Source-grounded facts extracted from CaliberCos Inc.'s SEC 8-K filings across all families, newest first. Each cites a verbatim SEC excerpt.
Michael Rosales was appointed as Acting Chief Financial Officer at CaliberCos Inc..
“the board of directors of the Company approved the appointment of Mr. Michael Rosales, the Company’s current Senior Vice President of Accounting, Financial Reporting and Tax, to serve as acting Chief Financial Officer, effective June 14, 2026.”
Jade Leung resigned as Chief Financial Officer at CaliberCos Inc..
“On June 5, 2026, CaliberCos, Inc. (the “Company”) accepted the resignation of Mr. Jade Leung from his position as Chief Financial Officer of the Company, effective June 14, 2026.”
CaliberCos Inc. shareholders approved Ratification of the appointment of Urish Popeck & Co., LLC as the independent registered public accounting firm of the Company for the fiscal year ending December 31, 2026 at the 2026-05-14 meeting.
“Proposal 2 : Ratification of the appointment of Urish Popeck & Co., LLC as the independent registered public accounting firm of the Company for the fiscal year ending December 31, 2026. For Against Abstain Broker Non-Votes 5,864,763 66,964 59,024 —”
CaliberCos Inc. shareholders approved Election of five directors to serve for a term ending as of the Company's annual meeting in 2027 at the 2026-05-14 meeting.
“Proposal 1 : Election of five directors to serve for a term ending as of the Company’s annual meeting in 2027. Director Nominee For Against Abstain Broker Non-Votes John C. Loeffler, II 4,344,746 - 28,874 1,617,131 Jennifer Schrader 4,351,161 - 22,459 1,617,131 William J. Gerber 4,336,718 - 36,901 1,617,132 Lawrence X. Taylor III 4,343,396 - 30,224 1,617,131 Jerome Alan Reid, Jr. 4,344,219 - 29,401 1,617,131”
CaliberCos Inc. reported first quarter ended on March 31, 2026 results: revenue $4.1 million, net income Platform net loss of $4.3 million, EPS $0.62 per diluted share. Guidance reaffirmed.
“both the Company's capital formation and project financing initiatives. First Quarter 2026 Platform Financial Results (compared to First Quarter 2025) • Platform revenue of $4.1 million, compared to $3.5 million. ◦ Asset management revenue of $4.1 million increased by $0.5 million, due to nonrecurring fee income. ◦ No significant performance allocations were”
CaliberCos Inc. issued 1,529 shares of Series AAA Preferred Stock of preferred stock to Note Holders for $1,528,500 of outstanding Notes cancelled.
“As of April 9, 2026, the Company has entered into subscription agreements with the Note Holders whereby the Note Holders converted and cancelled an aggregate of $3,450,271 of outstanding indebtedness of the Company, consisting of $1,921,771 of outstanding Notes in exchange for 1,707,900 shares of Class A Common Stock and $1,528,500 of outstanding Notes in exchange for 1,529 shares of Series AAA Preferred Stock.”
CaliberCos Inc. issued 1,707,900 shares of Class A Common Stock of common stock to Note Holders for $1,921,771 of outstanding Notes cancelled.
“As of April 9, 2026, the Company has entered into subscription agreements with the Note Holders whereby the Note Holders converted and cancelled an aggregate of $3,450,271 of outstanding indebtedness of the Company, consisting of $1,921,771 of outstanding Notes in exchange for 1,707,900 shares of Class A Common Stock and $1,528,500 of outstanding Notes in exchange for 1,529 shares of Series AAA Preferred Stock.”
CaliberCos Inc.: Filed Series AAA Preferred Stock Certificate of Designation establishing preferences, voting powers, and other terms for Series AAA Preferred Stock (effective 2026-04-09).
“On April 9, 2026, the Company filed the Series AAA Preferred Stock Certificate of Designation with the Secretary of State of the State of Delaware (“Series AAA COD”) to establish the preferences, voting powers, limitations as to dividends or other distributions, qualifications, terms and conditions of redemption and other terms and conditions of the Company’s Series AAA Preferred Stock.”
CaliberCos Inc.: Filed Series A Amendment to the Series A Certificate of Designation to rank Series A Preferred Stock pari passu with Series AAA Preferred Stock and restate conversion provisions (effective 2026-04-09).
“On April 9, 2026, the Company filed a Certificate of Amendment (the “Series A Amendment”) to the Certificate of Designation for the Company’s Series A Convertible Preferred Stock (the “Series A Certificate of Designation”) with the Delaware Secretary of State’s Office.”
