NYSE: GHI

The Partnership has issued BUCs representing assigned limited partnership interests to BUC holders. Our BUCs are traded on the NYSE under the symbol “GHI.” The Partnership has designated three series of non-cumulative, non-voting, non-convertible preferred units that represent limited partnership interests in the Partnership consisting of the Series A, Series A-1, and Series B Preferred Units. The Partnership does not intend to issue additional Series A Preferred Units in the future. Our Unitholders will incur tax liability if any interest earned on our MRBs or GILs is determined to be taxable, for gains related to our MRBs or GILs and for income and gains related to our taxable investments such as our investments in unconsolidated entities and property loans. See Item 1A, “Risk Factors” in this Report for additional details.

Investment Types

Mortgage Revenue Bonds

We invest in MRBs that are issued by state and local governments, their agencies, and authorities to finance the construction or acquisition and rehabilitation of income-producing multifamily and seniors rental properties and skilled nursing facilities. An MRB does not constitute an obligation of any state or local government, agency or authority and no state or local government, agency or authority is liable on them, nor is the taxing power of any state or local government pledged to the payment of principal or interest on an MRB. An MRB is a non-recourse obligation of the property owner. Each MRB is collateralized by a mortgage on all real and personal property of the secured property, which it may share with a corresponding taxable MRB owned by the Partnership. Typically, the sole source of the funds to pay principal and interest on an MRB is the net cash flow or the sale or refinancing proceeds from the secured property. We may commit to provide funding for MRBs on a draw-down basis during construction and/or rehabilitation of the secured property, and we typically require recourse to the borrower during the construction or rehabilitation period.

We expect and believe that the interest received on our MRBs is excludable from gross income for federal income tax purposes. We primarily invest in MRBs that are senior obligations of the secured properties, though we may also invest in subordinate and/or taxable MRBs. Our MRBs predominantly bear interest at fixed interest rates and require regular principal and interest payments on a monthly basis. The majority of our MRBs have initial contractual terms of 15 years or more. Some MRBs have optional call dates that may be exercised by the borrower which may be at either par or a premium to par. Some MRBs have optional repurchase dates whereby we can require redemption prior to the contractual maturity, typically at par.

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Our MRBs are either owned directly by us or are held in trusts created in connection with debt financing transactions that are consolidated VIEs. The following table summarizes our MRB investments as of December 31, 2025:

Total MRBs

Total Properties

Total Units

Total States

Aggregate Outstanding Principal

Outstanding Funding Commitments

MRB investments

84

69

(1)

10,865

12

$

987,519,370

$

750,000

(1)
Properties secured by our MRB investments consist of 66 multifamily properties, one student housing property, one seniors housing property, and one skilled nursing facility.

The four types of MRBs which we may acquire as investments are as follows:

•
Private activity bonds issued under Section 142(d) of the IRC;

•
Bonds issued under Section 145 of the IRC on behalf of not-for-profit entities qualified under Section 501(c)(3) of the IRC;

•
Essential function bonds issued by a public instrumentality to finance a multifamily residential property owned by such public instrumentality; and

•
Existing “80/20 bonds” that were issued under Section 103(b)(4)(A) of the IRC.

Each of these structures permit the issuance of MRBs under the IRC to finance the construction or acquisition and rehabilitation of affordable rental housing or other not-for-profit commercial property. Under applicable Treasury Regulations, any affordable multifamily or seniors residential property financed with tax-exempt MRBs (other than essential function bonds as described in the third bullet above) must set aside a percentage of its total rental units for occupancy by tenants whose incomes do not exceed stated percentages of the median income in the local area. Those rental units of the multifamily residential property not subject to tenant income restrictions may be rented at market rates (unless there are restrictions otherwise imposed by the bond issuer or a governmental entity). With respect to private activity bonds issued under Section 142(d) of the IRC, the owner of the residential property may elect, at the time the MRBs are issued, whether to set aside a minimum of 20% of the units for tenants making less than 50% of area median income (as adjusted for household size) or 40% of the units for tenants making less than 60% of the area median income (as adjusted for household size). State and local housing authorities may require additional tenant income or rent restrictions that are more restrictive than those minimum levels required by Treasury Regulations. There are no Treasury Regulations related to MRBs that are secured by a commercial property owned by a non-profit borrower.

The borrowers associated with our MRBs are either syndicated partnerships formed to receive allocations of LIHTCs, for-profit entities that have obtained non-LIHTC private activity bonds, or not-for-profit entities. We do not directly or indirectly invest in LIHTCs. We do invest in MRBs that are issued in association with federal LIHTC allocations because such MRBs bear interest that we expect and believe is exempt from federal income taxes. LIHTC-eligible properties are attractive to developers of affordable housing because it helps them raise equity and debt financing. Under the LIHTC program, developers that receive an allocation of private activity bonds will also receive an allocation of federal LIHTCs as a method to encourage the development of affordable multifamily housing. To be eligible for federal LIHTCs, a property must either be newly constructed or substantially rehabilitated, and therefore, may be less likely to become functionally obsolete in the near term as compared to an older property. There are various requirements to be eligible for federal LIHTCs, including rent and tenant income restrictions, which vary by property. Properties owned by for-profit entities that have obtained non-LIHTC private activity bonds are typically subject to rent and/or tenant income restrictions similar to LIHTC-associated borrowers.

Our borrowers that are non-profit entities typically have missions to provide affordable multifamily rental units to underserved populations in their market areas. The affordable housing properties securing 501(c)(3) bonds also must comply with the IRS safe harbor provisions for tenant incomes and rents.

