Five Point Holdings, LLC has extended its Development Management Agreement with Heritage Fields El Toro, LLC through December 31, 2028. The company filed an 8-K with the Securities and Exchange Commission on September 29, 2026, reporting the entry into a material definitive agreement that amends its existing development management terms.
The amendment, dated September 25, 2026, was signed by Five Point Communities Management, Inc., Five Point Operating Company, LP, and Five Point Communities, LP. These entities, collectively referred to as the Five Point Parties, will continue to oversee the management, operation, development, and sale of properties within the Great Park Neighborhoods community. Heritage Fields El Toro, LLC owns the community and is a subsidiary of the Great Park Venture, a joint venture in which Five Point Holdings is an indirect member.
Under the renewed terms, the compensation structure for the Five Point Parties remains largely consistent with previous arrangements. The agreement includes a $13.5 million annual base fee, which is paid monthly and reflects no change from the current annual base fee. In addition to the base fee, the Five Point Parties are entitled to incentive compensation equal to 9% of any distributions made by the Great Park Venture to holders of its percentage interests.
The original agreement was scheduled to terminate on December 31, 2026. This fourth amendment extends the term through December 31, 2028, designated as the Third Renewal Term. The filing outlines specific provisions for the event that the agreement is not further extended by mutual agreement beyond this new expiration date. In such a scenario, Heritage Fields El Toro would be required to pay an incentive compensation payment based on the cash available for distribution at that time. Furthermore, Five Point Communities Management would retain entitlement to future incentive compensation payments at a reduced rate of 6.75% of distributions paid thereafter.
The company stated that the description of the amendment in the filing is qualified in its entirety by reference to the full text of the document. The fourth amendment to the Second Amended and Restated Development Management Agreement is filed as Exhibit 10.1 and incorporated by reference. Michael Alvarado, Chief Operating Officer, Chief Legal Officer and Vice President of Five Point Holdings, signed the report on September 30, 2026.