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SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 9 Months Ended
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Sep. 30, 2025
Accounting Policies [Abstract] |
Cash | Cash The Trust considers all highly liquid investments with original maturity of three months or less to be cash equivalents. Power REIT places its cash and cash equivalents with high-credit quality financial institutions; however, amounts are not insured or guaranteed by the FDIC. Amounts previously included in restricted cash represented funds held by the Trust related to debt service payment reserves required by the lender of the Greenhouse Loan but since that obligation was satisfied in April, 2025, the restricted cash as of September 30, 2025 is $0. The following table provides a reconciliation of the Trust’s cash and cash equivalents and restricted cash that sums to the total of those amounts at the end of the periods presented on the Trust’s accompanying Consolidated Statements of Cash Flow: SCHEDULE OF CONSOLIDATED STATEMENTS OF CASH FLOW
|  | September 30, 2025 |  |  | December 31, 2024 |
Cash and cash equivalents |  | $ | 1,993,495 |  |  | $ | 2,194,502 |
Restricted cash |  |  | - |  |  |  | 37,084 |
Cash and cash equivalents and restricted cash |  | $ | 1,993,495 |  |  | $ | 2,231,586 |
Stock Based Compensation Accounting Policy | Stock Based Compensation Accounting Policy The Trust records all equity-based incentive grants to officers and non-employee members of the Trust’s Board of Trustees in general and administrative expenses in the Trust’s Consolidated Statement of Operations based on their fair value determined on the date of grant. Share-based compensation expense is recognized on a straight-line basis over the vesting term of the outstanding equity awards.
Basis of Presentation | Basis of Presentation These unaudited consolidated financial statements have been prepared in accordance with GAAP.
Principles of Consolidation | Principles of Consolidation The accompanying consolidated financial statements include Power REIT and its wholly-owned subsidiaries. All intercompany balances have been eliminated in consolidation.
Income (Loss) per Common Share | Income (Loss) per Common Share Basic net income (loss) per common share is computed by dividing net income (loss) available to common shareholders by the weighted average number of common shares outstanding. Diluted net income (loss) per common share is computed similar to basic net loss per common share except that the denominator is increased to include the number of additional common shares that would have been outstanding if the potential common shares had been issued and if the additional common shares were dilutive. The dilutive effect of the Trust’s options is computed using the treasury stock method. As of September 30, 2025 and December 31, 2024 the total number of common stock equivalents was 187,500 and 192,778, respectively, composed of stock options. The following table sets forth the computation of basic and diluted income (loss) per Share: SCHEDULE OF COMPUTATION OF BASIC AND DILUTED INCOME (LOSS) PER COMMON SHARE
|  | 2025 |  |  | 2024 |  |  | 2025 |  |  | 2024 |
|  | Three Months Ended |  |  | Nine Months Ended |
|  | September 30, |  |  | September 30, |
|  | 2025 |  |  | 2024 |  |  | 2025 |  |  | 2024 |
Numerator: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Net income (loss) |  | $ | 223,551 |  |  | $ | (325,015 | ) |  | $ | (868,648 | ) |  | $ | (21,547,182 | )
Preferred Stock Dividends |  |  | (163,207 | ) |  |  | (163,207 | ) |  |  | (489,621 | ) |  |  | (489,621 | )
Numerator for basic and diluted EPS - income (loss) available to common shareholders |  | $ | 60,344 |  |  | $ | (488,222 | ) |  | $ | (1,358,269 | ) |  | $ | (22,036,803 | )
Denominator: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Denominator for basic and diluted EPS - Weighted average shares |  |  | 3,389,661 |  |  |  | 3,389,661 |  |  |  | 3,389,661 |  |  |  | 3,389,661 |
Basic and diluted income (loss) per common share |  | $ | 0.02 |  |  | $ | (0.14 | ) |  | $ | (0.40 | ) |  | $ | (6.50 | )
Real Estate Assets and Depreciation of Investment in Real Estate | Real Estate Assets and Depreciation of Investment in Real Estate The Trust expects that most of its transactions will be accounted for as asset acquisitions. In an asset acquisition, the Trust is required to capitalize closing costs and allocates the purchase price on a relative fair value basis. For the nine months ended September 30, 2025 and 2024, there were no acquisitions. In making estimates of relative fair values for purposes of allocating purchase price, the Trust utilizes a number of sources, including independent appraisals that may be obtained in connection with the acquisition or financing of the respective property, its own analysis of recently acquired and existing comparable properties in its portfolio and other market data. The Trust also considers information obtained about each property as a result of its pre-acquisition due diligence, marketing and leasing activities in estimating the relative fair value of the tangible acquired. The Trust allocates the purchase price of acquired real estate to various components as follows:
| ● | Land – Based on actual purchase if acquired as raw land. When property is acquired with improvements, the land price is established based on market comparables and market research to establish a value with the balance allocated to improvements for the land.
