Trinity Place (TPHS) 10-Q 15 May 24 2024 Q1 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	3 Months Ended
	Mar. 31, 2024	May 14, 2024
Document and Entity Information
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Mar. 31, 2024
Document Transition Report	false
Entity File Number	001-08546
Entity Registrant Name	TRINITY PLACE HOLDINGS INC.
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	22-2465228
Entity Address, Address Line One	340 Madison Avenue
Entity Address, City or Town	New York
Entity Address, State or Province	NY
Entity Address, Postal Zip Code	10173
City Area Code	212
Local Phone Number	235-2190
Title of 12(b) Security	Common Stock $0.01 Par Value Per Share
Trading Symbol	TPHS
Security Exchange Name	NYSEAMER
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		64,046,473
Entity Central Index Key	0000724742
Current Fiscal Year End Date	--12-31
Document Fiscal Year Focus	2024
Document Fiscal Period Focus	Q1
Amendment Flag	false

CONSOLIDATED BALANCE SHEETS (un

CONSOLIDATED BALANCE SHEETS (unaudited) - USD ($) $ in Thousands	Mar. 31, 2024	Dec. 31, 2023
ASSETS
Real estate, net		$ 62,324
Residential condominium units for sale		184,561
Cash and cash equivalents	$ 285	264
Restricted cash	3,693	8,081
Prepaid expenses and other assets, net	277	2,774
Pension asset	1,370	1,370
Receivables	120	356
Deferred rents receivable		307
Right-of-use asset	418	519
Intangible assets, net		6,952
Total assets	6,163	267,508
LIABILITIES
Loans payable, net		194,628
Corporate credit facility, net		40,791
Secured line of credit, net		11,750
Losses in excess of investment in unconsolidated joint venture	792
Accounts payable and accrued expenses	565	28,273
Accrued professional fees	1,690	1,545
Lease liability	458	569
Total liabilities	3,505	277,556
Commitments and Contingencies
STOCKHOLDERS' (DEFICIT) EQUITY
Special stock, $0.01 par value; 1 share authorized, issued and outstanding at March 31, 2024 and December 31, 2023
Common stock, $0.01 par value; 79,999,997 shares authorized; 70,736,447 and 44,965,083 shares issued at March 31, 2024 and December 31, 2023, respectively; 63,793,850 and 38,199,386 shares outstanding at March 31, 2024 and December 31, 2023, respectively	708	450
Additional paid-in capital	149,596	145,301
Treasury stock (6,942,597 and 6,765,697 shares at March 31, 2024 and December 31, 2023, respectively)	(57,665)	(57,637)
Accumulated other comprehensive loss	(2,137)	(2,257)
Accumulated deficit	(87,844)	(95,905)
Total stockholders' (deficit) equity	2,658	(10,048)
Total liabilities and stockholders' (deficit) equity	6,163	267,508
Blank Check Preferred Stock
STOCKHOLDERS' (DEFICIT) EQUITY
Preferred Stock Value
Preferred Stock
STOCKHOLDERS' (DEFICIT) EQUITY
Preferred Stock Value

CONSOLIDATED BALANCE SHEETS (_2

CONSOLIDATED BALANCE SHEETS (unaudited) (Parenthetical) - $ / shares	Mar. 31, 2024	Dec. 31, 2023
Special stock, par value (in dollars per share)	$ 0.01	$ 0.01
Special stock, shares authorized (in shares)	1	1
Special stock, shares issued (in shares)	1	1
Special stock, shares outstanding (in shares)	1	1
Common stock, par value (in dollars per share)	$ 0.01	$ 0.01
Common stock, shares authorized (in shares)	79,999,997	79,999,997
Common stock, shares issued (in shares)	70,736,447	44,965,083
Common stock, shares outstanding (in shares)	63,793,850	38,199,386
Treasury stock (in shares)	6,942,597	6,765,697
Blank Check Preferred Stock
Preferred stock, par value (in dollars per share)	$ 0.01	$ 0.01
Preferred stock, shares authorized (in shares)	40,000,000	40,000,000
Preferred stock, shares issued (in shares)	0	0
Preferred stock, shares outstanding (in shares)	0	0
Preferred Stock
Preferred stock, par value (in dollars per share)	$ 0.01	$ 0.01
Preferred stock, shares authorized (in shares)	2	2
Preferred stock, shares issued (in shares)	0	0
Preferred stock, shares outstanding (in shares)	0	0

CONSOLIDATED STATEMENTS OF OPER

CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS) (unaudited) - USD ($) shares in Thousands, $ in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Revenues
Rental revenues	$ 798	$ 1,511
Other income	120	120
Sales of residential condominium units	1,439	13,097
Total revenues	2,357	14,728
Operating Expenses
Property operating expenses	415	1,267
Real estate taxes	365	463
General and administrative	1,106	1,444
Pension related costs	130	144
Cost of sales - residential condominium units	1,437	12,309
Transaction related costs		113
Depreciation and amortization	762	1,000
Total operating expenses	4,215	16,740
Operating loss	(1,858)	(2,012)
Gain on contribution to joint venture	20,976
Equity in net loss from unconsolidated joint ventures	(6,754)	(4)
Equity in net gain on sale of unconsolidated joint venture property		3,058
Unrealized gain on warrants		66
Interest expense, net	(3,883)	(6,328)
Interest expense - amortization of deferred finance costs	(334)	(892)
Income (loss) before taxes	8,147	(6,112)
Tax expense	(86)	(124)
Net income (loss) attributable to common stockholders	8,061	(6,236)
Other comprehensive income:
Unrealized gain on pension liability	120	119
Comprehensive income (loss) attributable to common stockholders	$ 8,181	$ (6,117)
Income (loss) per share - basic	$ 0.15	$ (0.17)
Income (loss) per share - diluted	$ 0.16	$ (0.17)
Weighted average number of common shares - basic	52,856	37,605
Weighted average number of common shares - diluted	52,856	37,605

CONSOLIDATED STATEMENTS OF STOC

CONSOLIDATED STATEMENTS OF STOCKHOLDERS' (DEFICIT) EQUITY (unaudited) - USD ($) shares in Thousands, $ in Thousands	Common Stock	Additional Paid-In Capital	Treasury Stock.	Accumulated Deficit	Accumulated Other Comprehensive Loss	Total
Balance at beginning of period at Dec. 31, 2022	$ 435	$ 144,879	$ (57,461)	$ (56,886)	$ (3,626)	$ 27,341
Balance at beginning of period (in shares) at Dec. 31, 2022	43,448		(6,541)
Net income attributable to common stockholders				(6,236)		(6,236)
Settlement of stock awards	$ 4		$ (149)			(145)
Settlement of stock awards (in shares)	455		(199)
Unrealized gain on pension liability					119	119
Stock-based compensation		101				101
Balance at ending of period at Mar. 31, 2023	$ 439	144,980	$ (57,610)	(63,122)	(3,507)	21,180
Balance at ending of period (in shares) at Mar. 31, 2023	43,903		(6,740)
Balance at beginning of period at Dec. 31, 2023	$ 450	145,301	$ (57,637)	(95,905)	(2,257)	(10,048)
Balance at beginning of period (in shares) at Dec. 31, 2023	44,965		(6,766)
Net income attributable to common stockholders				8,061		8,061
Sale of common stock	$ 251	4,235	$ 0	0	0	4,486
Settlement of stock warrants (in shares)	25,112		0
Settlement of stock awards	$ 7		$ (28)			(21)
Settlement of stock awards (in shares)	659		(177)
Unrealized gain on pension liability					120	120
Stock-based compensation		60				60
Balance at ending of period at Mar. 31, 2024	$ 708	$ 149,596	$ (57,665)	$ (87,844)	$ (2,137)	$ 2,658
Balance at ending of period (in shares) at Mar. 31, 2024	70,736		(6,943)

CONSOLIDATED STATEMENTS OF CASH

CONSOLIDATED STATEMENTS OF CASH FLOWS (unaudited) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
CASH FLOWS FROM OPERATING ACTIVITIES:
Net Income (Loss)	$ 8,061	$ (6,236)
Adjustments to reconcile net loss attributable to common stockholders to net cash (used in) provided by operating activities:
Depreciation and amortization and amortization of deferred finance costs	1,096	1,892
Other non-cash adjustment - paid-in-kind interest	1,466	(153)
Stock-based compensation expense	60	99
Gain on sale of joint venture real estate		(3,058)
Gain on contribution to joint venture	(20,976)
Deferred rents receivable	12	(20)
Other non-cash adjustments - pension expense	120	119
Unrealized gain on warrants		(66)
Equity in net loss from unconsolidated joint ventures	6,754	4
Decrease (increase) in operating assets:
Residential condominium units for sale	2,201	8,221
Receivables	(173)	1
Prepaid expenses and other assets, net	60	756
Increase (decrease) in operating liabilities:
Accounts payable and accrued expenses	(3,135)	2,525
Net cash (used in) provided by operating activities	(4,454)	4,084
CASH FLOWS FROM INVESTING ACTIVITIES:
Additions to real estate		(29)
Transfer of restricted cash	(6,904)
Net proceeds from sale of unconsolidated joint venture		7,240
Net cash (used in) provided by investing activities	(6,904)	7,211
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from loans and corporate credit facility	2,526
Proceeds from secured line of credit		2,000
Repayment of loans and corporate credit facility		(10,591)
Repayment of note payable		(5,863)
Settlement of stock awards	(21)	(145)
Sale of common stock, net	4,486
Net cash provided by (used in) financing activities	6,991	(14,599)
NET DECREASE IN CASH AND CASH EQUIVALENTS AND RESTRICTED CASH	(4,367)	(3,304)
CASH AND CASH EQUIVALENTS AND RESTRICTED CASH, BEGINNING OF PERIOD	8,345	22,055
CASH AND CASH EQUIVALENTS AND RESTRICTED CASH, END OF PERIOD	3,978	18,751
CASH AND CASH EQUIVALENTS, BEGINNING PERIOD	264	1,548
RESTRICTED CASH, BEGINNING OF PERIOD	8,081	20,507
CASH AND CASH EQUIVALENTS AND RESTRICTED CASH, BEGINNING OF PERIOD	8,345	22,055
CASH AND CASH EQUIVALENTS, END OF PERIOD	285	2,582
RESTRICTED CASH, END OF PERIOD	3,693	16,169
CASH AND CASH EQUIVALENTS AND RESTRICTED CASH, END OF PERIOD	3,978	18,751
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
Cash paid during the period for: Interest	915	5,015
Cash paid during the period for: Taxes	117	115
SUPPLEMENTAL DISCLOSURE OF NON-CASH INVESTING AND FINANCING ACTIVITIES:
Capitalized amortization of deferred financing costs and warrants		78
Capitalized stock-based compensation expense		$ 2
Transfer of real estate and condominium assets	244,477
Transfer of loans, credit facility and line of credit	(251,325)
Transfer of operating assets and liabilities, net	$ (14,797)