CaliberCos Inc. reported the fourth quarter and full year ended December 31, 2025 results: revenue Platform revenue of $15.2 million, net income Platform net loss of $21.2 million, EPS $7.50 per diluted share. Guidance initiated.
“loss of $0.4 million, compared to Platform Adjusted EBITDA loss of $1.0 million Full Year 2025 Platform Financial Highlights (compared to Full Year 2024) • Platform revenue of $15.2 million, compared to $20.9 million ◦ Asset management revenue of $15.2 million reflecting the timing of project financings and development activity, drove the stated results • Platform”
CaliberCos Inc.: Increased authorized shares of Class A Common Stock from 100,000,000 to 500,000,000 (effective 2026-01-31).
“the Company’s stockholders approved an amendment to the Company’s Third Amended and Restated Certificate of Incorporation, as amended (the “Certificate of Incorporation”), to increase the authorized number shares of the Company’s Class A Common Stock from 100,000,000 shares to 500,000,000 shares, effective as of 12:01 am E.T. on January 31, 2026 (the “Charter Amendment”).”
CaliberCos Inc. received a nasdaq deficiency notice notice regarding stockholders equity (rules 5550(b)(1)).
“August 27, 2025, on August 27, 2025, CaliberCos Inc. (the “Company”) received a notification letter from the Nasdaq Listing Qualifications Staff (the “Staff”) of The Nasdaq Stock Market LLC (“Nasdaq”) notifying the Company that its amount of stockholders’ equity had fallen below the $2,500,000 required minimum for continued listing set forth in Nasdaq Listing Rule 5550(b)(1) (the “Listing Rule”). On November 17, 2025, the Company received a letter from Nasdaq stating that based on the Company’s Form 10-Q for the period ended September 30, 2025, evidencing stockholders’ equity of $6,087,000, th”
CaliberCos Inc. issued 561,747 shares of Common Stock of common stock to Note Holders for aggregate principal amount of $1,897,504.55.
“the applicable Note Holders converted and canceled all or part of the applicable Note Holders’ Notes at conversion prices ranging from $3.14 to $3.72. The applicable Notes in the aggregate principal amount of $1,897,504.55 converted into an aggregate of 561,747 shares of Common Stock”
CaliberCos Inc. received a nasdaq noncompliance notice notice regarding stockholders equity (rules 5550(b)(1)).
“August 27, 2025 (the “Original 8-K”), on August 27, 2025, CaliberCos Inc. (the “Company”) received a notification letter (the “Notice”) from the Nasdaq Listing Qualifications Staff (the “Staff”) of The Nasdaq Stock Market LLC (“Nasdaq”) notifying the Company that its amount of stockholders’ equity had fallen below the $2,500,000 required minimum for continued listing set forth in Nasdaq Listing Rule 5550(b)(1). As noted in the Original 8-K, the Company had 45 days from the date of the Notice to provide Nasdaq with a specific plan to achieve and sustain compliance, which the Company has done. T”
CaliberCos Inc. engaged Urish Popeck & Co., LLC as its auditor.
“he appointment of Urish Popeck & Co., LLC (“Urish Popeck”) as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2025 and related interim periods and, concurrently, (ii) the dismissal of Deloitte & Touche LLP (“Deloitte”) as the Company’s independent registered public accounting firm, effective immediately. The audit reports of Deloitte on the Company’s financial statements as of December 31, 2024 and December 31, 2023, did not contain an adverse opinion or a disclaimer of opinion, and were not qualified or modified as to uncertainty, audit scope, or accounting principles. The audit report for the year ended December 31, 2024 had been prepared assuming that the Company would continue as a going concern and included an explanatory paragraph regarding the Company’s ability to continue as a going concern as result of its negative operating ca”
CaliberCos Inc. dismissed Deloitte & Touche LLP as its auditor.
“irm for the fiscal year ending December 31, 2025 and related interim periods and, concurrently, (ii) the dismissal of Deloitte & Touche LLP (“Deloitte”) as the Company’s independent registered public accounting firm, effective immediately.”
CaliberCos Inc. issued up to an aggregate of $10,333,203 of shares of the Company’s Class A common stock of common stock to R.F. Lafferty & Co., Inc. and The Benchmark Company, LLC for commissions in cash at a rate of up to 3.0%.