The following table summarizes the amount of our MRB investments with LIHTC-associated borrowers, non-profit borrowers, and borrowers that have received non-LIHTC private activity bonds based on principal outstanding as of December 31, 2025:

Borrower Type

MRB Principal Outstanding

Percentage of all MRB Investments

LIHTC-associated borrowers

$

484,695,338

49

%

Non-profit borrowers

443,224,032

45

%

Non-LIHTC private activity bonds

59,600,000

6

%

Totals

$

987,519,370

100

%

We may also invest in taxable MRBs secured by the same properties as our MRBs. Interest earned on our taxable MRBs is taxable for federal income tax purposes. Our taxable MRBs may share senior mortgage interest in the property with the MRBs or may be subordinate to the MRBs. We owned 16 taxable MRBs with outstanding principal of $43.8 million as of December 31, 2025.

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Governmental Issuer Loans

We invest in GILs that are issued by state or local governmental authorities to finance the construction and/or rehabilitation of affordable multifamily and seniors residential properties. A GIL does not constitute an obligation of any government, agency or authority and no government, agency or authority is liable for them, nor is the taxing power of any government pledged to the payment of principal or interest on the GIL. Each GIL is secured by a mortgage on all real and personal property of the to-be-constructed affordable multifamily property. The GILs may share first mortgage lien positions with property loans and/or taxable GILs also owned by us. Sources of the funds to pay principal and interest on a GIL consist of the net cash flow of the secured property, proceeds from the sale or refinancing of the secured property, and limited-to-full payment guaranties provided by the borrower or its affiliates. We typically commit to fund our GIL investment commitments on a draw-down basis during construction.

We expect and believe the interest earned on our GILs is excludable from gross income for federal income tax purposes. The GILs are senior obligations of the secured properties and bear interest at variable or fixed interest rates. The GILs have initial terms of two to four years, though the borrower typically may prepay all amounts due at any time without penalty. Typically, upon closing of each GIL, Freddie Mac, through a servicer, forward commits to purchase the GIL at maturity at par if and when the property has reached stabilization and other conditions are met. Upon stabilization, the servicer will purchase our GIL at par and then immediately sell the GIL to Freddie Mac pursuant to a financing commitment between the servicer and Freddie Mac. As of December 31, 2025, the servicer for three of our GILs is an affiliate of Greystone.

Our GILs are held in trusts created in connection with debt financing transactions that are consolidated VIEs. The following table summarizes our GIL investments as of December 31, 2025:

Total GILs

Total Properties

Total Units

Total States

Aggregate Outstanding Principal

Outstanding Funding Commitments

GIL investments

4

4

910

1

$

138,757,835

$

5,000,000

Our GILs have been issued under Section 142(d) of the IRC and are subject to the same set aside and tenant income restrictions noted in the “Mortgage Revenue Bonds” description above. The borrowers associated with all our GILs are syndicated partnerships formed to receive allocations of LIHTCs.

We may also invest in taxable GILs secured by the same properties as our GILs. Interest earned on our taxable GILs is taxable for federal income tax purposes. Our taxable GILs share a senior mortgage interest in the property with the GILs. We owned four taxable GILs with outstanding principal of $44.9 million as of December 31, 2025.

In October 2024, we formed the Construction Lending JV to invest in loans to finance the construction and/or rehabilitation of affordable multifamily housing properties across the United States. The Construction Lending JV will invest in GIL, taxable GIL and property loan investments like those currently owned by the Partnership. The Partnership has agreed to provide 10% of the capital for the Construction Lending JV with the remainder to be funded by third-party investors with each party contributing its proportionate capital contributions upon funding of future investments. The Partnership’s current maximum capital contribution to the Construction Lending JV is approximately $15.1 million, which will be funded on a drawdown basis as called by the Construction Lending JV. As of December 31, 2025, Construction Lending JV had assets totaling $12.1 million and the Partnership had contributed capital totaling $383,000. A wholly owned subsidiary of the Partnership is the Construction Lending JV’s managing member responsible for identifying, evaluating, underwriting, and closing investments, subject to the conditions of the joint venture and third-party investor evaluation and approval. The Partnership earns proportionate returns on its invested capital plus promote income if the joint venture meets certain earnings thresholds. The Partnership accounts for its investment in the Construction Lending JV using the equity method.

Property Loans

We also invest in property loans provided to the owners of certain multifamily, student housing and skilled nursing properties, or other borrowers. Multifamily residential properties financed with property loans may or may not be properties securing our MRB and GIL investments. Such property loans may be secured by property, other collateral, or may be unsecured. As of December 31, 2025, we owned two property loans related to MRB investments and four property loans to other borrowers. The total outstanding principal of our property loans was approximately $53.6 million as of December 31, 2025.

JV Equity Investments

In November 2025, we announced that because of the challenges in the market rate multifamily asset class, we are implementing a strategy to reduce our capital allocation to market rate multifamily JV Equity Investments going forward. We will continue to manage the remaining portfolio of market rate multifamily JV Equity investments to maximize sales prices and returns to the extent possible,

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with our return of capital from the sale of these investments to be redeployed into primarily MRB investments, and the managing members of the joint ventures in which we hold investments will continue to manage the underlying properties.

We remain positive on the market rate senior housing segment of the market. We believe market rate seniors housing industry trends, potential resident demographics, and expected returns remain encouraging, so we will continue to evaluate JV Equity Investment opportunities in the seniors housing segment, though in lower volume than our historical capital allocation to market rate multifamily investments.

We invest in non-controlling membership interests in unconsolidated entities for the construction of market-rate multifamily and seniors residential properties. Our JV Equity Investments are passive in nature. Operational oversight of each property is controlled by our joint venture partner according to the entity’s operating agreement. Five of the properties are managed by a property management company affiliated with our joint venture partner. Decisions regarding when to sell an individual property are made by our joint venture partner based on its view of the local market conditions and current leasing trends.