Business

Business	3 Months Ended
	Mar. 31, 2024
Business
Business	Note 1 – Business Overview Trinity Place Holdings Inc., which we refer to in these financial statements as “Trinity,” “we,” “our,” or “us”, is a real estate holding, investment, development and asset management company. As part of a series of transactions described below, o n February 14, 2024, TPHGreenwich Holdings LLC (“TPHGreenwich”), a previously 100% owned subsidiary of ours, became owned 95% by us, with an affiliate of the lender under our corporate credit facility owning a 5% interest in, and acting as manager of, such entity. The entity holds our real estate assets (and related liabilities), including (i) the property located at 77 Greenwich Street in Lower Manhattan (“77 Greenwich”), which is substantially complete as a mixed-use project consisting of a 90-unit residential condominium tower, retail space and a New York City elementary school, (ii) a 105-unit, 12-story multi-family property located at 237 11 th Street in Brooklyn, New York (“237 11 th ”), and (iii) a property occupied by retail tenants in Paramus, New Jersey (the “Paramus Property”). We also control a variety of intellectual property assets focused on the consumer sector, a legacy of our predecessor, Syms Corp. (“Syms”), including FilenesBasement.com, our rights to the Stanley Blacker® brand, as well as the intellectual property associated with the Running of the Brides® event and An Educated Consumer is Our Best Customer® slogan. In addition, we also had approximately $329.3 million of federal net operating losses (“NOLs”) and other tax loss carryforwards at March 31, 2024, as well as approximately $341.3 million of various state and local NOLs and other tax loss carryforwards at March 31, 2024, which can be used to reduce our future taxable income and capital gains. Recapitalization Transactions On February 14, 2024, we consummated the transactions contemplated by the Stock Purchase Agreement, dated as of January 5, 2024 (as amended, the “Stock Purchase Agreement”), between the Company, TPHS Lender LLC, the lender under the Company’s Corporate Credit Facility (the “Company Investor”) and TPHS Investor LLC, an affiliate of the Company Investor (the “JV Investor”, and together with the Company Investor, the “Investor”), pursuant to which (i) the Company Investor purchased 25,112,245 shares of common stock, par value $0.01 per share of the Company (the “Investor Shares”) for a purchase price of $0.30 per share, (ii) the Company and the JV Investor entered into an amended and restated limited liability company operating agreement of TPHGreenwich (the “JV Operating Agreement”), pursuant to which the JV Investor was appointed the initial manager of, and acquired a five percent (5%) interest in, TPHGreenwich, as described in more detail below, and TPHGreenwich continues to own, indirectly, all of the real property assets and liabilities of the Company, and (iii) TPHGreenwich entered into an asset management agreement (the “Asset Management Agreement”) with a newly formed subsidiary of the Company (the “TPH Manager”), pursuant to which TPHGreenwich hired the TPH Manager to act as initial asset manager for TPHGreenwich for an annual management fee, as described in more detail below (collectively, the “Recapitalization Transactions”). Under the Recapitalization Transactions, the real estate assets and related liabilities as well as the Corporate Credit Facility became part of TPHGreenwich, with the Company retaining the substantial federal, state and local tax NOLs and other tax loss carry forwards, intellectual property and a 95% equity interest in TPHGreenwich. In addition, the maturity date of each of the mortgage loan agreement (the “77G Mortgage Loan”) and mezzanine loan agreement (the “77G Mezzanine Loan”) for 77 Greenwich, both of which were assumed by TPHGreenwich, was extended to October 23, 2025 with an option to extend for an additional year, and the maturity date of the Corporate Credit Facility was extended to June 30, 2026. ​ Joint Venture Agreement At the closing of the Recapitalization Transactions, the Company and the JV Investor entered into the JV Operating Agreement, with the Company owning 95% of the ownership interests in TPHGreenwich and the JV Investor owning 5% of the ownership interests in TPHGreenwich. Distributions under the JV Operating Agreement first go to the Investor until the JV Investor has received its initial distribution amount in full (which initial distribution amount is the sum of (v) all amounts due under the CCF and 77G Mezzanine Loan, (w) all amounts due in connection with any additional TPHGreenwich debt financing provided by Investor or its affiliate, (x) Investor’s initial capital contribution, and (y) any additional capital contributions made by Investor), then distributed pro rata pursuant to the members’ respective percentage interests in TPHGreenwich. If TPH Manager is terminated for “Cause” under the Asset Management Agreement, as described below, at the option of Investor, the Company’s right to distributions from TPHGreenwich will be forfeited and any distribution that would otherwise have been made to the Company will instead be distributed to the JV Investor. JV Investor, in its capacity as manager of TPHGreenwich, will manage, control and conduct the affairs of TPHGreenwich, subject only to certain major decisions set forth in the JV Operating Agreement. Major decisions are (1) entering into any transaction with or for the benefit of Investor or its affiliate, other than any transaction involving Investor or its affiliate providing debt and/or equity to the Company as set forth in the JV Operating Agreement or any arms-length transaction, (2) any amendment or modification of the JV Operating Agreement or any operating agreement of a subsidiary company of TPHGreenwich, or any other agreement with the Company or a subsidiary company of TPHGreenwich if such amendment would materially adversely affect the rights or obligations of the Company in a manner that is disproportionate to the JV Investor, (3) any tax or accounting matter decision relating to net operating losses that would be materially adverse to the Company but not the JV Investor, and (4) the admission of any other member to TPHGreenwich or its subsidiary except as permitted under the JV Operating Agreement. Under the JV Operating Agreement, the Company will retain oversight of the Paramus Property and will have the sole and exclusive right to manage and make decisions regarding the Paramus Property, subject to (i) the Company Investor’s right to approve any purchase and sale agreement for the Paramus Property that may be entered into in accordance with the terms and conditions of the Stock Purchase Agreement; (ii) the JV Investor’s right to approve any material modifications of such purchase and sale agreement for the Paramus Property, and (iii) the JV Investor’s right to approve any dissolution of the owner of the Paramus Property. The Company’s liability under any cause of action arising from or in connection with the JV Operating Agreement is limited to its interest in TPHGreenwich, other than with respect to certain Company guaranty liabilities related to (a) any loss or expense incurred by the JV Investor under any non-recourse carveout guaranty or environmental indemnity to a third-party lender, or (b) indemnification and reimbursement from the Company if the JV Investor makes a payment to a third party lender pursuant to a guaranty (other than a non-recourse carve out guaranty or environmental indemnity), in each case, to the extent such loss, expense or payment was caused solely by, or required solely as a result of, the acts or omissions of the Company or the TPH Manager without the prior written consent of the JV Investor. Asset Management Agreement At the closing of the Recapitalization Transactions, the TPH Manager entered into the Asset Management Agreement with TPHGreenwich. The Asset Management Agreement provides that the TPH Manager agrees to provide certain services in connection with the construction (with respect to 77 Greenwich), management, operation, supervision and maintenance of 77 Greenwich and 237 11th. To compensate TPH Manager for such services, TPHGreenwich will pay an annual management fee to TPH Manager equal to the greater of (x) $400,000 or (y) 1.25% of (i) the outstanding principal balance of the CCF plus (ii) the outstanding principal balance of the 77G Mezzanine Loan, plus (iii) the principal balance of any future fundings of any type under the CCF and/or 77G Mezzanine Loan. The Asset Management Agreement will continue until the earlier to occur of (a) both consummation of a sale, transfer, conveyance or other disposition of 77 Greenwich and 237 11 th th ​ As described above, if TPH Manager is terminated for “Cause” under the Asset Management Agreement, at the option of Investor, the Company’s right to distributions from TPHGreenwich will be forfeited and any distribution that would otherwise have been made to the Company will instead be distributed to the JV Investor. The term “Cause” means (a) the Company ceasing to be a member under the JV Operating Agreement, (b) TPH Manager transfers its rights or obligations under the Asset Management Agreement in violation of the terms therein, (c) TPH Manager files or consents to a petition in bankruptcy, (d) TPH Manager, any Key Manager Employee (defined below) or any affiliate is convicted of fraud or is determined by a court of competent jurisdiction pursuant to a final judgment to have committed an act of fraud, (e) any misappropriation, gross negligence or willful misconduct by TPH Manager, any Key Manager Employee or any affiliate of the foregoing (which is curable one time during the term of the Asset Management Agreement if committed by a non-senior level employee), (f) any of the Company, TPH Manager or any Key Manager Employee is convicted of a felony crime or crime of moral turpitude, (g) any representation or warranty made by TPH Manager under the Asset Management Agreement is untrue in any material respect and remains uncured after notice from TPHGreenwich, (h) a material breach by TPH Manager of the terms of the Asset Management Agreement (other than as set forth above in this definition) which breach has a material adverse effect on TPHGreenwich and remains uncured after notice from TPHGreenwich, or (i) the breach or failure to comply by TPHGreenwich or any subsidiary with any loan documents (other than, in the case of loan documents in which an affiliate of JV Investor is a lender, with respect to any key person provisions relating to Mr. Messinger, our chief executive officer, or a replacement) in the event such breach or failure is caused by the actions of TPH Manager, Key Manager Employee or any affiliate and continues after the giving of any required notice and the expiration of any applicable cure period under such loan documents, and which is not the subject of a forbearance or waiver from such lender. Under the Asset Management Agreement, “Key Manager Employee” means Mr. Messinger or a replacement officer or employee of TPH Manager with reasonably equivalent skills and abilities (as determined by the JV Investor on behalf of TPHGreenwich in its reasonable discretion). ​ In the event Mr. Messinger fails to be involved in the day-to-day operations of the TPH Manager pursuant to the Asset Management Agreement, TPHGreenwich agrees its sole and exclusive remedy will be to terminate TPH Manager without cause on 30 days’ notice. ​ On April 26, 2024, the Company and Mr. Messinger entered into an amendment (the “Amendment”) to Mr. Messinger’s employment agreement, as amended (the “Employment Agreement”), and TPHGreenwich and Mr. Messinger entered into a consulting agreement (the “Consulting Agreement”). Under the Amendment, the parties agreed among other things that the Company will make certain payments to Mr. Messinger in exchange for Mr. Messinger’s agreement to continue his employment as chief executive officer of the Company until July 31, 2024, unless extended by the parties (the “Termination Date”). Upon the Termination Date, the Consulting Agreement will automatically become effective, unless the Employment Agreement is otherwise terminated in accordance with its terms. Under the Consulting Agreement, Mr. Messinger has agreed to provide certain consulting services as an independent contractor to TPHGreenwich related to the properties owned by TPHGreenwich, in exchange for certain consulting payments. The Consulting Agreement will remain in effect until June 1, 2026, unless sooner terminated in accordance with its terms. ​ ​ Management’s Plans and Objectives Following the Recapitalization Transactions, our primary business is owning over $600 million of federal, and various state and local NOLs and other tax loss carryforwards and a variety of intellectual property assets focused on the consumer sector, as well as a 95% interest in TPHGreenwich and acting as asset manager for the properties owned by TPHGreenwich. With the Company now unencumbered by its real estate and related liabilities, we continue to focus on exploring a range of strategic and financing alternatives to maximize stockholder value and to engage with parties that have expressed interest in the Company’s attributes and assets and may see the Company as a potential vehicle for growth, with potential opportunities to recapitalize the Company at a lower cost of capital. The Company has engaged Houlihan Lokey and Ackman-Ziff to act as advisors (the “Advisors”) in connection with our strategic review process and to assist us in identifying and evaluating potential alternatives, including among others securing an equity and/or debt financing of the Company, refinancing of existing debt, and/or a sale or merger or reverse merger of the Company. T here is no assurance that we will be successful in consummating any such strategic transaction on terms or a timeframe acceptable to us or at all. ​

