UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM 10-K

For the fiscal year ended December 31, 20142017

or

For the transition period from            to            .

Commission File Number001-12917

REIS, INC.

                                             (212) 921-1122                                             

(Registrant’s Telephone Number, Including Area Code)

Securities registered pursuant to Section 12(b) of the Act:

Securities registered pursuant to Section 12(g) of the Act: None

None

Indicate by check mark if the Registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.    Yes  ¨☐    No  þ☒

Indicate by check mark if the Registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.    Yes  ¨☐    No  þ☒

Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports) and (2) has been subject to such filing requirements for the past 90 days.    Yes  þ☒    No  ¨☐

Indicate by check mark whether the Registrant has submitted electronically and posted on its corporate website, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of RegulationS-T during the preceding 12 months (or for such shorter period that the Registrant was required to submit and post such files).    Yes  þ☒    No  ¨☐

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 ofRegulation S-K is not contained herein, and will not be contained, to the best of Registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of thisForm 10-K or any amendment to thisForm 10-K.  þ☒

Indicate by check mark whether the Registrant is a large accelerated filer, an accelerated filer, anon-accelerated filer, or a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer” andfiler,” “smaller reporting company” and “emerging growth company” in Rule12b-2 of the Exchange Act. (Check one):

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the Registrant is a shell company (as defined inRule 12b-2 of the Act).    Yes  ¨☐    No  þ☒

The aggregate market value of the voting andnon-voting common equity held bynon-affiliates of the Registrant was approximately $184,000,000$196,000,000 based on the closing price on the NASDAQ Global Market for such shares on June 30, 2014.2017. (Please see “Calculation of Aggregate Market Value ofNon-Affiliate Shares” within Item 5 of this report for a statement of assumptions upon which this calculation is based.)

The number of the Registrant’s shares of common stock outstanding was 11,221,405 as of March 2, 2015.

DOCUMENTS INCORPORATED BY REFERENCE

Portions of the Registrant’s definitive proxy statement for the 20152018 annual stockholders’ meeting are incorporated by reference into Part III of this Annual Reportannual report on Form10-K.

TABLE OF CONTENTS

FINANCIAL STATEMENT SCHEDULES

All schedules have been omitted because the required information for such schedules is not present, is not present in amounts sufficient to require submission of the schedule or because the required information is included in the consolidated financial statements.

PART I

Item 1. Business.

Organization

Reis, Inc. is a Maryland corporation. When we refer to “Reis” or the “Company,” we are referring to Reis, Inc. and its consolidated subsidiaries. The Company provides commercial real estate market information and analytical tools to real estate professionals, through its Reis Services subsidiary. For disclosure and financial reporting purposes, this business is referred to as the Reis Services segment.

Business

Reis Services

Reis Services, including its predecessors, was founded in 1980.

Business

The Company provides commercial real estate (“CRE”) market information and analytical tools to real estate professionals. Reis maintains a proprietary database containing detailedof information on all commercial properties in metropolitan markets and neighborhoods throughout the U.S. The database containsThis information on apartment, office, retail, warehouse/distribution, flex/research & development, self storage and seniors housing properties, and is used by real estateCRE investors, lenders and other professionals to make informed buying, selling and financing decisions. In addition, Reis data is used by debt and equity investors to assess, quantify and manage the risks of default and loss associated with individual mortgages, properties, portfolios and real estate backed securities. Reis currently provides its information services to many of the nation’s leading lending institutions, equity investors, brokers and appraisers.

Reis’s database and analytical tools have historically covered the nine key property types most important to real estate professionals focused on the U.S. CRE market (apartment, office, retail, warehouse/distribution, flex/research & development, self storage, seniors housing, student housing and affordable housing), providing up to 38 years of trend analysis and market forecasts for up to 275 metropolitan markets and thousands of submarkets. With the completion of a multi-year initiative to expand upon this cornerstone asset, Reis now offers market information, transaction data and building insights for all commercial properties throughout the nation, regardless of location, size, or use type. The achievement of “Every Property, Everywhere” positions Reis to serve all CRE professionals anduse-cases both within and beyond the Company’s traditional property types and coverage boundaries. In parallel with the development of “Every Property, Everywhere,” the Company has also built a new Application Programming Interface (“API”), a delivery system that embeds Reis’s data (legacy and newly launched) into any client’s and prospect’s internal system, regardless of platform.

Product Overview

The Company’s product portfolio features:featuresReis SE, its flagship delivery platform aimed at larger andmid-sized enterprises; enterprises. Other products include:ReisReports, aimed at prosumers and smaller enterprises; andMobiussReis Portfolio CREor Mobiuss,and other portfolio support products and services,aimed primarily at risk managers and credit administrators at banks andnon-bank lending institutions.institutions; andReisReports, aimed at prosumers and smaller enterprises. It is through these products that Reis providesReisprovides online access to a proprietary database of commercial real estate information and analytical tools designed to facilitate debt and equity transactions as well as ongoing asset and portfolio evaluations.

Depending on the product or level of entitlement, users have access to market trends and forecasts at metropolitan and neighborhood levels throughout the U.S. and/or detailed building-specific information such as rents, vacancy rates, lease terms, property sales, new construction listings, property valuation estimates and property valuation estimates.level tax information. Reis’s products are designed to meet the demand for timely and accurate information to support the decision making of property owners, developers, builders, banks andnon-bank lenders, equity investors and service providers. These real estate professionals require access to timely information on both the performance and pricing of assets, including detailed data on market transactions, supply, absorption, rents and sale prices. This information is critical to all aspects of valuing assets and financing their acquisition, development and construction.

Industry Dynamics

The sizeU.S. CRE market, a multi-trillion-dollar asset class, is expected to see healthy, prolonged growth in 2018 and beyond.¹ Both U.S. CRE and the overall economy are poised for a steady expansion, in lockstep with a brightening outlook for other large economies. U.S. GDP and employment figures for 2017 suggest slightly faster growth relative to the prior five years, and the passage of the U.S. commercial real estate (“CRE”) market is estimated at $6.7 trillion; approximately 30% of annual transaction volume is driven by institutionalTax Bill appears to have stoked optimism for U.S. CRE and other asset classes. The new administration’s forthcoming changes to tax, trade, and infrastructure policies have proven popular among equity investors, with the Dow Jones Industrial Average reaching four1,000-point

¹. Projections call for“Emerging Trends in Real Estate: United States and Canada”, Urban Land Institute, 2018.

https://americas.uli.org/wp-content/uploads/sites/125/ULI-Documents/EmergingTrendsInRealEstate2018.pdf

milestones in 2017. Given this economic environment, we believe that select U.S. CRE markets will continue to see strong incoming capital flows, as both foreign and domestic investors seek reliable yields.

Significant increases in investment, trade, and industrial production are expected to contribute to a healthy international outlook in 2018. Notable participants in the U.S. CRE market, to grow to $10.7 trillion, an increase of approximately 60%, by 2022including Japan and China, have seen upward revisions in projected growth.². The relative health Given China’s strengthening outlook, we expect Chinese investment in U.S. CRE to continue to expand, attracting at least as much foreign capital as the prior year.

Still, CRE market participants continue to anticipate cyclical turbulence in specific multifamily, office, and retail markets. In response, investors have reallocated capital to CRE asset classes such as the warehouse/distribution sector. Incoming structural changes, including the discontinuance of LIBOR and the introduction of the domestic economy is expected to entice an increasing numberFinancial Accounting Standards Board (“FASB”) Current Expected Credit Loss Model (“CECL”) regulation will compel a wide swath of market participants lookingto adapt. These conditions heighten CRE professionals’ needs for a safe havenreliable data, market intelligence, and portfolio surveillance tools. Reis’s suite of products and services are uniquely positioned to invest inbe responsive to this increased focus on market trends and forecasts.

Demand for Data and Analytical Tools

CRE professionals have historically lacked the U.S., while economic growth abroad has weakened in many places. Europe remains in turmoil, stymied by weak demand and high debt levels. Other major economies like China, Japan, Russia and Brazil have exhibited disappointing growth figures for various reasons. In contrast, U.S. GDP growth has been strong and payroll expansion is accelerating. With both occupancies and rental rates rising for most property types, the U.S. CRE market is expected to remain a significant draw for investors.

Traditionally, investors and other professionals in the CRE market have been less data intensive and analytical comparedtools available to their peers in other asset classes. This is changing rapidly, as varied market participants demand timelyWith changes in the regulatory climate and highly disaggregated data and analytics to support all aspects of decision making throughout the commercial real estate lifecycle. Market professionals, such as property owners, developers and builders, banks and non-bank lenders, increasingly require access to information on supply, demand, asking and effective rents, lease terms, sales prices and detailed data on transactions. Reis has designed a suite of products and reports that are responsive to the decision support needs of CRE professionals during periods of healthy fundamentals and a high volume of transactions,other post-recession reforms, as well as during market downturns when valuationsthe continuing need to make well informed decisions, the demand for thorough and sales volumes are depressed.

Since mid-2008,accurate CRE data has increased rapidly. The regulatory requirements (such asmark-to-market policies, Basel II and Basel III)III capital requirements, and guidance from theFASB, Federal Reserve and FDIC guidelines and other measures) have increased the need among regulated banks for market and portfolio monitoring. These requirements have generated demandmonitoring for accurate and timely information, as well as access to valuation tools to evaluate the underlying collateral supporting mortgages and mortgage-related securities.CRE professionals. For example, example:

Reis’sThese requirements have generated demand for accurate and timely information, as well as access to valuation tools to evaluate the underlying collateral supporting mortgages and mortgage-related securities. CRE professionals demand relevant market and transaction data to support effective decision-making and financial reporting throughout all stages of the commercial real estate transaction lifecycle. Access to information on supply, demand, asking and effective rents, lease terms, sales prices, new construction, cap rates and other detailed data across large and small metro areas is sought by property owners, developers, banks,non-bank lenders, brokers and asset managers across the country. To meet the growing demand for data and forecasts indicatecustom analytics, Reis has designed a generally improving U.S. CRE market that will continue to strengthen over at least the next five years and encourage heightened levelssuite of development, finance and transaction activity. The multifamily market has been on a torrid pace of construction, and though the supply pipeline continues to increase, demand is not expected to plummet anytime soon. Industrial market fundamentals are showing signs of strength, bolstered by firms building out their e-commerce capabilities. The office market remains in recovery mode, but fundamentals are improving and certain pockets of the country, particularly metropolitan areas with high concentrations of technology and business service firms, are performing extremely well. Retail is contending with oversupply and competition from e-commerce, but fundamentals are slowly improving and will benefit from the recent acceleration in job and income growth. Stabilizing products and/or tightening occupancies and rising rents and prices across all property types will generate higher volumes of underwriting, valuation and acquisition due diligence and stimulate increasing demand for Reis’s products.customized reports.

