Item 8.01 Other Events.

250 Livingston Owner LLC ("Borrower"), a subsidiary of Clipper Realty Inc. (the "Company"), entered into the Loan Agreement, dated as of May 31, 2019 (the "Loan Agreement"), with Citi Real Estate Funding Inc., related to a loan in the principal amount of $125.0 million (the "Loan"). The Loan is evidenced by certain promissory notes (the "Notes") and secured by the Company's 250 Livingston Street property in Brooklyn, New York (the "Property"). The Note matures on June 6, 2029, bears interest at 3.63% and requires interest-only payments for its entire term. The Company and its operating subsidiary, Clipper Realty L.P., serve as guarantors (collectively, "Guarantors") of certain obligations under the Loan. As previously disclosed, Wells Fargo Bank, National Association, as trustee for the GS Mortgage Securities Trust 2019-GC40 securitization, as the lender (the "Lender") is now the Lender.

The Borrower, the Guarantors and the Lender entered into the Consent and Cooperation Agreement (the "Agreement"), effective as of June 4, 2026 (the "Effective Date"). Pursuant to the Agreement, the Lender and the Borrower agreed to jointly market and sell the Loan to a third-party buyer during a marketing period that commenced on the Effective Date and will end 45 days thereafter (the "Marketing Period"), subject to extension at the Lender's sole discretion. At the end of the Marketing Period, the Lender has the right to foreclose on the Property, including taking the deed to the Property in lieu of foreclosure. The Agreement also provides that the Borrower has the right to submit an offer to purchase the Loan.