We account for our JV Equity Investments using the equity method and recognize a preferred return on our contributed equity during the hold period. Our preferred returns are paid from distributable cash flow before any distributions are made to our joint venture partners. The accrued preferred return for our JV Equity Investments held through our wholly owned subsidiary, ATAX Vantage Holdings, LLC, is guaranteed by an unrelated third-party through the fifth anniversary of construction commencement up to a certain dollar amount on an individual investment basis.

Our membership interests entitle us to shares of certain cash flows generated by the JV Equity Investments from operations and upon the occurrence of certain capital transactions, such as a refinancing or sale. Upon the sale of a property, net proceeds will be distributed according to the entity's operating agreement. Sales proceeds distributed to us that represent previously unrecognized preferred return and gain on sale are recognized as income upon receipt. Historically, the majority of our income from our JV Equity Investments has been recognized at the time of sale. As a result, we may experience significant income recognition for these investments in those quarters when a property is sold and our equity investment is redeemed.

As of December 31, 2025, we owned membership interests in 11 JV Equity Investments located in four states in the United States. Two JV Equity Investments relate to seniors residential properties with the remaining JV Equity Investments related to multifamily properties or land parcels. Six of the 11 JV Equity Investments are located in Texas. In addition, one JV Equity Investment in San Marcos, Texas is reported as a consolidated VIE.

MF Properties

The Partnership owns controlling interests in multifamily, student or senior citizen residential properties. The Partnership did not own any MF Properties in 2024 or 2025. In the first quarter of 2026, we acquired four multifamily properties associated with prior MRB investments via deed in lieu of foreclosure. All four MF Properties are located in South Carolina. The MF Properties are managed by an unaffiliated third-party property management firm to maximize operating cash flows and property values. We may look to sell MF Properties once operations are maximized.

General Investment Matters

Our investments are categorized as either Mortgage Investments, Tax Exempt Investments or Other Investments as defined in our Partnership Agreement. Mortgage Investments, as defined, consist of MRBs, taxable MRBs, GILs, taxable GILs and property loans to borrowers associated with our MRBs and GILs. Tax Exempt Investments, as defined, are securities other than Mortgage Investments, for which the related interest income is exempt from federal income taxation and must be rated in one of the four highest rating categories by a nationally recognized statistical rating organization. Other Investments, as defined, are generally all other investments that are not Mortgage Investments or Tax Exempt Investments. We may acquire additional Tax Exempt Investments and Other Investments provided that the acquisition may not cause the aggregate book value of all Tax Exempt Investments plus Other Investments to exceed 25% of our total assets at the time of acquisition. We own no Tax Exempt Investments as of December 31, 2025. Our Other Investments primarily consist of real estate assets, JV Equity Investments and certain property loans.

We rely on an exemption from registration under the Investment Company Act of 1940, which has certain restrictions on the types and amounts of securities owned by the Partnership. See the “Regulatory Matters” section included within this Item 1 below for further information.

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Business Objectives and Strategy

Investment Strategy

Our primary business objective is to manage our portfolio of investments to achieve the following:

•
Generate attractive, risk-adjusted total returns for our Unitholders;

•
Create streams of recurring income to support regular distributions to Unitholders;

•
Pass through tax-advantaged income to Unitholders;

•
Generate income from capital gains on asset dispositions;

•
Use leverage effectively to increase returns on our investments; and

•
Preserve and protect Partnership assets.

We are pursuing a strategy of acquiring additional MRBs, GILs and other investments on a leveraged basis to achieve our objective, as permitted by our Partnership Agreement. In allocating our capital and executing our strategy, we seek to balance the risks of owning specific investments with the earnings opportunity on the investment.

We believe there continues to be significant unmet demand for affordable multifamily and seniors residential housing in the United States. Government programs that provide direct rental support to residents have not kept up with demand. Therefore, investment programs that promote private sector development and support for affordable housing through MRBs, GILs, tax credits and grant funding to developers, have become more prominent. The types of MRBs and GILs in which we invest offer developers of affordable multifamily housing a low-cost source of construction and/or permanent debt financing. We plan to continue investing in additional MRBs and GILs issued to finance affordable multifamily and seniors residential rental housing properties.

We continue to evaluate opportunities for MRB investments to fund seniors housing properties and/or skilled nursing properties issued as private activity or 501(c)(3) bonds similar in legal structure to those issued for traditional affordable multifamily housing properties. We will continue to leverage the expertise of Greystone and its affiliates and other reputable third parties in evaluating independent living, assisted living, memory care and skilled nursing properties prior to our MRB acquisitions. To date, we acquired an MRB secured by a new construction seniors housing property in Michigan, and an MRB secured by an operating skilled nursing facility in New Jersey.

We continually assess opportunities to expand and/or reposition our existing portfolio of MRBs, GILs and other investments. Our principal objective is to improve the quality and performance of our portfolio of MRBs, GILs and other investments with the intent to ultimately increase the amount of cash available for distribution to our Unitholders. In certain circumstances, we may allow the borrowers of our MRBs to redeem the MRBs prior to the final maturity date. Such MRB redemptions will usually require a sale or refinancing of the underlying property. We may also elect to sell MRBs that have experienced significant appreciation in value. In other cases, we may elect to sell MRBs on properties that are in stagnant or declining real estate markets. The proceeds received from these transactions would be redeployed into other investments consistent with our investment objectives. We anticipate holding our GILs until maturity as the terms are typically for two to four years and have defined forward purchase commitments from Freddie Mac. The Construction Lending JV is an extension of our GIL investment strategy.

We also continue to make additional strategic JV Equity Investments for the development of seniors residential properties, through noncontrolling membership interests, in strong markets with proven developers and operators. Our two current seniors housing investments are being developed by the Valage development group. We will consider additional investments with this developer and other similar, well-established developers.

