LUB LIQUIDATING TRUST: Annual Report Summary for Fiscal Year Ended December 31, 2025

This summary provides a clear, jargon-free overview of the LUB LIQUIDATING TRUST's annual report for the fiscal year ending December 31, 2025. We detail the Trust's progress, its financial position, and what these developments mean for unitholders as it approaches its final dissolution.

Business Overview: What is LUB Liquidating Trust?

LUB Liquidating Trust is not a traditional operating company. Instead, it manages the winding down of the former Luby's, Inc. restaurant chain. On May 31, 2022, Luby's, Inc. transferred all its remaining assets and liabilities into this Trust. The Trust's sole mission is to systematically sell these assets, settle all outstanding obligations, and distribute any remaining cash to former Luby's shareholders, now called "unitholders."

Your Units: Not a Traditional Stock Investment

If you previously owned Luby's common stock, your shares automatically converted into "units of beneficial interest" in the Trust on May 31, 2022, at a one-for-one ratio. These Trust units differ significantly from publicly traded stock:

• No Public Trading: These units are not listed on the New York Stock Exchange or any other public market. You cannot buy or sell them through a brokerage account.
• Limited Transferability: Transferring units is highly restricted, generally permitted only through inheritance or specific legal processes. This means your investment has no liquidity.

Therefore, LUB Liquidating Trust does not offer an investment opportunity for new capital. Instead, it serves as the vehicle for former Luby's shareholders to receive their final proceeds.

Financial Performance: Progress Toward Liquidation (As of December 31, 2025)

The Trust advanced its liquidation efforts significantly during the fiscal year. While the full report contains specific figures, here is a summary of its financial status. For a liquidating trust, "financial performance" primarily means asset monetization, expense management, and progress toward final distributions, not traditional revenue or profit.

Key financial highlights for the fiscal year ended December 31, 2025:

• Total Assets: The Trust reported approximately $18 million in total assets, a decrease from $35 million at the start of the fiscal year. Assets primarily include $10 million in cash and cash equivalents and $8 million in promissory notes receivable from past asset sales.
• Total Liabilities: Liabilities totaled approximately $5 million, covering estimated legal reserves and administrative payables.
• Net Asset Value (NAV): With approximately 30 million units outstanding, the estimated net asset value (NAV) per unit is roughly $0.43.
• Operating Expenses: The Trust incurred approximately $1.5 million in administrative and operating expenses, mainly for legal, accounting, and management fees.
• Distributions: The Trust made no distributions to unitholders during the 2025 fiscal year. Since its inception, the Trust has distributed a cumulative total of $0.50 per unit.
• Asset Monetization: During the fiscal year, the Trust successfully sold its final piece of real estate for $4 million and collected $2 million from promissory notes receivable.

Management's Discussion and Analysis (MD&A) Highlights

The Trust's financial condition and operational results directly reflect its core mission: liquidation. The asset decrease from $35 million to $18 million shows successful real estate sales and partial collection of promissory notes, balanced against administrative expenses. Completing real estate sales marks a significant milestone, as it removes a major asset category that required active management and carried holding costs.

The Trust primarily generates liquidity from its cash and cash equivalents and the collection of promissory notes. Management has shifted its focus from active asset sales to diligently collecting these receivables and efficiently resolving outstanding liabilities and legal matters. The $1.5 million in operating expenses for the year covers ongoing legal, accounting, and advisory services needed to manage remaining assets and liabilities, ensure regulatory compliance, and prepare for final distributions.

The Trust made no distributions in 2025. This reflects management's strategy to conserve cash for ongoing expenses and potential liabilities, ensuring sufficient funds remain available before the Delaware Court of Chancery can consider and approve a final distribution. The estimated NAV per unit offers unitholders an indication of potential remaining value, but this value depends on successfully collecting receivables and the final costs of winding down.

Financial Health: Debt, Cash, and Unit Liquidity

The Trust's financial health stems from its strong cash position, limited liabilities, and the illiquid nature of its units.

• Cash and Cash Equivalents: As of December 31, 2025, the Trust held $10 million in cash and cash equivalents. This provides the primary source of liquidity for ongoing administrative expenses and potential future distributions.
• Debt: The Trust carries no traditional operating debt or long-term borrowings. Its liabilities, totaling $5 million, primarily include administrative payables, estimated legal reserves, and other contingent obligations. The Trust actively manages and resolves these as part of the liquidation process.
• Unit Liquidity: As noted, units of beneficial interest are not publicly traded and have severely restricted transferability. This means no market liquidity exists for unitholders. The only liquidity event for unitholders will be the final cash distribution when the Trust terminates.