| ● | Improvements – When a property is acquired with improvements, the land price is established based on market comparables and market research to establish a value with the balance allocated to improvements for the land. The Trust also evaluates the improvements in terms of replacement cost and condition to confirm that the valuation assigned to improvements is reasonable. Depreciation is calculated on a straight-line method over the useful life of the improvements.
| ● | Lease Intangibles – The Trust recognizes lease intangibles when there’s an existing lease assumed with the property acquisitions. In determining the fair value of in-place leases (the avoided cost associated with existing in-place leases) management considers current market conditions and costs to execute similar leases in arriving at an estimate of the carrying costs during the expected lease-up period from vacant to existing occupancy. In estimating carrying costs, management includes reimbursable (based on market lease terms) real estate taxes, insurance, other operating expenses, as well as estimates of lost market rental revenue during the expected lease-up periods. The values assigned to in-place leases are amortized over the remaining term of the lease. The fair value of above-or-below market leases is estimated based on the present value (using an interest rate which reflected the risks associated with the leases acquired) of the difference between contractual amounts to be received pursuant to the leases and management’s estimate of market lease rates measured over a period equal to the estimated remaining term of the lease. An above market lease is classified as an intangible asset and a below market lease is classified as an intangible liability. The capitalized above-market or below-market lease intangibles are amortized as a reduction of, or an addition to, rental income over the estimated remaining term of the respective leases.
|  | Intangible assets related to leasing costs consist of leasing commissions and legal fees. Leasing commissions are estimated by multiplying the remaining contract rent associated with each lease by a market leasing commission. Legal fees represent legal costs associated with writing, reviewing, and sometimes negotiating various lease terms. Leasing costs are amortized over the remaining useful life of the respective leases.
| ● | Construction in Progress (CIP) - The Trust classifies greenhouses or buildings under development and/or expansion as construction-in-progress until construction has been completed and certificates of occupancy permits have been obtained upon which the asset is then classified as an improvement. The value of CIP is based on actual costs incurred.
Depreciation | Depreciation Depreciation is computed using the straight-line method over the estimated useful lives of 20 years for greenhouses, 10 years for the MIP, 39 years for auxiliary buildings, except for PW CA Canndescent, LLC for which it was determined that the buildings have a useful life of 37 years. For the three months ended September 30, 2025 and 2024, approximately $14,000 and $146,000 depreciation expense was recorded, respectively. For the nine months ended September 30, 2025 and 2024, approximately $37,000 and $817,000 depreciation expense was recorded, respectively.
Assets Held for Sale | Assets Held for Sale Assets held for sale are measured at the lower of their carrying amount or estimated fair value less cost to sell. As of September 30, 2025 and December 31, 2024, the Trust has several properties that are considered assets held for sale. See Note 7 for discussion of its assets held for sale.