“On September 17, 2025, the Company entered into an At-The-Market Offering Agreement (the “Sales Agreement”) with R.F. Lafferty & Co., Inc. and The Benchmark Company, LLC (together, the “Managers”) to create an at-the-market equity program under which it may sell up to an aggregate of $10,333,203 of shares of the Company’s Class A common stock, par value $0.001 per share (the “Shares”), from time to time through the Managers, as sales agents, subject to any applicable limits when using Form S-3 (the “ATM Offering”).”
CaliberCos Inc. issued 15,868 shares of Series B Preferred Stock of preferred stock to Mast Hill Fund, L.P. for gross proceeds to the Company of $15,868,000.
“On September 11, 2025, CaliberCos Inc. (the “Company”) entered into a securities purchase agreement (the “Purchase Agreement”) with Mast Hill Fund, L.P. (the “Investor”) as the purchaser, pursuant to which the Company issued the Investor 15,868 shares of Series B Preferred Stock at a per share purchase price of $1,000 for gross proceeds to the Company of $15,868,000.”
CaliberCos Inc.: Filed Series B Certificate of Designation to establish preferences, voting powers, limitations, and terms of Series B Preferred Stock (effective 2025-09-11).
“On September 11, 2025, the Company filed the Series B Certificate of Designation with the Secretary of State of the State of Delaware to establish the preferences, voting powers, limitations as to dividends or other distributions, qualifications, terms and conditions of redemption and other terms and conditions of the Company’s Series B Preferred Stock.”
CaliberCos Inc. received a nasdaq deficiency notice notice regarding stockholders equity (rules 5550(b)(1)).
“August 27, 2025, CaliberCos Inc. (the “Company”) received written notice from The Nasdaq Stock Market LLC (“Nasdaq”) that, based on the Company’s stockholders’ equity of $(17,604,000) as reported on its Quarterly Report on Form 10-Q for the quarter ended June 30, 2025, the Company is no longer in compliance with Nasdaq Listing Rule 5550(b)(1), which requires companies listed on the Nasdaq Capital Market to maintain a minimum of $2,500,000 in stockholders’ equity for continued listing (the “Stockholder Equity Requirement”). The Nasdaq deficiency letter has no immediate effect on the listing of”
CaliberCos Inc.: Amended quorum requirement for shareholder meetings from a majority of shares to 33.3% of outstanding shares entitled to vote (effective 2025-06-16).
“On June 16, 2025, the Board of Directors of CaliberCos Inc. (the “Company”) approved an amendment to the Company’s Amended and Restated Bylaws (the “Bylaws”) and adopted an amendment to the quorum requirement contained in Section 2.07 of the Bylaws (the “Amendment”) to provide that the holders of thirty-three and one third percent (33.3%) of the outstanding shares of stock of the Company entitled to vote at a shareholders meeting, present in person or represented by proxy, shall constitute a quorum for the transaction of business.”
CaliberCos Inc.: Stockholders approved a reverse stock split authorized by the board, and the Company filed a Certificate of Amendment to its Third Amended and Restated Certificate of Incorporation with the State of Delaware to effect a one-for-twenty reverse stock split of Common Stock, effective May 2, 2025 (effective 2025-05-02).
“On April 21, 2025, CaliberCos Inc. (the “ Company ”, “we”, “our”) held a Special Meeting of Stockholders (the “ Special Meeting ”). At the Special Meeting, the stockholders approved a proposal authorizing a reverse stock split of the Company’s Class A common stock, par value $0.001 per share (the “ Class A Common Stock ”) and the Company’s Class B common stock, par value $0.001 per share (the “ Class B Common Stock ”, together with the Class A Common Stock, the “ Common Stock ”), at an exchange ratio within the range of 1-for-5 to 1-for-20, inclusive, as determined by the board of directors of the Company (the “ Board ”). Following the Special Meeting, the Board approved a one-for-twenty (1-for-20) reverse stock split of the Common Stock (the “Reverse Stock Split”) and the Company filed a Certificate of Amendment (the “ Amendment ”) to its Third Amended and Restated Certificate of Incorporation (as amended to date, the “ Certificate of Incorporation ”) with the Secretary of State of th”
CaliberCos Inc. incurred senior notes of $7,201,026.67 with certain holders of the Prior Notes at 12% per annum maturing three year maturity date.
“exchange the Prior Notes for 10% OID notes bearing interest at 12% per annum with a three year maturity date in the aggregate original principal amount of $7,201,026.67”
CaliberCos Inc. incurred senior notes of up to $1,666,666.67 with Mast Hill Fund, L.P..