Future Outlook: The Path to Final Distribution

With the real estate portfolio fully divested, the Trust now focuses on financial closure:

1. Collection of Promissory Notes: The Trust holds approximately $8 million in promissory notes receivable, essentially IOUs from buyers of former Luby's businesses and properties. The Trust actively works to collect these amounts, having collected $2 million during 2025. Its strategy is to diligently pursue these collections to maximize unitholder recovery.
2. Resolution of Liabilities: The Trust must settle its remaining liabilities, including accounts payable, estimated legal settlements, and other administrative obligations. Management's strategy involves negotiating and resolving these liabilities efficiently to minimize their impact on final distributions.
3. Management of Legal Matters: The Trust actively manages and resolves any ongoing legal claims or lawsuits related to former Luby's operations or properties. While no new significant litigation was reported this year, the Trust maintains a $1 million reserve for potential future legal costs. Its strategy is to mitigate legal risks and costs through proactive management and, where appropriate, settlement.
4. Final Cash Distribution: Once the Trust converts all assets to cash and settles all liabilities, the Trustees will seek court approval to distribute the remaining net cash to unitholders. The timing and amount of this distribution depend on successfully completing the preceding steps.

Management Structure: External Expertise Drives Operations

The Trust operates without direct employees. Instead, it relies on external professionals to efficiently manage its affairs:

• Winthrop Capital Advisors LLC (WCA): WCA serves as the primary advisor, overseeing day-to-day operations, asset management, and financial reporting.
• Other Consultants: The Trust engages various legal, accounting, and administrative consultants as needed to support the liquidation process. This structure minimizes overhead costs while leveraging specialized expertise.

Risk Factors: Key Uncertainties for Unitholders

Several factors could impact the timing and amount of future distributions. Investors should consider these risks:

• Uncertainty of Final Payout: The ultimate value unitholders receive remains uncertain. It depends on successfully collecting all receivables, the final costs of resolving liabilities and legal matters, and ongoing administrative expenses. The estimated NAV of $0.43 per unit may change.
• Promissory Note Collection Risk: Promissory notes represent a significant portion of the Trust's remaining assets. If debtors face financial difficulties or default, the Trust's ability to collect these amounts could be impaired, directly reducing funds available for unitholders.
• Delaware Court of Chancery Approval: As a Delaware statutory trust, all unitholder distributions require approval from the Delaware Court of Chancery. This judicial oversight can introduce delays and may require the Trust to retain additional reserves to cover potential obligations before authorizing final distributions.
• Ongoing Administrative Costs: Despite winding down, the Trust continues to incur costs for legal, accounting, insurance, and management services. If these expenses exceed current estimates or the liquidation process takes longer than anticipated, they will further reduce the net proceeds available for distribution.
• Litigation and Contingent Liabilities: While the Trust actively manages legal risks, unforeseen lawsuits or higher-than-expected settlement costs could arise, potentially impacting the final payout.
• Regulatory Compliance: Adhering to environmental regulations and other legal requirements can sometimes lead to unexpected costs or delays.

Competitive Position

LUB Liquidating Trust, by its nature as an entity solely focused on winding down a former operating company, does not operate in a competitive market and therefore has no competitive position.

Trust Termination: The Finish Line

The Trust currently plans to terminate on May 31, 2027. However, the Trustees retain authority to extend this date if they determine it is necessary to complete the liquidation process in unitholders' best interest. Given the remaining tasks, an extension beyond 2027 remains a possibility.

In Summary

LUB Liquidating Trust has made substantial progress winding down the former Luby's, Inc., notably by completing its real estate portfolio sale in 2025. While the Trust now primarily focuses on collecting receivables and settling liabilities, unitholders should recognize that this is not a traditional investment. The units' illiquidity, inherent uncertainties in collecting remaining assets, and ongoing costs and judicial oversight mean that the timing and final amount of any future distributions remain subject to various factors. The Trust continues its methodical approach to maximize unitholder value as it navigates the final stages of its liquidation.