Summary of Significant Accounti

Summary of Significant Accounting Policies	3 Months Ended
	Mar. 31, 2024
Summary of Significant Accounting Policies
Summary of Significant Accounting Policies	Note 2 – Summary of Significant Accounting Policies Basis of Presentation The accompanying unaudited consolidated financial statements were prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and include our financial statements and the financial statements of our wholly-owned subsidiaries. The accompanying unaudited consolidated interim financial information also conform with the rules and regulations of the Securities and Exchange Commission (the “SEC”). Certain information and footnote disclosures normally included in annual financial statements prepared in accordance with GAAP have been condensed or omitted in accordance with such rules and regulations. Management believes that the disclosures presented in these unaudited consolidated financial statements are adequate to make the information presented not misleading. In management’s opinion, all adjustments and eliminations, consisting only of normal recurring adjustments, necessary to present fairly the financial position and results of operations for the reported periods have been included. The results of operations for such interim periods are not necessarily indicative of the results for the full year. The accompanying unaudited consolidated interim financial information should be read in conjunction with our December 31, 2023 audited consolidated financial statements filed on Form 10-K (as amended, the “2023 Annual Report”). a. Principles of Consolidation - th We are required to consolidate a variable interest entity (the “VIE”) in which we are considered the primary beneficiary. The primary beneficiary is the entity that has (i) the power to direct the activities that most significantly impact the entity’s economic performance and (ii) the obligation to absorb losses of the VIE or the right to receive benefits from the VIE that could be significant to the VIE. b. Investments in Unconsolidated Joint Ventures - th ​ Under the equity method, investments in real estate ventures are recorded initially at the fair value of the assets contributed and subsequently adjusted for equity in earnings, contributions, distributions, and impairments. The Company generally allocates income and losses from the unconsolidated real estate ventures based on the venture's distribution priorities, which may be different from its stated ownership percentage. ​ At least quarterly, management assesses whether there are any other than temporary impairment indicators of the Company’s investments in real estate ventures. If any indicators of impairment are present, we calculate the fair value of the investment in the unconsolidated real estate venture. An investment is other than temporarily impaired only if the fair value of the investment in a real estate venture, as estimated by management, is less than the carrying value and the decline is other than temporary. To the extent that an other than temporary impairment has occurred, an impairment charge is recorded in the amount of the excess of the carrying amount of the investment over the estimated fair value. Management is required to make significant judgments about the estimated fair value of its investments to determine if an impairment exists. Fair value is generally determined through income valuation approaches, including discounted cash flows and direct capitalization models or a sales comparison approach. ​ When the Company acquires an interest in or contributes assets to a real estate venture project, the difference between the Company’s cost basis in the investment and the value of the real estate venture or asset contributed is amortized over the life of the related assets, intangibles, and liabilities and such adjustment is included in the Company’s share of equity in income of unconsolidated real estate ventures. ​ In connection with the Recapitalization Transaction, all assets and liabilities contributed to TPHGreenwich were transferred at fair value. This resulted in a gain on contribution to joint venture of approximately $21.0 million. ​ c. Use of Estimates contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Accordingly, actual results could differ from those estimates. d. Reportable Segments e. Concentrations of Credit Risk f. Fair Value Measurements Fair value is defined as the price that would be received to sell an asset or transfer a liability in an orderly transaction between market participants at the measurement date. Where available, fair value is based on observable market prices or parameters or derived from such prices or parameters. Where observable prices or inputs are not available, valuation models are applied. These valuation techniques involve some level of management estimation and judgment, the degree of which is dependent on the price transparency for the instruments or market and the instruments’ complexity. Assets and liabilities disclosed at fair value are categorized based upon the level of judgment associated with the inputs used to measure their fair value. Hierarchical levels, which are defined by ASC-820-10-35, are directly related to the amount of subjectivity associated with the inputs to the fair valuation of these assets and liabilities. Determining which category an asset or liability falls within the hierarchy requires significant judgment and we evaluate our hierarchy disclosures each quarter. Level 1 Level 2 Level 3 g. Cash and Cash Equivalents h. Restricted Cash i. Revenue Recognition j. Stock-Based Compensation k. Income Taxes ASC-740-10-65 addresses the determination of whether tax benefits claimed or expected to be claimed on a tax return should be recorded in the financial statements. Under ASC-740-10-65, we may recognize the tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities based on the technical merits of the position. The tax benefits recognized in the financial statements from such a position should be measured based on the largest benefit that has a greater than fifty percent likelihood of being realized upon ultimate settlement. ASC-740-10-65 also provides guidance on de-recognition, classification, interest and penalties on income taxes, accounting in interim periods and increased other disclosures. As of both March 31, 2024 and December 31, 2023, we had determined that no liabilities are required in connection with unrecognized tax positions. As of March 31, 2024, our tax returns for the years ended December 31, 2019 through December 31, 2023 are subject to review by the Internal Revenue Service. Our state returns are open to examination for the years December 31, 2018 through December 31, 2023, depending on the jurisdiction. We are subject to certain federal, state and local income and franchise taxes. l. Earnings (loss) Per Share Any references to square footage, property count or occupancy percentages, and any amounts derived from these values in these notes to the condensed consolidated financial statements, are outside the scope of our independent registered public accounting firm’s review.

Investments in Unconsolidated J

Investments in Unconsolidated Joint Ventures	3 Months Ended
	Mar. 31, 2024
Investments in Unconsolidated Joint Ventures
Investments in Unconsolidated Joint Ventures	Note 3 – Investments in Unconsolidated Joint Ventures Prior to February 2023, we owned a 10% interest in the 250 North 10 th th th 15-year th th th Under the Recapitalization Transactions which closed on February 14, 2024, the real estate assets, encompassing 77 Greenwich, 237 11 th ​ The following table provides a summary of the loans held by TPHGreenwich as of March 31, 2024 (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Loan Name ​ Encumbered Asset ​ Initial Maturity Date ​ Effective Rate at March 31, 2024 ​ Balance at March 31, 2024 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Corporate Credit Facility ​ N/A ​ July 2026 ​ 10.33 % $ 53,767 77G Mortgage Loan ​ 77 Greenwich ​ October 2025 ​ 12.83 % $ 101,113 77G Mezzanine Loan ​ 77 Greenwich ​ October 2025 ​ 14.00 % $ 60,762 237 11th ​ 237 11th ​ July 2024 ​ 5.46 % $ 60,000 Secured Line of Credit ​ Paramus, NJ ​ October 2024 ​ 2.50 % $ 11,725 ​ The following table summarizes TPHGreenwich’s hedging instruments, all of which hedge variable rate debt, as of March 31, 2024 (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Fair Value Asset as of March 31, ​ Notional ​ All-In Capped ​ Interest Rate Cap Expiration ​ 2024 Amount Rate Date Interest Rate Caps: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 77G Mortgage Loan ​ $ 19 ​ $ 97,000 ​ 5.50 % 2/15/2025 237 11 th ​ ​ 452 ​ $ 60,000 ​ 2.50 % 7/9/2024 Included in prepaid expenses and other assets, net ​ $ 471 ​ ​ ​ ​ ​ ​ ​ ​ As we did not control the 250 North 10 th ​ ​ ​ ​ ​ ​ ​ ​ March 31, ​ ​ ​ 2024 ​ ​ ​ ​ ​ ASSETS ​ ​ ​ ​ ​ ​ ​ Real estate, net ​ $ 91,237 ​ Residential condominium units for sale ​ ​ 175,142 ​ Cash and cash equivalents ​ 875 ​ Restricted cash ​ 14,485 ​ Tenant and other receivables, net ​ 694 ​ Prepaid expenses and other assets, net ​ 1,460 ​ Intangible assets, net ​ 6,767 ​ Total assets ​ $ 290,660 ​ ​ ​ ​ ​ ​ LIABILITIES ​ ​ ​ ​ ​ ​ ​ Loans Payable, net ​ $ 221,875 ​ Corporate credit facility, net ​ ​ 53,767 ​ Secured line of credit ​ ​ 11,725 ​ Accounts payable and accrued expenses ​ 4,127 ​ Total liabilities ​ 291,494 ​ ​ ​ ​ ​ ​ MEMBERS’ EQUITY ​ ​ ​ ​ ​ ​ ​ Members’ equity ​ 6,276 ​ Accumulated deficit ​ (7,110) ​ Total members’ deficit ​ (834) ​ ​ ​ ​ ​ ​ Total liabilities and members’ deficit ​ $ 290,660 ​ ​ ​ ​ ​ ​ Our losses in excess of investment in unconsolidated joint venture ​ $ (792) ​ ​ The statements of operations for the unconsolidated joint ventures reflect the operations of 250 N 10 th ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the Three Months Ended ​ For the Three Months Ended ​ ​ March 31, ​ March 31, ​ 2024 2023 ​ ​ ​ ​ ​ Revenues ​ ​ Rental revenues ​ $ 832 ​ $ 1,788 ​ ​ ​ ​ ​ ​ ​ Total revenues ​ 832 ​ 1,788 ​ ​ ​ ​ ​ ​ ​ Operating Expenses ​ ​ Property operating expenses ​ 637 ​ 563 Real estate taxes ​ 373 ​ 10 General and administrative ​ 209 ​ — Amortization ​ 347 ​ 299 Depreciation ​ 212 ​ 437 ​ ​ ​ ​ ​ ​ ​ Total operating expenses ​ 1,778 ​ 1,309 ​ ​ ​ ​ ​ ​ ​ Operating (loss) income ​ (946) ​ 479 ​ ​ ​ ​ ​ ​ ​ Interest expense ​ (4,951) ​ (483) Interest expense - amortization of deferred finance costs ​ (1,220) ​ (31) Interest income - change in fair market value of interest rate swap ​ 7 ​ — ​ ​ ​ ​ ​ ​ ​ Net loss ​ $ (7,110) ​ $ (35) ​ ​ ​ ​ ​ ​ ​ Our equity in net loss from unconsolidated joint ventures ​ $ (6,754) ​ $ (4) ​

Residential Condominium Units f

Residential Condominium Units for Sale	3 Months Ended
	Mar. 31, 2024
Residential Condominium Units for Sale
Residential Condominium Units for Sale	Note 4 – Residential Condominium Units for Sale Residential condominium units for sale as of December 31, 2023 included 77 Greenwich, and in all cases, excluded costs of development for the residential condominium units at 77 Greenwich that were sold. Closings on residential condominium units started in September 2021 with 39 closings having occurred through March 31, 2024.

Real Estate, Net

Real Estate, Net	3 Months Ended
	Mar. 31, 2024
Real Estate, Net
Real Estate, Net	Note 5 – Real Estate, Net As of December 31, 2023, real estate, net, includes the following (dollars in thousands): ​ ​ ​ ​ ​ ​ ​ December 31, ​ 2023 ​ ​ ​ ​ ​ ​ ​ Building and building improvements ​ $ 51,141 Tenant improvements ​ 296 Furniture and fixtures ​ 943 Land and land improvements ​ 28,847 ​ ​ 81,227 Less: accumulated depreciation ​ 18,903 ​ ​ $ 62,324 ​ ​ Building and building improvements, tenant improvements, furniture and fixtures, and land and land improvements included the 237 11 th In May 2018, we closed on the acquisition of 237 11 th th th As of December 31, 2023, intangible assets, net, consisted of the real estate tax abatement at its original valuation of $11.1 million offset by its related accumulated amortization of approximately $4.1 million at December 31, 2023. Amortization expense amounted to approximately $91,000 and $185,000 for the period January 1, 2024 through February 14, 2024 and three months ended March 31, 2023, respectively. 77 Greenwich and the New York City School Construction Authority We entered into an agreement with the New York City School Construction Authority (the “SCA”), whereby we constructed a school sold to the SCA as part of our condominium development at 77 Greenwich. Pursuant to the agreement, the SCA agreed to pay us $41.5 million for the purchase of their condominium unit and reimburse us for the costs associated with constructing the school, including a construction supervision fee of approximately $5.0 million. Payments for construction are being made by the SCA to the general contractor in installments as construction on their condominium unit progresses. Payments to us for the land and construction supervision fee commenced in January 2018 and continued through October 2019 for the land and will continue through completion of the SCA buildout for the construction supervision fee, with an aggregate of $46.4 million having been paid to us as of March 31, 2024 from the SCA, with approximately $176,000 remaining to be paid to TPHGreenwich. We have also received an aggregate of $56.1 million in reimbursable construction costs from the SCA through March 31, 2024. In April 2020, the SCA closed on the purchase of the school condominium unit from us, at which point title transferred to the SCA, and the SCA has completed the buildout of the interior space, which is a public elementary school with approximately 476 seats. The school received its final temporary certificate of occupancy (“TCO”) and opened to students in September 2022. Trinity retained a guarantee of certain obligations with respect to the construction of the school. As a result of the Recapitalization Transactions, this asset is now held by TPHGreenwich.