Operations

As commercial real estate markets grow in size and complexity, Reis continues to invest in the databases, technologies, intellectual capitalproperty and personnel critical to supporting the information needs of commercial real estate professionals. Specifically, Reis has:

²  “World Economic Outlook, October 2017”, IMF, 2017.

http://www.imf.org/en/Publications/WEO/Issues/2017/09/19/~/media/Files/Publications/WEO/2017/October/pdf/main-chapter/c1.ashx

These investments have established Reis as a leading provider of commercial real estate information and analytical tools to the investment community. Reis continues to develop and introduce new products, expand and add new markets and data, and find new ways to deliver existing information to meet client demand, as more fully described below under “— Products and Services.” The depth and breadth of Reis’s data and expertise are critical in allowing Reis to grow its business.

Proprietary Databases

Reis develops and maintains three highly curated, proprietary databases which include information on (1) property performance, (2) new construction and (3) sales comparables.transactions. The significant characteristics of the Reis databases include:

Reis’s long-standing relationships with thousands of data sources, including building owners, property managers and agents, represent a unique and highly valuable asset that benefits from decades of investment. The Company is recognized by the industry and the business and trade press as the premier source of objective, timely and granular market information, a reputation attributable to two key factors: (1) Reis is viewed as independent as it does not compete as a broker in the listings space; and (2) Reis information is used by owners and managers in the underwriting, due diligence and marketing of properties, mortgages and real estate backed securities at both the single asset and portfolio levels.

The following table lists the number of metropolitan markets for each of the sevennine primary types of commercial real estate covered by Reis:Reis in the property performance database and new construction database:

Recent Database Enhancements

Reis programmatically expandsis continually expanding its property level and market coverage by geography and property type. During 2014,In August 2016, Reis introduced coverage on its seventhninth property type, seniorsaffordable housing, with information on 176 counties in 5745 metropolitan areas and in February 2015,2017, expanded coverage of this coverage by adding an additional 53property type to include information on 256 counties in 110 metropolitan areas, bringingareas. During 2017, Reis enhanced its coverageproperty comparables reports in the seniors housing asset class to 110 markets. In May 2015, Reis will introduce coverage on its eighth property type,retail, student housing, and self storage sectors consistent with many of the enhancements made in 2016 to its apartment property comparables reports and its office property comparables reports. These enhancements include licensed photographs, sector-specific details, contact information, sales transaction history, and numerous illustrative charts and graphs, all to fortify Reis’s position as the preferred source for comparables information among all real estate professionals involved in buying, selling, leasing, or managing real estate assets. Reis expects to introduce two additionaladd similar details to property level reports in other sectors, while also introducing

high level analytical modules that take a broader perspective across markets and geographies. During April 2017, Reis enhanced its “Market Analytics” module, a tool that empowers portfolio managers andC-level executives to look for market opportunities based on Reis’s forecasts at the market and submarket level. In September 2016, Reis expanded its commercial real estate sales transactions database to include virtually all U.S. markets and property types, medical office buildingsregardless of geography or sector (“Every Sale, Everywhere”). In the third quarter of 2017, Reis added land transactions to this database which includes history across virtually all U.S. counties for land transactions, as well as other information such as parcel boundaries and affordable housing, which will bring our offeringtaxes. In February 2018, Reis announced the expansion of coverage to upinclude every commercially zoned structure and land parcel in the nation, regardless of location, size or use type (“Every Property, Everywhere”). Also, as of March 1, 2018, Reis announced the increase to 10 distinct property types.its detailed coverage of the self storage sector to 125 markets. Additional development plans for 2018 include an expected doubling of coverage of industrial markets to approximately 100 markets later in 2018.

Property Performance Database – “Every Property, Everywhere”

Reis’s core property performance database contains information on competitive, income-producing properties in the U.S. apartment, office, retail, office, warehouse/distribution, flex/research & development, self storage, seniors housing, student housing and seniorsaffordable housing sectors. On an ongoing basis, Reis surveys and receives data downloads from building owners, leasing agents and managers which include key building performance statistics including, among others: occupancy rates; rents; rent discounts and other concessions; tenant improvement allowances; lease terms; and operating expenses. In addition, Reis processes multiple data sources on commercial real estate, including: public filings databases; tax assessor records; deed transfers; planning boards; and numerous local, regional and national publications and commercial real estate websites. Reis screens and assembles large volumes of data into integrated supply and demand trends on a monthly basis at the neighborhood (submarket) and metropolitan market levels. All collected data are subjected to a rigorous quality assurance and validation process developed over many years. At the property level, surveyors compare the data collected in the current period with data previously collected on that property and similar properties. If any unusual changes in rents and vacancies are identified,follow-up procedures are performed for verification or clarification of the results. All aggregate market data at the submarket and market levels are also subjected to comprehensive quality controls.

New Construction Database

In addition to its core property database, Reis develops and maintains a new construction database that identifies and monitors projects that are being added to our covered markets. Detailed tracking of the supply side of the commercial real estate market is critical to projecting performance changes at the market and submarket levels. This database is updated weekly and reports relevant information such as project size, property type, location, status, and estimated completion dates for projects that are planned, proposed or under construction.

Sales Transactions Database – “Every Sale, Everywhere”

Over the past three years, Reis also maintainshas made it a priority to expand and improve its sales comparablestransactions database. In September 2016, Reis expanded its commercial real estate sales transactions database containingto include virtually all U.S. markets and property types, regardless of geography or sector. This was followed up with the third quarter 2017 addition of land transactions, including history across virtually all U.S. counties, as well as other information such as parcel boundaries and taxes. This enhanced offering appeals to mortgage and property originators and underwriters, investment sales brokers, tax assessors, tax appeal firms, appraisers, and any other real estate professionals seeking the most comprehensive database of CRE transactions to source deals, search for related business, conduct due diligence or gain a competitive edge with market intelligence. Reis’s sales transactions database includes key structural data points, including but not limited to address, land use code, parcel number, and lot size, in upaddition to 277 metropolitan markets. The database captures key information on each transaction,transactional data points, such as buyer and seller purchasename, sale price, capitalization ratesale date, deed reference, and financing details wherewhen available, for transactions valued at greater than $250,000 in each market we cover, for our seven current property types, as well as for hotel properties.

Reis’s long-standing relationships with thousands of data sources, including building owners, property managersother desirable datapoints and agents, represent a unique and highly valuable asset that has required decades of investment. The Company is recognized by the industry and the business and trade press as the premier source of objective, timely and granular market information, a reputation attributable to several factors: (1) Reis is viewed as independent as it does not compete as a broker in the listings space; and (2) Reis information is used by owners and managers in the underwriting, due diligence and marketing of properties, mortgages and real estate backed securities at both the single asset and portfolio levels.licensed photographs.

Products and Services

Reis has invested in a robust technology infrastructure to disseminate a number of market information products to meet the demands of a wide variety of commercial real estate professionals, from large financial institutions seeking an integrated commercial real estate portfolio management platform, to a single access user seeking local market intelligence. Reis is committed to consistently upgrading and expanding its product offering to reach new markets and new types of consumers of commercial real estate information.

Reis SE

Reis SE (“(or sometimes referred to as “Reis Subscriber Edition”), available atwww.reis.com, is the Company’s flagship product, designed to assist in market research, due diligence and support of commercial real estate transactions, including loan originations, underwriting, acquisitions, risk assessment (such as loan loss reserves and impairment analyses), portfolio monitoring, asset management and appraisal. Reports are retrievable by street address, property type (apartment, office, retail, warehouse/distribution, flex/research &

development, self storage, seniors housing, student housing and seniorsaffordable housing) or on the market/submarket level and are available as full color, presentation quality documents or in spreadsheet formats.

Key features ofReis SEinclude:

Access toReis SEis by secure password and can be customized to accommodate the geographic coverage, property type and analytical needs of subscribers. For example, the product can be tailored to provide access to all or only selected markets, property types and report combinations.

ReisReportsReis Portfolio CRE and Other Portfolio Support Products and Services

ReisReports is a product tailored to meet the needs of smaller enterprises and individuals, professional investors, brokers and appraisers, available atwww.ReisReports.com. Although providing subscribers with less content and a more limited number of reports,ReisReports utilizes the same proprietary database that supportsReis SE. ReisReports is available on a monthly or annual subscription basis at affordable price points.

The addressable subscriber market forReisReports includes hundreds of thousands of prosumers and small enterprises. To expand the total user base ofReisReports, the Company markets through various traditional and online media channels. Management believes that there is a significant opportunity to market monthly and annual subscriptions to CRE professionals active in individual metropolitan areas.

Mobiuss Portfolio CRE

Launched in the first quarter of 2013,Mobiussenables clients to quickly and thoroughly assess portfolio risks and opportunities by integrating client loan and property information with Reis property and submarket data and third partywhich is processed through a credit analytics.model. The solution is delivered in aweb-based, visually engaging interface.MobiussReis Portfolio CREis targeted to both debt and equity capital providers active in U.S. commercial real estate and, specifically, to banks with significant CRE loan exposure.

As a loan-level analysis and surveillance platform,MobiussReis Portfolio CREenables property valuation, credit analysis, stress testing, benchmarking and portfolio pricing. In addition to providing credit default metrics such as expected losses and probabilities of default at the loan and portfolio levels, outputs include forecasted collateral operating incomes and values under multiple economic scenarios. These features allow clients to integrate internal data to create customizable scenario forecasts to meet regulatory stress testing requirements, set loan loss reserves and monitor their collateral.

TheMobiussReis Portfolio CREplatform is intended for both large and small lending institutions, Commercial Mortgage Backed Security, or CMBS, investors and equity investors, among others.MobiussReis Portfolio CREhas been designed in a modular fashion that allows banks of varying asset sizes to select the applications and price points most appropriate to the scale of their CRE portfolios.

ThroughReis Portfolio CRE, the Company intends to be able to support lenders as they prepare for the 2020 adoption of new accounting requirements by the FASB referred to as the CECL.

The Company has been able to assist financial institutions in the evaluation of their CRE loan portfolios through other means besidesReis Portfolio CRE,including custom data deliverables and providing dataclean-up, advisory and other consulting services. Reis stands ready to assist all financial services firms and other real estate professionals however they need information or services.

Application Programming Interface (“API”)

During the second quarter of 2017, Reis completed development of an Application Programming Interface, commonly referred to as an API. The API is a system that allows firms to receive Reis data elements directly into internal systems without going throughReis SE. For Reis, the strategic importance of the API is threefold. First, the opportunity to deliver Reis data directly into an institution’s internal systems appeals to the contract signers and executives responsible for maximizing the productivity of originators, underwriters, or analysts, eliminating the need to manuallyre-key data onto internal forms. Second, the API integrates Reis data into clients’ processes to increase adoption and heighten the probability of longer-term contractual relationships. Finally, Reis’s API is responsive to many of the challenges and opportunities stimulated by Fintech and related technologies, as well as heightened regulatory scrutiny. Eligible users of the API include existingReis SE subscribers, large financial institutions, business information firms, and Fintechstart-ups operating in tangential vertical markets.