Impairment of Long-Lived Assets | Impairment of Long-Lived Assets Real estate investments and related intangible assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of the property might not be recoverable, which is referred to as a “triggering event.” A property to be held and used is considered impaired only if management’s estimate of the aggregate future cash flows, less estimated capital expenditures, to be generated by the property, undiscounted and without interest charges, are less than the carrying value of the property. This estimate takes into consideration factors such as expected future operating income, trends and prospects, as well as the effects of demand, competition and other factors. If there is a triggering event in relation to a property to be held and used, the Trust will estimate the aggregate future cash flows, less estimated capital expenditures, to be generated by the property, undiscounted and without interest charges. In addition, this estimate may consider a probability weighted cash flow estimation approach when alternative courses of action to recover the carrying amount of a long-lived asset are under consideration or when a range of possible values is estimated. The determination of undiscounted cash flows requires significant estimates by management, including the expected course of action at the balance sheet date that would lead to such cash flows. Subsequent changes in estimated undiscounted cash flows arising from changes in the anticipated action to be taken with respect to the property could impact the determination of whether an impairment exists and whether the effects could materially affect the Trust’s net income. To the extent estimated undiscounted cash flows are less than the carrying value of the property, the loss will be measured as the excess of the carrying amount of the property over the estimated fair value of the property. While the Trust believes its estimates of future cash flows are reasonable, different assumptions regarding a number of factors, including market rents, listing prices, economic conditions, and occupancies, could significantly affect these estimates. When impairment exists, the long-lived asset is adjusted to an estimate of fair value. In estimating fair value, if appraisal reports are available, the Trust uses the sales comparable approach methodology where applicable within appraisal reports; when appraisal reports are not available, the Trust uses opinions of value from brokers involved with listing properties for sale and other market value information available to it. The Trust will record an impairment charge if it believes that there is other than a temporary decline in market value below the carrying value of the investment. During the three months ended September 30, 2025 and 2024, an impairment charge of approximately $32,000 and $195,000, respectively was expensed. During the nine months ended September 30, 2025 and 2024, an impairment charge was expensed in the amount of approximately $45,000 and $18,194,000, respectively, of which approximately $13,209,000 was for the Michigan and Nebraska properties that are no longer owned by the Trust. Any decline in the estimated fair values of the Trust’s assets could result in impairment charges in the future. It is possible that such impairments, if required, could be material.
Revenue Recognition | Revenue Recognition The Railroad Lease (“P&WV Lease”) is treated as a direct financing lease. As such, income to P&WV under the Railroad Lease is recognized when received. Lease revenue from solar land and CEA properties are accounted for as operating leases. Any such leases with rent escalation provisions are recorded on a straight-line basis when the amount of escalation in lease payments is known at the time Power REIT enters into the lease agreement, or known at the time Power REIT assumes an existing lease agreement as part of an acquisition (e.g., an annual fixed percentage escalation) over the initial lease term, subject to a collectability assessment, with the difference between the contractual rent receipts and the straight-line amounts recorded as “deferred rent receivable” or “deferred rent liability”. Collectability is assessed at quarter-end for each tenant receivable using various criteria including past collection issues, the current economic and business environment affecting the tenant and guarantees. If collectability of the contractual rent stream is not deemed probable, revenue will only be recognized upon receipt of cash from the tenant. During the three and nine months ended September 30, 2025 and 2024, the Trust did not write off any straight-line rent receivable against rental income. Expenses for which tenants are contractually obligated to pay, such as maintenance, property taxes and insurance expenses are not reflected in the Trust’s consolidated financial statements unless paid by the Trust. Lease revenue from land that is subject to an operating lease without rent escalation provisions is recorded on a straight-line basis. The following table provides the breakdown of rental income recognition (not including the direct finance lease): SCHEDULE OF BREAKDOWN OF RENTAL INCOME RECOGNITION
|  | 2025 |  |  | 2024 |  |  | 2025 |  |  | 2024 |
|  | Three Months Ended |  |  | Nine Months Ended |
|  | September 30, |  |  | September 30, |
|  | 2025 |  |  | 2024 |  |  | 2025 |  |  | 2024 |
Straight-Line Rent |  | $ | 200,779 |  |  | $ | 200,780 |  |  | $ | 602,337 |  |  | $ | 602,338 |
Cash Basis Rent |  |  | 44,950 |  |  |  | 13,000 |  |  |  | 90,310 |  |  |  | 101,860 |
Security Deposit Recognized as Rental Income |  |  | - |  |  |  | 924,724 |  |  |  | - |  |  |  | 924,724 |
Rental income |  | $ | 245,729 |  |  | $ | 1,138,504 |  |  | $ | 692,647 |  |  | $ | 1,628,922 |
Deferred rent receivable as of September 30, 2025 and December 31, 2024 is approximately $324,000 and $338,000, respectively.