Prepaid Expenses and Other Asse

Prepaid Expenses and Other Assets, Net	3 Months Ended
	Mar. 31, 2024
Prepaid Expenses and Other Assets, Net
Prepaid Expenses and Other Assets, Net	Note 6 – Prepaid Expenses and Other Assets, Net As of March 31, 2024 and December 31, 2023, prepaid expenses and other assets, net, include the following (dollars in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ March 31, ​ December 31, ​ 2024 2023 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Prepaid expenses ​ $ 268 ​ $ 1,268 Deferred finance costs warrants ​ — ​ 2,184 Other ​ 118 ​ 1,793 ​ ​ 386 ​ 5,245 Less: accumulated amortization ​ 109 ​ 2,471 ​ ​ $ 277 ​ $ 2,774 ​

Loans Payable and Secured Line

Loans Payable and Secured Line of Credit	3 Months Ended
	Mar. 31, 2024
Loans Payable and Secured Line of Credit
Loans Payable and Secured Line of Credit	Note 7 – Loans Payable and Secured Line of Credit Corporate Credit Facility In December 2019, we entered into our Corporate Credit Facility, or CCF, a multiple draw credit agreement aggregating $70.0 million. Prior to the Recapitalization Transactions, the CCF was scheduled to mature on December 19, 2024, subject to extensions until December 19, 2025 and June 19, 2026, respectively, under certain circumstances. In connection with the Recapitalization Transactions, the Company entered into a Borrower Assignment and Assumption Agreement (the “Borrower Assignment and Assumption Agreement”), pursuant to which the Company assigned all of its rights, interests, duties, obligations and liabilities in, to and under the CCF, and each other document and instrument related to the CCF, to TPHGreenwich. As of February 14, 2024, the CCF had an outstanding balance of $52.8 million, including approximately $11.3 million of accrued interest and excluding unamortized deferred finance fees of approximately $170,000. ​ In addition, in connection with the Recapitalization Transactions, TPHGreenwich entered into an amended and restated credit agreement, among TPHGreenwich, as borrower, certain subsidiaries of TPHGreenwich party thereto, as guarantors, the Company Investor, as lender and Mount Street US (Georgia) LLP (“Mount Street”), as administrative agent (the “Amended CCF”), pursuant to which the CCF was amended and restated in its entirety in order to, among other things, (i) release certain subsidiaries of the Company that were guarantors under the CCF from their guarantee obligations thereunder, (ii) extend the maturity date to June 30, 2026, and (iii) cause TPHGreenwich to incur an advance of $272,609. The Amended CCF bears interest at a rate per annum equal to (i) an all PIK interest rate equal to 10.325% per annum, or (ii) at TPHGreenwich’s election, a cash pay interest rate of 4.875% per annum and a PIK interest rate of 5.45% per annum. In connection with the Borrower Assignment and Assumption Agreement, the Company also entered into a holdco pledge agreement, pursuant to which the Company agreed to pledge all of its membership interests in TPHGreenwich to Mount Street. ​ Loans Payable 77G Mortgage Loan In October 2021, TPHGreenwich Owner LLC, the subsidiary that owns 77 Greenwich (the “77G Mortgage Borrower”) entered into a loan agreement with Macquarie PF Inc., a part of Macquarie Capital, the advisory, capital markets and principal investment arm of Macquarie Group, as lender and administrative agent (the “77G Mortgage Lender”), pursuant to which 77G Mortgage Lender agreed to extend credit to Mortgage Borrower in the amount of up to $166.7 million, subject to the satisfaction of certain conditions (the “77G Mortgage Loan Agreement”). ​ In connection with the Recapitalization Transactions, the 77G Mortgage Borrower entered into a third amendment to the 77G Mortgage Loan Agreement with MPF Greenwich Lender LLC (as successor-in-interest to Macquarie PF Inc.), as lender, and certain entities affiliated with the Investor, as supplemental guarantors (the “77G MLA Amendment”), which, among other things, provides that (i) the original building loan will be reduced to $125,347,878, (ii) an additional project loan will be made in the amount of $2,850,000, (iii) the completion date will be extended to December 31, 2024, (iv) the maturity date will be extended to October 23, 2025 with an option to extend for one year and (v) TPHGreenwich Mezz LLC, the direct parent entity of 77G Mortgage Borrower, will enter into a new pledge agreement pursuant to which it will pledge 100% of its membership interests in 77G Mortgage Borrower. The 77G MLA Amendment further provides that the existing Completion Guaranty and Interest and Carry Guaranty by the Company, as original guarantor, are terminated, and that the existing Recourse Guaranty and Environmental Indemnification Agreement by the Company, as original guarantor, are only in full force and effect with respect to matters arising prior to the execution of the 77G MLA Amendment. ​ As of February 14, 2024, the 77G Mortgage Loan had a balance of $98.0 million, which included $11.9 million in PIK interest. Through February 14, 2024, the 77G Mortgage Loan was paid down by approximately $71.1 million through closed sales of residential condominium units. In connection with the Recapitalization Transactions, this loan was assigned to TPHGreenwich. ​ 77G Mezzanine Loan In December 2020, TPHGreenwich Subordinate Mezz LLC, a subsidiary of the Company (the “77G Mezz Borrower”) entered into a mezzanine loan agreement with an affiliate of the CCF Lender (the “77G Mezzanine Loan Agreement”). In connection with the Recapitalization Transactions, the 77G Mezz Borrower entered into a second amendment to the 77G Mezzanine Loan Agreement, which provides for, among other things, the (i) termination of the pledge by TPHGreenwich Mezz LLC of 100% of its membership interests in the 77G Mortgage Borrower, (ii) extension of the completion date to December 31, 2024, (iii) the extension of the maturity date to October 23, 2025 with an additional option to extend for 1 year, (iv) the increase of the principal amount of the 77G Mezzanine Loan to approximately $60.8 million, inclusive of accrued interest as of that date, and (v) termination of the Completion Guaranty, Carry Guaranty and Equity Funding Guaranty by the Company, as original guarantor; and that the Recourse Guaranty and Environmental Indemnification Agreement by the Company, as original guarantor, are only in full force and effect with respect to matters arising prior to the execution of the second amendment. In connection with the Recapitalization Transactions, this loan was assigned to TPHGreenwich. ​ 237 11th Loans In June 2021, 470 4th Avenue Fee Owner, LLC, a subsidiary of the Company (the “237 11th Senior Loan Borrower”), entered into a $50.0 million senior loan (the “237 11th Senior Loan”) provided by Natixis, and 470 4th Avenue Owner, LLC, a subsidiary of the Company (the “237 11th Mezz Borrower”, and together with the 237 11th Senior Loan Borrower, the “237 11th Borrowers”), entered into a $10 million mezzanine loan (the “237 11th Mezz Loan” and together with the 237 11th Senior Loan, the “237 11th Loans”), provided by an affiliate of LibreMax Capital, LLC, (together the “237 11th Lenders”). ​ In connection with the Recapitalization Transactions, (i) the 237 11 th th th th th th th ​ As of February 14, 2024, there was an outstanding balance of $50.0 million on the 237 11 th th ​ Secured Line of Credit The subsidiary that owns the Paramus Property (the “Paramus Borrower”) has an $11.75 million secured line of credit that is secured by the Paramus, New Jersey property. On March 18, 2024, the Paramus Borrower entered into an amendment to the Secured Line of Credit, pursuant to which the maturity date was extended to October 15, 2024, with an option to further extend to April 15, 2025. As part of the amendment, the Company re-affirmed its guaranty under the Secured Line of Credit. The Secured Line of Credit is pre-payable at any time without penalty. The secured line of credit had an outstanding balance of $11.75 million at February 14, 2024 and December 31, 2023, respectively, and an effective interest rate of 2.5% as of February 14, 2024 and December 31, 2023, respectively. In connection with the transfer of the loans to TPHGreenwich, the associated unamortized loan costs were fully amortized in Trinity’s consolidated statement of operations. Interest Consolidated interest expense, net includes the following (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended Three Months Ended ​ ​ March 31, ​ March 31, ​ ​ 2024 ​ 2023 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Interest expense ​ $ 3,883 ​ $ 7,017 Interest capitalized ​ — ​ (689) Interest expense, net ​ $ 3,883 ​ $ 6,328 ​

Fair Value Measurements

Fair Value Measurements	3 Months Ended
	Mar. 31, 2024
Fair Value Measurements
Fair Value Measurements	Note 8 – Fair Value Measurements The fair value of our financial instruments are determined based upon applicable accounting guidance. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The guidance requires disclosure of the level within the fair value hierarchy in which the fair value measurements fall, including measurements using quoted prices in active markets for identical assets or liabilities (Level 1), quoted prices for similar instruments in active markets or quoted prices for identical or similar instruments in markets that are not active (Level 2), and significant valuation assumptions that are not readily observable in the market (Level 3). The fair values of cash and cash equivalents, receivables, accounts payable and accrued expenses, and other liabilities approximated their carrying value because of their short-term nature. Pension Plan On an annual recurring basis, we are required to use fair value measures when measuring plan assets of our pension plans. As we elected to adopt the measurement date provisions of ASC-715, “Employers’ Accounting for Defined Benefit Pension and Other Postretirement Plans,” as of March 4, 2007, we are required to determine the fair value of our pension plan assets as of December 31, 2023. The fair value of pension plan assets was $14.2 million at December 31, 2023. These assets are valued in active liquid markets under Level 2.

Pension Plan

Pension Plan	3 Months Ended
	Mar. 31, 2024
Pension Plan
Pension Plan	Note 9 – Pension Plan Syms sponsored a defined benefit pension plan for certain eligible employees not covered under a collective bargaining agreement. The pension plan was frozen effective December 31, 2006. At March 31, 2024 and December 31, 2023, we had recorded an overfunded pension balance of $1.4 million, respectively, which is included in pension asset on the accompanying consolidated balance sheets. We have begun the process to terminate the plan under a standard termination. We may be required to make additional contributions to the plan so that the assets of the plan are sufficient to satisfy all benefit liabilities as of the final termination date. We plan to continue to maintain the Syms pension plan and make all contributions required, if any, under applicable minimum funding rules through the plan termination date. In accordance with minimum funding requirements and court ordered allowed claims distributions, we paid approximately $6.5 million to the Syms sponsored plan from September 17, 2012 through March 31, 2024. Historically, we have funded this plan in the third quarter of the calendar year. We funded $400,000 to the Syms sponsored plan during each of the years ended December 31, 2023 and 2022, respectively.

Commitments

Commitments	3 Months Ended
	Mar. 31, 2024
Commitments
Commitments	Note 10 – Commitments a. Leases – The lease for our corporate office located at 340 Madison Avenue, New York, New York expires on March 31, 2025. Rent expense paid for this operating lease was approximately $118,000 for each of the three months ended March 31, 2024 and 2023, respectively. The remaining cash lease obligation, excluding any extension options, for our corporate office is approximately $469,000 through March 31, 2025 and is as follow (in thousands): ​ ​ ​ ​ ​ ​ ​ Future ​ ​ Minimum Year Ended Rentals 2024 ​ $ 353 2025 ​ 116 Total undiscounted lease payments ​ $ 469 Discount ​ ​ (11) Lease Liability ​ $ 458 ​ b. Legal Proceedings – In the normal course of business, we are party to routine legal proceedings. Based on advice of counsel and available information, including current status or stage of proceeding, and taking into account accruals where they have been established, management currently believes that any liabilities ultimately resulting from litigation we are currently involved in will not, individually or in the aggregate, have a material adverse effect on our consolidated financial position, results of operations or liquidity.