ReisReports

ReisReports is a product tailored to meet the needs of smaller enterprises and individuals, professional investors, brokers and appraisers, available atwww.ReisReports.com. Although providing subscribers with less content and a more limited number of reports,ReisReports utilizes the same proprietary database that supportsReis SE.ReisReports is available on a monthly or annual subscription basis at affordable price points.

Data Redistribution / Marketing Alliances

The Company has established data redistribution agreements with information service providers as part of a strategy designed to raise brand awareness and generate sales leads for Reis’s information and services. Over time, third party users may enter into agreements with Reis directly in order to gain access to the full suite of reports and analytical modules. The Company’s data redistribution agreements are typically multi-year contracts in length, do not afford access to Reis’s proprietary database and provide limited views of Reis’s market data. Reis has also established marketing alliances with the Appraisal Institute, the Certified Commercial Investment Member Institute (“CCIM”) and Building Owners and Managers Association (“BOMA”) International to promoteReisReports to its members through discounts, e-mail outreach, website advertising and newsletter ads.

As an example, our data redistribution arrangement with Bloomberg allows for Bloomberg Professional subscribers to have access to Reis’s market information at {REIS < GO > } which is also integrated across property and credit valuation tools on Bloomberg’s Commercial Mortgage Backed Security (“CMBS”) product. Bloomberg subscribers can access Reis’s proprietary supply, demand and price data for the nation’s largest metropolitan apartment, office, retail and industrial markets.

Cost of Service

Reis’s data is made available in six ways, with price points that are reflective of the level of content being made available:

•

subscriptions toReisReports, which are charged to a credit card, having a retail price in the low hundreds of dollars per month, depending on the level of service subscribed to (monthly or annual pricing options are available);

Reis’s revenue model is based primarily on annual subscriptions that are paid in accordance with contractual billing terms. Reis recognizes revenue from its subscription contracts on a ratable basis; for example,one-twelfth of the value of aone-year contract is recognized monthly. In the case of custom data deliverables, revenue is recognized upon completion and delivery to the customers, provided that no significant Company obligations remain.

Subscribers

At December 31, 2014, Reis had approximately 1,000 enterprise subscribers under signedenters into contracts with customers for all of its coreReis SEproduct.subscription based products and services. A subscribing entity may have one or many users entitled to accessReis SE. Nearly all of ourMobiussReis Portfolio CREsubscribers are alsoReis SE subscribers. These numbers do not include users who pay for individual reports by credit card, subscribers to ourReisReports product or users of information available on third party platforms through our data redistribution relationships.

The vast majority of the Company’s largest subscribers have utilized Reis’s core product for many years and have represented a stable user and revenue base. Subscribers include banking institutions, property owners, brokers, lessors, builders, REITs, pension funds, insurance companies, developers, commercial banks,non-bank lenders, equity investors, appraisers, accountants, consultants, academia, and government institutions. At December 31, 2014,2017, approximately 79% of Reis’sReis SE customers (based on total customer dollars) are debt and equity capital providers, with banks and other financial institutions comprising approximately 54%53% and investment funds and equity owners comprising approximately 25%26%; service providers account for the remaining 21%.

Customer Service and Training

Reis focuses intensively on proactive training and customer support. Reis’s customer service team offers customizedon-site training andweb-based and telephonic support, as well as weeklyweb-based training seminars open to allReis SEsubscribers. The corporate training team also visits with a large proportion ofReis SE subscribers on an ongoing basis. Additional points of subscriber contact includemid-year service reviews, aweb-based subscriber feedback program and account manager visits. All of these contacts are used to assist subscribers with their utilization ofReis SEand identify opportunities for product adoption and increased usage and to solicit subscriber input for future product enhancements. Similarly, support and training are available to ourReisReports andMobiussReis Portfolio CREsubscribers.

Proprietary Rights

To protect our proprietary rights, we rely upon a combination of:

We protect our software’s source code and our databases as either trade secrets or under copyright law. We license our services under license agreements that restrict the disclosure and use of our proprietary information and prohibit the unauthorized reproduction,re-engineering or transfer of the information in our products and services.Non-renewing subscribers are required to destroy any copies of our data.

We also protect the secrecy of our proprietary databases, our trade secrets and our proprietary information through confidentiality andnon-competition agreements with our employees, vendors and consultants. Our services also include technical measures designed to detect unauthorized copying of our intellectual property. The Company’s compliance department monitors usage to ensure that all client usage is consistent with the terms of its contract.contract and has created analytic and other forensic tools to identify unauthorized access toReis SE as a result of password migration and sharing. From time to time the Company has and may take legal action to enforce our intellectual property and proprietary rights.

We have registered the trademarks for “Reis,” “Reis Reports,” the Reis logo and “Your Window Onto the Real Estate Market.”

Competition

Despite its multi-trillion dollar size, the commercial real estate industry continues to be underserved by information resources. Compared to equity and fixed income professionals, CRE practitioners have fewer options in meeting their market information and analytical needs. The disparity in available information resources is due, in part, to the limited reporting requirements imposed on private CRE firms which represent the majority of the industry. However, real estate transactions involve multiple participants who all require accurate historical and current market information. Therefore, in order to provide comprehensive and value-added products for all CRE practitioners, a database of commercial properties must be largely built from proprietary sources over many years. Key

factors that influence the competitive position of commercial real estate information vendors include: the depth and breadth of underlying databases; ease of use; flexibility and functionality of the customer interface; the ability to keep the dataup-to-date and accurate; frequency of reporting; scope of coverage by geography and property type; customer training and support; adoption of the service by industry leaders; consistent product innovation; recognition by general business and trade media; and price.

Reis’s senior management believes that, on a national level, only a small number of firms serve the market information needs of U.S. commercial real estate investors and lenders. Reis competes directly and indirectly for subscribers with online services or websites targeted to commercial real estate professionals such as CoStar Group, Inc. (or “CoStar”) (including its Apartments.com, Property and Portfolio Research and LoopNet businesses), Real Capital Analytics, Inc., Xceligent,Axiometrics LLC, CBRE Econometric Realty Advisors, (formerly known as Torto Wheaton Research), a wholly-owned subsidiary of CB Richard Ellis, and, with respect toReis Portfolio CRE,Moody’s Analytics, Inc., as well as with various local and regional data providers covering selected markets andin-house real estate research departments. Another source of information has been market reports published by brokerage firms, although the promotional nature of many of these publications and their irregular publishing schedule make them less reliable as an ongoing resource for many CRE practitioners.

Discontinued Operations – Residential Development Activities

Prior to May 2007, the name of the Company was Wellsford Real Properties, Inc., which we refer to as Wellsford. (“Wellsford”). Wellsford, which was originally formed on January 8, 1997, acquired the Reis Services business by merger in May 2007 which we refer to as the Merger.(the “Merger”). Wellsford’s primary operating activities immediately prior to the Merger, and conducted through its subsidiaries, were the development, construction and sale of three residential projects and its approximate 23% ownership interest in the Reis Services business. The Company completed the sale of the remaining residential units and homes at its projects or divested of the remaining residential projects in bulk sales by April 2011. In 2012, the Company settled construction defect litigation at its Colorado project.project, and in 2015 finalized its efforts to recover funds from other responsible parties as more fully described in Note 3 of the consolidated financial statements, included in this annual report on Form10-K.

The Residential Development Activities, segment, including certain general and administrative costs that supported that segment’sthe related operations, arewere presented as a discontinued operation for 2015 and 2014 2013 and 2012.

See Note 3are presented in the Other segment. Discontinued operations were completed as of December 31, 2015; therefore there were no discontinued operations activities during the years ended December 31, 2017 and Note 10 of the consolidated financial statements, included in this filing, for additional information regarding the Company’s segments and the aforementioned litigation.2016.

Corporate Information

The Company’s executive offices are located at 530 Fifth1185 Avenue Fifthof the Americas, 30^th Floor, New York, New York 10036; telephone: (212)921-1122; website:www.reis.com; email:investorrelations@reis.com. Please note that information on the Company’s website is not part of this annual report on Form 10-K filing.10-K.

The reports we file with or furnish to the Securities and Exchange Commission, or SEC, including our annual report, quarterly reports and current reports, are available free of charge on our investor relations website (www.reis.com/investors) as soon as reasonably practicable after we electronically file such material with, or furnish it to, the SEC. You may review and copy any of the information we file with the SEC at the SEC’s Public Reference Room at 100 F Street, NE, Washington, DC 20549. You may obtain information regarding the operation of the Public Reference Room by calling the SEC at1-800-SEC-0330. The SEC also maintains a website (www.sec.gov) that contains reports, proxy and information statements, and other information regarding issuers that file electronically with the SEC.

The Company had 205268 full-time employees as of December 31, 2014.2017.

The Company is a Federal government contractor and an equal opportunity employer. All qualified applicants will receive consideration for employment and will not be discriminated against on the basis of race, color, religion, sex, sexual orientation, national origin, age, disability, or protected veteran status. Reis takes affirmative action in support of its policy to employ and advance in employment individuals who are minorities, women, protected veterans, and individuals with disabilities.

Cautionary Statement Regarding Forward-Looking Statements

This annual report on Form10-K contains “forward-looking statements” within the meaning of the U.S. Private Securities Litigation Reform Act of 1995. These forward-looking statements may relate to the Company’s or management’s outlook or expectations for earnings, revenues, expenses, margins, asset quality, or other future financial or business performance, strategies, prospects or expectations, or the impact of legal, regulatory or supervisory matters on our business, operations or performance. Specifically, forward-looking statements may include:

Forward-looking statements reflect management’s judgment based on currently available information and involve a number of risks and uncertainties that could cause actual results to differ materially from those in the forward-looking statements. With respect to these forward-looking statements, management has made certain assumptions. Future performance cannot be assured. Actual results may differ materially from those contemplated by the forward-looking statements. Some factors that could cause actual results to differ include:

You are cautioned not to place undue reliance on any forward-looking statements, which speak only as of the date of this annual report onForm 10-K. Except as required by law, the Company undertakes no obligation to publicly update or release any revisions to these forward-looking statements to reflect any events or circumstances after the date of this annual report onForm 10-K or to reflect the occurrence of unanticipated events.

Item 1A. Risk Factors.

The following is a discussion of the risk factors that Reis’s management believes are material to Reis at this time. These risks and uncertainties are not the only ones facing Reis and there may be additional matters that Reis is unaware of or that Reis currently considers immaterial. Any or all of these could adversely affect Reis’s business, results of operations, profitability, financial condition and cash flows.

Risks Related to the Reis Services Business and the Information Services Industry Generally

A failure to attract and retain subscribers could harm our business.