“On March 20, 2025, CaliberCos Inc. (the "Company") entered into a securities purchase agreement (the "Purchase Agreement") with Mast Hill Fund, L.P. (the "Investor") as the purchaser, pursuant to which the Company issued the Investor a senior secured promissory note in the aggregate principal amount of up to $1,666,666.67”
CaliberCos Inc.: Filed Certificate of Designation establishing Series AA Cumulative Redeemable Preferred Stock (effective 2025-03-05).
“On March 5, 2025, CaliberCos Inc. (the “Company”) filed a Certificate of Designations, Preferences and Rights (the “Certificate of Designation”) with the Secretary of State of the State of Delaware to establish the preferences, voting powers, limitations as to dividends or other distributions, qualifications, terms and conditions of redemption and other terms and conditions of the Company’s Series AA Cumulative Redeemable Preferred Stock, par value $0.001 (the “Series AA Preferred Stock”).”
CaliberCos Inc.: Filed a Certificate of Designation to establish terms of Series A Convertible Preferred Stock (effective 2024-11-26).
“On November 26, 2024, CaliberCos Inc. (the “Company”) filed a Certificate of Designations, Preferences and Rights (the “Certificate of Designation”) with the Secretary of State of the State of Delaware to establish the preferences, voting powers, limitations as to dividends or other distributions, qualifications, terms and conditions of redemption and other terms and conditions of the Company’s Series A Convertible Preferred Stock, par value $0.001 (the “Series A Preferred Stock”).”
CaliberCos Inc. received a nasdaq deficiency notice notice regarding minimum bid price (rules 5550(a)(2)).
“May 14, 2024, CaliberCos Inc. (the “Company” or “Caliber”) received a letter from the Listing Qualifications Staff (the “Staff”) of the Nasdaq Stock Market LLC (“Nasdaq”) indicating that the bid price of the Company’s Class A common stock, par value $0.001 per share (the “Common Stock”), had closed below $1.00 per share for 30 consecutive business days and, as a result, the Company is not in compliance with Nasdaq Listing Rule 5550(a)(2), which sets forth the minimum bid price requirement for continued listing on the Nasdaq Capital Market (the “Minimum Bid Requirement”). Nasdaq’s notice has no”
CaliberCos Inc. reported first quarter ended on March 31, 2024 results: revenue $23.0 million, net income Net loss attributable to Caliber of $3.8 million, EPS $0.18 per diluted share.
“First Quarter 2024 Financial Highlights (compared to first quarter 2023) • Total revenue of $23.0 million, a 22.3% decrease • Platform revenue of $4.7 million, a 25.6% decrease – Asset management revenue of $4.6 million, a 16.1% increase – Performance allocations of $0.2 million, related to the sale of land in Johnstown, Colorado • Net loss attributable to Caliber of $3.8 million, or $0.18 per diluted share, compared to net loss attributable to Caliber of $1.2 million or $0.07 per diluted share • Caliber Adjusted EBITDA loss of $1.7 million, compared to Caliber Adjusted EBITDA of $1.0 million • Fair value assets under management (“FV AUM”) of $766.7 million, a 3.4% increase, primarily due to the L.T.D.”
CaliberCos Inc. reported the fourth quarter and full year ended on December 31, 2023 results: revenue Total revenue of $23.9 million, an 11.5% increase, net income Net loss attributable to Caliber of $2.4 million, or $0.11 per diluted share, EPS $0.11 per diluted share.
“reported results for the fourth quarter and full year ended on December 31, 2023. Fourth Quarter 2023 Financial Highlights (compared to fourth quarter 2022) • Total revenue of $23.9 million, an 11.5% increase • Platform revenue (1) of $7.2 million, a 32.6% increase – Asset management revenue (2) of $6.0 million, an 11.5% increase – Performance allocations (3) of”
Ignacio Martinez was named as Chief Operating Officer at CaliberCos Inc..
“The Board of Directors of CaliberCos Inc. ("Caliber") acting on the recommendation of Caliber’s Nominating and Governance Committee, unanimously named Ignacio Martinez as Chief Operating Officer of Caliber, effective April 1, 2024.”
CaliberCos Inc. reported third quarter ended on September 30, 2023 results: revenue $17.0 million, net income Net loss attributable to Caliber of $3.4 million, or $0.16 per diluted share, EPS $0.16 per diluted share.
“and manager, today reported results for the third quarter ended on September 30, 2023. Third Quarter 2023 Financial Results, Compared to Third Quarter 2022 • Total revenue of $17.0 million, a 12.7% decrease • Segment revenue of $3.7 million, a 55.6% decrease • Asset management (“AM”) revenue (1) of $2.4 million, a 26.0% increase; asset management revenue run rate”
Lawrence Taylor was appointed as Independent Director at CaliberCos Inc..
“On August 8, 2023, the Board of Directors of CaliberCos Inc. (the “Company”) acting on the recommendation of the Company’s Nominating and Governance Committee, unanimously approved the appointment of Lawrence Taylor to the Company’s Board of Directors as an independent director”
CaliberCos Inc. reported the second quarter ended on June 30, 2023 results: revenue $20.4 million, net income $5.7 million, EPS $0.29 per diluted share.
“Second Quarter 2023 Financial Results, Compared to Second Quarter 2022 • Total revenues of $20.4 million”
CaliberCos Inc. entered into Contribution Agreement with L.T.D. Hospitality Group LLC and certain contributors (effective 2023-06-30).
“On June 30, 2023, a wholly-owned subsidiary of CaliberCos Inc. (the “Company”), Caliber Hospitality Trust, Inc. (“Caliber Hospitality Trust”), acting as the general partner of an affiliate of the Company, Caliber Hospitality, LP (“Caliber Hospitality”, together with Caliber Hospitality Trust, the “Caliber Entities”), entered into a Contribution Agreement (the “Contribution Agreement”) on behalf of the Caliber Entities with L.T.D. Hospitality Group LLC (“LTD”) and certain contributors named therein (the “Contributors” and together with LTD, the “LTD Entities”).”
CaliberCos Inc. reported the first quarter ended on March 31, 2023 results: revenue $29.5 million, net income Net loss attributable to the Company of $1.2 million, EPS $0.07 per diluted share.
“CALIBER REPORTS FIRST QUARTER 2023 RESULTS Grows FV AUM by 30% Year-over-Year to $807 Million Increases Fee & Performance-Based Revenues by 15.8% SCOTTSDALE, Ariz., June 22, 2023 – CaliberCos Inc. (the “Company” or “Caliber”) (NASDAQ: CWD), a leading vertically integrated alternative asset manager, today reported results for the first quarter ended on March 31, 2023. First Quarter 2023 Financial Highlights, Compared to Q1 2022 • Total revenues of $29.5 million, a 21.5% increase • Fee and performance-based revenues of $4.5 million, a 15.8% increase • Net loss attributable to the Company of $1.2 million, or $0.07 per diluted share, compared to net income of $0.5 million or $0.03 per diluted share • Caliber Adjusted EBITDA (1) of $1.0 million, compared to $2.2 million • Fair value assets under management (2) (“FV AUM”) of $806.9 million as of March 31, 2023, a 30.3% year-over-year increase • Managed capital (3) of $392.5 million as of March 31, 2023, a 23.0% year-over-year increase”
CaliberCos Inc.: Amended and Restated Bylaws became effective, establishing board committees and adding provisions on meeting notice and conduct (effective 2023-05-19).
“the Amended and Restated Bylaws previously approved by the Company’s board of directors become effective as of May 19, 2023, the closing date of the Public Offering.”
CaliberCos Inc.: Filed Third Amended and Restated Certificate of Incorporation to amend the sunset provision and include public company provisions (effective 2023-05-16).
“On May 16, 2023, the Company filed a Third Amended and Restated Certificate of Incorporation (the “Restated Certificate”) with the Secretary of State of the State of Delaware”
CaliberCos Inc. entered into Underwriting Agreement with Spartan Capital Securities, LLC (effective 2023-05-16).
“On May 16, 2023, CaliberCos Inc. (the "Company") entered into an underwriting agreement (the "Underwriting Agreement") with Spartan Capital Securities, LLC, acting as the representative (the "Representative") of the several underwriters named in the Underwriting Agreement (the "Underwriters"), relating to the Company's underwritten public offering (the "Public Offering") pursuant to which the Company agreed to issue and sell 1,200,000 shares (the "Firm Shares") of the Company's Class A Common Stock, par value $0.001 per share (the "Common Stock") and granted the Underwriters a 45-day option (the "Over-Allotment Option") to purchase up to an additional 180,000 shares of Common Stock (the "Option Shares" and together with the Firm Shares, the "Shares").”
Facts are extracted by an LLM and gated to those whose source quote is present verbatim in the filing text. Coverage is best-effort while backfill and monitoring mature; this is not yet a full-market index. See methodology.