Income Taxes

Income Taxes	3 Months Ended
	Mar. 31, 2024
Income Taxes
Income Taxes	Note 11 – Income Taxes As of March 31, 2024, we had federal NOLs and other tax loss carryforwards of approximately $329.3 million. NOLs generated prior to tax-year 2018 will expire in years through fiscal 2037 while NOLs generated in 2018 and forward carry-over indefinitely. Since 2009 through March 31, 2024, we have utilized approximately $20.1 million of our federal NOLs. As of March 31, 2024, we also had state NOLs and other tax loss carry forwards of approximately $290.6 million. These state NOLs have various expiration dates through 2042, if applicable. As of March 31, 2024, we also had additional New York State and New York City prior NOL conversion (“PNOLC”) subtraction pools of approximately $27.9 million and $22.9 million, respectively. The conversion to the PNOLC under the New York State and New York City corporate tax reforms does not have any material tax impact. Based on management’s assessment, we believe it is more likely than not that the entire deferred tax assets will not be realized by future taxable income or tax planning strategy. In recognition of this risk, we have provided a valuation allowance of $87.6 million as of March 31, 2024. If our assumptions change and we determine we will be able to realize these NOLs, the tax benefits relating to any reversal of the valuation allowance on deferred tax assets would be recognized as a reduction of income tax expense and an increase in the deferred tax asset.

Stockholders' Equity

Stockholders' Equity	3 Months Ended
	Mar. 31, 2024
Stockholders' Equity
Stockholders' Equity	Note 12 – Stockholders’ Equity Capital Stock Our authorized capital stock consists of 120,000,000 shares consisting of 79,999,997 shares of common stock, $0.01 par value per share, two (2) shares of preferred stock, $0.01 par value per share (which have been redeemed in accordance with their terms and may not be reissued), one (1) share of special stock, $0.01 par value per share, and 40,000,000 shares of a new class of blank-check preferred stock, $0.01 par value per share. As of March 31, 2024 and December 31, 2023, there were 70,736,447 shares and 44,965,083 shares of common stock issued, respectively, and 63,793,850 shares and 38,199,386 shares of common stock outstanding, respectively, with the difference being held in treasury stock. Warrants In December 2019, we entered into a Warrant Agreement (the “Warrant Agreement”) with the CCF Lender (the “Warrant Holder”) pursuant to which we issued ten-year warrants (the “Warrants”) to the Warrant Holder to purchase up to 7,179,000 shares of our common stock. The Warrant Agreement was terminated as part of the Recapitalization Transactions that closed on February 14, 2024. ​ Preferred Stock We are authorized to issue two shares of preferred stock (one share each of Series A and Series B preferred stock, each of which was automatically redeemed in 2016 and may not be reissued), one share of special stock and 40,000,000 shares of blank-check preferred stock. The share of special stock was issued and sold to Third Avenue Trust, on behalf of Third Avenue Real Estate Value Fund ("Third Avenue"), and enables Third Avenue or its affiliated designee to elect one member of the Board of Directors.

Stock-Based Compensation

Stock-Based Compensation	3 Months Ended
	Mar. 31, 2024
Stock-Based Compensation
Stock-Based Compensation	Note 13 – Stock-Based Compensation Stock Incentive Plan We adopted the Trinity Place Holdings Inc. 2015 Stock Incentive Plan (the “SIP”), effective September 9, 2015. Prior to the adoption of the SIP, we granted restricted stock units (“RSUs”) to our executive officers and employees pursuant to individual agreements. The SIP, which has a ten-year term, authorizes (i) stock options that do not qualify as incentive stock options under Section 422 of the Code, or NQSOs, (ii) stock appreciation rights, (iii) shares of restricted and unrestricted common stock, and (iv) RSUs. The exercise price of stock options will be determined by the compensation committee, but may not be less than 100% of the fair market value of the shares of common stock on the date of grant. To date, no stock options have been granted under the SIP. The SIP initially authorized the issuance of up to 800,000 shares of common stock. In June 2019, our stockholders approved an amendment and restatement of the SIP, including an increase to the number of shares of common stock available for awards under the SIP by 1,000,000 shares, in June 2021, our stockholders approved an increase to the number of shares of common stock available for awards under the SIP by 1,500,000 shares, and in June 2023, our stockholders approved an increase to the number of shares of common stock available for awards under the SIP by 2,000,000 shares. Our SIP activity as of March 31, 2024 and December 31, 2023 was as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended ​ Year Ended ​ ​ March 31, 2024 ​ December 31, 2023 ​ ​ ​ ​ Weighted ​ ​ ​ Weighted ​ ​ ​ ​ Average Fair ​ ​ ​ Average Fair ​ ​ Number of ​ Value at ​ Number of ​ Value at ​ Shares Grant Date Shares Grant Date Balance available, beginning of period ​ 2,041,643 ​ ​ - ​ 1,057,824 ​ ​ - Additional shares approved by stockholders ​ — ​ ​ - ​ 2,000,000 ​ ​ - Granted to employees (339,000) ​ $ 0.11 (381,760) ​ $ 0.68 Granted to non-employee directors (321,521) ​ $ 0.11 (253,937) ​ $ 0.49 Deferred under non-employee director's deferral program (432,954) ​ $ 0.11 (380,484) ​ $ 0.50 Balance available, end of period 948,168 ​ - 2,041,643 ​ - ​ Restricted Stock Units We grant RSUs to certain executive officers and employees as part of compensation. These grants generally have vesting dates ranging from immediate vest at grant date to three years During the three months ended March 31, 2024, we granted 339,000 RSUs to certain employees. These RSUs vest and settle at various times over a two Total stock-based compensation expense for the three months ended March 31, 2024 and 2023 totaled $32,000 and $95,000, respectively, of which no amount and approximately $2,000, respectively, was capitalized as part of residential condominium units for sale with the remaining net amount recognized in the consolidated statements of operations and comprehensive income (loss). ​ Our RSU activity was as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended ​ Year Ended ​ ​ ​ March 31, 2024 ​ December 31, 2023 ​ ​ ​ ​ ​ Weighted ​ ​ ​ Weighted ​ ​ ​ ​ ​ Average Fair ​ ​ ​ Average Fair ​ ​ ​ Number of ​ Value at Grant ​ Number of ​ Value at Grant ​ ​ Shares Date Shares Date Non-vested at beginning of period 547,583 ​ $ 1.16 527,999 ​ $ 1.80 Granted RSUs 339,000 ​ $ 0.11 381,760 ​ $ 0.68 Vested (285,582) ​ $ 1.15 (362,176) ​ $ 1.49 Non-vested at end of period 601,001 ​ $ 0.52 547,583 ​ $ 1.16 ​ As of March 31, 2024, there was approximately $144,000 of total unrecognized compensation expense related to unvested RSUs, which is expected to be recognized through December 2026. During the three months ended March 31, 2024, we issued 337,598 shares of common stock to employees and executive officers to settle vested RSUs from previous RSU grants. In connection with those transactions, we repurchased 179,900 shares to provide for the employees’ withholding tax liabilities. During the three months ended March 31, 2024, we issued 321,521 shares of immediately vested common stock to non-employee directors who received a portion of their annual compensation in shares of the Company’s common stock. Director Deferral Program Our Non-Employee Director’s Deferral Program (the “Deferral Program”), as amended in December 2018, allows our non-employee directors to elect to receive the cash portion of their annual compensation in shares of the Company’s common stock, as well as to defer receipt of the portion of their annual board compensation that is paid in equity. Any deferred amounts are paid under the SIP (as is non-employee directors’ annual equity compensation that is not deferred). Compensation deferred under the Deferral Program is reflected by the grant of stock units equal to the number of shares that would have been received absent a deferral election. The stock units, which are fully vested at grant, generally will be settled under the SIP for an equal number of shares of common stock within 10 days after the participant ceases to be a director. In the event that we distribute dividends, each participant shall receive a number of additional stock units (including fractional stock units) equal to the quotient of (i) the aggregate amount of the dividend that the participant would have received had all outstanding stock units been shares of common stock divided by (ii) the closing price of a share of common stock on the date the dividend was issued. As of March 31, 2024, a total of 1,250,568 stock units have been deferred under the Deferral Program.

Subsequent Events

Subsequent Events	3 Months Ended
	Mar. 31, 2024
Subsequent Events
Subsequent Events	Note 14 – Subsequent Events On April 12, 2024, the Company and the Investor agreed to further extend the date by which the Company must complete the delisting of its common stock as provided in the Stock Purchase Agreement by sixty ( 60 ) days, such that the Company is now required to complete the delisting process not later than June 28, 2024, unless otherwise agreed by the parties. On April 26, 2024, the Company and Mr. Messinger, the chief executive officer of the Company, entered into an amendment (the “Amendment”) to Mr. Messinger’s employment agreement, dated as of October 1, 2013, as amended by the Amendment to Employment Agreement, dated as of September 11, 2015 (together, the “Employment Agreement”) and the Company’s joint venture, TPHGreenwich Holdings LLC (“TPHGreenwich”), and Mr. Messinger entered into a consulting agreement (the “Consulting Agreement”). Under the Amendment, the Company agreed to make the following payments to Mr. Messinger in exchange for Mr. Messinger’s agreement to continue his employment as chief executive officer of the Company until July 31, 2024, unless extended by the parties (the “Termination Date”), and that he will no longer have the right to terminate the Employment Agreement with Good Reason: (i) $300,000 within seven days of execution of the Amendment, (ii) $300,000 on August 1, 2024 and (iii) $300,000 on November 1, 2024. In addition, on the Termination Date, Mr. Messinger’s unvested restricted stock unit grants shall vest, and following the Termination Date, the Company will reimburse Mr. Messinger for COBRA continuation coverage for a period of 18 months . These payments, as well as the payments under the Consulting Agreement, will constitute full settlement with regards to any severance payable to Mr. Messinger under the Employment Agreement. Under the terms of the Amendment, for so long as Mr. Messinger is not in breach of the Amendment or the Consulting Agreement, to the extent that a seat on the Company’s board of directors is then available, until June 30, 2026, TPHS Lender LLC, a Delaware limited liability company will exercise its vote as shareholder in favor of electing Mr. Messinger to the Company’s board of directors, in addition to its existing board appointment rights. Upon the Termination Date, the Consulting Agreement will automatically become effective, unless the Employment Agreement is otherwise terminated in accordance with its terms. Under the Consulting Agreement, Mr. Messinger has agreed to provide certain consulting services as an independent contractor to TPHGreenwich related to the properties owned by TPHGreenwich, in exchange for certain consulting payments as follows: upon the earlier to occur of June 1, 2026 and (i) the sale of the Company’s Paramus property, $200,000 , (ii) the sale of 237 11 th , located at 237 11 th Street, Brooklyn, New York, $800,000 , (iii) the receipt of the final certificate of occupancy at 77 Greenwich, located at 77 Greenwich Street, New York, New York, $150,000 , (iv) the receipt of the agreement by the builder to complete the façade remediation at 77 Greenwich, $150,000 , (v) final completion of the façade remediation at 77 Greenwich, $200,000 and (vi) final resolution of the litigation related to the 237 11 th , $400,000 . The timing of the payments is conditioned on the existence of Available Cash (as defined in TPHGreenwich’s operating agreement) sufficient to make such payments; provided that TPHGreenwich must create a special reserve for payment of such amounts using the portion of the proceeds of the sale of the 237 11 th or 237 11 th Litigation distributed to TPHGreenwich by its subsidiaries which constitutes Available Cash. The Consulting Agreement will remain in effect until June 1, 2026, unless sooner terminated in accordance with its terms. Other than as disclosed above and elsewhere in these consolidated financial

Summary of Significant Accoun_2

Summary of Significant Accounting Policies (Policies)	3 Months Ended
	Mar. 31, 2024
Summary of Significant Accounting Policies
Basis of Presentation	Basis of Presentation The accompanying unaudited consolidated financial statements were prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and include our financial statements and the financial statements of our wholly-owned subsidiaries. The accompanying unaudited consolidated interim financial information also conform with the rules and regulations of the Securities and Exchange Commission (the “SEC”). Certain information and footnote disclosures normally included in annual financial statements prepared in accordance with GAAP have been condensed or omitted in accordance with such rules and regulations. Management believes that the disclosures presented in these unaudited consolidated financial statements are adequate to make the information presented not misleading. In management’s opinion, all adjustments and eliminations, consisting only of normal recurring adjustments, necessary to present fairly the financial position and results of operations for the reported periods have been included. The results of operations for such interim periods are not necessarily indicative of the results for the full year. The accompanying unaudited consolidated interim financial information should be read in conjunction with our December 31, 2023 audited consolidated financial statements filed on Form 10-K (as amended, the “2023 Annual Report”).
Principles of Consolidation	a. Principles of Consolidation - th We are required to consolidate a variable interest entity (the “VIE”) in which we are considered the primary beneficiary. The primary beneficiary is the entity that has (i) the power to direct the activities that most significantly impact the entity’s economic performance and (ii) the obligation to absorb losses of the VIE or the right to receive benefits from the VIE that could be significant to the VIE.
Investments in Unconsolidated Joint Ventures	b. Investments in Unconsolidated Joint Ventures - th ​ Under the equity method, investments in real estate ventures are recorded initially at the fair value of the assets contributed and subsequently adjusted for equity in earnings, contributions, distributions, and impairments. The Company generally allocates income and losses from the unconsolidated real estate ventures based on the venture's distribution priorities, which may be different from its stated ownership percentage. ​ At least quarterly, management assesses whether there are any other than temporary impairment indicators of the Company’s investments in real estate ventures. If any indicators of impairment are present, we calculate the fair value of the investment in the unconsolidated real estate venture. An investment is other than temporarily impaired only if the fair value of the investment in a real estate venture, as estimated by management, is less than the carrying value and the decline is other than temporary. To the extent that an other than temporary impairment has occurred, an impairment charge is recorded in the amount of the excess of the carrying amount of the investment over the estimated fair value. Management is required to make significant judgments about the estimated fair value of its investments to determine if an impairment exists. Fair value is generally determined through income valuation approaches, including discounted cash flows and direct capitalization models or a sales comparison approach. ​ When the Company acquires an interest in or contributes assets to a real estate venture project, the difference between the Company’s cost basis in the investment and the value of the real estate venture or asset contributed is amortized over the life of the related assets, intangibles, and liabilities and such adjustment is included in the Company’s share of equity in income of unconsolidated real estate ventures. ​ In connection with the Recapitalization Transaction, all assets and liabilities contributed to TPHGreenwich were transferred at fair value. This resulted in a gain on contribution to joint venture of approximately $21.0 million.
Use of Estimates	​ c. Use of Estimates contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Accordingly, actual results could differ from those estimates.
Reportable Segments	d. Reportable Segments
Concentrations of Credit Risk	e. Concentrations of Credit Risk
Fair Value Measurements	f. Fair Value Measurements Fair value is defined as the price that would be received to sell an asset or transfer a liability in an orderly transaction between market participants at the measurement date. Where available, fair value is based on observable market prices or parameters or derived from such prices or parameters. Where observable prices or inputs are not available, valuation models are applied. These valuation techniques involve some level of management estimation and judgment, the degree of which is dependent on the price transparency for the instruments or market and the instruments’ complexity. Assets and liabilities disclosed at fair value are categorized based upon the level of judgment associated with the inputs used to measure their fair value. Hierarchical levels, which are defined by ASC-820-10-35, are directly related to the amount of subjectivity associated with the inputs to the fair valuation of these assets and liabilities. Determining which category an asset or liability falls within the hierarchy requires significant judgment and we evaluate our hierarchy disclosures each quarter. Level 1 Level 2 Level 3
Cash and Cash Equivalents	g. Cash and Cash Equivalents
Restricted Cash	h. Restricted Cash
Revenue Recognition	i. Revenue Recognition
Stock-Based Compensation	j. Stock-Based Compensation
Income Taxes	k. Income Taxes ASC-740-10-65 addresses the determination of whether tax benefits claimed or expected to be claimed on a tax return should be recorded in the financial statements. Under ASC-740-10-65, we may recognize the tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities based on the technical merits of the position. The tax benefits recognized in the financial statements from such a position should be measured based on the largest benefit that has a greater than fifty percent likelihood of being realized upon ultimate settlement. ASC-740-10-65 also provides guidance on de-recognition, classification, interest and penalties on income taxes, accounting in interim periods and increased other disclosures. As of both March 31, 2024 and December 31, 2023, we had determined that no liabilities are required in connection with unrecognized tax positions. As of March 31, 2024, our tax returns for the years ended December 31, 2019 through December 31, 2023 are subject to review by the Internal Revenue Service. Our state returns are open to examination for the years December 31, 2018 through December 31, 2023, depending on the jurisdiction. We are subject to certain federal, state and local income and franchise taxes.
Earnings (loss) Per Share	l. Earnings (loss) Per Share

Investments in Unconsolidated_2

Investments in Unconsolidated Joint Ventures (Tables)	3 Months Ended
	Mar. 31, 2024
Investments in Unconsolidated Joint Ventures
Summary of the loans	The following table provides a summary of the loans held by TPHGreenwich as of March 31, 2024 (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Loan Name ​ Encumbered Asset ​ Initial Maturity Date ​ Effective Rate at March 31, 2024 ​ Balance at March 31, 2024 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Corporate Credit Facility ​ N/A ​ July 2026 ​ 10.33 % $ 53,767 77G Mortgage Loan ​ 77 Greenwich ​ October 2025 ​ 12.83 % $ 101,113 77G Mezzanine Loan ​ 77 Greenwich ​ October 2025 ​ 14.00 % $ 60,762 237 11th ​ 237 11th ​ July 2024 ​ 5.46 % $ 60,000 Secured Line of Credit ​ Paramus, NJ ​ October 2024 ​ 2.50 % $ 11,725 ​
Schedule of consolidated hedging instruments	The following table summarizes TPHGreenwich’s hedging instruments, all of which hedge variable rate debt, as of March 31, 2024 (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Fair Value Asset as of March 31, ​ Notional ​ All-In Capped ​ Interest Rate Cap Expiration ​ 2024 Amount Rate Date Interest Rate Caps: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 77G Mortgage Loan ​ $ 19 ​ $ 97,000 ​ 5.50 % 2/15/2025 237 11 th ​ ​ 452 ​ $ 60,000 ​ 2.50 % 7/9/2024 Included in prepaid expenses and other assets, net ​ $ 471 ​ ​ ​ ​ ​ ​ ​ ​
Schedule of balance sheets for the unconsolidated joint venture	The balance sheet for the unconsolidated joint venture at March 31, 2024 is as follows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ March 31, ​ ​ ​ 2024 ​ ​ ​ ​ ​ ASSETS ​ ​ ​ ​ ​ ​ ​ Real estate, net ​ $ 91,237 ​ Residential condominium units for sale ​ ​ 175,142 ​ Cash and cash equivalents ​ 875 ​ Restricted cash ​ 14,485 ​ Tenant and other receivables, net ​ 694 ​ Prepaid expenses and other assets, net ​ 1,460 ​ Intangible assets, net ​ 6,767 ​ Total assets ​ $ 290,660 ​ ​ ​ ​ ​ ​ LIABILITIES ​ ​ ​ ​ ​ ​ ​ Loans Payable, net ​ $ 221,875 ​ Corporate credit facility, net ​ ​ 53,767 ​ Secured line of credit ​ ​ 11,725 ​ Accounts payable and accrued expenses ​ 4,127 ​ Total liabilities ​ 291,494 ​ ​ ​ ​ ​ ​ MEMBERS’ EQUITY ​ ​ ​ ​ ​ ​ ​ Members’ equity ​ 6,276 ​ Accumulated deficit ​ (7,110) ​ Total members’ deficit ​ (834) ​ ​ ​ ​ ​ ​ Total liabilities and members’ deficit ​ $ 290,660 ​ ​ ​ ​ ​ ​ Our losses in excess of investment in unconsolidated joint venture ​ $ (792) ​
Schedule of statement of operations for unconsolidated joint ventures	The statements of operations for the unconsolidated joint ventures reflect the operations of 250 N 10 th ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the Three Months Ended ​ For the Three Months Ended ​ ​ March 31, ​ March 31, ​ 2024 2023 ​ ​ ​ ​ ​ Revenues ​ ​ Rental revenues ​ $ 832 ​ $ 1,788 ​ ​ ​ ​ ​ ​ ​ Total revenues ​ 832 ​ 1,788 ​ ​ ​ ​ ​ ​ ​ Operating Expenses ​ ​ Property operating expenses ​ 637 ​ 563 Real estate taxes ​ 373 ​ 10 General and administrative ​ 209 ​ — Amortization ​ 347 ​ 299 Depreciation ​ 212 ​ 437 ​ ​ ​ ​ ​ ​ ​ Total operating expenses ​ 1,778 ​ 1,309 ​ ​ ​ ​ ​ ​ ​ Operating (loss) income ​ (946) ​ 479 ​ ​ ​ ​ ​ ​ ​ Interest expense ​ (4,951) ​ (483) Interest expense - amortization of deferred finance costs ​ (1,220) ​ (31) Interest income - change in fair market value of interest rate swap ​ 7 ​ — ​ ​ ​ ​ ​ ​ ​ Net loss ​ $ (7,110) ​ $ (35) ​ ​ ​ ​ ​ ​ ​ Our equity in net loss from unconsolidated joint ventures ​ $ (6,754) ​ $ (4) ​

Real Estate, Net (Tables)

Real Estate, Net (Tables)	3 Months Ended
	Mar. 31, 2024
Real Estate, Net
Schedule of real estate properties	As of December 31, 2023, real estate, net, includes the following (dollars in thousands): ​ ​ ​ ​ ​ ​ ​ December 31, ​ 2023 ​ ​ ​ ​ ​ ​ ​ Building and building improvements ​ $ 51,141 Tenant improvements ​ 296 Furniture and fixtures ​ 943 Land and land improvements ​ 28,847 ​ ​ 81,227 Less: accumulated depreciation ​ 18,903 ​ ​ $ 62,324

Prepaid Expenses and Other As_2

Prepaid Expenses and Other Assets, Net (Tables)	3 Months Ended
	Mar. 31, 2024
Prepaid Expenses and Other Assets, Net
Schedule of prepaid expenses and other assets	As of March 31, 2024 and December 31, 2023, prepaid expenses and other assets, net, include the following (dollars in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ March 31, ​ December 31, ​ 2024 2023 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Prepaid expenses ​ $ 268 ​ $ 1,268 Deferred finance costs warrants ​ — ​ 2,184 Other ​ 118 ​ 1,793 ​ ​ 386 ​ 5,245 Less: accumulated amortization ​ 109 ​ 2,471 ​ ​ $ 277 ​ $ 2,774 ​

Loans Payable and Secured Lin_2

Loans Payable and Secured Line of Credit (Tables)	3 Months Ended
	Mar. 31, 2024
Loans Payable and Secured Line of Credit
Schedule of consolidated interest expense	Consolidated interest expense, net includes the following (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended Three Months Ended ​ ​ March 31, ​ March 31, ​ ​ 2024 ​ 2023 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Interest expense ​ $ 3,883 ​ $ 7,017 Interest capitalized ​ — ​ (689) Interest expense, net ​ $ 3,883 ​ $ 6,328 ​

Commitments (Tables)

Commitments (Tables)	3 Months Ended
	Mar. 31, 2024
Commitments
Schedule of remaining lease obligation	​ ​ ​ ​ ​ ​ ​ Future ​ ​ Minimum Year Ended Rentals 2024 ​ $ 353 2025 ​ 116 Total undiscounted lease payments ​ $ 469 Discount ​ ​ (11) Lease Liability ​ $ 458

Stock-Based Compensation (Table

Stock-Based Compensation (Tables)	3 Months Ended
	Mar. 31, 2024
Stock-Based Compensation
Schedule of share - based compensation stock incentive plan	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended ​ Year Ended ​ ​ March 31, 2024 ​ December 31, 2023 ​ ​ ​ ​ Weighted ​ ​ ​ Weighted ​ ​ ​ ​ Average Fair ​ ​ ​ Average Fair ​ ​ Number of ​ Value at ​ Number of ​ Value at ​ Shares Grant Date Shares Grant Date Balance available, beginning of period ​ 2,041,643 ​ ​ - ​ 1,057,824 ​ ​ - Additional shares approved by stockholders ​ — ​ ​ - ​ 2,000,000 ​ ​ - Granted to employees (339,000) ​ $ 0.11 (381,760) ​ $ 0.68 Granted to non-employee directors (321,521) ​ $ 0.11 (253,937) ​ $ 0.49 Deferred under non-employee director's deferral program (432,954) ​ $ 0.11 (380,484) ​ $ 0.50 Balance available, end of period 948,168 ​ - 2,041,643 ​ -
Schedule of share- based compensation restricted stock units award activity	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended ​ Year Ended ​ ​ ​ March 31, 2024 ​ December 31, 2023 ​ ​ ​ ​ ​ Weighted ​ ​ ​ Weighted ​ ​ ​ ​ ​ Average Fair ​ ​ ​ Average Fair ​ ​ ​ Number of ​ Value at Grant ​ Number of ​ Value at Grant ​ ​ Shares Date Shares Date Non-vested at beginning of period 547,583 ​ $ 1.16 527,999 ​ $ 1.80 Granted RSUs 339,000 ​ $ 0.11 381,760 ​ $ 0.68 Vested (285,582) ​ $ 1.15 (362,176) ​ $ 1.49 Non-vested at end of period 601,001 ​ $ 0.52 547,583 ​ $ 1.16

Business (Details)

Business (Details) - USD ($)		3 Months Ended
	Feb. 14, 2024	Mar. 31, 2024	Dec. 31, 2023	Mar. 31, 2023	Dec. 31, 2022
Common stock, par value (in dollars per share)		$ 0.01	$ 0.01
Cash and cash equivalents		$ 285,000	$ 264,000	$ 2,582,000	$ 1,548,000
Minimum annual management fee		$ 400,000
Minimum percentage of annual management on borrowings		1.25%
Term of agreement within which manager is terminated without prior cause		18 months
Termination payment, number of days of management fee		75 days
Average fee payment term to determine payments of termination management fee		12 months
Term after agreement in which the manager has right to terminate the agreement		18 months
Minimum prior notice period for termination of agreement by manager		75 days
Notice period to terminate manager without cause		30 days
Minimum amount of federal, state and local net operating losses		$ 600,000,000
TPH Greenwich Holdings LLC
Percentage holding of non controlling interest	5%
Percentage holding of parent	95%
Stock Purchase Agreement
Number of shares agreed	25,112,245
Common stock, par value (in dollars per share)	$ 0.01
Share price (in dollars per share)	$ 0.30
Federal
Operating loss carryforwards		329,300,000
State and Local Jurisdiction
Operating loss carryforwards		$ 341,300,000

Summary of Significant Accoun_3

Summary of Significant Accounting Policies - Additional Information (Details)	3 Months Ended
	Mar. 31, 2024 USD ($) segment	Mar. 31, 2023 shares	Dec. 31, 2023 USD ($)
Gain on contribution to joint venture	$ 20,976,000
Number of reportable segment | segment	1
Unrecognized tax benefits	$ 0		$ 0
Restricted Stock
Antidilutive securities excluded from computation of earnings per share | shares		104,030

Investments in Unconsolidated_3

Investments in Unconsolidated Joint Ventures - Additional information (Details) - USD ($) $ in Thousands		1 Months Ended
	Jan. 15, 2020	Feb. 28, 2023	Mar. 31, 2024
250 North 10th Loan
Investments in Unconsolidated Joint Ventures
Debt instrument	$ 82,750
Term of the debt	15 years
Debt instrument interest rate stated percentage	3.39%
250 North 10th JV
Investments in Unconsolidated Joint Ventures
Equity method investment, ownership percentage			10%
Net proceeds from sale of interest in unconsolidated joint venture		$ 1,200
Net gain on sale of interest in unconsolidated joint venture		$ 3,100
250 North 10th JV
Investments in Unconsolidated Joint Ventures
Purchase price of property	$ 137,750

Investments in Unconsolidated_4

Investments in Unconsolidated Joint Ventures - Summary of the loans (Details) - TPH Greenwich Holdings LLC $ in Thousands	Mar. 31, 2024 USD ($)
Corporate Credit Facility
Investments in Unconsolidated Joint Ventures
Effective Rate (as a percent)	10.33%
Loan Balance	$ 53,767
77G Mortgage Loan
Investments in Unconsolidated Joint Ventures
Effective Rate (as a percent)	12.83%
Loan Balance	$ 101,113
77G Mezzanine Loan
Investments in Unconsolidated Joint Ventures
Effective Rate (as a percent)	14%
Loan Balance	$ 60,762
237 11th Loans
Investments in Unconsolidated Joint Ventures
Effective Rate (as a percent)	5.46%
Loan Balance	$ 60,000
Secured Line of Credit
Investments in Unconsolidated Joint Ventures
Effective Rate (as a percent)	2.50%
Loan Balance	$ 11,725

Investments in Unconsolidated_5

Investments in Unconsolidated Joint Ventures - Hedging instruments (Details) $ in Thousands	Mar. 31, 2024 USD ($)
Summary of consolidated hedging instruments
Derivative Asset, Statement of Financial Position [Extensible Enumeration]	Prepaid Expense and Other Assets
Interest Rate Cap, 77G Mortgage Loan
Summary of consolidated hedging instruments
Notional Amount	$ 97,000
All-In Capped Rate (as a percent)	5.50%
Interest Rate Cap, 237 11th Loans
Summary of consolidated hedging instruments
Notional Amount	$ 60,000
All-In Capped Rate (as a percent)	2.50%
Fair Value Asset
Summary of consolidated hedging instruments
Derivative Assets	$ 471
Fair Value Asset | Interest Rate Cap, 77G Mortgage Loan
Summary of consolidated hedging instruments
Derivative Assets	19
Fair Value Asset | Interest Rate Cap, 237 11th Loans
Summary of consolidated hedging instruments
Derivative Assets	$ 452

Investments in Unconsolidated_6

Investments in Unconsolidated Joint Ventures - Balance sheet (Details) - USD ($) $ in Thousands	Mar. 31, 2024	Dec. 31, 2023	Mar. 31, 2023	Dec. 31, 2022
ASSETS
Real estate, net		$ 62,324
Residential condominium units for sale		184,561
Cash and cash equivalents	$ 285	264	$ 2,582	$ 1,548
Restricted cash	3,693	8,081	$ 16,169	$ 20,507
Prepaid expenses and other assets, net	277	2,774
Intangible assets, net		6,952
Total assets	6,163	267,508
LIABILITIES
Loans payable, net		194,628
Corporate credit facility, net		40,791
Secured line of credit		11,750
Accounts payable and accrued expenses	565	28,273
Total liabilities	3,505	277,556
MEMBERS' EQUITY
Accumulated deficit	(87,844)	(95,905)
Total liabilities and members' equity	6,163	$ 267,508
Our losses in excess of investment in unconsolidated joint venture	(792)
Unconsolidated Joint Ventures
ASSETS
Real estate, net	91,237
Residential condominium units for sale	175,142
Cash and cash equivalents	875
Restricted cash	14,485
Tenant and other receivables, net	694
Prepaid expenses and other assets, net	1,460
Intangible assets, net	6,767
Total assets	290,660
LIABILITIES
Loans payable, net	221,875
Corporate credit facility, net	53,767
Secured line of credit	11,725
Accounts payable and accrued expenses	4,127
Total liabilities	291,494
MEMBERS' EQUITY
Members' equity	6,276
Accumulated deficit	(7,110)
Total members' equity	(834)
Total liabilities and members' equity	290,660
Our losses in excess of investment in unconsolidated joint venture	$ (792)

Investments in Unconsolidated_7

Investments in Unconsolidated Joint Ventures - Statement of operations (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Revenues
Rental revenues	$ 798	$ 1,511
Total revenues	2,357	14,728
Operating Expenses
Property operating expenses	415	1,267
Real estate taxes	365	463
General and administrative	1,106	1,444
Total operating expenses	4,215	16,740
Operating loss	(1,858)	(2,012)
Interest expense	(3,883)	(6,328)
Interest expense - amortization of deferred finance costs	(334)	(892)
Net income (loss) attributable to common stockholders	8,061	(6,236)
Unconsolidated Joint Ventures
Operating Expenses
Our equity in net loss from unconsolidated joint ventures	(6,754)	(4)
Unconsolidated Joint Ventures
Revenues
Rental revenues	832	1,788
Total revenues	832	1,788
Operating Expenses
Property operating expenses	637	563
Real estate taxes	373	10
General and administrative	209
Amortization	347	299
Depreciation	212	437
Total operating expenses	1,778	1,309
Operating loss	(946)	479
Interest expense	(4,951)	(483)
Interest expense - amortization of deferred finance costs	(1,220)	(31)
Interest income - change in fair market value of interest rate swap	(7)
Net income (loss) attributable to common stockholders	$ (7,110)	$ (35)

Residential Condominium Units_2

Residential Condominium Units for Sale (Details)	31 Months Ended
	Mar. 31, 2024 item
Greenwich NY 77
Number of residential condominium units closed	39

Real Estate, Net - Properties (

Real Estate, Net - Properties (Details) $ in Thousands	Dec. 31, 2023 USD ($)
Real Estate, Net
Building and building improvements	$ 51,141
Tenant improvements	296
Furniture and fixtures	943
Land and land improvements	28,847
Real estate investment property at cost, total	81,227
Less: accumulated depreciation	18,903
Real estate investment property net, total	$ 62,324

Real Estate, Net - Additional I

Real Estate, Net - Additional Information (Details) - USD ($)	1 Months Ended	2 Months Ended	3 Months Ended		12 Months Ended
	May 31, 2018	Feb. 14, 2024	Mar. 31, 2024	Mar. 31, 2023	Dec. 31, 2023
Real Estate, Net
Depreciation expense		$ 207,000		$ 690,000
Intangible assets, original valuation					$ 11,100,000
Accumulated amortization					$ 4,100,000
Amortization of intangible assets		$ 91,000		$ 185,000
SCA
Real Estate, Net
Contract amount for purchase of condominium unit			$ 41,500,000
Construction supervision fee receivable			5,000,000
Aggregate fees paid by SCA to the company			46,400,000
Remaining fees to be paid by SCA to the company			176,000
Construction costs reimbursed			$ 56,100,000
237 11th Property
Real Estate, Net
Purchase price of property	$ 81,200,000
Business acquisition, transaction costs	$ 700,000

Prepaid Expenses and Other As_3

Prepaid Expenses and Other Assets, Net (Details) - USD ($) $ in Thousands	Mar. 31, 2024	Dec. 31, 2023
Prepaid Expenses and Other Assets, Net
Prepaid expenses	$ 268	$ 1,268
Deferred finance costs warrants		2,184
Other	118	1,793
Prepaid expenses and other assets, gross	386	5,245
Less: accumulated amortization	109	2,471
Prepaid expenses and other assets, net	$ 277	$ 2,774

Loans Payable and Secured Lin_3

Loans Payable and Secured Line of Credit - Additional Information (Details) - USD ($)		12 Months Ended
	Feb. 14, 2024	Dec. 31, 2023	Mar. 31, 2024	Jan. 31, 2024	Oct. 31, 2021	Jun. 30, 2021	Dec. 31, 2019
Loans Payable and Secured Line of Credit
Long-term Line of Credit		$ 40,791,000
Loans payable, net		194,628,000
TPH Greenwich Holdings LLC
Loans Payable and Secured Line of Credit
Interest rate basis (as a percent)	100%
77G Mortgage Loan
Loans Payable and Secured Line of Credit
Maximum borrowing capacity					$ 166,700,000
Loans payable, net	$ 98,000,000
Accrued PIK interest	11,900,000
Repayment of loans and secured line of credit		71,100,000
Seventy Seven Mortgage Original Building Loan
Loans Payable and Secured Line of Credit
Principal amount	2,850,000
Loans payable, net	$ 125,347,878
Percentage of membership interests agreed to Pledge	100%
77G Mezzanine Loan
Loans Payable and Secured Line of Credit
Debt instrument extension term	1 year
77G Mezzanine Loan | TPH Greenwich Holdings LLC
Loans Payable and Secured Line of Credit
Principal amount	$ 60,800,000
237 11th Senior Loan
Loans Payable and Secured Line of Credit
Principal amount	50,000,000					$ 50,000,000
237 11th Mezz Loan
Loans Payable and Secured Line of Credit
Principal amount	10,000,000					$ 10,000,000
Corporate Credit Facility
Loans Payable and Secured Line of Credit
Maximum borrowing capacity							$ 70,000,000
Long-term Line of Credit	52,800,000
Accrued interest	11,300,000
Deferred finance fees	170,000
Corporate Credit Facility | TPH Greenwich Holdings LLC
Loans Payable and Secured Line of Credit
Principal amount	$ 272,609
Corporate Credit Facility | PIK interest rate | TPH Greenwich Holdings LLC
Loans Payable and Secured Line of Credit
Interest rate basis (as a percent)	10.325%
Corporate Credit Facility | PIK interest rate | TPH Greenwich Holdings LLC | Upon Selection Of Both Cash And Kind Interest Payment
Loans Payable and Secured Line of Credit
Interest rate basis (as a percent)	5.45%
Corporate Credit Facility | Cash pay interest rate | TPH Greenwich Holdings LLC | Upon Selection Of Both Cash And Kind Interest Payment
Loans Payable and Secured Line of Credit
Interest rate basis (as a percent)	4.875%
Secured Line of Credit
Loans Payable and Secured Line of Credit
Maximum borrowing capacity			$ 11,750,000
Loans payable, net	$ 11,750,000	$ 11,750,000		$ 11,750,000
Debt Instrument interest rate effective percentage	2.50%	2.50%		2.50%

Loans Payable and Secured Lin_4

Loans Payable and Secured Line of Credit - Interest expense, net (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Loans Payable and Secured Line of Credit
Interest expense	$ 3,883	$ 7,017
Interest capitalized		(689)
Interest expense, net	$ 3,883	$ 6,328

Fair Value Measurements - Recur

Fair Value Measurements - Recurring (Details) $ in Millions	Dec. 31, 2023 USD ($)
Fair Value Measurements
Fair value of pension plan assets	$ 14.2

Pension Plan - Narrative (Detai

Pension Plan - Narrative (Details) - USD ($)	12 Months Ended		147 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2024	Mar. 31, 2024
Prepaid Expenses and Other Current Assets
Over (under) funded pension balance				$ 1,400,000
Syms Sponsored Plan
Payment for Pension Benefits			$ 6,500,000
Amount funded by Company to the plan	$ 400,000	$ 400,000

Commitments - Additional inform

Commitments - Additional information (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Commitments
Rent expense paid for operating lease	$ 118	$ 118

Commitments - Remaining lease o

Commitments - Remaining lease obligation (Details) - USD ($) $ in Thousands	Mar. 31, 2024	Dec. 31, 2023
Commitments
2024	$ 353
2025	116
Total undiscounted lease payments	469
Discount	(11)
Lease liability	$ 458	$ 569

Income Taxes - Additional infor

Income Taxes - Additional information (Details) $ in Millions	3 Months Ended
	Mar. 31, 2024 USD ($)
Federal NOLs utilized to date	$ 20.1
Valuation Allowance	87.6
Federal
Operating Loss Carryforwards	329.3
State
Operating Loss Carryforwards	290.6
New York State
Discontinued operation, tax effect of adjustment to prior period gain (loss) on disposal	27.9
New York City
Discontinued operation, tax effect of adjustment to prior period gain (loss) on disposal	$ 22.9

Stockholders' Equity - Addition

Stockholders' Equity - Additional information (Details) - $ / shares	Mar. 31, 2024	Dec. 31, 2023	Dec. 31, 2019
Capital Stock Shares authorized	120,000,000
Common stock, shares authorized (in shares)	79,999,997	79,999,997
Common stock, Par value per share	$ 0.01	$ 0.01
Excess stock shares authorized	1	1
Special stock, par value (in dollars per share)	$ 0.01	$ 0.01
Special stock shares authorized	1
Common stock, shares issued (in shares)	70,736,447	44,965,083
Common stock, shares outstanding (in shares)	63,793,850	38,199,386
Warrants, term			10 years
Warrants to purchase common stock issued (in shares)			7,179,000
Series A And B Preferred Stock
Excess stock shares authorized	1
Preferred Stock
Preferred stock, shares authorized (in shares)	2	2
Preferred stock, par value (in dollars per share)	$ 0.01	$ 0.01
Blank Check Preferred Stock
Preferred stock, shares authorized (in shares)	40,000,000	40,000,000
Preferred stock, par value (in dollars per share)	$ 0.01	$ 0.01
Special stock shares authorized	40,000,000

Stock-Based Compensation - Stoc

Stock-Based Compensation - Stock Incentive Plan (Details) - $ / shares	3 Months Ended	12 Months Ended
	Mar. 31, 2024	Dec. 31, 2023
Share-based Compensation Arrangement by Share-based Payment
Balance available, beginning of period (in shares)	2,041,643	1,057,824
Additional shares approved by stockholders (in shares)	0	2,000,000
Deferred under non-employee director's deferral program (in shares)	(432,954)	(380,484)
Balance available, end of period ( in shares)	948,168	2,041,643
Deferred under non-employee director's deferral program (in dollars per share)	$ 0.11	$ 0.50
Share-based Payment Arrangement, Employee
Share-based Compensation Arrangement by Share-based Payment
Granted (in shares)	(339,000)	(381,760)
Granted (in dollars per share)	$ 0.11	$ 0.68
Share-based Payment Arrangement, Nonemployee
Share-based Compensation Arrangement by Share-based Payment
Granted (in shares)	(321,521)	(253,937)
Granted (in dollars per share)	$ 0.11	$ 0.49

Stock-Based Compensation - RSU

Stock-Based Compensation - RSU activity (Details) - Restricted Stock Units (RSUs) [Member] - $ / shares	3 Months Ended	12 Months Ended
	Mar. 31, 2024	Dec. 31, 2023
Share-based Compensation Arrangement by Share-based Payment
Number of Shares, Non-vested at beginning of period	547,583	527,999
Number of Shares, Granted RSUs	339,000	381,760
Number of Shares, Vested	(285,582)	(362,176)
Number of Shares, Non-vested at end of period	601,001	547,583
Weighted Average Fair Value at Grant Date, Non-vested at beginning of period	$ 1.16	$ 1.80
Weighted Average Fair Value at Grant Date, Granted RSUs	0.11	0.68
Weighted Average Fair Value at Grant Date, Vested	1.15	1.49
Weighted Average Fair Value at Grant Date, Non-vested at end of period	$ 0.52	$ 1.16

Stock-Based Compensation - Addi

Stock-Based Compensation - Additional Information (Details) - USD ($)		1 Months Ended			3 Months Ended		12 Months Ended
	Sep. 09, 2015	Jun. 30, 2023	Jun. 30, 2021	Jun. 30, 2019	Mar. 31, 2024	Mar. 31, 2023	Dec. 31, 2023
Share-based Compensation Arrangement by Share-based Payment
Deferred shares under deferral program					1,250,568
Additional shares approved by stockholders (in shares)					0		2,000,000
Other Employees [Member]
Share-based Compensation Arrangement by Share-based Payment
Restricted stock or unit expense					$ 6,000
Employees and executive officers [Member]
Share-based Compensation Arrangement by Share-based Payment
Shares issued for settlement of stock awards					337,598
Total Number of Shares Purchased					179,900
Share-based Payment Arrangement, Nonemployee
Share-based Compensation Arrangement by Share-based Payment
Shares issued					321,521
Restricted Stock Units (RSUs) [Member]
Share-based Compensation Arrangement by Share-based Payment
Total stock-based compensation expense					$ 32,000	$ 95,000
Total unrecognized expenses of RSU					144,000
Stock based compensation, amount capitalized					$ 0	$ 2,000
Number of Shares, Granted RSUs					339,000		381,760
Restricted Stock Units (RSUs) [Member] | Minimum
Share-based Compensation Arrangement by Share-based Payment
Vesting term					2 years
Restricted Stock Units (RSUs) [Member] | Maximum
Share-based Compensation Arrangement by Share-based Payment
Vesting term					3 years
Award distribution period					7 years
2015 Stock Incentive Plan[Member]
Share-based Compensation Arrangement by Share-based Payment
Number of Shares, Granted					0
Exercise price of stock option in percent	100%
Vesting term					10 years
SIP authorized shares	800,000
Additional shares approved by stockholders (in shares)		2,000,000	1,500,000	1,000,000

Subsequent Events (Details)

Subsequent Events (Details) - Subsequent Event - USD ($)	Apr. 26, 2024	Apr. 12, 2024
Subsequent Events
Delisting of common stock period		60 days
Chief Executive Officer
Subsequent Events
Payment to be made for continuing employment	$ 300,000
Second payment to be made for continuing employment	300,000
Third payment to be made for continuing employment	$ 300,000
Period for reimbursement of COBRA continuation coverage	18 months
Chief Executive Officer | Paramus Property
Subsequent Events
Consulting payment to be made on sale of property	$ 200,000
Chief Executive Officer | 237 11th Property
Subsequent Events
Consulting payment to be made on sale of property	800,000
Consulting payment to be made on final resolution of property litigation	400,000
Chief Executive Officer | 77 Greenwich
Subsequent Events
Consulting payment to be made on receipt of final certificate of occupancy	150,000
Consulting payment to be made on receipt of agreement to complete faade remediation	150,000
Consulting payment to be made on final completion of faade remediation	$ 200,000

Pay vs Performance Disclosure

Pay vs Performance Disclosure - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Pay vs Performance Disclosure
Net Income (Loss)	$ 8,061	$ (6,236)

Insider Trading Arrangements

Insider Trading Arrangements	3 Months Ended
	Mar. 31, 2024
Trading Arrangements, by Individual
Rule 10b5-1 Arrangement Adopted	false
Non-Rule 10b5-1 Arrangement Adopted	false
Rule 10b5-1 Arrangement Terminated	false
Non-Rule 10b5-1 Arrangement Terminated	false