We must acquire new subscribers and expand our business with our current subscribers in order to grow our business.Our ability to grow our business will be adversely impacted to the extent that current subscribers reduce or discontinue the use of our products and websites, includingReis SE, Mobiuss andReisReports, or if we are unable to locate and have prospects subscribe toReis SE, Mobiuss our products and ReisReports. websites. This may occur due to budgetary constraints, which was particularly true during the heightprice of the economic downturn in 2008 and 2009,our services, or if our product offering is less competitive with those of other companies in our industry. Prior to 2008, our overall trailing twelve month

Our base renewal rates (renewal rates, excluding price increases) were above 94% for many years. In the latter part of 200887.1% and in 2009, we

experienced an overall decrease in the total number of our subscribers and a reduction in our trailing twelve month renewal rates. The overall trailing twelve month renewal rate fell to a low of 83% at September 30, 2009.

Our overall renewal rates were 87% and 91%81.6% for the trailing twelve months (“TTM”) ended December 31, 20142017 and 2013,2016, respectively, (for institutional subscribers,and the renewal rates were 89%rate, including price increases, was 88.3% and 93%85.7% for the trailing twelve monthsTTM ended December 31, 20142017 and 2013, respectively). The decline in the2016, respectively. Operationally, management may take steps to improve renewal rates reflects our decision to be more aggressive with our renewalby revising pricing policies, particularly in instances whereincreasing sales resources for maintaining existing customer usage levels are significantly greater than what was initially estimated as annual usagerelationships, improving the onboarding process for that customer. We believe that aligning client report consumption with appropriate annual fees, while remaining respectfulnewly contracted accounts, lengthening the terms of subscriber needcontracts or incorporating auto-renewal language (see Item 7 for Reismore information is more important in the long-term, than a modest decline in the currenton renewal rate. While management believes, based upon past experience, that many non-renewing customers ultimately renew with Reis as their information and analytic needs may not be fully addressed by competitive offerings, there is no certainty that non-renewing customers will ultimately renew with Reis.rates).

There can be no assurance that we will be successful in continuing to identify and sell to additional subscribers, expand business from our existing subscribers, renew existing subscribers, regainnon-renewing customers, or adopt policies or operational practices that will either maintain or increase our renewal rates.

Our revenues are concentrated among certain key subscribers.

We have approximately 1,000 enterprise subscribers toReis SE at December 31, 2014. The largest individual subscriber accounted for 2.9%4.4% and 3.4%6.3% of our total revenue for the years ended December 31, 20142017 and 2013,2016, respectively. If we were to experience a reduction or loss of business from a number of our largest subscribers, it could have a material adverse effect on our revenues and, depending on the significance of the loss, our profitability, financial condition and cash flows. In addition, although we generally impose contractual restrictions limiting our immediate exposure to revenue reductions due to mergers and consolidations among our subscribers and potential subscribers and our pricing model is based on actual and projected usage, we may be impacted by consolidation among our subscribers and potential subscribers, as a result of their reduced usage on a combined basis or greater bargaining power.

We may be unable to compete successfully with our current or future competitors.

The market for information, analytics and decision support services in general is highly competitive and rapidly changing. We compete with (1) local companies that offer commercial real estate research with respect to their specific geographic areas and (2) national companies that offer national commercial real estate research. Specifically, certain of our products compete with those of CoStar (including both its Apartments.com, Property and Portfolio Research and LoopNet businesses), Real Capital Analytics, Xceligent,Axiometrics, CBRE Econometric Realty Advisors and Moody’s. Some of our competitors, either alone or with affiliated entities, may have greater name recognition, larger subscriber bases or greater financial, technical or marketing resources than we have. Future competition may come from large digital enterprises seeking to enter the CRE information space. These enterprises could have access to significantly greater capital and technical expertise than Reis. At the same time, current and future competitors may seek to employ new technologies and approaches. Such innovations could potentially reduce the cost of data collection and analytics and improve the frequency and accuracy of CRE market information. Reis is also currently developing and completing emerging technologies to advance its data collection programs, improve products, and reduce costs; however, there can be no assurance that these efforts will be successful. In addition, some current or future competitors may be able to undertake more effective marketing campaigns, adopt more aggressive pricing policies, and make more attractive offers to potential employees and business partners or respond more quickly to new or emerging technologies or changes in subscriber requirements.partners. Competition could negatively impact our revenues, profitability, financial condition and cash flows.

We may not be able to return to or maintain Reis Services’s historical rates of growth in revenues or EBITDA.growth. In addition, multi-year contracts may negatively impact our growth rates.

For the year ended December 31, 2017, the Company did not grow Reis Services EBITDA or Consolidated Adjusted EBITDA on an annual basis over 2016 and revenue growth was a modest 1.4% in 2017 over 2016. Historically, Reis Services has experienced revenue and EBITDA growth (we define EBITDA as earnings (income(net income (loss) from continuing operations),) before discontinued operations, interest, taxes, depreciation and amortization). Annual total revenue grew by 14.9% from 2011 to 2012, by 11.2% from 2012 to 2013, and by 19.0% from 2013 to 2014. On a pro forma basis, revenue grew by 12.8% from 2011 to 20122014, and by 13.2%23.1% from 20122014 to 2013 after consideration2015. During 2017, the Company experienced an improving quarterly trend over the course of certain pro forma itemsthe year. Revenue, which in 2012, as more fully describedthe first quarter of 2017 declined from the first quarter of 2016 by (5.4)% improved to slight growth in Item 7. Thethe second quarter of 2017 to 0.8% and accelerated to 4.8% in the third quarter of 2017 and 6.1% in the fourth quarter and annual 2014 revenue was the highest quarterly and annual revenue in the Company’s history. It also marks the 19th consecutive quarterly increase in revenueof 2017, over the prior year’s correspondingeach respective 2016 quarter. There can be no assurance that our revenues will continue to grow, grow at or in excess of the pace of our recent performance,actual growth rates from 2012 to 2015, on a consecutive quarter basis, on a year-over-year basis, or at all in the future.

Reis Services’s annual EBITDA grew by 17.8% from 2011 to 2012, by 12.1% from 2012 to 2013, and by 17.8% from 2013 to 2014. On a pro forma basis,2014, and by 31.0% from 2014 to 2015. During 2017, similar to the pattern of revenue growth, both Reis Services EBITDA grew by 12.5% from 2011and Consolidated Adjusted EBITDA experienced an improving quarterly trend over the course of the year. Reis Services EBITDA declined (38.9)% in the first quarter of 2017, the decline was reduced to 2012(15.2)% in the second quarter of 2017, with further improvement to growth of 19.4% in the third quarter of 2017, and by 17.3% from 2012acceleration to 2013, after consideration of certain pro forma items in 2012, as more fully described in Item 7. The62.4% for the fourth quarter of 2014 marks2017, as compared to each respective 2016 quarter. Consolidated Adjusted EBITDA in 2017 declined (44.1)% and (15.3)% in the 17^th consecutive quarterly increasefirst and second quarters of 2017, respectively, with growth of 13.7% and an acceleration to 63.8% growth in Reis Services EBITDA over the prior year’sthird and fourth quarters of 2017, respectively, as compared to each respective 2016 quarter. Expenses willmay increase in the future, including expenses for content maintenance, sales, marketing and product development, with the expectation that these expense increases will drive future revenue growth; however, such additional expenses could result in reduced margins or profitability, or negatively impact liquidity in the near term, and if not successful, may negatively impact margins, profitability and liquidity in the long term. There can be no assurance that future EBITDA or Adjusted EBITDA for the Reis Services segment, or on a consolidated basis will continue to grow, grow at or in excess of

the actual growth pace of our recent performance,from 2012 to 2015, on a consecutive quarter basis, on a year-over-year basis, or at all. There can be no assurance that we will be able to maintain or expand our EBITDA or EBITDA margins for the Reis Services segment, or on a consolidated basis, in the future. EBITDA and Adjusted EBITDA arenon-GAAP financial measures within the meaning of the rules and regulations of the SEC. See Item 7 for reconciliations of EBITDA and Adjusted EBITDA to the most comparable GAAP measure, income from continuing operations, for both the Reis Services segment and on a consolidated basis.

Management disaggregates total revenue into two components: “Subscription” and “Other.” Other revenue specifically includes revenue related to contracts forone-time custom data deliverables andone-time fees for settlements of previous unauthorized usage of Reis data. The Company recognized significant revenue in the second and fourth quarters of 2015 for custom data deliverables, as well as custom portfolio and advisory services, for one of our existingReis SE subscribers aggregating approximately $4,519,000 in 2015 (which is included in other revenue for 2015). These contracts called for a substantial volume of highly granular market, submarket and comparables data, as well as aone-time custom analysis of the institution’s commercial real estate portfolio. An additional delivery was made to this customer in February 2016 for which the Company recognized $1,200,000 as other revenue, positively impacting results for the first quarter of 2016. Although the Company believes that there could be additional opportunities to assist client andnon-client financial services firms and other real estate investors with evaluating the health of their real estate portfolios, there can be no assurance that subscribers will have demand forone-time custom data deliverables, and portfolio and advisory services.

Over the past threefew years, Reis has made a concerted effort to negotiate and enter intoencourage multi-year contracts, when appropriate, with terms of two or three years, and in some cases, four years. Securing customers into contracts greater than 12 months allows for a stable revenue base and increased revenue visibility (as measured by our level of reported deferred revenue and a relatednon-GAAP metric management utilizes which is referred to as Aggregate Revenue Under Contract (see Item 7 for more information on this performance metric)) and increased cash flow visibility, positively impacts our renewal rates and allows for a better allocation of account management and other personnel resources. However, multi-year subscriptions mute our revenue growth rates after the first year of the subscription. WeFor our subscription products we recognize revenue ratably over the related contractual period. Therefore, any increases in the price of the subscription after the first year of a multi-year contract are considered in the total amount being straight-lined over the contract term. On any given multi-year contract, the biggest revenue growth will be reflected in the 12 month period following a negotiated renewal, with no further revenue growth generated from that contract after the first year. Although our cash collection increases year-over-year, multi-year contracts have a flattening effect on our overall revenue growth rate. This would also similarly impact our EBITDA growth rates. As of December 31, 2014, we have subscriptions with2017, approximately 240 institutions signed to45% of revenue from our customers were under a multi-year deal.agreement.

If our growth rates decline, or if revenue and/or EBITDA decline, investors’ perceptions of our business may be adversely affected and the market price of our common stock could decline.

We must continue to obtain information from multiple sources.

The quality of our databases supporting our products depends substantially on information provided by a large number of sources, including commercial real estate brokers, agents and property owners, as well as from public sources, such as tax assessors, deed recorders, planning and zoning boards, corporate websites, the business and trade press, and selected third party vendors of business information. If we are unable to collect information from a significant number of these sources, or if the cost of collecting information becomes too expensive, our products could be negatively affected, potentially resulting in an increase in subscriber cancellations and a failure to acquire new subscribers.

Our revenues, expenses and operating results could be affected by general economic conditions or by changes in commercial real estate markets, which are cyclical.