Financing Strategy

We finance our assets with what we believe to be a prudent amount of leverage, the level of which varies from time to time based upon the characteristics of our investment portfolio, availability of financing, cost of financing, and market conditions. This leverage strategy allows us to generate enhanced returns and lowers our net capital investment, allowing us to make additional investments. We currently obtain leverage on our investments and assets through various sources that include:

•
Our secured line of credit facilities;

•
TEBS Financings with Freddie Mac;

•
TOB securitizations with Mizuho and Barclays; and

13

•
Securitization transactions such as the TEBS Residual Financing and 2024 PFA Securitization Transaction through governmental issuers.

We may utilize other types of secured or unsecured borrowings in the future, including more complex financing structures and diversification of our leverage sources and counterparties.

We refer to our TEBS Financings, TOBs, term TOB, 2024 PFA Securitization Transaction and TEBS Residual Financing securitizations as our debt financings. These debt financing securitizations are accounted for as consolidated VIEs for reporting purposes. These arrangements are structured such that we transfer our investment assets to an entity, such as a trust or special purpose entity, which then issues senior securities and residual interests. The senior securities are sold to third-party investors in exchange for proceeds which are considered debt of the Partnership. We retain the residual interests which entitle us to certain rights to the investment assets and to residual cash proceeds. We generally structure our debt financings such that principal, interest, and any trust expenses are payable from the cash flows of the secured investment assets, and we are generally entitled to all residual cash flows for our general use. As the residual interest holder, we may be required to make certain payments or contribute certain assets to the VIEs if certain events occur. Such events include, but are not limited to, a downgrade in the investment rating of the senior securities issued by the VIEs, a ratings downgrade of the liquidity provider for the VIEs, increases in short term interest rates beyond pre-set maximums, an inability to re-market the senior securities or an inability to obtain liquidity support for the senior securities. If such an event occurs in an individual VIE, we may be required to deleverage the VIE by repurchasing some or all of the senior securities. Otherwise, the secured investment asset(s) will be sold and we will be required to fund any shortfall in funds available to pay the principal amount of the senior securities after payment of accrued interest and other trust expenses. If we do not fund the shortfall, default and liquidation provisions will be invoked against us. The TEBS financings, 2024 PFA Securitization Transaction, and TEBS Residual Financing are non-recourse to the Partnership such that our shortfall funding for each financing is limited to the stated amount of our residual interests. The TOB trust financings are recourse obligations of the Partnership.

The TOB trusts with Mizuho and Barclays are subject to respective ISDA master agreements with each counterparty that contain certain covenants and requirements. When we execute a TOB trust financing, we retain a residual interest that is pledged as our initial collateral under the ISDA master agreement based on the market value of the investment asset(s) at the time of initial closing. The counterparties require that our residual interests in each TOB trust maintain a certain value in relation to total asset(s) in each TOB trust. In addition, we are required to post collateral, typically cash, if the net aggregate valuation of our residual interests and derivative hedging positions with each counterparty fall below certain thresholds.

The Mizuho and Barclays ISDA master agreements contain covenants that require the Partnership’s partners’ capital, as defined, to maintain a certain threshold and that the BUCs remain listed on a national securities exchange. The ISDA master agreement with Barclays also requires that the Partnership’s Leverage Ratio (as defined by the Partnership below) remain below a certain threshold. In addition, both the Mizuho and Barclays ISDA master agreements have cross-default provisions whereby default(s) on the Partnership’s other senior debts above a specified dollar amount, in the aggregate, will constitute a default under the ISDA master agreements. If the Partnership is not in compliance with any of these covenants, a termination event of the financing facilities would be triggered.

The willingness of leverage providers to extend financing is dependent on various factors such as their underwriting standards, regulatory requirements, available lending capacity, and existing credit exposure to the Partnership. An inability to access debt financing at an acceptable cost may result in adverse effects on our financial condition and results of operations. There can be no assurance that we will be able to finance additional acquisitions of MRBs, GILs and other investments through additional debt financing.

We set target constraints for each type of debt financing utilized. Those constraints are dependent upon several factors, including the characteristics of the investment assets being leveraged, the tenor of the leverage program, whether the financing is subject to mark-to-market collateral posting requirements, and the liquidity and marketability of the financed assets. The Board of Managers has established an overall maximum Leverage Ratio of 80% and retains the right to change the Leverage Ratio in the future based on the consideration of factors the Board of Managers considers relevant. We calculate our Leverage Ratio as total outstanding debt divided by total assets using cost (adjusted for paydowns) for MRBs, GILs, property loans, taxable MRBs and taxable GILs, and initial cost for deferred financing costs and real estate assets. As of December 31, 2025, our overall Leverage Ratio was approximately 75%.

Hedging Strategy

We actively manage both our portfolio of fixed and variable rate debt and our exposure to changes in market interest rates. When possible, we attempt to obtain fixed-rate debt financing for our fixed-rate investment assets such that our net interest spread is not exposed to changes in market interest rates. Similarly, we attempt to obtain variable-rate debt financing for our variable-rate investment assets such that we are largely hedged against rising interest rates without the need for separate hedging instruments.

We leverage certain fixed-rate investment assets with variable-rate debt, primarily with our TOB trust financings. When deemed appropriate, we will enter into derivative based hedging transactions in connection with our risk management activities for these assets to hedge against rising interest rates, which may include interest rate caps, interest rate swaps, total return swaps, swaptions, futures,

14

options or other available hedging instruments. As of December 31, 2025, we had interest rate swap positions with notional amounts totaling $294.5 million.

