of condominium unit sales, the 40 East End Ave. Joint Venture is engaged in discussions with the lender to extend the maturity date of the Condo Loan. However, there can be no assurance that the 40 East End Ave. Joint Venture will be successful in such endeavors.

~~LIGHTSTONE REAL ESTATE INCOME TRUST INC. AND SUBSIDIARIES~~
~~NOTES TO CONSOLIDATED FINANCIAL STATEMENTS~~
~~For the Years Ended December 31, 2020 and 2019~~
The Company’s Sponsor and its affiliates (collectively, the “40 East End Guarantors”) have provided certain guarantees with respect to the Condo Loan and the members have agreed to reimburse the 40 East End Guarantors for any balance that may become due under the guarantees (the “40 East End Guarantee”), of which the Company’s share is approximately 33.3%. The Company has determined that the fair value of its share of the 40 East End Guarantee is immaterial.
On December 26, 2019, the 40 East End Ave. Joint Venture redeemed an additional $3.5 million of Lightstone I’s Preferred Contributions. As a result, Lightstone I’s outstanding Preferred Contributions were $17.0 million as of December 31, 2019. An additional $11.0 million of Lightstone I’s Preferred Contributions were redeemed on February 13, 2020 reducing Lightstone I’s Preferred Contributions to $6.0 million, which remains outstanding as of December 31, 2020.
Subsequent to the Company’s acquisition through December 31, 2020, it has made an aggregate of $5.7 million (including $1.1 million and $0.8 million during the years ended December 31, 2020 and 2019, respectively) of additional capital contributions to the 40 East End Ave. Joint Venture.
~~The 40 East End Ave. Joint Venture Financial Information~~
~~The following table represents the condensed income statements for the 40 East End Ave. Joint Venture:~~
(amounts in thousands)
For the Year Ended
December 31,
2020

For the Year Ended
December 31,
2019

Revenues $ 15,448 $ 13,578

Cost of goods sold 14,347 12,593
Other expenses 2,630 2,120
Impairment of real estate inventory 2,288 -
Depreciation and amortization - 534

Operating loss (3,817 ) (1,669 )

Interest expense and other, net (4,239 ) (2,872 )
Loss on debt extinguishment - (836 )
Net loss $ (8,056 ) $ (5,377 )
Company’s share of net loss (33.3%) $ (2,683 ) $ (1,791 )
~~The following table represents the condensed balance sheets for the 40 East End Ave. Joint Venture:~~
As of As of
(amounts in thousands) December 31,
2020 December 31,
2019
Real estate inventory $ 125,086 $ 139,170
Cash and restricted cash 4,446 7,739
Other assets 587 637
Total assets $ 130,119 $ 147,546

Mortgage payable, net $ 89,876 $ 89,102
Other liabilities 1,309 2,404
Members’ capital 38,934 56,040
Total liabilities and members’ capital $ 130,119 $ 147,546
~~Investment in Related Party~~
~~105-109 W. 28~~^th~~Street Preferred Investment~~
~~The Company previously entered into an agreement, as amended, with various related party entities pursuant to which it made aggregate preferred equity contributions (the “105-109 W. 28~~^th~~Street Preferred Investment”) of $37.0 million in an affiliate of the Company’s Sponsor (the “Moxy Developer”), which owns a parcel of land located at 105-109 W. 28~~^th~~Street, New York, New York, on which it constructed a 343-room Marriott Moxy hotel, which opened during February 2019. The 105-109 W. 28~~^th~~Street Preferred Investment was made pursuant to an instrument that entitled the Company to monthly preferred distributions at a rate of 12% per annum.~~

~~LIGHTSTONE REAL ESTATE INCOME TRUST INC. AND SUBSIDIARIES~~
~~NOTES TO CONSOLIDATED FINANCIAL STATEMENTS~~
~~For the Years Ended December 31, 2020 and 2019~~
The Company received aggregate repayments of $26.5 million during March 2019 and subsequently received the remaining outstanding balance of $10.5 million on August 26, 2019 and as a result, has fully redeemed the 105-109 W. 28th Street Preferred Investment.
Subordinated Advances – Related Party
On March 18, 2016, the Company ~~and its Sponsor~~ entered into ~~the Subordinated Agreement,~~ a subordinated unsecured loan agreement (the “Subordinated Agreement”) with the Sponsor pursuant to which the Sponsor made aggregate principal advances of ~~$12.6~~$12.6 million through March 31, 2017 (the termination date of the Offering). The outstanding principal advances bear interest at a rate of ~~1.48%~~1.48%, but no interest or principal is due or payable to the Sponsor until holders of the Company’s Common Shares have received ~~liquidation~~liquidating distributions equal to their respective net investments (defined as ~~$10.00~~$10.00 per Common Share) plus a cumulative, pre-tax, non-compounded annual return of ~~8.0%~~8.0% on their respective net investments.
Distributions in connection with a liquidation of the Company initially will be made to holders of its Common Shares until holders of its Common Shares have received liquidation distributions equal to their respective net investments plus a cumulative, pre-tax, non-compounded annual return of ~~8.0%~~8.0% on their respective net investments. Thereafter, only if additional liquidating distributions are available, the Company will be obligated to repay the outstanding principal advances and related accrued interest to the Sponsor, as described in the Subordinated Agreement. In the event that additional liquidation distributions are available after the Company repays its holders of common stock their respective net investments plus their 8% return on investment and then the outstanding principal advances under the Subordinated Agreement and accrued interest to ~~its~~the Sponsor, such additional distributions will be paid to holders of its Common Shares and ~~its~~the Sponsor: ~~85.0%~~85.0% of the aggregate amount will be payable to holders of the Company’s Common Shares and the remaining ~~15.0%~~15.0% will be payable to the Sponsor.
The principal advances and the related interest are subordinate to all of the Company’s obligations as well as to the holders of its Common Shares in an amount equal to the shareholder’s net investment plus a cumulative, pre-tax, non-compounded annual return of ~~8.0%~~8.0% and only potentially payable in the event of a liquidation of the Company.
In connection with the termination of the Offering, on March 31, 2017, the Company and the Sponsor simultaneously terminated the Subordinated Agreement. As a result of the termination, the Sponsor is no longer obligated to make any additional principal advances to the Company. Interest will continue to accrue on the outstanding principal advances and repayment, if any, of the principal advances and related accrued interest will be made according to the terms of the Subordinated Agreement disclosed above.
As of both December 31, ~~2020~~2021 and ~~2019,~~2020, an aggregate of approximately ~~$12.6~~$12.6 million of principal advances have been funded, which along with the related accrued interest of ~~$819,679~~$1,006,633 and ~~$632,725,~~$819,679, respectively, are classified as Subordinated Advances – Related Party, a liability on the consolidated balance sheets. ~~December 31, 2020 and 2019, respectively, are classified as Subordinated Advances – related party, a liability, on the consolidated balance sheets.~~ During both of the years ended December 31, ~~2020~~2021 and ~~2019,~~2020, the Company accrued ~~$186,954~~$186,954 of interest expense on the principal advances.
F-21

LIGHTSTONE VALUE PLUS REIT IV, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
For the Years Ended December 31, 2021 and 2020
7. Commitments and Contingencies
Legal Proceedings
From time to time in the ordinary course of business, the Company may become subject to legal proceedings, claims or disputes.
As of the date hereof, we are not a party to any material pending legal proceedings of which the outcome is probable or reasonably possible to have a material adverse effect on its results of operations or financial condition, which would require accrual or disclosure of the contingency and possible range of loss.

F-22
PART II. CONTINUED:
ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE:
None.
Item 9A.CONTROLS AND PROCEDURES

Disclosure Controls and Procedures.As of December 31, ~~2020,~~2021, we conducted an evaluation under the supervision and with the participation of the Advisor’s management, including our Chairman and Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures. The term “disclosure controls and procedures,” as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended, or the Exchange Act, means controls and other procedures of a company that are designed to ensure that information required to be disclosed by the Company in the reports it files or submits under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the SEC’s rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by a company in the reports that it files or submits under the Exchange Act is accumulated and communicated to the Company’s management, including its principal executive and principal financial officers, or persons performing similar functions, as appropriate, to allow timely decisions regarding required disclosure. Based on this evaluation, our Chairman and Chief Executive Officer and Chief Financial Officer concluded as of December 31, ~~2020~~2021 that our disclosure controls and procedures were adequate and effective.
Management’s Report on Internal Control over Financial Reporting. Our management is responsible for establishing and maintaining adequate internal control over financial reporting, as such term is defined in Exchange Act Rules 13a-15(f) and 15d-15(f). Our internal control system is a process designed by, or under the supervision of, our Chairman and Chief Executive Officer and Chief Financial Officer and effected by our Board of Directors, management and other personnel to provide reasonable assurance regarding the reliability of our financial reporting and the preparation of financial statements for external reporting purposes in accordance with generally accepted accounting principles.
Our internal control over financial reporting includes policies and procedures that:
●
pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect transactions and disposition of assets;

●
provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures are being made only in accordance with the authorization of our management and directors; and

●
provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of our assets that could have a material effect on our financial statements.

Because of inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
Management assessed the effectiveness of our internal control over financial reporting as of December 31, ~~2020.~~2021. In making this assessment, they used the control criteria framework of the Committee of Sponsoring Organizations of the Treadway Commission published in its report entitled Internal Control—Integrated Framework (2013). Based on this evaluation, our management has concluded that our internal control over financial reporting was effective as of December 31, ~~2020.~~2021.

This annual report does not include an attestation report of the Company’s independent registered public accounting firm regarding internal control over financial reporting. Management’s report was not subject to attestation by the Company’s independent registered public accounting firm pursuant to rules of the Securities and Exchange Commission that permit the Company to provide only management’s report in this annual report.
Changes in Internal Control over Financial Reporting. There were no changes in our internal control over financial reporting during the quarter ended December 31, ~~2020~~2021 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
29

ITEM 9B. OTHER INFORMATION:
None.
Item 9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections.
None.
30

~~None.~~
PART III.
ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE OF THE REGISTRANT
Directors
The following table presents certain information as of March 15, ~~2021~~2022 concerning each of our directors serving in such capacity:
Name Age Principal Occupation and Positions Held Year Term of Office Will Expire Served as a Director Since Age Principal Occupation and Positions Held Year Term of
Office Will Expire Served as a
Director Since
David Lichtenstein 60 Chief Executive Officer and Chairman of the Board of Directors 2021 2015 61 Chief Executive Officer and Chairman of the Board of Directors 2022 2015
Edwin J. Glickman 88 Director 2021 2015
Steven Spinola 72 Director 2021 2015 73 Director 2022 2015
Michael J. Demarco 62 Director 2022 2021
David Lichtenstein is our Chief Executive Officer and Chairman of our board of directors. Mr. Lichtenstein founded both American Shelter Corporation and The Lightstone Group. From 1988 to the present, Mr. Lichtenstein has served as Chairman of the Board of Directors and Chief Executive Officer of The Lightstone Group, directing all aspects of the acquisition, financing and management of a diverse portfolio of multifamily, lodging, retail and industrial properties located in 20 states and Puerto Rico. From June 2004 to the present, Mr. Lichtenstein has served as the Chairman of the Board of Directors and Chief Executive Officer of Lightstone Value Plus ~~Real Estate Investment Trust,~~REIT I, Inc. (“Lightstone REIT I”) and Chief Executive Officer of Lightstone Value Plus REIT LLC, its advisor. From April 2008 to the present, Mr. Lichtenstein has served as the Chairman of the Board of Directors and Chief Executive Offer of Lightstone Value Plus ~~Real Estate Investment Trust~~REIT II, Inc. (“Lightstone REIT II”) and Lightstone Value Plus REIT II LLC, its advisor. From September 2014 to the present, Mr. Lichtenstein has served as Chairman of the Board of Directors and Chief Executive Officer of Lightstone Value Plus ~~Real Estate Investment Trust~~REIT III, Inc. (“Lightstone REIT III”), and as Chief Executive Officer of Lightstone Value Plus REIT II ILLC, its advisor. From October 2014 to the present, Mr. Lichtenstein has served as Chairman of the Board of Directors and Chief Executive Officer of Lightstone Enterprises Limited (“Lightstone Enterprises”). On August 31, 2021, Mr. Lichtenstein was appointed Chairman Emeritus of the Board of Directors of Lightstone Value Plus ~~Real Estate Investment Trust~~REIT V, Inc. (“Lightstone REIT V”) and previously served as the Chairman of the Board of Directors of Lightstone REIT V from September 2017 through August 31, 2021. Additionally, Mr. Lichtenstein is Chairman and Chief Executive Officer of ~~the its~~Lightstone REIT V’s advisor. From July 2015 to the present, Mr. Lichtenstein has served as a member of the Board of Directors of the New York City Economic Development Corporation. Mr. Lichtenstein is also a member of the International Council of Shopping Centers and the National Association of Real Estate Investment Trusts, Inc., an industry trade group, as well as a member of the Board of Directors of Touro College and New York Medical College. Mr. Lichtenstein has been selected to serve as a director due to his experience and networking relationships in the real estate industry, along with his experience in acquiring and financing real estate properties.

~~Edwin J. Glickman~~ is one of our independent directors and the chairman of our audit committee. From April 2008 to the present, Mr. Glickman has served as a member of the board of directors of Lightstone II and from September 2014 to the present has served as a member of the board of directors of Lightstone III. From December 2004 through January 2015, Mr. Glickman previously served as a member of the board of directors of Lightstone I. In January 1995, Mr. Glickman co-founded Capital Lease Funding, a leading mortgage lender for properties net leased to investment grade tenants, where he remained as Executive Vice President until May 2003 when he retired. Mr. Glickman was previously a trustee of publicly traded RPS Realty Trust from October 1980 through May 1996 and Atlantic Realty Trust from May 1996 to March 2006. Mr. Glickman graduated from Dartmouth College. Mr. Glickman has been selected to serve as an independent director due to his experience in mortgage lending and finance.
Stephen Spinola is one of our independent directors and is a member of our audit committee. Since September 2017, Mr. Spinola has served as a member of the Board of Directors of Lightstone REIT V. Since 1986, Mr. Spinola has been the President of the Real Estate Board of New York (“REBNY”), and as of July 1, 2015 serves as President Emeritus. Prior to becoming REBNY’s President, Mr. Spinola served as President of the New York City Public Development Corporation (now known as the New York City Economic Development Corporation). Mr. Spinola holds a Bachelor of Arts degree from the City College of New York with a concentration in political science and government. Mr. Spinola has been selected to serve as an independent director due to his extensive experience in the real estate industry.
Michael J. DeMarco is one of our independent directors and the Chairman of our Audit Committee. From April 2017 to July 2020, Mr. DeMarco served as chief executive officer of Mack-Cali Realty Corporation (“Mack-Cali”). From June 2015 to April 2017, Mr. DeMarco served as president and chief operating officer of Mack-Cali. From 2013 to June 2015, Mr. DeMarco served as the chief investment officer of CCRE, a non-bank finance company and one of the largest originators of CMBS. Mr. DeMarco previously served as an executive vice president at Vornado Realty Trust from 2020 to 2013, as a managing director at Fortress Investment Group from 2007 to 2020, and as a senior managing director at Lehman Brothers from 1993 to 2007. Mr. DeMarco also held senior positions at Credit Suisse First Boston and Arthur Andersen LLP. Mr. DeMarco also is a member of the board of trustees of Saint Peter’s Preparatory School, as well as a member of the Urban Land Institute and the International Council of Shopping Centers. Since June 2015, Mr. DeMarco has served as a member of the board of trustees of Pennsylvania Real Estate Investment Trust, a publicly traded REIT (NYSE: PEI). He received a Bachelor of Business Administration in accounting with a minor in history from Pace University, as well as a Master of Business Administration in finance from the University of Chicago. He is a certified public accountant. Mr. DeMarco has been selected to serve as an independent director due to his extensive experience in the real estate industry and finance.

31
Executive Officers:
The following table presents certain information as of March 15, ~~2021~~2022 concerning each of our executive officers serving in such capacities:
Name Age Principal Occupation and Positions Held
David Lichtenstein 6061 Chief Executive Officer and Chairman of the Board of Directors
Mitchell Hochberg 6869 President and Chief Operating Officer
Joseph Teichman 4748 General Counsel and Secretary
Seth Molod 5758 Chief Financial Officer and Treasurer

David Lichtenstein for biographical information about Mr. Lichtenstein, see ~~’‘Management~~“Management — Directors.”
Mitchell Hochberg is our President and Chief Operating Officer and also serves as President and Chief Operating Officer of Lightstone REIT I, Lightstone REIT II and Lightstone REIT III and their respective advisors. Mr. Hochberg also serves as the President and Chief Operating Officer of our sponsor and our advisor. From October 2014 to the present, Mr. Hochberg has served as President of Lightstone Enterprises. Mr. Hochberg was appointed Chief Executive Officer of Behringer Harvard Opportunity REIT I, Inc. ~~(“BH OPP I”)~~ and Lightstone REIT V effective as of September 28, ~~2017.~~2017, and on August 31, 2021, was appointed Chairman of the Board of Directors of Lightstone REIT V. Prior to joining The Lightstone Group in August 2012, Mr. Hochberg served as principal of Madden Real Estate Ventures from 2007 to August 2012 when it combined with our sponsor. Mr. Hochberg held the position of President and Chief Operating Officer of Ian Schrager Company, a developer and manager of innovative luxury hotels and residential projects in the United States from early 2006 to early 2007 and prior to that Mr. Hochberg founded Spectrum Communities, a developer of luxury neighborhoods in the northeast of the United States, in 1985 where for 20 years he served as its President and Chief Executive Officer. Mr. Hochberg served on the board of directors of Belmond Ltd from 2009 to April 2019. Additionally, through October 2014, Mr. Hochberg served on the board of directors and as Chairman of the board of directors of Orleans Homebuilders, Inc. Mr. Hochberg received his law degree as a Harlan Fiske Stone Scholar from Columbia University School of Law and graduated magna cum laude from New York University College of Business and Public Administration with a Bachelor of Science degree in accounting and finance.

Joseph E. Teichman is our General Counsel and Secretary and also serves as General Counsel of Lightstone REIT I, Lightstone REIT II and Lightstone REIT III and their respective advisors. Mr. Teichman also serves as Executive Vice President and General Counsel of our sponsor and as General Counsel of our advisor. From October 2014 to the present, Mr. Teichman has served as Secretary and a Director of Lightstone Enterprises. Prior to joining The Lightstone Group in January 2007, Mr. Teichman practiced law at the law firm of Paul, Weiss, Rifkind, Wharton & Garrison LLP in New York, NY from September 2001 to January 2007. Mr. Teichman earned a J.D. from the University of Pennsylvania Law School and a B.A. from Beth Medrash Govoha, Lakewood, New Jersey. Mr. Teichman is licensed to practice law in New York and New Jersey. Mr. Teichman is also a member of the Board of Directors of Yeshiva Orchos Chaim, Lakewood, New Jersey and was appointed to the Ocean County College Board of Trustees in February 2016.
Seth Molod is our Chief Financial Officer and Treasurer and also serves as the Chief Financial Officer and Treasurer of Lightstone REIT I, Lightstone REIT II, Lightstone REIT III and Lightstone REIT V. Mr. Molod also serves as the Executive Vice President and Chief Financial Officer of our Sponsor and as the Chief Financial Officer and Treasurer of our Advisor and the advisors of Lightstone REIT I, Lightstone REIT II, Lightstone REIT III and Lightstone REIT V. Prior to joining the Company in August 2018, Mr. Molod served as an Audit Partner, Chair of Real Estate Services and on the Executive Committee of Berdon LLP, a full service accounting, tax, financial and management advisory firm (“Berdon”). Mr. Molod joined Berdon in 1989. He has extensive experience advising some of the nation’s most prominent real estate owners, developers, managers, and investors in both commercial and residential projects. Mr. Molod has worked with many privately held real estate companies as well as institutional investors, REITs, and other public companies. Mr. Molod is a licensed certified public accountant in New Jersey and New York and a member of the American Institute of Certified Public Accountants. Mr. Molod holds a Bachelor of Business Administration degree in Accounting from Muhlenberg College.
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Section 16 (a) Beneficial Ownership Reporting Compliance
Section 16(a) of the Securities Exchange Act of 1934, as amended, requires each director, officer and individual beneficially owning more than 10% of our common stock to file initial statements of beneficial ownership (Form 3) and statements of changes in beneficial ownership (Forms 4 and 5) of our common stock with the Securities Exchange Commission (“SEC”). Officers, directors and greater than 10% beneficial owners are required by Securities and Exchange Commission rules to furnish us with copies of all such forms they file. Based solely on a review of the copies of such forms furnished to us during and with respect to the fiscal year ended December 31, ~~2020,~~2021, or written representations that no additional forms were required, we believe that all of our officers and directors and persons that beneficially own more than 10% of the outstanding shares of our common stock complied with these filing requirements in 2020.
Information Regarding Audit Committee
Our Board established an audit committee in September 2014. The charter of audit committee is available at www.lightstonecapitalmarkets.com/sec-filings or in print to any stockholder who requests it c/o Lightstone ~~Real Estate Income Trust~~Value Plus REIT IV, Inc., 1985 Cedar Bridge Avenue, Lakewood, NJ 08701. Our audit committee consists of ~~Messrs. Edwin~~Steven Spinola and Michael J. ~~Glickman and Steven Spinola~~DeMarco each of whom is “independent” within the meaning of the NYSE listing standards. The Board determined that Mr. ~~Glickman~~DeMarco is qualified as an audit committee financial expert as defined in Item 401 (h) of Regulation S-K. For more information regarding the relevant professional experience of Messrs. ~~Glickman~~Spinola and ~~Spinola~~DeMarco see “Directors.”
Code of Conduct and Ethics
We have adopted a Code of Conduct and Ethics that applies to all of our executive officers and directors, including but not limited to, our principal executive officer and principal financial officer. Our Code of Conduct and Ethics can be found at www.lightstonecapitalmarkets.com/sec-filings

ITEM 11. EXECUTIVE COMPENSATION
Compensation of Executive Officers
Our officers will not receive any cash compensation from us for their services as our officers. Additionally, our officers are officers of one or more of our related parties and are compensated by those entities (including our sponsor), in part, for their services rendered to us. From our inception through December 31, ~~2020,~~2021, the Company has not compensated the officers.
Compensation of Board of Directors
We pay our independent directors an aggregate annual fee of $40,000 (payable in quarterly installments) and are responsible for reimbursement of their out-of-pocket expenses, as incurred. We also pay our audit committee chair an additional aggregate annual fee of $10,000 (payable in quarterly installments).
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ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS
Executive Officers:
The following table presents certain information as of March 15, ~~2021~~2022 concerning each of our directors and executive officers serving in such capacities:
Name and Address of Beneficial Owner Number of Shares of Common Stock of the Lightstone Income Trust Beneficially Owned Percent of All Common Shares of the Lightstone Income Trust Number of
Shares of Common Stock of the Lightstone Income Trust Beneficially Owned Percent of All Common Shares of the Lightstone Income Trust
David Lichtenstein (1) 242,222 2.8 % 242,222 2.89 %
Edwin J. Glickman - -
Steven Spinola - - - -
Michael J. DeMarco - -
Mitchell Hochberg - - - -
Seth Molod - - - -
Joseph Teichman - - - -
Our directors and executive officers as a group (6 persons) 242,222 2.8 % 242,222 2.89 %
(1) Includes 20,000 shares owned by our Advisor and 222,222 shares owned by an entity 100% owned by David Lichtenstein. Our Advisor is majority owned and controlled by David Lichtenstein. The beneficial owner’s business address is 1985 Cedar Bridge Avenue, Lakewood, New Jersey 08701.
ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
David Lichtenstein serves as the Chairman of our Board of Directors and our Chief Executive Officer. Our Advisor is majority owned and controlled by Mr. Lichtenstein. We have entered into agreements with our Advisor and Property Managers to pay certain fees, as described below, in exchange for services performed by these and other affiliated entities. As a majority owner of those entities, Mr. Lichtenstein benefits from fees and other compensation that they receive pursuant to these agreements.
Advisor
We pay our Advisor an acquisition fee equal to 1.0% of the gross contractual purchase price (including any mortgage assumed) of each property purchased and reimburse our Advisor for expenses that it incurs in connection with the purchase of a property. Acquisition fees and expenses are capped at 5% of the gross contract purchase price of a property.
Our Advisor is paid an advisor asset management fee of one-twelfth (1/12) of 0.75% of our average invested assets and we reimburse some expenses of the Advisor relating to asset management.

For substantial services in connection with the sale of a property, we will pay to our Advisor a commission in an amount equal to the lesser of (a) one-half of a real estate commission that is reasonable, customary and competitive in light of the size, type and location of the property and (b) 2.0% of the contract sales price of the property. The commission will not exceed the lesser of 6.0% of the gross contractual sales price or commission that is reasonable, customary and competitive in light of the size, type and location of the property.

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We will pay our Advisor an annual subordinated performance fee calculated on the basis of our annual return to holders of our Common Shares, payable annually in arrears, such that for any year in which holders of our Common Shares receive payment of a 8.0% annual cumulative, pre-tax, non-compounded return on their respective net investments, our Advisor will be entitled to 15.0% of the amount in excess of such 8.0% per annum return, provided, that the amount paid to the Advisor will not exceed 10.0% of the aggregate return for such year, and provided, further, that the annual subordinated performance fee will not be paid unless holders of our Common Shares receive a return of their respective net investments.
The following table represents the fees incurred associated with the payments to the Advisor for the period indicated:
For the Years Ended December 31, For the
Years Ended
December 31,
2020 2019 2021 2020
Acquisition fee ⁽¹⁾ $ - $ 304,195
Development cost reimbursement ⁽²⁾ 304,366 129,299
Development fee and cost reimbursement ⁽¹⁾ $ 1,722,882 $ 304,366
Asset management fees (general and administrative costs) 77,313 685,678 - 77,313
Total $ 381,679 $ 1,119,172 $ 1,722,882 $ 381,679
(1) ~~Acquisition~~Development fees and the reimbursement of development-related costs that the Williamsburg Moxy Joint Venture pays to the Advisor and its affiliates are capitalized and ~~are~~ included in the carrying value of ~~our~~the investment in the Williamsburg Moxy Hotel, which is classified as construction in progress on the consolidated balance sheets.
~~(2)~~
Development costs that we reimburse our Advisor for are capitalized and are included in the carrying value of our investment in the Williamsburg Moxy Hotel which is classified as construction in progress on the consolidated balance sheets.
Sponsor
~~Sponsor~~
On March 18, 2016, ~~the Company and the Sponsor~~we entered into a subordinated unsecured loan agreement (the “Subordinated Agreement”) with the Sponsor, pursuant to which the Sponsor made aggregate principal advances of $12.6 million ~~to the Company~~ through March 31, 2017 (the termination date of the Offering). The outstanding principal advances bear interest at a rate of 1.48%, but no interest or principal is due ~~and~~or payable to the Sponsor until holders of ~~the Company’s~~our Common Shares have received liquidation distributions equal to their respective net investments (defined as $10.00 per Common Share) plus a cumulative, pre-tax, non-compounded annual return of 8.0% on their respective net investments.
Distributions in connection with aour liquidation ~~of the Company~~will initially ~~will~~ be made to holders of ~~the Company’s~~our Common Shares until holders of ~~its~~our Common Shares have received liquidation distributions equal to their respective net investments plus a cumulative, pre-tax, non-compounded annual return of 8.0% on their respective net investments. Thereafter, only if additional liquidating distributions are available, ~~the Company~~we will be obligated to repay the outstanding principal advances and related accrued interest to the ~~Sponsor.~~Sponsor, as described in the Subordinated Agreement. In the event that additional ~~liquidation~~liquidating distributions are available after we repay the ~~Company repays its~~ holders of ~~common stock~~our Common Shares their respective net investments plus their 8% return on investment and then the outstanding principal advances under the Subordinated Agreement and ~~related~~ accrued interest to the Sponsor, such additional distributions will be paid to holders of ~~the~~our Common Shares and the ~~Sponsor as follows:~~Sponsor: 85.0% of the aggregate amount will be payable to holders of ~~the~~our Common Shares and the remaining 15.0% will be payable to the Sponsor.
The principal advances and the related interest are subordinate to all of ~~the Company’s~~our obligations as well as to the holders of ~~its~~our Common Shares in an amount equal to the shareholder’s net investment plus a cumulative, pre-tax, non-compounded annual return of 8.0% and only potentially payable in the event of ~~a liquidation of the Company.~~our liquidation.

In connection with the termination of the Offering, on March 31, 2017, ~~the Company~~we and the Sponsor simultaneously terminated the Subordinated ~~Agreement and as~~Agreement. As a result of the termination, the Sponsor is no longer obligated to make any additional principal advances to ~~the Company.~~us. Interest will continue to accrue on the outstanding principal advances and repayment, if any, of the principal advances and related accrued interest will ~~still~~ be made according to the terms of the Subordinated Agreement disclosed above.
As of both December 31, 2021 and 2020, ~~and 2019,~~an aggregate of approximately $12.6 million of principal advances ~~were outstanding. The outstanding principal advances, together~~have been funded, which along with the related accrued interest of ~~$816,979~~$1,006,633 and ~~$632,725 as of December 31, 2020 and 2019,~~$819,679, respectively, are classified as Subordinated Advances – ~~related party,~~Related Party, a liability on the consolidated balance sheets. During both of the years ended December 31, ~~2020~~2021 and ~~2019,~~2020, the Company accrued $186,954 of interest expense, on the principal advances.
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~~105-109 W. 28th Street Preferred Investment~~Williamsburg Moxy Hotel
~~We previously entered into an agreement, as amended, with various related party entities pursuant to which~~On July 17, 2019, we, ~~made aggregate preferred equity contributions (the “105-109 W. 28th Street Preferred Investment”) of $37.0 million in an affiliate of~~through our ~~Sponsor (the “Moxy Developer”), which owns a parcel~~then wholly owned subsidiary, Bedford Avenue Holdings LLC acquired four adjacent parcels of land located at ~~105-109 W. 28thStreet,~~353-361 Bedford Avenue in Brooklyn, New York New York, on which it constructed a 343-room Marriott Moxy hotel, which opened during February 2019. The 105-109 W. 28th Street Preferred Investment was made pursuant to an instrument that entitled us to monthly preferred distributions at a rate of 12% per annum.
~~We received aggregate repayments of $26.5 million during March 2019 and subsequently received~~(collectively, the ~~remaining outstanding balance of $10.5 million on August 26, 2019 and as a result, have fully redeemed the 105-109 W. 28th Street Preferred Investment.~~
~~The Cove Joint Venture~~
On January 31, 2017 we along with LSG Cove LLC, an affiliate of our Sponsor, our Sponsor’s other public program, Lightstone Value Plus Real Estate Investment Trust III, Inc. (“Lightstone III”) and Maximus Cove Investor LLC (“Maximus”“Williamsburg Land”), ~~an unrelated~~from unaffiliated third party acquired the membership interests in RP Maximus Cove L.L.C. (the “Cove Joint Venture”) from an unrelated third party. We, LSG Cove LLC, Lightstone III and Maximus had 22.5%, 45.0%, 22.5% and 10.0% membership interests in the Cove Joint Venture, respectively. The Cove Joint Venture owns and operates The Cove at Tiburon (the “Cove”), a multi-family complex consisting of 281-units, or 289,690 square feet, contained within 32 apartment buildings over 20.1 acres, located in Tiburon, California from January 31, 2017 through February 12, 2020 (see below).
~~We accounted for our 22.5% membership interest in the Cove Joint Venture in accordance with the equity method of accounting.~~
~~On February 12, 2020, we, LSG Cove LLC and Lightstone III subsequently redeemed our respective membership interests in the Cove Joint Venture~~parties, for an aggregate ~~redemption~~purchase price of approximately ~~$87.6 million.~~$30.4 million, excluding closing and other acquisition related costs, on which we are developing and constructing a 210-room branded hotel (the “Williamsburg Moxy Hotel”). In connection with the ~~redemption~~acquisition of ~~our 22.5% membership interest in~~ the ~~Cove~~Williamsburg Land, we simultaneously entered into a $16.0 million nonrecourse mortgage loan (the “Williamsburg Mortgage”) collateralized by the Williamsburg Land.
On August 5, 2021, we formed the Williamsburg Moxy Hotel Joint Venture ~~we received proceeds of approximately $21.9 million~~with Lightstone REIT III, pursuant to which resulted in the recognition of a gain on the disposition of unconsolidated affiliated real estate entity of $8.2 million during the first quarter of 2020. As a result of the redemption of our 22.5% membership interest in the Cove Joint Venture on February 12, 2020, we no longer have an ownership interest in the Cove Joint Venture. During August 2020, we received $0.1 million of additional proceeds related to the redemptionLightstone REIT III acquired 25% of our membership interest in the ~~Cove~~Bedford Avenue Holdings LLC for aggregate consideration of $7.9 million. Subsequent to the initial acquisition, Lightstone REIT III made additional capital contributions to the Williamsburg Moxy Hotel Joint Venture ~~and recognized a gain on the disposition~~ of ~~investment in unconsolidated affiliated real estate entity of $0.1~~$4.3 million ~~during the third quarter of 2020.~~ through December 31, 2021.
As a result, we and Lightstone REIT III have ~~recognized~~75% and 25% membership interests, respectively, in the Williamsburg Moxy Hotel Joint Venture. Additionally, we are the managing member of the Williamsburg Moxy Hotel Joint Venture and Lightstone REIT III has consent rights with respect to all major decisions.
We determined that the Williamsburg Moxy Hotel Joint Venture is a VIE and we are the primary beneficiary. As we are the member most closely associated with the Williamsburg Moxy Hotel Joint Venture and therefore have the power to direct the activities of the Williamsburg Moxy Hotel Joint Venture that most significantly impact its performance, we consolidate the operating results and financial condition of the Williamsburg Moxy Hotel Joint Venture and account for the ownership interest of Lightstone REIT III as noncontrolling interests. Contributions are allocated in accordance with each investor’s ownership percentage. Profit and cash distributions are allocated in accordance with each investor’s ownership percentage.
On August 4, 2021, the Williamsburg Joint Venture entered into a development agreement (the “Development Agreement”) with an affiliate of the Advisor (the “Williamsburg Moxy Developer”) pursuant to which the Williamsburg Moxy Developer will be paid a development fee equal to 3% of hard and soft costs, as defined in the Development Agreement, incurred in connection with the development and construction of the Williamsburg Moxy Hotel (see Note 6). Additionally, on August 5, 2021, the Williamsburg Moxy Joint Venture obtained construction financing for the Williamsburg Moxy Hotel as discussed below. The Williamsburg Moxy Hotel is currently under construction and expected to open during the fourth quarter of 2022.
As of December 31, 2021, the Williamsburg Moxy Hotel Joint Venture incurred and capitalized to construction in progress an aggregate ~~gain on~~of $73.0 million (including capitalized interest of $3.2 million) consisting of acquisition and other costs attributable to the ~~disposition~~development of ~~investment in unconsolidated affiliated real estate entity of approximately $8.3 million during~~ the ~~year~~Williamsburg Moxy Hotel. During the years ended December 31, ~~2020.~~2021 and 2020, we capitalized interest of approximately $1.7 million and $1.0 million, respectively, in connection with the development of the Williamsburg Moxy Hotel.
Moxy Construction Loan
On August 5, 2021, the Williamsburg Moxy Hotel Joint Venture entered into a recourse construction loan facility for up to $77.0 million (the “Moxy Construction Loan”) scheduled to mature on February 5, 2024, with two, six-month extension options, subject to the satisfaction of certain conditions. The Moxy Construction Loan bears interest at LIBOR plus 9.00%, subject to a 9.50% floor, with monthly interest-only payments based on a rate of 7.50% with the accrued and unpaid interest added to the outstanding loan balance and due at maturity. The Moxy Construction Loan is collateralized by the Williamsburg Moxy Hotel. The Williamsburg Moxy Hotel Joint Venture received initial proceeds of $16.0 million under the Moxy Construction Loan and repaid the Williamsburg Mortgage ($16.0 million) in full. As of December 31, 2021, the outstanding principal balance of the Moxy Construction Loan was $18.6 million (including $0.1 million of interest capitalized to principal) which is presented, net of deferred financing fees of $3.7 million, on the consolidated balance sheet and is classified as Mortgage Payable, net and the remaining availability under the facility was up to $58.6 million.
In connection with the Moxy Construction Loan, the Williamsburg Moxy Hotel Joint Venture has provided certain completion and carry cost guarantees. Furthermore, in connection with the Moxy Construction Loan, the Williamsburg Moxy Hotel Joint Venture paid $3.7 million of loan fees and expenses and accrued $0.8 million of loan exit fees which are due at the initial maturity date and are included in accounts payable, accrued expenses and other liabilities on the consolidated balance sheets as of December 31, 2021.
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40 East End Ave. Joint Venture
On March 31, 2017, we entered into a joint venture agreement (the “40 East End Ave. Transaction”) with SAYT Master Holdco LLC, an entity majority-owned and controlled by David Lichtenstein, who also majority owns and controls our Sponsor, and a related party, (the “40 East End Seller”), providing for us to acquire approximately 33.3% of the 40 East End Seller’s approximate 100% membership interest in the 40 East End Ave. Joint Venture for aggregate consideration of ~~approximately~~ $10.3 million.

Our ownership interest in the 40 East End Ave. Joint Venture is a non-managing interest. Because we exert significant influence over but do not control the 40 East End Ave. Joint Venture, we account for our ownership interest in the 40 East End Ave. Joint Venture in accordance with the equity method of accounting. All contributions to and distributions of earnings from the 40 East End Ave. Joint Venture are made on a pro rata basis in proportion to each member’s equity interest percentage. Any distributions in excess of earnings from the 40 East End Ave. Joint Venture are made to the members pursuant to the terms of its operating agreement. We commenced recording our allocated portion of earnings and cash distributions, if any, from the 40 East End Ave. Joint Venture beginning as of March 31, 2017 with respect to our membership interest of approximately 33.3% in the 40 East End Ave. Joint Venture. Additionally, Lightstone Value Plus ~~Real Estate Investment Trust,~~REIT I, Inc. (“(“Lightstone REIT I”), a real estate investment trust also sponsored by our Sponsor, made $30.0 million of preferred equity contributions (the “Preferred Contributions”) to a subsidiary of the 40 East End Ave. Joint Venture, pursuant to an instrument that entitles Lightstone REIT I to monthly preferred distributions at a rate of 12% per annum. No distributions may be paid to the members until the Preferred Contributions are redeemed in full.
The 40 East End Ave. Joint Venture, through affiliates, owns the 40 East End Avenue Project, a luxury residential 29-unit condominium project located at the corner of 81st Street and East End Avenue in the Upper East Side neighborhood of New York City. The 40 East End Avenue Project received its final TCO in March 2020 and through December 31, ~~2020, six of the~~2021, 15 condominium units have been sold.
On March 21, 2017, the 40 East End Ave. Joint Venture obtained financing from a financial institution of up to $85.3 million (the “40 East End Ave. Mortgage”) for the land acquisition and construction of the 40 East End Ave. Project. On December 19, 2019, the 40 East End Ave. Joint Venture ~~refinanced the 40 East End Ave. Mortgage with a loan~~obtained financing (the “Condo Loan”) from ~~another~~a financial institution of $95.2 million, of which $90.2 million was initially funded at closing and the remaining $5.0 million was subsequently advanced in April 2020. The Condo Loan, ~~matures~~which was previously scheduled to mature on December 19, 2021, bears interest at LIBOR plus 2.45%, which is payable monthly, and requires principal payments to be made at certain prescribed amounts from proceeds from the sales of condominium ~~units.~~units with any remaining outstanding balance due in full at maturity.
~~During 2020,~~On December 30, 2021, the 40 East End Ave. Joint Venture ~~made aggregate principal payments of $5.3 million on~~and the financial institution amended the Condo Loan ~~reducing its outstanding balance~~providing for an extension of the maturity date to ~~$90.7 million ($89.9 million, net~~December 20, 2022 and revisions to the timing and amounts of ~~deferred financing costs) as of December 31, 2020. These~~required principal payments ~~were~~to be made ~~with~~from proceeds from the ~~sales~~sale of condominium ~~units totaling $3.3 million and a balloon payment of $2.0 million, of which our proportionate share was approximately $0.7 million.~~
units. Pursuant to the amended terms of the Condo Loan, the 40 East End Ave. Joint Venture ~~was~~will be required to make a principal paydown on ~~December 19, 2020~~May 20, 2022, if the then outstanding principal balance of the Condo Loan ~~had~~has not been paid down to at least ~~$81.0~~$26.5 million as of that ~~date. However,~~date, with any remaining outstanding balance due in ~~lieu~~full at maturity. As of ~~a required~~December 31, 2021, the Condo Loan had an outstanding principal ~~paydown~~balance of ~~$12.6 million,~~$36.5 million. Based on the lender agreed to accept an immediate principal paydown of $2.0 million, which was paid on December 18, 2020, and allow for the remaining required principal paydown of $10.6 million, which was made on March 15, 2021, to be made during the first quarter of 2021. The 40 East End Ave. Joint Venture expects to use proceeds from the sales of condominium units which are scheduled to close in the first quarter of 2021 to make the remaining required principal paydown. The 40 East End Ave. Joint Venture will be required to make another principal paydown on June 19, 2021 if principal paydowns from additional condominium sales proceeds do not reduce the outstanding ~~principal~~ balance of the Condo Loan ~~to at least $73.0 million~~ as of ~~that date.~~December 31, 2021 and assuming no additional condominium units are sold through May 20, 2022, our share of the required principal paydown would be $3.3 million.
~~In connection with the closing of~~As discussed above, the Condo Loan ,is currently scheduled to mature on December 20, 2022. If the Condo Loan has not been repaid in full before its maturity date, the 40 East End Ave. Joint Venture used a portion of the initial loan proceeds to (i) fully repay the then outstanding principal balance of $80.3 million plus accrued and unpaid interest of $0.2 million for the 40 East End Ave. Mortgage and (ii) redeem $9.5 million of Lightstone I’s Preferred Contributions. Additionally, in connection with the refinancing, the 40 East End Ave. Joint Venture recognized a loss on the early extinguishment of debt of $0.8 million during the fourth quarter of 2019, of which our proportionate share was approximately $0.3 million.
The Condo Loan is scheduled to mature on December 19, 2021. Because of the impact of the COVID-19 pandemic on the pace of condominium unit sales, the 40 East End Ave. Joint Venture currently expects it will needintends to seek ana further extension to the maturity date ~~from the lender.~~ . However, there can be no assurance that the 40 East End Ave. Joint Venture will be successful in such endeavors.
Our Sponsor and its affiliates (collectively, the “40 East End Guarantors”) have provided certain guarantees with respect to the Condo Loan and the members have agreed to reimburse the 40 East End Guarantors for any balance that may become due under the guarantees (the “40 East End Guarantee”), of which our share is approximately 33.3%. We have determined that the fair value of our share of the 40 East End Guarantee is immaterial.

~~On December 26, 2019,~~
In connection with the closing of the Condo Loan, the 40 East End Ave. Joint Venture used a portion of the initial loan proceeds to (i) fully repay an aggregate of $80.5 million of principal and interest under a construction loan and (ii) redeem $9.5 million of Lightstone REIT I’s Preferred Contributions. The 40 East End Ave. Joint Venture subsequently redeemed an additional $3.5 million ~~of Lightstone I’s Preferred Contributions. As a result, Lightstone I’s outstanding Preferred Contributions were $17.0 million as of December 31, 2019. An additional~~and $11.0 million of ~~Lightstone I’s~~ Preferred Contributions ~~were redeemed~~ on December 26, 2019 and February 13, 2020, respectively, reducing Lightstone REIT I’s Preferred Contributions to $6.0 million, which remains outstanding as of December 31, ~~2020.~~2021.

Subsequent to our acquisition through December 31, ~~2020,~~2021, we have made an aggregate of ~~$5.7 (including $1.1 million and $0.8 million during the years ended December 31, 2020 and 2019, respectively)~~$5.9 million of additional capital contributions to the 40 East End Ave. Joint ~~Venture.~~Venture, of which $0.2 million were made during the year ended December 31, 2021.
~~Other than our proportionate share~~Because proceeds from sales of ~~any required balloon payments that may become due under~~condominium units must first be used to fully pay-down the Condo Loan ~~we do not expect~~and thereafter to ~~make any significant capital contributions to the 40 East End Ave. Joint Venture over the next 12 months . Additionally,~~redeem Lightstone REIT I’s remaining Preferred Contributions, we do not expect to receive any distributions from the 40 East End Ave. Joint Venture over the next 12 ~~months as substantially all of proceeds from any sales of condominium units must first be used to pay-down the Condo Loan and thereafter to redeem Lightstone I’s remaining Preferred Contributions.~~months.
ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES
~~Principal~~Independent Registered Public Accounting Firm
Our independent public accounting firm is EisnerAmper, LLP, Iselin, New Jersey, Auditor Firm ID 274.
Audit and Non-Audit Fees
The following table presents the aggregate fees billed to us for the years presented by our principal accounting firm:
Year ended December 31,
2020 Year ended December 31,
2019 Year ended
December 31,
2021 Year ended
December 31,
2020
Audit Fees (a) $ 128,725 $ 112,875 $ 118,000 $ 128,725
Tax Fees (b) 28,365 12,480 62,400 28,365
Total Fees $ 157,090 $ 125,355 $ 180,400 $ 157,090
(a) ~~(a)~~ Fees for audit services consisted of the audit of the Company’s annual financial statements and interim reviews, including services normally provided in connection with statutory and regulatory filings and including registration statements and consents.
(b) ~~(b)~~ Fees for tax services.

In considering the nature of the services provided by the independent auditor, the audit committee determined that such services are compatible with the provision of independent audit services. The audit committee discussed these services with the independent auditor and our management to determine that they are permitted under the rules and regulations concerning auditor independence promulgated by the Securities and Exchange Commission to implement the related requirements of the Sarbanes-Oxley Act of 2002, as well as the American Institute of Certified Public Accountants.

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AUDIT COMMITTEE REPORT
To the Directors of Lightstone ~~Real Estate Income Trust~~Value Plus REIT IV, Inc.:

We have reviewed and discussed with management Lightstone ~~Real Estate Income Trust~~Value Plus REIT IV, Inc.’s audited financial statements as of and for the year ended December 31, ~~2020.~~2021.

We have discussed with the independent auditors the matters required to be discussed by Auditing Standard No. 16, “Communication with Audit Committees,” as amended, as adopted by the Public Company Accounting Oversight Board.

We have received and reviewed the written disclosures and the letter from the independent auditors required by Public Company Accounting Oversight Board Rule 3526, Communication with Audit Committees Concerning Independence and have discussed with the auditors the auditors’ independence.

Based on the reviews and discussions referred to above, we recommend to the board of directors that the financial statements referred to above be included in Lightstone ~~Real Estate Income Trust~~Value Plus REIT IV, Inc.’s Annual Report on Form 10-K for the year ended December 31, ~~2020.~~2021.

Audit Committee
~~Edwin J. Glickman~~
Steven Spinola
Michael J. DeMarco

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INDEPENDENT DIRECTORS’ REPORT
To the Stockholders of Lightstone ~~Real Estate Income Trust~~Value Plus REIT IV, Inc.:
We have reviewed the Company’s policies and determined that they are in the best interest of the Company’s stockholders. Set forth below is a discussion of the basis for that determination.
General
The Company’s strategy is to originate, acquire and manage a diverse portfolio of real estate or real estate-related investments located primarily in the United States. A substantial portion of its investments currently are related-party investments located in relatively large metropolitan areas. The Company generally has sought to create a portfolio of investments that either generate or are expected to generate attractive cash flow for distributions. However, the Company has and still may target capital appreciation from its investments.
The Company has not established any limits on the percentage of its portfolio that may be comprised of various categories of assets which present differing levels of risk. The allocation of the Company’s assets under management is dependent, in part, upon the then-current commercial real estate market, the investment opportunities it presents and available financing, if any, as well as other micro and macro market conditions.
The Company has and intends to continue to seek opportunities to invest in real estate and real estate-related investments. The Company’s real estate investments may include operating properties and development projects and its real estate-related investments may include mezzanine loans, mortgage loans, bridge loans and preferred equity interests, with a focus on development-related investments, including those intended to finance development or redevelopment opportunities. The Company may also invest in debt and derivative securities related to real estate assets. A portion of the Company’s investments by value may be secured by or related to properties or entities advised by, or wholly or partially, directly or indirectly, owned by, the Company’s ~~Sponsor,~~sponsor, its affiliates or other real estate investment programs sponsored by it. Although the Company expects that most of its investments will be of these various types, it may make other investments. In fact, it may invest in whatever types of investments that it believes are in its best interests.
The Company has and expects to continue to focus its ~~origination~~acquisition and ~~acquisition~~origination activity on real estate properties and real estate-related investments ~~secured by or related to properties~~ located in the United States, including certain related-party ~~investments.~~investments generally conducted through joint venture arrangements. The Company sometimes refers to the foregoing types of investments as its targeted investments. The Company expects to target investments that generally will offer predictable current cash flow and/or attractive risk-adjusted returns based on the underwriting criteria established and employed by its advisor, which may include the anticipated leverage point, market and economic conditions, the location and quality of the underlying collateral and the borrower’s exit or refinancing plan. The Company’s ability to continue to execute its investment strategy may be enhanced through access to ~~its Sponsor’s~~the sponsor’s extensive experience in both financing and developing real estate projects ~~it has sponsored,~~ as ~~opposed to a strategy that relies solely on~~well as in buying assets in the open market from ~~third-party originators.~~third-parties. The Company has and will continue to seek to build a portfolio that ~~includes~~may include some of or all the following investment characteristics: (a) provides current income; (b) is secured by high-quality commercial real estate; (c) includes subordinate capital investments by strong sponsors that support its investments and provide downside protection; and (d) possesses strong structural features that maximize repayment potential, such as a clear exit or refinancing plan by the borrower.
The Company has and intends to also continue to seek to invest in real estate-related loans and debt securities both by directly originating them and by purchasing them from third-party sellers. Although the Company generally prefers the benefits of direct origination, situations may arise to purchase real estate-related loans and debt securities, possibly at discounts to par, which compensate for the lack of control or structural enhancements typically associated with directly structured investments.
40
Financing Policies
There is no limitation on the amount the Company may invest or borrow for the purchase or origination of any single property or investment. The Company’s charter allows it to incur leverage up to 300% of its total “net assets” (as defined in its charter) as of the date of any borrowing, which is generally expected to be approximately 75% of the cost of its investments. The Company may only exceed this 300% limit if a majority of its independent directors approves each borrowing in excess of this limit and the Company discloses such borrowing to its stockholders in its next quarterly report along with a justification for the excess borrowing. In all events, the Company expects that its secured and unsecured borrowings will be reasonable in relation to the net value of its assets and will be reviewed by the Company’s board of directors at least quarterly.

The Company does not currently intend to exceed the leverage limit in its charter. The Company believes that careful use of debt helps the Company to achieve its diversification goals because the Company may have more funds available for investment. However, high levels of debt could cause the Company to incur higher interest charges and higher debt service payments, which would decrease the amount of cash available for distributions, if any, to the Company’s investors.
Policy on Sale or Disposition of Properties
The Company’s board of directors will determine whether a particular property should be sold or otherwise disposed of after considering the relevant factors, including performance or projected performance of the property and market conditions, with a view toward achieving its principal investment objectives.
The Company currently intends to hold each investment it acquires, develops or originates until its investment objectives are met or ~~acquires for an extended period of time, generally for periods up to five years from the termination of the Company’s initial public offering, which occurred on March 31, 2017.~~it is likely they will not be met. The determination of whether an investment will be sold or otherwise disposed of will be made after consideration of relevant factors, including prevailing economic conditions, specific real estate market conditions, tax implications for the Company’s stockholders and other factors. The requirements for qualification as a REIT also will put some limits on the Company’s ability to sell investments after short holding periods. However, in accordance with the Company’s investment objective of realizing growth in the value of its investments, the Company may sell a particular investment ~~before or after this anticipated holding period if,~~when, in the judgment of its advisor and its board of directors, selling the investment is in the Company’s best interest. The determination of when a particular investment should be sold or otherwise disposed of will be made after consideration of relevant factors, including prevailing and projected economic conditions, whether the value of the investment is anticipated to decline substantially, whether the Company could apply the proceeds from the sale of the investment to make other investments consistent with its investment objectives, whether disposition of the investment would allow the Company to increase cash flow, and whether the sale of the investment would constitute a prohibited transaction under the Code or otherwise impact the Company’s status as a REIT. The Company’s ability to dispose of an investment during the first few years following its acquisition is restricted to a substantial extent as a result of its REIT status. Under applicable provisions of the Code regarding prohibited transactions by REITs, a REIT that sells an asset other than foreclosure property that is deemed to be inventory or property held primarily for sale in the ordinary course of business is deemed a “dealer” and subject to a 100% penalty tax on the net income from any such transaction. As a result, the Company’s board of directors will attempt to structure any disposition of the Company’s investments to avoid this penalty tax through reliance on safe harbors available under the Code for assets held at least two years or through the use of a TRS.
When the Company determines to sell a particular investment, it will seek to achieve a selling price that maximizes the capital appreciation for investors based on then-current market conditions. The Company cannot assure its investors that this objective will be realized.
Independent Directors
~~Edwin J. Glickman~~
Steven Spinola
Michael J. DeMarco

41
PART IV.
ITEM 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES:
LIGHTSTONE ~~REAL ESTATE INCOME TRUST~~VALUE PLUS REIT IV, INC.
Annual Report on Form 10-K
For the fiscal year ended December 31, ~~2020~~2021
EXHIBIT INDEX
The following exhibits are included, or incorporated by reference, as part of this Annual Report on Form 10-K (and are numbered in accordance with Item 601 of Regulation S-K):
EXHIBIT NO. DESCRIPTION
1.1⁽⁴⁾⁽²⁾ Amended and Restated Dealer Manager Agreement by and between Lightstone ~~Real Estate Income Trust~~Value Plus REIT IV, Inc. and Orchard Securities, LLC
1.2⁽⁶⁾⁽⁴⁾ Form of Soliciting Dealer Agreement
3.1⁽²⁾⁽⁵⁾ Amended and Restated Bylaws of Lightstone Value Plus REIT IV, Inc.
3.2⁽⁵⁾ Articles of Amendment and Restatement of Lightstone ~~Real Estate Income Trust~~Value Plus REIT IV, Inc.
~~3.2~~4.1⁽¹⁾ ~~Bylaws of Lightstone Real Estate Income Trust Inc.~~
~~3.3~~⁽³⁾ ~~Articles of Amendment of Lightstone Real Estate Income Trust Inc.~~
~~4.1~~ Distribution Reinvestment Program, included as Appendix C to prospectus
4.2*4.2⁽⁶⁾ Description of Registrant’s Securities
5.1⁽²⁾⁽¹⁾ Opinion of Venable LLP re legality
10.1⁽⁵⁾⁽³⁾ Advisory Agreement, dated as of March 4, 2015, by and between Lightstone ~~Real Estate Income Trust~~Value Plus REIT IV, Inc. and Lightstone Real Estate Income LLC
21^*21* Subsidiaries of the Registrant.
31.1* Certification Pursuant to Rule 13a-14(a), as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2* Certification Pursuant to Rule 13a-14(a), as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1* Certification Pursuant to Rule 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
32.2* Certification Pursuant to Rule 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
101* XBRL (eXtensible Business Reporting Language).The following financial information from Lightstone ~~Real Estate Income Trust~~Value Plus REIT IV, Inc. on Form 10-K for the year ended December 31, ~~2020~~2021 filed with the SEC on March ~~19, 2021,~~23, 2022, formatted in XBRL includes: (1) Consolidated Balance Sheets, (2) Consolidated Statements of Operations, (3) Consolidated Statements of Stockholders’ Equity, (4) Consolidated Statements of ~~Comprehensive Income, (5) Consolidated Statements of~~ Cash Flows, and ~~(6)~~(5) the Notes to the Consolidated Financial Statements.
* As filed herewith

(1) * ~~As filed herewith~~
~~(1)~~ ~~Previously filed as an exhibit to the Registrant’s Registration Statement on Form S-11 (Reg. No. 333-200464) filed with the SEC on November 24, 2014.~~
~~(2)~~ Previously filed as an exhibit to Amendment No. 2 to the Registrant’s Registration Statement on Form S-11 (Reg. No. 333-200464) filed with the SEC on February 12, 2015.
(2) ~~(3)~~ ~~Previously filed as an exhibit to the Current Report on Form 8-K that we filed with the Securities and Exchange Commission on June 15, 2015.~~
~~(4)~~ Previously filed as an exhibit to the Current Report on Form 8-K that we filed with the Securities and Exchange Commission on January 12, 2017.
(3) ~~(5)~~ Previously filed as an exhibit to the Annual Report on Form 10-K that we filed with the Securities and Exchange Commission on March 15, 2016.
(4) ~~(6)~~ Previously filed as an exhibit to the Annual Report on Form 10-K that we filed with the Securities and Exchange Commission on March 28, 2017.
(5) Previously filed as an exhibit to the Current Report on Form 8-K that we filed with the Securities and Exchange Commission on December 21, 2021.
(6) Previously filed as an exhibit to the Annual Report on Form 10-K that we filed with the Securities and Exchange Commission on March 19, 2021.

Item 16. Form 10-K Summary.
None.
42

~~None.~~

SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
LIGHTSTONE ~~REAL ESTATE INCOME TRUST~~VALUE PLUS REIT IV, INC.

Date: March ~~19, 2021~~23, 2022 By:
/s/ David Lichtenstein
David Lichtenstein
Chief Executive Officer and Chairman of the Board of Directors ~~(Principal~~
(Principal Executive Officer)

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, this report has been signed by the following persons on behalf of the registrant in the capacities and on the dates indicated.
NAME CAPACITY DATE
/s/ David Lichtenstein Chief Executive Officer and Chairman of the Board of Directors ~~(Principal~~ March 23, 2022
David Lichtenstein (Principal Executive Officer) ~~March 19, 2021~~
~~David Lichtenstein~~
/s/ Seth Molod Chief Financial Officer and Treasurer ~~(Principal~~ March 23, 2022
Seth Molod (Principal Financial Officer and Principal Accounting Officer) ~~March 19, 2021~~
~~Seth Molod~~
~~/s/ Edwin J. Glickman~~ ~~Director~~ ~~March 19, 2021~~
~~Edwin J. Glickman~~
/s/ Steven Spinola Director March ~~19, 2021~~23, 2022
Steven Spinola
/s/ Michael J. DeMarco Director March 23, 2022
Michael J. DeMarco

43

Maryland		46-1796830
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer
~~of incorporation or organization)~~		Identification No.)

1985 Cedar Bridge Avenue, Suite 1, Lakewood, NJ		08701
(Address of principal executive offices)		(Zip code)

Title of Each Class		Name of Each Exchange on Which Registered
None		None

		As of December 31, 2020						As of December 31, 2019
		*Value*			*Per Share*			*Value*			*Per Share*
Net Assets:
Real Estate Assets:
Construction in progress	$	45,800,000					$	38,500,000
Investments in unconsolidated affiliated real estate entities		15,582,758						41,092,779
Total real estate assets		61,382,758		$	7.19			79,592,779		$	9.26

Non-Real Estate Assets:
Cash and cash equivalents		31,406,204						13,730,832
Other assets		116,419						4,774,055
Total non-real estate assets		31,522,623			3.69			18,504,887			2.15
Total Assets		92,905,381			10.88			98,097666			11.41

Liabilities:
Mortgage payable, net		(16,000,000	)					(15,656,241	)
Distributions payable		(3,151,447	)					(285,841	)
Other liabilities		(1,178,674	)					(536,668	)
Total liabilities		(20,330,121	)		(2.38	)		(16,478,750	)		(1.91	)

Adjusted NAV after giving effect to principal advances from Sponsor under Subordinated Agreement	$	72,575,260		$	8.50		$	81,618,916		$	9.50

Shares of Common Stock Outstanding		8,537,424						8,595,224

	As of December 31, 2021						As of December 31, 2020
	Value			Per Share			Value			Per Share
Net Assets:

Real Estate Assets:
Construction in progress	$	68,175,000					$	45,800,000
Investments in unconsolidated affiliated real estate enity		10,846,832						15,582,758
Total real estate assets		79,021,832		$	9.32			61,382,758		$	7.19

Non-Real Estate Assets:
Cash and cash equivalents		11,930,192						31,406,204
Restricted escrows and other assets		335,345						116,419
Total non-real estate assets		12,265,537			1.45			31,522,623			3.69
Total Assets		91,287,369			10.77			92,905,381			10.88

Liabilities:
Mortgage payable		(11,132,802	)					(16,000,000	)
Distributions payable		-						(3,151,447	)
Accounts payable, accrued expenses and other liabilities		(7,444,065	)					(1,178,674	)
Total liabilities		(18,576,867	)		(2.19	)		(20,330,121	)		(2.38	)

NAV	$	72,710,502		$	8.58		$	72,575,260		$	8.50

Shares of Common Stock Outstanding		8,477,679						8,537,424

Large accelerated filer ☐	☐	Accelerated filer	☐
Non-accelerated filer ☒	☒	Smaller reporting company	☒
		Emerging growth company ☒	☐

				Page
PART I


Item 1.	~~Business~~	1
		Business		1

Item 2.	~~Properties~~	6
		Properties		6

Item 3.		Legal Proceedings	6
		7

Item 4.		Mine Safety Disclosures	6
		7

PART II


Item 5.		Market for Registrant’s Common Equity, Related Stockholder Matters, and Issuer Purchases of Equity Securities	7
		8

Item 7.		Management’s Discussion and Analysis of Financial Condition and Results of Operations	15
		17

Item 8.		Financial Statements	~~F-1~~
		F-1

Item 9.		Changes in and Disagreements with Accountants on Accounting and Financial Disclosure	26
		29

Item 9A.		Controls and Procedures	26
		29

Item 9B.		Other Information	27
		30

Item 9C.		Disclosure Regarding Foreign Jurisdictions that Prevent Inspections		30

PART III


Item 10.		Directors and Executive Officers of the Registrant	27
		31

Item 11.		Executive Compensation	30
		33

Item 12.		Security Ownership of Certain Beneficial Owners and Management	30
		34

Item 13.		Certain Relationships and Related Transactions	30
		34

Item 14.		Principal Accounting Fees and Services	34
		38

PART IV


Item 15.	~~Exhibits~~	38
		Exhibits		42

Item 16.		Form 10-K Summary	38
		42

		Signatures	39	43

	●
	●	~~Interviewed our officers or our Advisor’s personnel to obtain information relating to~~A review of the ~~physical condition~~applicable markets by means of ~~each appraised property, including known environmental conditions, status of ongoing or planned property additions and reconfigurations,~~publications and other resources to measure current market conditions, supply and demand factors, ~~for such properties;~~

	●	~~Reviewed lease agreements for any properties subject to a long-term lease~~ and ~~discussed with us or the Advisor certain lease provisions and factors on each property; and~~

	●	Reviewed the acquisition criteria and parameters used by real estate investors for properties similar to the subject properties, including a search of real estate data sources and publications concerning real estate buyer’s criteria, discussions with sources deemed appropriate, and a review of transaction data for similar properties.growth patterns.

	Change in NAV per Share
	Increase of 25 basis points			Decrease of 25 basis points
Capitalization rate	$	(0.34	)	$	0.36
Discount rate	$	(0.12	)	$	0.12

	●	~~in the case of the death of a stockholder: our current estimated value per Common Share;~~

	●	~~the below percentages, except for in the case of the death of a stockholder, our estimated value per Common Share:~~

	●	~~92.5% for stockholders who have continuously held their Common Shares for at least one year;~~

	●	~~95% for stockholders who have continuously held their Common Shares for at least two years;~~

	●	~~97.5% for stockholders who have continuously held their Common Shares for at least three years; and~~

	●	~~100% for stockholders who have continuously held their Common Shares for at least four years.~~

	For the Years Ended December 31,
	2020		2019
Acquisition fee ⁽¹⁾	$	-	$	304,195
Development cost reimbursement ⁽²⁾		304,366		129,299
Asset management fees (general and administrative costs)		77,313		685,678

Total	$	381,679	$	1,119,172

	Year Ended December 31, 2021			Year Ended December 31, 2020
Net cash flows used in operating activities	$	(720,925	)	$	(730,702	)
Net cash flows (used in)/provided by investing activities		(23,996,691	)		19,694,626
Net cash flows provided by/(used in) financing activities		5,423,909			(1,688,632	)
Effect of exchange rate changes on cash and cash equivalents		-			(47,648	)
Net change in cash, cash equivalents and restricted cash		(19,293,707	)		17,227,644
Cash, cash equivalents and restricted cash, beginning of the year		31,490,826			14,263,182
Cash, cash equivalents and restricted cash, end of the period	$	12,197,119		$	31,490,826

	Year Ended December 31, 2020			Year Ended December 31, 2019

Net cash flows (used in)/provided by operating activities	$	(730,702	)	$	637,774
Net cash flows provided by investing activities		19,694,626			3,731
Net cash flows (used in)/provided financing activities		(1,688,632	)		9,326,330
Effect of exchange rate changes on cash and cash equivalents		(47,648	)		(55,549	)
Net change in cash, cash equivalents and restricted cash		17,227,644			9,912,286
Cash, cash equivalents and restricted cash, beginning of the year		14,263,182			4,350,896
Cash, cash equivalents and restricted cash, end of the period	$	31,490,826		$	14,263,182

	Adjusted Cost		Gross Unrealized Gains		Gross Unrealized Losses		Fair Value
Debt securities:
Israeli Bonds	$	3,761,692	$	400,089	$	-	$	4,161,781

Schedule of Fees and offering costs
	For the Years Ended December 31,
	2021		2020
Development fees and cost reimbursement ⁽¹⁾	$	1,722,882	$	304,366
Asset management fees (general and administrative costs)		0		77,313
Total	$	1,722,882	$	381,679

					As of
Entity	Date Acquired	Ownership %			December 31, 2020		December 31, 2019
RP Maximus Cove, L.L.C. (the “Cove Joint Venture”)	January 31, 2017		22.50	%	$	-	$	13,846,410
40 East End Ave. Pref Member LLC ( “40 East End Ave. Joint Venture”)	March 31, 2017		33.30	%		10,988,023		12,551,394
Total investments in unconsolidated affiliated real estate entities					$	10,988,023	$	26,397,804

(amounts in thousands)	For the Period January 1 through February 12, 2020			For the Year Ended December 31, 2019
Revenues	$	1,375		$	16,129

Property operating expenses		430			5,057
General and administrative costs		13			119
Depreciation and amortization		960			11,498
Operating loss		(28	)		(545	)

Loss on debt extinguishment		-			(1,521	)
Interest expense and other, net		(652	)		(9,424	)
Net loss	$	(680	)	$	(11,490	)
Company’s share of net loss (22.5%)	$	(153	)	$	(2,585	)
Adjustment to depreciation and amortization expense ⁽¹⁾		(5	)		(40	)
Company’s loss from investment	$	(158	)	$	(2,625	)

(amounts in thousands)	For the Year Ended December 31, 2020			For the Year Ended December 31, 2019
Revenues	$	15,448		$	13,578

Cost of goods sold		14,347			12,593
Other expenses		2,630			2,120
Impairment of real estate inventory		2,288			-
Depreciation and amortization		-			534

Operating loss		(3,817	)		(1,669	)

Interest expense and other, net		(4,239	)		(2,872	)
Loss on debt extinguishment		-			(836	)
Net loss	$	(8,056	)	$	(5,377	)
Company’s share of net loss (33.3%)	$	(2,683	)	$	(1,791	)

Name	Age	Principal Occupation and Positions Held	Year Term of Office Will Expire	Served as a Director Since	Age	Principal Occupation and Positions Held	Year Term of Office Will Expire	Served as a Director Since
David Lichtenstein	60	Chief Executive Officer and Chairman of the Board of Directors	2021	2015	61	Chief Executive Officer and Chairman of the Board of Directors	2022	2015
Edwin J. Glickman	88	Director	2021	2015
Steven Spinola	72	Director	2021	2015	73	Director	2022	2015
Michael J. Demarco					62	Director	2022	2021

Name and Address of Beneficial Owner	Number of Shares of Common Stock of the Lightstone Income Trust Beneficially Owned		Percent of All Common Shares of the Lightstone Income Trust			Number of Shares of Common Stock of the Lightstone Income Trust Beneficially Owned		Percent of All Common Shares of the Lightstone Income Trust
David Lichtenstein (1)		242,222		2.8	%		242,222		2.89	%
Edwin J. Glickman		-		-
Steven Spinola		-		-			-		-
Michael J. DeMarco							-		-
Mitchell Hochberg		-		-			-		-
Seth Molod		-		-			-		-
Joseph Teichman		-		-			-		-
Our directors and executive officers as a group (6 persons)		242,222		2.8	%		242,222		2.89	%

	Year ended December 31, 2020		Year ended December 31, 2019		Year ended December 31, 2021		Year ended December 31, 2020
Audit Fees (a)	$	128,725	$	112,875	$	118,000	$	128,725
Tax Fees (b)		28,365		12,480		62,400		28,365
Total Fees	$	157,090	$	125,355	$	180,400	$	157,090

EXHIBIT NO.		DESCRIPTION
1.1⁽⁴⁾⁽²⁾		Amended and Restated Dealer Manager Agreement by and between Lightstone ~~Real Estate Income Trust~~Value Plus REIT IV, Inc. and Orchard Securities, LLC
1.2⁽⁶⁾⁽⁴⁾		Form of Soliciting Dealer Agreement
3.1⁽²⁾⁽⁵⁾		Amended and Restated Bylaws of Lightstone Value Plus REIT IV, Inc.
3.2⁽⁵⁾		Articles of Amendment and Restatement of Lightstone ~~Real Estate Income Trust~~Value Plus REIT IV, Inc.
~~3.2~~4.1⁽¹⁾		~~Bylaws of Lightstone Real Estate Income Trust Inc.~~
~~3.3~~⁽³⁾		~~Articles of Amendment of Lightstone Real Estate Income Trust Inc.~~
~~4.1~~		Distribution Reinvestment Program, included as Appendix C to prospectus
4.2*4.2⁽⁶⁾		Description of Registrant’s Securities
5.1⁽²⁾⁽¹⁾		Opinion of Venable LLP re legality
10.1⁽⁵⁾⁽³⁾		Advisory Agreement, dated as of March 4, 2015, by and between Lightstone ~~Real Estate Income Trust~~Value Plus REIT IV, Inc. and Lightstone Real Estate Income LLC
21^21		Subsidiaries of the Registrant.
31.1*		Certification Pursuant to Rule 13a-14(a), as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2*		Certification Pursuant to Rule 13a-14(a), as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1*		Certification Pursuant to Rule 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
32.2*		Certification Pursuant to Rule 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
101*		XBRL (eXtensible Business Reporting Language).The following financial information from Lightstone ~~Real Estate Income Trust~~Value Plus REIT IV, Inc. on Form 10-K for the year ended December 31, ~~2020~~2021 filed with the SEC on March ~~19, 2021,~~23, 2022, formatted in XBRL includes: (1) Consolidated Balance Sheets, (2) Consolidated Statements of Operations, (3) Consolidated Statements of Stockholders’ Equity, (4) Consolidated Statements of ~~Comprehensive Income, (5) Consolidated Statements of~~ Cash Flows, and ~~(6)~~(5) the Notes to the Consolidated Financial Statements.

(4)	~~(6)~~	Previously filed as an exhibit to the Annual Report on Form 10-K that we filed with the Securities and Exchange Commission on March 28, 2017.
(5)	Previously filed as an exhibit to the Current Report on Form 8-K that we filed with the Securities and Exchange Commission on December 21, 2021.
(6)	Previously filed as an exhibit to the Annual Report on Form 10-K that we filed with the Securities and Exchange Commission on March 19, 2021.

	LIGHTSTONE ~~REAL ESTATE INCOME TRUST~~VALUE PLUS REIT IV, INC.

Date: March ~~19, 2021~~23, 2022	By:	/s/ David Lichtenstein
		David Lichtenstein
		Chief Executive Officer and Chairman of the Board of Directors ~~(Principal~~
		(Principal Executive Officer)

NAME	CAPACITY	DATE

/s/ David Lichtenstein	Chief Executive Officer and Chairman of the Board of Directors ~~(Principal~~	March 23, 2022
David Lichtenstein	(Principal Executive Officer)	~~March 19, 2021~~
~~David Lichtenstein~~

/s/ Seth Molod	Chief Financial Officer and Treasurer ~~(Principal~~	March 23, 2022
Seth Molod	(Principal Financial Officer and Principal Accounting Officer)	~~March 19, 2021~~
~~Seth Molod~~

~~/s/ Edwin J. Glickman~~	~~Director~~	~~March 19, 2021~~
~~Edwin J. Glickman~~

/s/ Steven Spinola	Director	March ~~19, 2021~~23, 2022
Steven Spinola

/s/ Michael J. DeMarco	Director	March 23, 2022
Michael J. DeMarco