Our business and the commercial real estate industry are sensitive to trends in the general economy and trends in local, regional and national commercial real estate markets, which are unpredictable. Therefore, our operating results, to the extent they reflect changes in

the broader commercial real estate industry, may be subject to significant fluctuations. A number of factors could have an effect on our revenues,revenue, expenses, profitability or cash flows, such as:

If our subscribers choose not to use any of our products, including but not limited toReis SE, Mobiuss orReisReportsbecause of any of these factors, and we are not successful in attracting new subscribers, our revenues, expenses, EBITDA, margins, profitability, cash flows and/or stock price could be negatively affected.

Our success depends on our ability to introduce new or upgraded services or products.

To continue to attract new subscribers and renew our existing subscribers, we may need to introduce new products or services.services while expanding brand coverage. The need for new products and services may be in response to, or in anticipation of, changing or developing customer needs or preferences as well as to remain competitive with other providers of market information. We may choose to develop new products and services independently or to license or otherwise integrate content and data from or with third parties. The introduction of new products and services could impose costs on our business and require the use of resources, and there is no guarantee that we will continue to be able to access new content and technologies on commercially reasonable terms or at all. If subscribers or potential subscribers do not recognize the value of our new services or enhancements to existing services, our operating results could be negatively affected. We may incur significant costs and experience difficulties in developing and delivering these new or upgraded services or products.

Efforts to enhance and improve the ease of use, responsiveness, functionality and features of our existing and newly developed products and services have inherent risks, and we may not be able to manage these product developments and enhancements successfully or in a cost effective manner. If we are unable to continue to develop new or upgraded services or products, then subscribers may choose not

to use our products and services. Our growth and results of operations would be negatively impacted if we were unable to successfully market and sell any new services or upgrades.

OurDuring September 2015, Reis purchased the IP associated with theMobiussReis Portfolio CRE product is dependent uponplatform.    Revenue fromReis Portfolio CRE for contracts entered into after September 16, 2015 represents the activitiesCompany’s 100% share of another organization over which we do not exercise control.the value of the subscription, compared to the Company’s 50% share of subscription value prior to the purchase of theMobiussReis Portfolio CREIP. After completion of the transaction, Reis owns all of theReis Portfolio CRE has been developed with,IP, and is being co-marketed with an unrelated third party. TheMobiuss product is a combinationsolely responsible for any new functionality development, maintenance of Reis’s commercial real estate market informationthe system and forecasts with risk analyticsmarketing and web-based technologies provided by the unrelated third party. If this third party fails to devote the time, capital and resources to the continuing development and support of theMobiuss product, and if Reis cannot either replace them with another party or perform the functions for itself, sales ofMobiuss to new subscribers or the renewal of subscriptions to existingMobiuss subscribersinitiatives. Our operating results could be negatively impacted resulting in a reduction in revenue, and negatively impacting our EBITDA, margins, profitability and cash flows.affected if any of these efforts are not successful.

Our ReisReportsexisting product offerings, new product offerings in 2017 and Mobiuss offerings2018, or other future products, may not be successful or may not result in increased revenues, which may negatively impact our business, results of operations and financial position.

During 2015,2018, we expect to continue to expand our sales and marketing efforts in connection withrelated to all of our existing products, includingReis SE, ReisReportsandMobiussReis Portfolio CRE,as well as new product offerings in 2017 and 2018, and potential future new products, all of which could result in increased expenses.expenses.In 2017, Reis announced the launch of an API delivery platform and further enhancements to our sales comparables database to include land sales (building on the 2016 enhancements of covering every CRE transaction in the U.S.). In February 2018, we announced the release of millions of new records into our property performance database as part of our “Every Property, Everywhere” offering. During 2018, we intend to use these major enhancements to not only pursue new revenue opportunities with our existing subscribers, but also with other opportunities beyond our client base, including CRE investment sales brokers, appraisers, tax assessors and tax appeal firms who could all benefit from our significantly expanded property data, land and sales information and our API delivery platform. If our costs for these efforts exceed our expectations, our profitability and financial position could be adversely affected. In addition, if we incur additional costs to expand these products and we are not successful in marketing or selling these expanded services, this could have an adverse effect on our financial position by increasing our expenses without increasing our revenues, impacting margins, profitability and cash flows.

If we fail to protect confidential information against security breaches, or if subscribers are reluctant to use our products because of privacy concerns, we might experience a loss in profitability.

Pursuant to the terms and conditions of use on our websites, as part of our subscriber registration process, we collect and use personally identifiable information. Industry-wide incidents or incidents with respect to our websites, including theft, alteration, deletion or misappropriation of information, security breaches, malevolent activities by computer hackers, viruses (or anything else that may contaminate or cause destruction to our systems), or changes in industry standards, regulations or laws could deter people from using the Internet or our websites to conduct transactions that involve the transmission of confidential information, which could harm our business. Under the laws of certain jurisdictions, if there is a breach of our computer systems and we know or suspect that unencrypted personal subscriber data has been stolen, we may be required to inform any subscribers whose data was stolen and we may be subjected to liability, which could harm our reputation and business.

Certain state laws require businesses that maintain personal information in electronic databases to implement reasonable measures to keep that information secure. Various states have enacted different and sometimes contradictory requirements for protecting personal information collected and maintained electronically. We may face adverse publicity if we are not able to comply with laws requiring us to take adequate measures to assure the confidentiality of the personally identifiable information that our subscribers have given to us. This could result in a loss of customers and revenue. Even if we are in full compliance with all relevant laws and regulations, we still may face liability or disruption to our business if we do not comply in every instance or if the security of the customer data that we collect is compromised, regardless of whether our practices comply or not.

Our business could be harmed if we are unable to maintain the integrity and reliability of our data and forecasts.

Our success depends on our subscribers’ confidence in the comprehensiveness, accuracy, and reliability of the data and forecasts we provide. We believe that we take adequate precautions to safeguard the completeness and accuracy of our data and that the information is generally current, comprehensive and accurate. Nevertheless, we depend to a large degree on information provided to us on a voluntary basis by third parties, including commercial real estate brokers, agents and property owners. OurMobiuss product involves the delivery of portfolio analytics derived from the combined expertise of Reis and an unrelated third party; we are not in control of the unrelated third party’s technology, intellectual property or economic or financial models in connection with the delivery of its portion of theMobiuss product.owners, as well as public record data. Further, data is susceptible to electronic malfeasance including theft, alteration, deletion, viruses and malevolent activities by computer hackers. In addition, our reports and conference calls for the benefit of our subscribers may contain forecasts with respect to real estate trends. Although our contracts contain language limiting our liability if any of our data or forecasts are inaccurate or are later not borne out by actual results, for any of the above reasons, demand for our services could diminish and we may be exposed to lawsuits claiming damages resulting from inaccurate data and forecasts.

We may be unable to enforce or defend our ownership or use of intellectual property.

Our business depends in large measure on the intellectual property utilized in our methodologies, software and databases. We rely on a combination of trademark, trade secret, database protection and copyright laws, registered domain names,non-disclosure,non-competition and other contractual provisions with employees, vendors and consultants,work-for-hire provisions, restrictive license agreements with subscribers and technical security measures to protect our proprietary intellectual property rights. However, we do not hold Federal registrations covering all of our trademarks and copyrightable materials. We also do not own any patents or patent applications. In addition, current law may not adequately protect our databases and data, and legal standards relating to the validity, enforceability and scope of protection of proprietary rights in online businesses are uncertain and evolving. Our business could be significantly harmed if we do not continue to protect our intellectual property.

In addition, notwithstanding our efforts to protect our intellectual property, third parties may misappropriate our data through website scraping, robots or other means and aggregate this data on their websites with data from other companies. In addition, copycat websites may misappropriate data on our website and attempt to imitate the functionality of our website. We may not be able to detect all such websites in a timely manner and, even if we could, technological and legal measures may be insufficient to stop their operations. Available remedies

In protecting our intellectual property, we will enforce our rights against people and businesses that infringe our intellectual property, including through legal action. Taking such action may not be adequate to protect us againstcause the misappropriation of our data, and any measures that we may take could require usCompany to expend significant financial resources.resources, and we cannot ensure that such actions will be successful. Any unlawful use of our intellectual property, and subsequent legal action, could make it more expensive for us to do business and negatively impact Reis’s results of operations and financial condition.

We also could be significantly harmed if claims are made against us alleging infringement of the intellectual property rights of others. Any intellectual property claims, regardless of merit, could be expensive to litigate or settle, and could require the expenditure of substantial amounts of time and/or money.

If our websites or other services experience system failures or malicious attacks, our subscribers may be dissatisfied and our operations could be impaired.

Our business depends upon the satisfactory performance, reliability and availability of our websites. Problems with the websites could result in reduced demand for our services. Furthermore, the software underlying our services is complex and may contain undetected errors. Despite testing, we cannot be certain that errors will not be found in our software. Any errors could result in adverse publicity, impaired use of our services, loss of revenues, cost increases or legal claims by subscribers.

Additionally, our services substantially depend on systems provided by third party vendors and service providers, over whom we have little or no control. Interruptions in service could result from the failure of data providers, telecommunications providers, or other third parties, including due to break-ins, unauthorized access, computer viruses, vandalism, fire, floods, severe weather, earthquakes, power loss, telecommunications failures, terrorism, acts of war, and other similarly damaging events. We depend on these third party providers of Internet communication services to provide continuous and uninterrupted service. We also depend on Internet service providers that provide access to our services. Any disruption in the Internet access provided by third party providers or any failure of third party providers to handle higher volumes of user traffic could harm our business.

Our internal network infrastructure could be disrupted or penetrated, which could materially impact both our ability to provide services and subscribers’ confidence in our services.

Our operations depend upon our ability to maintain and protect our computer systems. While we believe that our systems, most of which are redundant and independent systems in separate locations, are adequate to support our operations, our systems may be vulnerable to damage frombreak-ins, unauthorized access, computer viruses, vandalism, fire, floods, severe weather, earthquakes, power loss, telecommunications failures, terrorism, acts of war, and other similarly damaging events. Although we maintain insurance against fires, floods, and general business interruptions, the amount and types of coverage may not be adequate in any particular case. Furthermore, any damage or disruption could materially impair or block our ability to provide services, which could significantly impact our business.

Experienced computer programmers, or hackers, may attempt to penetrate our network security from time to time. Although we have not experienced any security breaches to date and we maintain a firewall, a hacker who penetrates network security could misappropriate proprietary information or cause interruptions in our services. We might be required to further expend significant capital and resources to protect against, or to alleviate, problems caused by hackers. We also may not have a timely remedy against a hacker who is able to penetrate our network security. In addition to purposeful security breaches, the inadvertent transmission of computer viruses or anything else manifesting contaminating or destructive properties could expose us to litigation or to a material risk of loss. Any of these incidents could materially impact our ability to provide services as well as materially impact the confidence of our subscribers in our services, either of which could significantly and adversely impact our business.