Intangibles | Intangibles A portion of the acquisition price of the assets acquired by PW Regulus Solar, LLC (“PWRS”) has been allocated on the Trust’s consolidated balance sheets between Land and Intangibles’ fair values at the date of acquisition. The total amount of in-place lease intangible assets established was approximately $4,714,000, which is amortized over a 20.7-year period. For each of the three months ended September 30, 2025 and 2024, approximately $57,000 of the intangibles was amortized. For each of the nine months ended September 30, 2025 and 2024, approximately $171,000 of the intangibles was amortized. Intangible Assets are evaluated whenever events or circumstances indicate the carrying value of these assets may not be recoverable. There were no impairment charges recorded for Intangible Assets for the three and nine months ended September 30, 2025 and 2024. The following table provides a summary of the Intangible Assets: SCHEDULE OF INTANGIBLE ASSETS
|  |  |  |  | Accumulated Amortization |  |  | Accumulated Amortization |  |  |  |
|  | Cost |  |  | Through 12/31/24 |  |  | Through 9/30/2025 |  |  | Net Book Value |
Asset Intangibles - PWRS |  | $ | 4,713,548 |  |  | $ | 2,436,615 |  |  | $ | 170,616 |  |  | $ | 2,106,317 |
The following table provides a summary of the current estimate of future amortization of Intangible Assets for the subsequent years ending December 31: SCHEDULE OF FUTURE AMORTIZATION OF INTANGIBLE ASSETS
2025 (Three months remaining) |  | $ | 56,872 |
2026 |  | $ | 227,488 |
2027 |  | $ | 227,488 |
2028 |  | $ | 227,488 |
2029 |  | $ | 227,488 |
Thereafter |  | $ | 1,139,493 |
Total |  | $ | 2,106,317 |
Net Investment in Direct Financing Lease – Railroad | Net Investment in Direct Financing Lease – Railroad P&WV’s net investment in its leased railroad property, recognizing the lessee’s perpetual renewal options, was estimated to have a current value of $9,150,000, assuming an implicit interest rate of 10%.
Fair Value | Fair Value Fair value represents the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. The Trust measures its financial assets and liabilities in three levels, based on the markets in which the assets and liabilities are traded and the reliability of the assumptions used to determine fair value.
| ○ | Level 1 – valuations for assets and liabilities traded in active exchange markets, or interest in open-end mutual funds that allow a company to sell its ownership interest back at net asset value on a daily basis. Valuations are obtained from readily available pricing sources for market transactions involving identical assets, liabilities or funds.
| ○ | Level 2 – valuations for assets and liabilities traded in less active dealer, or broker markets, such as quoted prices for similar assets or liabilities or quoted prices in markets that are not active. Level 2 includes U.S. Treasury, U.S. government and agency debt securities, and certain corporate obligations. Valuations are usually obtained from third party pricing services for identical or comparable assets or liabilities.
| ○ | Level 3 – valuations for assets and liabilities that are derived from other valuation methodologies, such as option pricing models, discounted cash flow models and similar techniques, and not based on market exchange, dealer, or broker traded transactions. Level 3 valuations incorporate certain assumptions and projections in determining the fair value assigned to such assets or liabilities.
In determining fair value, the Trust utilizes valuation techniques that maximize the use of observable inputs and minimize the use of unobservable inputs to the extent possible as well as considering counterparty credit risk. The carrying amounts of Power REIT’s financial instruments, including cash and cash equivalents, prepaid expenses, and accounts payable approximate fair value because of their relatively short-term maturities. The carrying value of long-term debt approximates fair value since the related rates of interest approximate current market rates. As of September 30, 2025, the Trust owns publicly traded REIT securities with a fair market value of approximately $23,000, based on the September 30, 2025 closing prices. As of December 31, 2024, the Trust owned publicly traded REIT securities with a fair market value of approximately $10,000, based on the December 31, 2024 closing prices.
Mortgage Loan Receivables | Mortgage Loan Receivables On October 30, 2023, PW ME CanRE SD LLC (“PW SD”) provided seller financing in connection with the sale of the two Maine properties in the form of an $850,000 note with an 8.5% interest rate that will accrue until maturity on October 30, 2025. The note is secured by a second mortgage on the property and certain corporate and personal guarantees. On December 10, 2024, the property owner sold one of the two properties, and PW SD received a payment in the amount of $253,000 which paid down the note to a balance of $597,000. The net note payment was paid to the lender of the Greenhouse Loan. PW SD assessed the collectability and deemed no allowance was needed as of September 30, 2025. The principal balance of the note was $597,000 as of September 30, 2025 and December 31, 2024. On January 6, 2024, PW CO CanRE Sherman 6 LLC (“PW Sherman”) provided seller financing in conjunction with selling the Sherman 6 and Tamarack 14 properties in the amount of $1,250,000 with an initial 10% interest rate that increases over time to 15% until maturity. The seller financing had a three-year maturity with a fixed amortization schedule of $40,000 for the first month and second months, $45,000 for the third month and $15,000 per month thereafter until maturity. The note is secured by a first mortgage on the properties and certain corporate and personal guarantees. As of September 30, 2025 and December 31, 2024, the balance of the loan was approximately $908,000 and $1,005,000 respectively. On June 9, 2025, PW Sherman agreed to modify the terms of the note whereby payments are based on a five5-year amortization schedule at an 11% per annum interest rate and with a balloon payment for the balance due on May 1, 2030. PW Sherman assessed the collectivity and deemed no allowance was needed as of September 30, 2025. On June 9, 2025, PW Sherman provided seller financing in conjunction with selling the Tamarack 13 property in the amount of $105,000 with an 11% per annum interest rate until maturity. The seller financing has a five-year maturity and fully amortizes over the life of the note with fixed monthly payments of $2,283 per month. The note is secured by a first mortgage on the property and a personal guarantee of the owner of the entity which purchased the property. As of September 30, 2025, and December 31, 2024, the balance of the loan is $99,645 and $0, respectively. PW Sherman assessed the collectivity and deemed no allowance is needed as of September 30, 2025.
Other Income | Other Income Other income included in total revenue for the three months ended September 30, 2025 and 2024 is approximately $38,000 and $59,000, respectively consisting of interest income. Other income included in Total Revenue for the nine months ended September 30, 2025 and 2024 is approximately $126,000 and $165,000, respectively, consisting of interest income.
Other Assets | Other Assets Other assets as of September 30, 2025 and December 31, 2024 is approximately $266,000 and $21,000 respectively. Other assets as of September 30, 2025 primarily consists of approximately $22,000 of fair market value of preferred shares of a publicly traded REIT and approximately $231,000 of prepaid expenses related to the filing of an S-3 Registration Statement with the SEC and associated offering related expenses.
Interest Expense | Interest Expense Interest expense for the three months ended September 30, 2025 related to the PW PWV Loan (defined below), the 2015 PWRS Loan (defined below) and the Greenhouse Loan was approximately $169,000, $75,000 and $0, respectively, compared to approximately $172,000, $81,000 and $619,000, respectively, for the three months ended September 30, 2024. Interest expense for the nine months ended September 30, 2025 related to the PW PWV Loan, the 2015 PWRS Loan and the Greenhouse Loan was approximately $510,000, $232,000 and $1,070,000, respectively, compared to approximately $518,000, $249,000 and $2,248,000, respectively, for the nine months ended September 30, 2024.
General and Administrative Expenses | General and Administrative Expenses General and Administrative Expense for the three months ended September 30, 2025 and 2024 is approximately $266,000 and $338,000, respectively, which includes a non-cash share-based compensation expense of approximately $48,000 and $143,000, respectively. General and Administrative Expense for the nine months ended September 30, 2025 and 2024 is approximately $934,000 and $1,151,000, respectively, which includes a non-cash share-based compensation expense of approximately $334,000 and $550,000, respectively.
Preferred Stock | Preferred Stock As of September 30, 2025, the Trust has issued approximately $8.5 million of its Series A Preferred Stock. The shares of Series A Preferred Stock have no stated maturity, are not currently subject to any sinking fund or mandatory redemption and will remain outstanding indefinitely unless they are redeemed, repurchased or converted.
Recent Accounting Pronouncements | Recent Accounting Pronouncements In November 2024, the FASB issued ASU No. 2024-03, “Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses” to improve disclosures about the nature of expenses in commonly presented financial statement captions. ASU 2024-03 is effective for all public business entities for annual reporting periods beginning after December 15, 2026, on either a prospective or retrospective basis. Early adoption is permitted. The Trust is currently evaluating the impact of this accounting standard update on its consolidated financial statements and related disclosures.

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