Preferred Units and BUCs Issuances

In addition to leverage, we may obtain additional capital through the issuance of Series A-1 Preferred Units, Series B Preferred Units or other Partnership securities which may be issued in, among other things, one or more additional series of preferred units, and/or BUCs.

The Partnership has designated three series of non-cumulative, non-voting, non-convertible Preferred Units that represent limited partnership interests in the Partnership consisting of the Series A Preferred Units, the Series A-1 Preferred Units, and the Series B Preferred Units. The Preferred Units have no stated maturity, are not subject to any sinking fund requirements, and will remain outstanding indefinitely unless redeemed by the Partnership or by the holder. If declared by the General Partner, distributions to the holders of Series A Preferred Units, Series A-1 Preferred Units, and Series B Preferred Units, are paid quarterly at annual fixed rates of 3.0%, 3.0% and 5.75%, respectively. Upon the sixth anniversary of the closing of the sale or issuance of Preferred Units to a subscriber, and upon each anniversary thereafter, the Partnership and each holder have the right to redeem, in whole or in part, the Preferred Units held by such holder at a per unit redemption price equal to $10.00 per unit, plus an amount equal to all declared and unpaid distributions through the date of the redemption. Each holder desiring to exercise its redemption rights must provide written notice of its intent to so exercise no less than 180 calendar days prior to any such redemption date.

In the event of any liquidation, dissolution, or winding up of the Partnership, the holders of the Series A Preferred Units, Series A-1 Preferred Units and Series B Preferred Units are entitled to a liquidation preference in connection with their investments. With respect to anticipated quarterly distributions and rights upon liquidation, dissolution, or the winding-up of the Partnership’s affairs, the Series A Preferred Units and Series A-1 Preferred Units will rank: (a) senior to the Partnership's BUCs, the Series B Preferred Units, and to any other class or series of Partnership interests or securities expressly designated as ranking junior to the Series A Preferred Units or Series A-1 Preferred Units; (b) junior to the Partnership's existing indebtedness (including indebtedness outstanding under the Partnership's senior bank credit facility) and other liabilities with respect to assets available to satisfy claims against the Partnership; and (c) junior to any other class or series of Partnership interests or securities expressly designated as ranking senior to the Series A Preferred Units or Series A-1 Preferred Units. The Series B Preferred Units will rank: (a) senior to the BUCs and to any other class or series of Partnership interests or securities that is not expressly designated as ranking senior or on parity with the Series B Preferred Units; (b) junior to the Series A Preferred Units and Series A-1 Preferred Units and to each other class or series of Partnership interests or securities with terms expressly made senior to the Series B Preferred Units; and (c) junior to all the Partnership's existing indebtedness (including indebtedness outstanding under the Partnership's senior bank credit facility) and other liabilities with respect to assets available to satisfy claims against the Partnership.

The Partnership is able to issue Series A Preferred Units and Series A-1 Preferred Units so long as the aggregate market capitalization of the BUCs, based on the closing price on the trading day prior to issuance of the Series A-1 Preferred Units, is no less than three times the aggregate book value of all Series A Preferred Units and Series A-1 Preferred Units, inclusive of the amount to be issued. As of December 31, 2025, we had $55.0 million of Series A-1 Preferred Units outstanding and no Series A Preferred Units outstanding. We do not expect to issue any new Series A Preferred Units in the future.

The Partnership is able to issue Series B Preferred Units so long as the aggregate market capitalization of the BUCs, based on the closing price on the trading day prior to issuance of the Series B Preferred Units, is no less than two times the aggregate book value of all Series A Preferred Units, Series A-1 Preferred Units and Series B Preferred Units, inclusive of the amount to be issued. As of December 31, 2025, we had $47.5 million of Series B Preferred Units outstanding.

We filed a registration statement on Form S-3 for the registration of up to 10,000,000 of Series B Preferred Units, which was declared effective by the SEC on September 27, 2024. We have issued 2,500,000 Series B Preferred Units under this offering as of December 31, 2025.

We may also obtain capital through the issuance of additional BUCs, Preferred Units or debt securities pursuant to our Shelf Registration Statement, which became effective in November 2025. Under the Shelf Registration Statement we may offer up to $200.0 million of BUCs, Preferred Units or debt securities for sale from time to time. The Shelf Registration Statement will expire in November 2028.

In March 2024, we entered into a Sales Agreement with JonesTrading Institutional Services LLC and BTIG, LLC, as Agents, pursuant to which the Partnership may offer and sell, from time to time through or to the Agents, BUCs having an aggregate offering price of up to $50,000,000. As of December 31, 2025, we sold 92,802 BUCs for gross proceeds of $1.5 million under the Sales Agreement. We terminated the Sales Agreement in December 2025.

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In April 2024, we commenced a registered offering of up to $25.0 million of BUCs which are being offered and sold pursuant to the effective Shelf Registration Statement and a prospectus supplement filed with the SEC relating to this offering. As of the date of this filing, we have not issued any BUCs in connection with this offering.

Reportable Segments

As of December 31, 2025, we had four reportable segments: (1) Affordable Multifamily Investments, (2) Seniors and Skilled Nursing Investments, (3) Market-Rate Joint Venture Investments, and (4) MF Properties. The Partnership separately reports its consolidation and elimination information because it does not allocate certain items to the segments.

Competition

We compete with private investors, lending institutions, trust funds, investment partnerships, Freddie Mac, Fannie Mae and other entities with objectives similar to ours for the acquisition of MRBs, GILs and other investments. These competitors often have greater access to capital and can acquire investments with interest rates and terms that do not meet our return requirements. This competition may reduce the availability of investments for acquisition by us and may reduce the interest rate that issuers are willing to pay on our future investments.

Through our various investments, we may be in competition with other real estate investments in the same geographic areas. Multifamily residential rental properties also compete with single-family housing that is either owned or leased by potential tenants. To compete effectively, the properties underlying our investments must offer quality rental units at competitive rental rates. To maintain occupancy rates and attract quality tenants, the properties may offer rental concessions, such as reduced rent to new tenants for a stated period. These properties also compete by offering quality apartments in attractive locations and provide tenants with amenities such as recreational facilities, garages, services and pleasant landscaping.

Recent Developments

Recent Investment Activities

The following table presents information regarding the investment activities of the Partnership for the years ended December 31, 2025 and 2024:

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Investment Activity

#

Amount

(in 000`s)

Retired Debt

(in 000`s)

Tier 2 income (loss)

allocable to the

General Partner

(in 000`s) (1)

Notes to the

Partnership`s consolidated

financial

statements

For the Three Months Ended December 31, 2025

Mortgage revenue bond advances

2

$

6,600

N/A

N/A

4

Governmental issuer loan acquisition

1

29,000

N/A

N/A

5

Governmental issuer loan redemption

1

12,100

$

9,680

N/A

5

Property loan advance

1

495

N/A

N/A

6

Investments in unconsolidated entities, net

5

6,588

N/A

N/A

7

Taxable mortgage revenue bond advance

1

2,100

N/A

N/A

9

Taxable governmental issuer loan acquisition

1

1,000

N/A

N/A

9

For the Three Months Ended September 30, 2025

Mortgage revenue bond acquisition and advance

2

$

14,600

N/A

N/A

4

Mortgage revenue bond redemptions and paydown

3

29,015

$

24,760

N/A

4

Property loan advance

1

596

N/A

N/A

6

Investments in unconsolidated entities

2

383

N/A

N/A

7

Taxable mortgage revenue bond acquisition

1

6,000

N/A

N/A

9

Taxable governmental issuer loan advance

1

6,280

N/A

N/A

9

For the Three Months Ended June 30, 2025

Mortgage revenue bond acquisitions and advances

4

$

23,185

N/A

N/A

4

Mortgage revenue bond redemptions

2

27,846

$

27,846

$

208

4

Governmental issuer loan advance

1

1,570

N/A

N/A

5

Governmental issuer loan redemption

1

34,620

31,155

N/A

5

Property loan acquisition and advance

2

6,624

N/A

N/A

6

Property loan paydown

1

588

455

N/A

6

Investments in unconsolidated entities, net

7

3,053

N/A

N/A

7

Return of investment in unconsolidated entity upon sale

1

12,591

N/A

149

7

Taxable mortgage revenue bond acquisition

1

800

N/A

N/A

9

Taxable governmental issuer loan advances

2

15,441

N/A

N/A

9

Governmental issuer loan sale to Construction Lending JV

1

6,500

N/A

N/A

5

Taxable governmental issuer loan sale to Construction Lending JV

1

1,000

N/A

N/A

9

For the Three Months Ended March 31, 2025

Mortgage revenue bond advances

3

$

14,101

N/A

N/A

4

Mortgage revenue bond redemption

1

10,352

N/A

N/A

4

Governmental issuer loan advances

3

17,409

N/A

N/A

5

Governmental issuer loan redemptions

3

82,203

$

67,210

N/A

5

Property loan paydowns

2

7,798

6,185

N/A

6

Investments in unconsolidated entities, net

4

5,621

N/A

N/A

7

Return of investment in unconsolidated entity upon sale

1

11,400

N/A

N/A

7

Real estate asset sale proceeds

1

1,354

1,354

N/A

8

Taxable mortgage revenue bond advances

3

7,400

N/A

N/A

9

Taxable governmental issuer loan advances

3

21,700

N/A

N/A

9

Taxable governmental issuer loan paydowns

3

12,700

10,160

N/A

9

For the Three Months Ended December 31, 2024

Mortgage revenue bond advances(2)

5

$

29,318

N/A

N/A

4

Mortgage revenue bond sale(2)

1

10,218

N/A

$

310

4

Governmental issuer loan acquisition and advances

3

19,500

N/A

N/A

5

Property loan acquisition and advance

2

1,542

N/A

N/A

6

Investments in unconsolidated entities

4

11,156

N/A

N/A

7

Taxable mortgage revenue bond advances

3

7,450

N/A

N/A

9

Taxable governmental issuer loan acquisition and advance

2

11,000

N/A

N/A

9

For the Three Months Ended September 30, 2024

Mortgage revenue bond acquisition and advances

5

$

36,503

N/A

N/A

4

Mortgage revenue bond redemptions

3

21,980

$

9,840

N/A

4

Governmental issuer loan advances

3

16,842

N/A

N/A

5

Governmental issuer loan redemption and paydown

2

24,697

19,750

N/A

5

Property loan advance

1

500

N/A

N/A

6

Property loan redemption

1

8,119

6,480

N/A

6

Investments in unconsolidated entities

4

10,443

N/A

N/A

7

Taxable mortgage revenue bond advances

2

4,000

N/A

N/A

9

Taxable mortgage revenue bond redemption

1

1,000

825

N/A

9

Taxable governmental issuer loan advance

1

158

N/A

N/A

9

For the Three Months Ended June 30, 2024

Mortgage revenue bond acquisitions and advances

8

$

78,375

N/A

N/A

4

Mortgage revenue bond sale

1

8,221

N/A

N/A

4

Governmental issuer loan advances

3

9,000

N/A

N/A

5

Property loan acquisition and advance

2

9,321

N/A

N/A

6

Property loan redemptions

2

454

N/A

N/A

6

Investments in unconsolidated entities

5

11,669

N/A

N/A

7

Taxable mortgage revenue bond acquisition and advance

2

5,077

N/A

N/A

9

For the Three Months Ended March 31, 2024

Mortgage revenue bond acquisition and advances

5

$

26,298

N/A

N/A

4

Governmental issuer loan advances

3

6,000

N/A

N/A

5

Governmental issuer loan redemption

1

23,390

$

18,712

N/A

5

Property loan advances

2

3,073

N/A

N/A

6

Property loan redemptions and paydown

6

72,323

60,575

N/A

6

Investments in unconsolidated entities

7

6,960

N/A

N/A

7

Taxable mortgage revenue bond advance

1

1,000

N/A

N/A

9

Taxable mortgage revenue bond paydown

1

11,500

9,480

N/A

9

Taxable governmental issuer loan redemption

1

10,573

9,515

N/A

9

(1)
See “Cash Available for Distribution” in Item 7 of this Report.

17

(2)
Excludes $89.2 million of MRBs that were sold and subsequently repurchased during the quarter related to temporary bridge financing to facilitate the termination of the M31 TEBS Financing and subsequent closings of alternative financing.

Recent Financing Activities

The following table presents information regarding the debt financing, derivatives, Preferred Units and partners’ capital activities of the Partnership for the years ended December 31, 2025 and 2024, exclusive of retired debt amounts listed in the investment activities table above:

Financing, Derivative and Capital Activity

#

Amount

(in 000`s)

Secured

Notes to the

Partnership`s consolidated

financial

statements

For the Three Months Ended December 31, 2025

Net Borrowing on Acquisition LOC

2

$

29,900

Yes

12

Net Borrowing on General LOC

2

9,500

Yes

12

Proceeds from TOB trust financings

2

5,240

Yes

13

For the Three Months Ended September 30, 2025

Paydown on Acquisition LOC

1

$

50

Yes

12

Net paydown on General LOC

2

2,500

Yes

12

Proceeds from TOB trust financings

3

16,990

Yes

13

Interest rate swap executed

1

-

N/A

15

For the Three Months Ended June 30, 2025

Net paydown on Acquisition LOC

1

$

7,500

Yes

12

Net paydown on General LOC

2

$

7,000

Yes

12

Proceeds from TOB trust financings

7

34,495

Yes

13

For the Three Months Ended March 31, 2025

Net paydown on Acquisition LOC

1

$

10,352

Yes

12

Proceeds from TOB trust financings

8

48,435

Yes

13

Issuance of Series B Preferred Units

1

20,000

Yes

17

For the Three Months Ended December 31, 2024

Net borrowing on Acquisition LOC

10

$

14,952

Yes

12

Borrowing on General LOC

1

9,500

Yes

12

Proceeds from TOB trust financings

12

82,752

Yes

13

Repayment of TOB trust financings

6

36,553

Yes

13

Repayment of term TOB trust financing

1

12,654

Yes

13

Redemption of M31 TEBS financing

1

65,486

Yes

13

Net paydown of TEBS Residual Financing

1

8,600

Yes

13

Proceeds from 2024 PFA Securitization Transaction

1

75,393

Yes

13

Interest rate swaps executed

2

-

N/A

15

For the Three Months Ended September 30, 2024

Net paydown on Acquisition LOC

3

$

10,850

Yes

12

Borrowing on General LOC

2

14,000

Yes

12

Proceeds from TOB trust financings

9

47,985

Yes

13

Interest rate swap executed

1

-

N/A

15

For the Three Months Ended June 30, 2024

Net borrowing on Acquisition LOC

6

$

14,750

Yes

12

Net borrowing on General LOC

1

10,000

Yes

12

Proceeds from TOB trust financings

10

75,360

Yes

13

Interest rate swap executed

2

-

N/A

15

Redemption of Series A Preferred Units

1

10,000

N/A

17

Proceeds on issuance of BUCs, net of issuance costs

1

439

N/A

N/A

For the Three Months Ended March 31, 2024

Net paydown on Acquisition LOC

2

$

16,900

Yes

12

Net activity on General LOC

2

-

Yes

12

Proceeds from TOB trust financings

11

63,250

Yes

13

Interest rate swap executed

1

-

N/A

15

Issuance of Series B Preferred Units

1

5,000

N/A

17

Exchange of Series A Preferred Units for Series B Preferred Units

1

17,500

N/A

17

Proceeds on issuance of BUCs, net of issuance costs

1

1,055

N/A

N/A

18

Regulatory Matters

We conduct our operations in reliance on an exemption from registration as an investment company under the Investment Company Act. In this regard, we believe that we and our wholly owned subsidiaries will not be considered investment companies under either Section 3(a)(1)(A) or Section 3(a)(1)(C) of the Investment Company Act. Under Section 3(a)(1)(A) of the Investment Company Act, a company is not deemed to be an “investment company” if it neither is, nor holds itself out as being, engaged primarily, nor proposes to engage primarily, in the business of investing, reinvesting or trading in securities. Under Section 3(a)(1)(C) of the Investment Company Act, a company is not deemed to be an “investment company” if it neither is engaged, nor proposes to engage, in the business of investing, reinvesting, owning, holding or trading in securities and does not own or propose to acquire “investment securities” having a value exceeding 40% of the value of its total assets (exclusive of government securities and cash items) on an unconsolidated basis. For these purposes, “investment securities” excludes U.S. government securities and securities of majority-owned subsidiaries that are not themselves investment companies and are not relying on the exception from the definition of investment company for private funds under Section 3(c)(1) or Section 3(c)(7) of the Investment Company Act. In addition, we and our wholly owned subsidiaries operate our business under an exclusion from the definition of investment company pursuant to Section 3(c)(5)(C) of the Investment Company Act. Under Section 3(c)(5)(C), as interpreted by the SEC staff, a company is required to invest at least 55% of its assets in mortgages and other liens on and interests in real estate, and other real estate-related interests, which are deemed to be “qualifying interests,” and at least 80% of its assets in qualifying interests plus a broader category of “real estate-related assets” in order to qualify for this exception. We monitor our compliance with the foregoing provisions and the holdings of our subsidiaries to ensure that we and each of our subsidiaries are in compliance with an applicable exemption or exclusion from registration as an investment company under the Investment Company Act.

Environmental Matters

We believe each of the properties related to our investment assets comply, in all material respects, with federal, state and local regulations regarding hazardous waste and other environmental matters. We are not aware of any environmental contamination at any of these properties that would require any material capital expenditure by the underlying properties, and therefore the Partnership, for the remediation thereof.

Management

We are managed by our General Partner, which is controlled by its general partner, Greystone Manager. The members of the Board of Managers act as the managers (and effectively as the directors) of the Partnership, in compliance with all NYSE listing rules and SEC rules applicable to the Partnership. In addition, certain employees of Greystone Manager act as executive officers of the Partnership. Certain services are provided to the Partnership by employees of Greystone Manager and the Partnership reimburses Greystone Manager for its allocated share of their salaries and benefits. The Partnership’s Initial Limited Partner has the obligation to perform certain actions on behalf of the BUC holders under the Partnership Agreement.

The General Partner is entitled to an administrative fee equal to 0.45% per annum of the average outstanding principal balance of any MRBs, GILs, property loans, Tax Exempt Investments or Other Investments for which an unaffiliated party is not obligated to pay. When the administrative fee is payable by a property owner, it is subordinated to the payment of all interest due to us for the MRB, GIL or property loan associated with the property. The Partnership Agreement provides that the administrative fee will be paid directly by us with respect to any investments for which the administrative fee is not payable by the property owner or a third-party. In addition, the Partnership Agreement provides that we will pay the administrative fee to the General Partner with respect to any foreclosed MRBs.

The General Partner also earns mortgage and investment placement fees resulting from the identification and evaluation of additional investments that are acquired by the Partnership. Any fees related to the acquisition of our investment assets are paid by the property owner. The fees, if any, will be subject to negotiation between the General Partner and such property owners.

Human Capital Resources

As of December 31, 2025, the Partnership had no employees. Seventeen employees of Greystone Manager are primarily responsible for the Partnership’s operations, inclusive of the Partnership’s chief executive officer and chief financial officer. Such employees are subject to the policies and compensation practices of Greystone.

Greystone has implemented evaluation and compensation policies designed to attract, retain, and motivate employees that provide services to the Partnership to achieve superior results. Such policies are designed to balance both short-term and long-term performance of the Partnership. Annual incentive compensation is based on defined performance metrics and certain employees earn discretionary bonuses based upon various quantitative and qualitative metrics. Employees providing services to the Partnership previously received awards under the Equity Incentive Plan, which was designed to provide incentive compensation awards to encourage superior performance. The Equity Incentive Plan expired in June 2025 and management and the Board will consider potential replacement plans in the future. Greystone also supports employees with an annual confidential employee survey, an Employee Assistance Program and an ethics hotline.

19

Greystone provides formal and informal training programs to enhance the skills of employees providing services to the Partnership and to instill Greystone’s corporate policies and practices. The Partnership also reimburses the cost of formal training for those programs that are directly related to the tasks and responsibilities of the employees who perform the operations of the Partnership.

Greystone and the Partnership are committed to building a workplace that allows all employees to feel supported and valued, regardless of any identity, by focusing on our culture of ‘where people matter’ to build belonging. Specific initiatives include training and employee resources groups to support our workforce as well as a formal Culture and Community Committee and Culture and Community Executive Advisory Council to lead and advise all belonging related work, events, and learning. Of the 17 employees of Greystone Manager responsible for the Partnership’s operations, three are women and two employees identify as ethnically diverse.

Greystone Manager is responsible for filling open positions as it relates to the Partnership and considers both internal and external candidates. Greystone Manager may contract with third-party search firms to identify candidates for open positions as needed.

Tax Status

We are a partnership for federal income tax purposes. This means that we do not pay federal income taxes on our income. Instead, our profits and losses are allocated to our partners, including the holders of Preferred Units, under the terms of the Partnership Agreement. The distributive share of income, deductions and credits is reported to our Unitholders on IRS Schedule K-1 and Unitholders should include such amount in their respective federal and state income tax returns.

We hold certain property loans and real estate through a wholly owned subsidiary that is a “C” corporation for income tax purposes. The subsidiary files separate federal and state income tax returns and is subject to federal and state income taxes.

We consolidate separate legal entities that record and report income taxes based upon their individual legal structure which may include corporations, limited partnerships, and limited liability companies. We do not believe the consolidation of these entities for reporting under GAAP will impact our tax status, amounts reported to Unitholders on IRS Schedule K-1, our ability to distribute income to Unitholders that we believe is tax-exempt, or the current level of quarterly distributions.

All financial information in this Annual Report on Form 10-K is presented on the basis of Accounting Principles Generally Accepted in the United States of America, with the exception of identified Non-GAAP information disclosed in Item 7 of this Report.

General Information

The Partnership is a Delaware limited partnership. The affairs of the Partnership and the conduct of its business are governed by the Partnership Agreement. The Partnership maintains its principal corporate office at 14301 FNB Parkway, Suite 211, Omaha, NE 68154, and its telephone number is (402) 952-1235.

Our Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K, and other reports are filed with the SEC. Copies of our filings with the SEC may be obtained from the SEC’s website at www.sec.gov, or from our website at www.ghiinvestors.com as soon as reasonably practical after filed with the SEC. Access to these filings is free of charge. The information on our website is not incorporated by reference into this Report.

20