We may be subject to regulation of advertising and subscriber solicitation or other newly-adopted laws and regulations.

As part of our subscriber registration process, our subscribers agree to receive emails and other communications from us. In addition, we use email and other online marketing techniques to reach potential subscribers, particularly for ourReis SEandReisReports products.subscribers. We may be subject to restrictions on our ability to communicate through email and phone calls, even with existing subscribers. The U.S. and other jurisdictions have proposed or adopted laws that restrict or prohibit unsolicited email or spam. These laws may impose significant monetary penalties for violations. In addition, laws or regulations that could harm our business could be adopted, or reinterpreted so as to affect our activities, by Federal and state governments, regulatory agencies or foreign governments or agencies. This could include, for example, laws regulating the source, content or form of information provided on our websites, the information or services we provide, or our transmissions over the Internet. Violations or new interpretations of these laws or regulations may result in penalties, damage our reputation, increase our costs or make our services less attractive.

Litigation or governmental investigations in which we become involved may significantly increase our expenses and adversely affect our stock price.

From time to time, we are a party to various lawsuits. Any lawsuits, threatened lawsuits or governmental investigations in which we are involved could cost us a significant amount of time and money to defend, could distract management’s attention away from operating our business, could result in negative publicity and could adversely affect our stock price. In addition, if any claims are determined against us or if a settlement requires us to pay a large monetary amount or take other action that materially restricts our operations, our profitability could be significantly reduced and our financial position could be adversely affected. Our insurance may not be sufficient to cover any losses we incur in connection with litigation claims.

Reis develops and maintains three highly curated, proprietary databases of U.S. commercial real estate. On an ongoing basis, Reis surveys and receives data from building owners, leasing agents and managers, as well as from multiple other data sources.sources, including public record information. Nonetheless, we may be subject to legal liability for collecting, displaying or distributing information. We may also be subject to claims based on the content that is accessible from our website through links to other websites or information on our website supplied by third parties. We could also be subject to claims that the collection or provision of certain information breached laws and regulations relating to privacy and data protection. Even if these claims do not result in liability to us, we could incur significant costs in investigating and defending against any claims.

Our revenue, expenses, operating results, margins, financial condition and cash flows are subject to fluctuations.

Our revenues, expenses, operating results, margins, financial condition and cash flows have fluctuated in the past and are likely to continue to do so in the future. These fluctuations could negatively affect our results of operations during that period and future periods. Our revenues, expenses, operating results, margins, financial condition and cash flows may fluctuate from quarter-to-quarterquarter to quarter due to factors including, among others, those described below:

An impairment in the carrying value of goodwill or other intangible assets could negatively impact our consolidated results of operations.

Reis has $54,825,000 of goodwill at December 31, 2014,2017, which is not an amortizable asset and is tested for impairment at least annually, or after a triggering event has occurred, requiring such a calculation. In addition, the carrying amount of amortizable intangible assets at December 31, 20142017 aggregated $14,681,000.$19,474,000. There were no indications of impairment in any of the Company’s intangible assets or goodwill at December 31, 2014.2017. If, in the future, a determination is made that the carrying amount of the Company’s goodwill or amortizable intangible assets is less than the fair value of the respective asset, the Company would record an impairment charge in accordance with the applicable accounting literature. Any future impairment charge could negatively impact the Company’s results of operations, net worth, or the market price of our common stock.

Our business depends on retaining and attracting capable management, operating and operatingsales personnel.

The implementation and development of Reis’s business plan require the skills and knowledge of our senior executives, as well as our sales, technology and operational personnel. Reis may not be able to offset the impact of the loss of the services of these individuals or other key officers or employees because our business requires skilled management, as well as technical, product and technology, and sales and marketing personnel, who are in high demand and are often subject to competing offers. Competition for qualified employees is intense in the information industry, and the loss of a substantial number of qualified employees, or an inability to attract, retain and motivate additional highly skilled employees, could have a material adverse impact on Reis.

Although Reis uses various incentive programs to retain and attract key personnel, these measures may not be sufficient to either attract or retain, as applicable, the personnel required to ensure our success. In addition, grants and issuances pursuant to our equity incentive plans may result in dilution to Reis stockholders.

In order to support future revenue growth, we need to continue to expand, train and retain our sales force. Our ability to develop a strong and productive sales force may be adversely affected by: our ability to attract, retain and motivate new sales personnel; our ability to properly train our sales force; the capability of our sales force to sell an increasing number of potential new products and services while negotiating higher rates on existing services; the length of time for new sales personnel to become productive and quota carrying; competition from other companies in hiring and retaining sales personnel; and our ability to effectively structure our sales force. If we are unable to hire qualified sales personnel and develop and retain the members of our sales force, including sales management, or if our sales team is not successful, our revenues or growth rate could decline and our expenses could increase.

The loss of one or more of our senior executives, or our sales, technology or operational personnel, could have a material adverse impact on the continuing operations of Reis and could adversely affect the market price of our common stock.

We may be subject to tax audits or other procedures concerning our tax collection policies.policies and laws that govern our responsibility to collect sales taxes may change.

We do not collect sales or other similar taxes in states other than New York. However, one or more states (other than New York) may seek to impose sales tax collection obligations onout-of-state companies, such as Reis, which engage in online commerce. A successful assertion that we should collect sales, use or other taxes on the sale of our products or services into these states could subject us to liability for current or past taxes due, and could increase the effective price of our products and services, which could harm our business. In addition, the Supreme Court of the United States is expected to revisit in the spring term of 2018 the degree of physical presence required within a state in order for the state to be permitted to impose sales tax on revenue derived within that state and it is possible that the Court may expand or modify existing precedents in a manner that would increase our responsibility to collect sales taxes.

If we are not able to successfully identify or integrate future acquisitions, our business operations and financial condition could be adversely affected, and future acquisitions may divert management’s attention and consume significant resources.

We may in the future attempt to further expand our markets and services in part through acquisitions of complementary businesses, services, databases and technologies. Mergers and acquisitions are inherently risky, and we cannot assure you that future acquisitions, if any, will be successful. The successful execution of any future acquisition strategy will depend on our ability to identify, negotiate, complete and integrate such acquisitions. Acquisitions involve numerous risks and uncertainties, including the potential unavailability of financial resources necessary to consummate acquisitions, the potential inability to identify all of the risks and liabilities inherent in a target company, the diversion of management’s attention from the operations of our business and strain on our existing personnel. In addition, any acquired businesses would generally be subject to the other risks described under this “Risks Related to the Reis Services Business and the Information Services Industry Generally” section.

Failure to manage and successfully integrate acquired businesses could harm our business. Integration of acquired entities can involve significant difficulties, such as strain on our personnel, systems and operational and managerial controls and procedures, the need to modify systems or add management resources, possible adverse short-term effects on cash flows or operating results, diversion of management’s attention from the operations of our business and failure to obtain and retain key personnel of an acquired business. In addition, if we finance acquisitions by incurring additional debt, our financial condition or liquidity could be adversely impacted. If we finance or otherwise complete acquisitions by issuing equity or convertible debt securities, existing stockholders’ ownership may be diluted.

Risks RelatedChanges in accounting and reporting policies or practices may impact our financial results or presentation of results, which may adversely affect our stock price.

Any potential changes in accounting and reporting policies or practices (such as changes from the January 1, 2018 adoption of the new revenue recognition standard (including not only its effects on revenue recognition in 2018, but also the accounting for costs to Our Discontinued Operations (Residential Development Activities)

Weobtain a contract) or the future adoption of new lease accounting rules) could impact the timing of the recording of revenue or expenses, could increase expenses, and could reduce our revenue, income from continuing operations, net income, EBITDA and Adjusted EBITDA, which results may be exposedindependent of changes in our operations. These increases in expenses, in conjunction with reductions in reported revenue, income from continuing operations, net income, EBITDA and Adjusted EBITDA could cause our stock price to risks associated with our prior development, construction and sale of residential units, and our prior ownership of real property generally.

Reisdecline. The changes in accounting policies could also impact the Company’s balance sheet and certain of its subsidiaries were exposed to significant losses and other expenses associated with construction defect litigation at its Colorado condominium project during 2012. Reis may be exposed in the future to other claims associated with its discontinued residential development activities, including its involvement in the development, construction and sale of single family homes or lots, or claims related to environmental remediation, dissatisfaction by homeowners and homeowners’ associations with the construction of homes and amenities by us and/or our developer partners, or other matters, which could result in litigation costs, remediation costs, warranty expenses or settlement costs which could be material to Reis’s reported discontinued operations, financial condition and cash flows. See Note 10 to the Company’s consolidated financial statements for information relating to the Company’s Gold Peak condominium project in Colorado (“Gold Peak”).

We may be unable to recover any cash from insurance companies or other potentially responsible parties.

We continue to evaluate the cost and benefits of pursuing cash recovery efforts from insurance providers, subcontractors, other professionals, our partners or other potentially responsible parties related to the Gold Peak project. During 2012, Reis and certain of its subsidiaries settled with, and used $17,000,000 of cash on the balance sheet to pay the Gold Peak homeowners association. No portion of the $17,000,000 was provided by any of the other defendants, potentially responsible parties or insurance companies. Our recovery efforts may include litigation, mediation, settlement or trials. Recovery efforts through December 31, 2014 resulted in cash collections aggregating $819,000, including $26,000, $80,000 and $713,000 in 2014, 2013 and 2012, respectively. During 2015, we may incur additional legal and expert costs and allocate resources to our recovery efforts, which may not result in any cash recoveries. As described in Note 10 to the Company’s consolidated financial statements, a trial in the comprehensive insurance action is scheduled for July 2015, and the trial in the subcontractor case is scheduled for October 2015. The amount of incurred costs related to these actions, without any cash recoveries, could negatively affect our discontinued operating results, financial condition and cash flow.ratios.

Risks Related to Ownership of Our Common Stock, Our Capital Structure and Reis Generally

Our common stock is thinly traded; there may continue to be little or no liquidity for shares of our common stock; and our Board of Directors may take actions with which you disagree, which affect the trading price of our common stock.

Historically, our common stock has been thinly traded, and a highly active trading market for our common stock may not develop. In the absence of a highly active public trading market, investors trying to sell their shares may find it difficult to find buyers for their shares at prices quoted in the market or at all.

Our Board of Directors, or Board, may authorize transactions with respect to our common stock. These transactions may include a reverse stock split orodd-lot or other share repurchase programs, or the declaration of aone-time or recurring dividend. Between December 2008 and

On August 2011,30, 2016, the Company’s Board authorized the repurchase ofa program to purchase up to an aggregate amount of $5,000,000 of ourthe Company’s common stock. Cumulatively,Purchases under the program may be made from time to time in the open market or through privately negotiated transactions. Depending on market conditions, financial developments and other factors, these purchases may be commenced or suspended at any time, or from time to time, without prior notice and may be expanded without prior notice. The Company may make purchases pursuant to a trading plan under Securities Exchange Act Rule10b5-1, permitting open market purchases of common stock during blackout periods.

During the years ended December 31, 2017 and 2016, the Company utilized $4,449,000 throughpurchased an aggregate of 182,028 and 54,176 shares of common stock for approximately $3,421,000 and $1,144,000, respectively, or an average price of $19.33 per share, leaving approximately $435,000 at December 31, 2011, and repurchased approximately 8.1% of2017 that may be used to purchase additional shares under the common shares outstanding atrepurchase program in the time of the Board’s initial authorization in December 2008. future.

All future decisions regarding additional authorizations to repurchase stock will be at the discretion of our Board, will require authorization from the Board, and will be evaluated from time to time in light of the Company’s liquidity and anticipated cash needs, the price per share of our common stock, the number of shares of our common stock outstanding, applicable NASDAQ rules, debt covenant compliance requirements, applicable law and other factors deemed relevant. Amounts may be authorized by the Board whereby future purchases could be commenced or suspended at any time, or from time to time without notice. If we effect any such repurchases in the future, the liquidity of our common stock could be adversely affected due to the reduced number of shares that would

be outstanding. In addition, a share repurchase program requires the payment of cash by Reis to stockholders, which could adversely impact our liquidity. If we effect a reverse stock split, there can be no assurance that the market price per share of our common stock after the reverse stock split will rise or remain constant in proportion to the reduction in the number of shares of our common stock outstanding before the reverse stock split.

WeThe Company commenced a quarterly dividend program in the second quarter of 2014 when weit declared and paid an initial quarterly cash dividend of $0.11 per common share in June 2014. Inshare. The Company increased the third and fourth quarters of 2014, wedividends declared and paid a quarterly cash dividend of $0.11to $0.14 per common share in eachfor all four quarters of September 20142015 and December 2014, respectively. Aggregateincreased the dividends declared and paid to $0.17 per share for all four quarters of 2016 and 2017. Dividends paid by the Company during 2014 approximated $3,698,000.2017, 2016 and 2015 aggregated approximately $7,876,000, $7,747,000 and $6,338,000, respectively. On February 2, 2015, we15, 2018, the Company announced that we have increased the next quarterly dividend is payable on March 18, 2015 to $0.1414, 2018 at $0.19 per common share. Although we anticipate paying a quarterly dividend hereafter, future dividends are subject to approval by the Board. If the Board were to declare a special dividend, or increase the regular quarterly dividend pay rate, to an amount greater than $0.14 per share, the cash used for such a special dividend or dividend increase could adversely impact our liquidity. Conversely, if we were to reduce, or stop paying a quarterly dividend, it could result in a change in the investment profile of Reis and could cause certain stockholders with an investment criteria of investing in stocks that pay a dividend to sell our stock, potentially adversely affecting the market for and the market price of our common stock.

The Company may decide to sell shares of stock which could be dilutive to existing shareholders of Reis stock.

In order to continue to grow revenue, management may need to increase its spending to hire additional employees to build databases and improve our website functionality, or may identify the need to invest in additional or new technologies or pursue an acquisition of tangible or intangible assets or a business. We may need additional cash, beyond what is generated by the business or available under existing debt arrangements, or if new credit is not available, to be able to fund certain objectives, and may decide to raise capital by selling additional shares of common stock or issuing other forms of equity in Reis. If we issue equity or convertible debt securities, existing stockholders’ ownership may be diluted. In addition, the price for which our shares trade may be reduced.

On June 24, 2015, the Company’s shelf registration statement on FormS-3 was declared effective. The shelf registration statement permits the offering, issuance and sale of up to a maximum aggregate offering price of $75,000,000 of the Company’s stock from time to time for three years through June 24, 2018. Any determinations about the issuance of new common shares will be at the discretion of the Company’s Board and the use of proceeds, unless otherwise indicated, will be for general corporate purposes, which may include working capital, capital expenditures or acquisitions. Management will retain broad discretion in the allocation of the net proceeds. Although the Company has no immediate plans to issue shares under the shelf registration statement, any potential equity offerings in the future could dilute the ownership interest of our existing stockholders and could cause the Company’s stock price to decline.

Certain of our executive officers and directors own a significant percentage of our stock, have significant control of our management and affairs, and may favor transactions or policies with which you disagree.

The named executive officers and directors of Reis in the aggregate beneficially owned approximately 24.2%22.1% of Reis’s outstanding common stock as of December 31, 2014.2017. Of this total, Lloyd Lynford and Jonathan Garfield, each of whom is a founder, an executive officer and a director of the Company, beneficially owned 12.4%11.7% and 8.8%8.4%, respectively, at December 31, 2014.2017. A significant concentration of share ownership may adversely affect the trading price of a company’s common stock because investors may perceive disadvantages in owning stock in companies where management holds a significant percentage of the voting power. A concentration of ownership may have the effect of delaying or preventing a change of control, including a merger, consolidation or

other business combination involving Reis, or discouraging a potential acquirer from making a tender offer or otherwise attempting to obtain control, even if such a change of control might be seen as beneficial to other Reis stockholders.

Executive officers, directors and employees may sell shares of Reis stock.

Certain of our executive officers, directors and employees currently have in effect or in the future may establish selling plans in accordance with the rules and regulations of the SEC. These selling plans may be utilized to provide such employees with a degree of financial diversification, estate and family planning, as well as to assist in satisfying certain tax or other financial obligations.obligations including, in connection with the vesting of restricted stock units (“RSUs”) or option exercises. In the fourth quarter of 2014, both Lloyd Lynford and Jonathan Garfield established selling plans under Rule10b5-1 which arewere designed to comply with selling limitations under Rule 144. Those plans expired in the second quarter of 2015. Mr. Garfield established a new selling plan in the fourth quarter of 2015 which expired on May 6, 2016. William Sander, the President and Chief Operating Officer of Reis Services, has had selling plans under Rule10b5-1 in place for a number of years. In connection with the June 2015 registration statement on FormS-3, Lloyd Lynford and Jonathan Garfield also registered their shares, making them eligible for inclusion in an offering by the Company or for sale in the open market, privately negotiated transactions or other transactions. As of the date of this annual report on Form10-K, neither individual has sold any shares under this registration statement. Messrs. Lynford and Garfield may also sell shares from time to time (other than pursuant to this registration statement) under Rule 144 or another exemption from the SEC’s registration requirements. The market may disfavor

the adoption of Rule10b5-1 trading plans by one or more of our officers or directors, or selling under the FormS-3 by Mr. Lynford and/or Mr. Garfield, perceiving that such a plan representsselling or plans to sell represent a decline in management’s confidence about our prospects or that the parameters for and trading under a Rule10b5-1 sales plan or off of the FormS-3 or other selling could cause downward pressure on our stock price. In addition, as part

The exercise of options, like any other equity award vesting or exercise, will create dilution from the issuance of shares in settlement of the terms ofexercised options and could exert downward pressure on the Merger in May 2007, both Messrs. LynfordCompany’s stock price if the employee chooses to cover the option exercise price and Garfield have certain rights, subjectincome tax withholding obligations due to some conditions, to require us to file registration statements covering their shares or to include their shares in registration statements that we may file for ourselves or other stockholders. the Company upon exercise by selling shares.

Selling of shares by employees, especially executives, could adversely affect the demand for our stock, could negatively impact the liquidity of our stock and could result in a decrease in the market price of our stock.

Our governing documents and Maryland law contain anti-takeover provisions that may discourage acquisition bids or merger proposals, which may adversely affect the market price of our common stock.

Reis’s articles of amendment and restatement and bylaws contain provisions designed to discourage attempts to acquire control of Reis by merger, tender offer, proxy contest, or removal of incumbent management without the approval of our Board. These provisions may make it more difficult or expensive for a third party to acquire control of Reis even if a change of control might be seen as beneficial by other Reis stockholders. This could discourage potential takeover attempts and could adversely affect the market price of Reis’s common stock. Reis’s governing documents:

In addition, under Maryland law, certain “business combinations” (including certain issuances of equity securities) between a Maryland corporation and any person who beneficially owns 10% or more of the voting power of the corporation’s shares or an affiliate thereof are prohibited for five years after the most recent date on which the interested stockholder becomes an interested stockholder, unless waived by the then existing board. Our Board may approve certain transactions or exempt certain interested stockholders at any time prior to a party becoming an interested stockholder. At December 31, 20142017 and through the date of this annual report on Form10-K, the Board has not approved any exemptions from the Maryland statute.

Increases in interest rates could increase our interest expense.

In October 2012, Reis Services, as borrower, and the Company, as guarantor, entered into a loan and security agreement with Capital One, National Association, as lender, for a $10,000,000 revolving credit facility, which we refer to as the 2012 Revolver. The 2012 Revolver hashad a three year term expiringscheduled to expire on October 16, 2015,2015; however, the expiration date was extended to January 31, 2016. In January 2016, Reis Services and anyCapital One executed an amended and restated loan and security agreement for a $20,000,000 revolving credit facility with terms substantially similar to the 2012 Revolver (as amended, the “2016 Revolver,” and collectively with the 2012 Revolver, the “Revolver”). The 2016 Revolver expires on January 28, 2019. Any borrowings on the Revolver bear interest at a rate of LIBOR + 2.00% per annum (for LIBOR loans) or the greater of 1.00% or the bank’s prime rate minus 0.50% per annum (for base rate loans) and is subject to an unused facility fee of 0.25% per annum.

As of December 31, 2014,2017, we had no debt outstanding; however, we may borrow amounts under the Revolver in the future. There have been instances in the past when we purchased interest rate caps on our outstanding debt to limit our exposure to significant interest rate increases. In deciding whether to purchase interest rate caps or other hedging instruments, we may weigh the value of protection against significant increases in interest rates against the cost of such instruments. The Company does not have any interest rate caps or other hedging instruments at December 31, 2014.2017. Therefore, if interest rates increase, our interest costs on any outstanding

borrowings would also increase, which may have a material adverse effect on our results of operations, financial condition and cash flows.

The Company may seek to extend, modify or replace the Revolver.

The Revolver is scheduled to expire on October 16, 2015. We may consider, based upon market conditions and business needs, refinancing or otherwise amending or replacing the Revolver with a new facility. There can be no assurance that we will be able to do so, or be able to do so on terms that are acceptable to us.

Our Revolver contains and a modified or replacement facility will likely contain, covenants that restrict our operations, which may negatively affect our ability to operate our business and limit our ability to take advantage of potential business opportunities. Declines in our operational performance could cause financial covenants to be violated on our outstanding debt.

Provisions in the Revolver or a modified or replacement facility may impose restrictions on the Company’s ability to, among other things:

The Revolver also contains other customary covenants, including covenants which require the Company to meet specified financial ratios and financial tests. If the Company were not able to comply with these covenants in the future, the failure to do so may result in the Company seeking waivers or modifications to the financial ratios and financial tests, or ultimately the declaration of an event of default. Furthermore, certain events, such as the voluntary or involuntary filing by Reis under any bankruptcy, insolvency or similar law (which is not stayed or dismissed within certain time periods), will cause an event of default. In addition, an event of default, if not cured or waived, may result in the acceleration of the maturity of indebtedness outstanding under the Revolver, which would require the Company to pay all amounts outstanding. If an event of default occurs, the lender may not make any waivers or modifications to financial covenants, and the Company may not be able to cure it within any applicable cure period, if at all. If the maturity of this indebtedness is accelerated, Reis Services or Reis may not have the ability to borrow or obtain sufficient funds to replace the accelerated indebtedness on terms acceptable to us, or at all. Furthermore, the Revolver is secured by Reis Services’s assets and, therefore, these assets would not be available to secure additional credit.

The Company may decide to sell shares of stock which could be dilutive to existing shareholders of Reis stock.

In order to continue to grow revenue, management may need to increase its spending to hire additional employees to build databases and improve our website functionality, or may identify the need to invest in additional or new technology or pursue an acquisition of tangible or intangible assets or a business. We may need additional cash, beyond what is generated by the business or available under the Revolver, to be able to fund certain objectives, and may decide to raise capital by selling additional shares of common stock or issuing other forms of equity in Reis. If we issue equity or convertible debt securities, existing stockholders’ ownership may be diluted. In addition, the price for which our shares trade may be reduced.

Our ability to use our net operating loss carryforwards will be subject to limitation and the generation of taxable income in the future.

The Company has significant Federal, state and local net operating loss, or NOL, carryforwards at December 31, 2014.2017. The aggregate Federal NOLs were approximately $61,165,000$37,859,000 at December 31, 2014.2017. These NOLs include NOLsamounts generated subsequent to the Merger, losses from the Reis Services business prior to the Merger and the Company’s operating losses prior to the Merger. Approximately $20,317,000$5,140,000 of these Federal NOLs are subject to an annual limitation of $2,779,000, per year, whereas the remaining balance of approximately $40,848,000$32,719,000 is not subject to such athe limitation. All of these losses may be utilized against consolidated Federal taxable income in the future.future, subject to expiration 20 years after the losses are incurred. However, for net operating losses incurred after December 31, 2017, such net operating losses will have an indefinite life, but usage will be limited to 80% of taxable income in any given year. The actual ability to utilize the tax benefit of any existing NOLs will be dependent upon the rules described above and the Company’s ability to generate taxable income in the future, if at all. A

On December 22, 2017, the Federal government of the United States enacted the U.S. Tax Cuts and Jobs Act (“the Tax Act”) which significantly changed existing U.S. tax laws, including a reduction in the federal corporate income tax rate from 35% to 21%, repeal of the corporate alternative minimum tax (“AMT”) and a refund of certain existing AMT credits over several years, introduction of a capital investment deduction, limitation of the interest deduction, limitation of the use of net operating losses incurred on or after January 1, 2018 to offset future taxable income, limitation of the deduction for compensation paid to certain executive officers and extensive changes to the U.S. international tax system, as well as other changes. These changes generally took effect on January 1, 2018. The U.S. Treasury department is expected to release regulations implementing the Tax Act and the U.S. tax laws may be further amended in the future. The Tax Act is complex andfar-reaching and we cannot predict with certainty the resulting impact its enactment will have on us. On December 22, 2017, the SEC issued Staff Accounting Bulletin 118 (“SAB 118”), which provides guidance on accounting for tax effects of the Tax Act. SAB 118 provides a measurement period that should not extend beyond one year from the Tax Act enactment

date for companies to finalize the accounting. To the extent that a company’s accounting for certain income tax effects of the Tax Act is incomplete but it is able to determine a reasonable estimate, it must record a provisional estimate to be included in the financial statements. If a company cannot determine a provisional estimate to be included in the financial statements, it should continue to apply its current tax accounting on the basis of the provision of the tax laws that were in effect immediately before the enactment of the Tax Act. As a result, the consolidated statements of operations reflect a net expense of $5,142,000 for the year ended December 31, 2017 from there-measurement of our net Federal deferred tax assets to the lower corporate tax rate, which we are reporting provisionally. While the Company was able to make reasonable estimates of the impact of the reduction in the Federal corporate rate, the final impact of the Tax Act may differ from these estimates, including, but not limited to, changes in our interpretations and assumptions, additional guidance that may be issued by the Internal Revenue Service (“IRS”), and return to provision differences and state rate adjustments. The Company is continuing to gather additional information to determine the final impact.

The reduction in the balance of our net Federal deferred tax assets resulted in expense being recorded in the 2017 statement of operations, which may affect our stock price. Future financial results and cash flows may be negatively impacted as the Company continues its analysis and further understands other impacts on the use of NOLs from the Tax Act.

During March 2014, New York State enacted a law to (1) reduce corporate tax rates, effective in future years and anticipated conforming changes to(2) change the method of determining the availability and use of NOLs existing at December 31, 2014. In April 2015, New York City enacted a law which substantially conforms with the New York State changes. The Company expects, in the future, that it will be subject to cash payments for a portion of its state and local income taxes as the changed New York State and New York City law in 2015 willlaws limit the amount of existing NOLs which could be used each year in those jurisdictions; however, althoughyear. Although the lossesamount of NOLs in New York State and New York City are limited for any particular year, we expect to fully utilize all of our NOLs in the future.

Federal, state and local tax audits may result in the payment of additional taxes, penalties and interest.

Our tax returns are subject to audit by Federal, state and local tax authorities. Currently, Reis’s Federal tax returns are open for 20112014, 2015 and 2013. The 2012 Federal tax return is currently under audit. Reis’s2016. With few exceptions, the state and a subsidiary’s New York Statelocal income tax returns are under auditopen to examination for the years 2004 to 2006 and are open, as a result of signed waiver, for the years 2007 to 2013. Reis’s and a subsidiary’s New York City tax returns are also open for the years 2004 to 2013 as well. The tax returns of another Reis subsidiary are open in Colorado for 2010 to 2013. All other tax years are closed.2014 through 2016. However, prior year tax returns giving rise to an NOL may be reviewable in connection with the audit of a later tax year when such loss is utilized. The ultimate resolutionaudit of the current audits andan open tax years for New York State and New York City, as well as open tax years for Federal purposes,year could result in the payment of additional tax, penalties and interest, which could negatively affect our profitability and cash flows.

Other states, besides states where physical nexus exists, may aggressively pursue Reis and its subsidiaries under the theory of economic nexus. Such claims by a state could result in the payment of additional tax in the future, as well as for prior unpaid tax, penalties and interest, which could negatively affect our profitability and cash flows.

Item 1B. Unresolved Staff Comments.

None.

Item 2. Properties.

At December 31, 2014,2017, the Company leasedhad leases in place on approximately 38,00045,000 square feet of space in New York, New York under two leases, both ofone lease, which expireexpires in September 2016 andOctober 2025, approximately 10,00042,000 square feet of space in White Plains, New York, under one lease, which expires in September 2019.June 2023 and approximately 1,500 square feet of space in Laguna Beach, California, under one lease, which expires in June 2020.

Item 3. Legal Proceedings.

As disclosed in Note 109 to the Company’s consolidated financial statements, the Company is engaged in certain legal matters, and the disclosure set forth in Note 109 is incorporated herein by reference.

Item 4. Mine Safety Disclosures.

Not applicable.

PART II

Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities.

Market Information

The Company’s common shares trade on the NASDAQ Global Market under the symbol “REIS.” As of December 31, 2014,2017, there were 237243 holders of record of our common stock. Since certain of our shares are held by brokers and other institutions on behalf of shareholders, the foregoing number is not representative of the number of beneficial owners.

The high and low sales prices per share for our common stock for each quarter in the years ended December 31, 20142017 and 20132016 are as follows:

Common Stock Price Performance Graph

The following graph compares the cumulative total stockholder return on Reis’s common stock, which is represented below by “REIS,” for the period commencing December 31, 20092012 through December 31, 2014,2017, with the cumulative total return on the Russell 2000 Index, which we refer to as the Russell 2000, and the S&P 500 Index, which we refer to as the S&P 500, for the same period. Reis has chosen the Russell 2000 based on the market capitalization of the issuers contained in that index. Reis has not identified a peer group for stock price performance purposes, due to the limited number of issuers in businesses similar to ours. Total return values were calculated based on cumulative total return assuming (1) the investment of $100 in the Russell 2000, the S&P 500 and Reis common stock on December 31, 2009,2012, and (2) reinvestment of dividends. The total return for Reis common stock from December 31, 20092012 to December 31, 20142017 was a gain of approximately 331.5%75.6% versus a gain of approximately 105.9%107.9% for the Russell 2000S&P 500 and a gain of approximately 105.0%93.4% for the S&P 500.

Comparison of Cumulative Five Year Total ReturnRussell 2000.

Dividends

The Company commenced a quarterly dividend program in the second quarter of 2014 when it declared and paid an initial quarterly cash dividend of $0.11 per common share in June 2014. Inshare. The Company increased the third and fourth quarters of 2014, the Companydividends declared and paid a quarterly cash dividend of $0.11to $0.14 per common share in eachfor all four quarters of September 20142015, and December 2014. Aggregate dividendsincreased the dividend declared and paid to $0.17 for all four quarters of 2016 and 2017. Dividends paid by the Company during 2014 approximated $3,698,000. On2017, 2016 and 2015 aggregated approximately $7,876,000, $7,747,000 and $6,338,000, respectively. In February 2, 2015,2018, the Company announced that it has increased thedeclared a quarterly dividend payable on March 18, 2015 to $0.14of $0.19 per common share.share payable in March 2018. Although the Company anticipates paying a quarterly dividend hereafter, future dividends are subject to approval by the Board. The Company did not declare or distribute any dividends during the years ended December 31, 2013 and 2012.

Recent Sales of Unregistered Securities

The Company has not sold any unregistered securities within the past three years.

Issuer Purchases of Equity Securities

DuringOn August 30, 2016, the fourth quarter and year ended December 31, 2014, the Company did notCompany’s Board authorized a repurchase anyprogram of shares of the Company’s common stock.

Authorizationstock up to an aggregate of $5,000,000. Purchases under the program may be made from the Board will be required for any stock repurchasestime to time in the future.open market or through privately negotiated transactions. Depending on market conditions, financial developments and other factors, amountsthese purchases may be authorized by the Board whereby future purchases could be commenced or suspended at any time, or from time to time, without prior notice and may be expanded without prior notice. The Company may make purchases pursuant to a trading plan under Securities Exchange Act Rule10b5-1, permitting open market purchases of common stock during blackout periods consistent with the Company’s “Policies for Transactions in Reis Stock and Insider Trading and Tipping.”

During the fourth quarter of 2017, the Company repurchased the following common shares: