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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

__________________

FORM 10-K
__________________

☒        ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the Fiscal Year Ended: July 31, 2017

OR

☐       TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the Transition Period from                        to

Commission file number: 1-3647

J.W. MAYS, INC.
(Exact name of registrant as specified in its charter)

New York 11-1059070
(State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification No.)
 
9 Bond Street, Brooklyn, New York 11201-5805
(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: (718) 624-7400

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

Title of each class Name of each exchange on which registered
Common Stock, par value $1 per share The NASDAQ Stock Market LLC

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

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 ☒

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 ☒    No ☐

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).   Yes ☒      No ☐

  Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulations S-K (§229.405 of this chapter) 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 this Form 10-K or any amendment to this Form 10-K.  ☒   No delinquent filers

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer”, “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer ☐

Accelerated filer ☐

Emerging growth company ☐

Non-accelerated filer ☐ Smaller reporting company  ☒  

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 in Rule 12b-2 of the Exchange Act).   Yes  ☐   No ☒

The aggregate market value of voting stock held by non-affiliates of the registrant was approximately $16,986,951 as of January 31, 2017 based on the average of the bid and asked price of the stock reported for such date. For the purpose of the foregoing calculation, the shares of common stock held by each officer and director and by each person who owns 5% or more of the outstanding common stock have been excluded in that such persons may be deemed to be affiliates. This determination of affiliate status is not necessarily a conclusive determination for other purposes.

The number of shares outstanding of the registrant’s common stock as of September 1, 2017 was 2,015,780.

DOCUMENTS INCORPORATED BY REFERENCE

Part of Form 10-K
       in which the Document
Document is incorporated
Annual Report to Shareholders for Fiscal Year Ended July 31, 2017 Parts I and II
Definitive Proxy Statement for the 2017 Annual Meeting of Shareholders Part III

Table of Contents

J.W. MAYS, INC.
FORM 10-K FOR THE FISCAL YEAR ENDED JULY 31, 2017

TABLE OF CONTENTS

            Page
Part I
Item 1. Business 1
Item 1A. Risk Factors 1
Item 1B. Unresolved Staff Comments 2
Item 2. Properties 3
Item 3. Legal Proceedings 8
Item 4. Mine Safety Disclosures 8
Part II  
Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities 9
Performance Graph 10
Item 6. Selected Financial Data 11
Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations 11
Item 7A. Quantitative and Qualitative Disclosures About Market Risk 11
Item 8. Financial Statements and Supplementary Data 11
Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure 11
Item 9A. Controls and Procedures 11
Item 9B. Other Information 12
Part III
Item 10. Directors, Executive Officers and Corporate Governance 12
Item 11. Compensation 13
Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters 13
Item 13. Certain Relationships and Related Transactions, and Director Independence 13
Item 14. Principal Accounting Fees and Services 13
Part IV
Item 15. Exhibits and Financial Statement Schedules 13
Signatures 15

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PART I

ITEM 1. BUSINESS.

J.W. Mays, Inc. (the “Company” or “Registrant”) with executive offices at 9 Bond Street, Brooklyn, New York 11201, operates a number of commercial real estate properties, which are described in Item 2 “Properties”. The Company’s business was founded in 1924 and incorporated under the laws of the State of New York on July 6, 1927.

The Company has 30 employees and has a contract, expiring November 30, 2019, with a union covering rates of pay, hours of employment and other conditions of employment for approximately 23% of its employees. The Company considers that its labor relations with its employees and union are good.

CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS

This Annual Report on Form 10-K may contain forward-looking statements which include assumptions about future market conditions, operations and financial results. These statements are based on current expectations and are subject to risks and uncertainties. They are made pursuant to safe harbor provisions of the Private Securities Litigation Reform Act of 1995. The Company’s actual results, performance or achievements in the future could differ significantly from the results, performance or achievements discussed or implied in such forward-looking statements herein and in prior U. S. Securities and Exchange Commission (“SEC”) filings by the Company. The Company assumes no obligation to update these forward-looking statements or to advise of changes in the assumptions on which they were based.

Factors that could cause or contribute to such differences include, but are not limited to, changes in the competitive environment of the Company, general economic and business conditions, industry trends, changes in government rules and regulations and environmental rules and regulations. Statements concerning interest rates and other financial instrument fair values and their estimated contribution to the Company’s future results of operations are based upon market information as of a specific date. This market information is often a function of significant judgment and estimation. Further, market interest rates are subject to potential significant volatility.

ITEM 1A. RISK FACTORS.

Risks Relating to Ownership Structure

The controlling shareholder group may be able to vote its shares in favor of its interests that may not always coincide with the interests of shareholders not part of such group. This risk may be counter-balanced to a degree by the actions of the Board of Directors whose composition is made up of a majority of independent directors.

The controlling shareholder group includes a corporation that owns a significant percentage of the Company’s common stock and which does business with the Company, as further described in the Notes to the Consolidated Financial Statements. In theory, this could result in a conflict of interest; nevertheless, the Company and its largest shareholder have put in place some controls to reduce the effects of any perceived conflict of interest.

Certain conflicts of interest may be perceived by the relationship between the Company and its largest shareholder. Both entities have the same Chief Executive Officer, and certain management personnel work for both entities. Nevertheless, the Company’s Board of Directors (“Board”) is composed of a majority of independent directors. As recently as 2005, in a case involving both entities, the Delaware Supreme Court in connection with an attempt to obtain books and records of the Company through a proceeding against the Company’s significant shareholder, held that the actions of the Company’s Board were proper.

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Risks Related to Our Business

We are a part of the communities in which we do business. Accordingly, like other businesses in our communities, we are subject to the following risks:

●

the continued threat of terrorism;
 

●

economic downturns, both on a national and on local scales;
 

●

loss of key personnel;
 

●

the availability, if needed, of additional financing;
 

●

the continued availability of insurance (in different types of policies) at reasonably acceptable rates;
 

●

the general burdens of governmental regulation, at the Local, State and Federal levels;
 

●

climate change; and
 

●

cyber security.

Risks Related to Real Estate Operations

Our investment in property development may be limited by increasing costs required to “fit up” property to be leased to tenants. Also, as the cost of fitting up properties increases, we may be required to wait and forsake opportunities that would be revenue producing until such time that we obtain the necessary financing of such ventures. This risk may be mitigated by our obtaining lines of credit and other financing vehicles, although such have significant limitations on the amounts that may be borrowed at any point in time.

We also may be subject to environmental liability as an owner or operator of properties. Many of our properties are old and when we need to fit up a property for a new tenant, we may find materials and the like that could be deemed to contain hazardous elements requiring remediation or encapsulation.

We try to lease our properties to tenants with adequate finances, but as a result of the economic downturn, even formerly financially strong tenants may be at risk. The Company is trying to mitigate the latter by leasing our properties to multiple tenants where applicable in order to diversify the tenant base.

Risks Related to our Investments

Excess cash and cash equivalents may be invested from time to time. We seek to earn rates of return that will help us finance our business operations. These investments may be subject to significant uncertainties and may not be successful for many reasons, including, but not limited to the following:

●

fluctuations in interest rates;
 

●

worsening of general economic and market conditions; and
 

●

adverse legal, financial and regulatory developments that may affect a particular business.

Risk Factors Summary

These are some of the “Risk Factors” that could affect the Company’s business. The Company endeavors to take actions and do business in a way that reduces these “Risk Factors” or, at least, takes them into account when conducting its business. Nevertheless, some of these “Risk Factors” cannot be avoided so that the Company must also take actions and do business that negates the adverse effects that these may have on the Company.

ITEM 1B. UNRESOLVED STAFF COMMENTS.

There are no unresolved comments from the staff of the U. S. Securities and Exchange Commission as of the date of this Annual Report on Form 10-K.

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ITEM 2. PROPERTIES.

The table below sets forth certain information as to each of the properties currently operated by the Company:

      Approximate
Location Square Feet
1. Brooklyn, New York
        Fulton Street at Bond Street 380,000
2. Brooklyn, New York
        Jowein building at Elm Place 201,000
3. Jamaica, New York
        Jamaica Avenue at 169th Street 297,000
4. Fishkill, New York
        Route 9 at Interstate Highway 84 203,000
(located on
14.6 acres )
5. Levittown, New York  
        Hempstead Turnpike 10,000
(located on
75,800 square
feet of land )
6. Massapequa, New York
        Sunrise Highway 133,400
7. Circleville, Ohio
        Tarlton Road 193,350
(located on
11.6 acres )
8.    Brooklyn, New York
        Truck bays, passage facilities and tunnel-Schermerhorn Street 17,000
        Building-Livingston Street 10,500

Properties are leased under long-term leases for varying periods, the longest of which extends to 2073, and in most instances renewal options are included. Reference is made to Note 5 to the Consolidated Financial Statements contained in the 2017 Annual Report to Shareholders, incorporated herein by reference. The property owned which is held subject to mortgage is the Brooklyn Fulton Street at Bond Street building.

1. Brooklyn, New York—Fulton Street at Bond Street
 
       

90% of the property is owned by the Company and the remaining 10% of the property is leased by the Company under five separate leases. Expiration dates are as follows: 12/8/2043 (1 lease) which lease currently has one thirty-year renewal option through 12/8/2073. The Company in July 2012, exercised the first renewal option for thirty years ending 12/8/2043; 4/30/2021 (2 leases), which leases previously had expiration dates of April 30, 2011 and were extended for an additional ten years; and 4/30/2031 (2 leases) which leases previously had expiration dates of April 30, 2011 and were extended for an additional twenty years.

The property is currently leased to twenty-two tenants of which seven are retail tenants, two are fast food restaurants, eleven occupy office space, one is a dental office and one is a medical office. Two tenants have leased in excess of 10% of the rentable square footage. One tenant is a department store (33.42%) and the other tenant occupies office space (15.06%).

In February 2017, a tenant who occupies 25,423 square feet of office space whose lease expired on March 31, 2017, extended the lease until December 31, 2017.

In March 2017, the Company leased 7,700 square feet to a medical facility for a term of ten years with two five year option periods. To accommodate this tenant, an existing tenant surrendered 400 square feet of retail space. The cost of renovations for this tenant will be approximately $400,000 and brokerage commissions were $216,052. The tenant is anticipated to take occupancy and commence payment of rent in January 2018.

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On April 4, 2017, a tenant filed for Chapter 11 protection. This tenant accounted for 2.33% of our annual net rental income for the year ended July 31, 2017. The tenant vacated the premises in July 2017. The annual loss in rental income will be $442,000.

It is the intention of the Company to negotiate the renewals of the expiring leases as they come due, providing the tenants maintain adequate finances.


        Occupancy   Lease Expiration   Rent
  Year       Year       Number of   Area Annual   Percentage of
Ended       Rate       Ended       Leases       Sq. Ft.       Rent       Gross Annual Rent
7/31/2013   74.73% 7/31/2018         6       30,026       $1,058,686         5.717      
7/31/2014 76.21% 7/31/2019   2     57,909 1,007,433     5.440
7/31/2015 77.08% 7/31/2020 1 1,000   42,000   .227  
7/31/2016 76.44% 7/31/2021 4 17,205   833,264 4.500
7/31/2017 75.59% 7/31/2022   1 2,000 103,205   .557
  7/31/2023 1 2,160 69,000 .373
7/31/2024 1 1,140 64,282 .347
  7/31/2025   1 3,080 112,000 .605
7/31/2028 1 7,700 — .000
7/31/2032 2 28,218 889,627 4.804
7/31/2036 2 138,124 3,315,657 17.905
22 288,562 $7,495,154 40.475

       

The Company uses 17,810 square feet of available space.

As of July 31, 2017 the federal tax basis is $22,247,043 with accumulated depreciation of $11,347,437 for a net carrying value of $10,899,606. The lives taken for depreciation vary between 15-40 years and the methods used are straight-line and declining balance.

The real estate taxes for this property are $1,773,245 per year and the rate used is averaged at $11.305 per $100 of assessed valuation.
 

2. Brooklyn, New York—Jowein building at Elm Place
 

The building is owned. The property is currently leased to thirteen tenants of which two are retail stores, one is a fast food restaurant, two for warehouse space and eight leases are for office space.

In May 2015, the Company entered into a 20 year lease agreement with a new tenant (cancellation clause after the 10th year) to occupy 17,425 square feet of office space. Occupancy commenced in March 2017 and rent commenced in June 2017. The amount of brokerage commissions and construction costs were $496,266 and $1,750,570, respectively.

In February 2017, a tenant who occupies 41,385 square feet of office space surrendered 10,569 square feet and extended the lease for the remaining 30,816 square feet from May 31, 2019 until May 31, 2020. The 10,569 square feet surrendered was leased to a new tenant in February 2017 for a period of five years.

In May 2017, a tenant who occupies 8,300 square feet of office surrendered 5,000 square feet. The 5,000 square feet surrendered was leased to a new tenant in May 2017 for a period of ten years.

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It is the intention of the Company to negotiate the renewals of the expiring leases as they come due, providing the tenants maintain adequate finances.


        Occupancy Lease Expiration Rent
       Year             Year Number of Area Annual Percentage of
Ended Rate Ended             Leases             Sq. Ft. Rent             Gross Annual Rent
7/31/2013 61.45% 7/31/2018         1         5,500 $24,000           .130          
7/31/2014 70.49% 7/31/2019   2     26,903 942,296 5.089
7/31/2015   68.83%   7/31/2020   1 30,816   948,312   5.121  
7/31/2016 70.70%   7/31/2021   1     500   45,826   .247  
7/31/2017 77.53% 7/31/2022 2 16,069   273,742   1.478
    7/31/2023 1 13,460 434,799 2.348
7/31/2025   1 23,004     470,515   2.541
7/31/2028 1 5,000 24,602 .133  
7/31/2036 1 8,500 28,972   .156
7/31/2037 1 17,425 212,593 1.148
7/31/2059 1 19,437 115,842 .626
13 166,614 $ 3,521,499 19.017

As of July 31, 2017 the federal tax basis is $7,443,176 with accumulated depreciation of $4,027,891 for a net carrying value of $3,415,285. The lives taken for depreciation vary between 15-40 years and the methods used are straight-line and declining balance.

The real estate taxes for this property are $625,795 per year and the rate used is averaged at $11.202 per $100 of assessed valuation.

 
3. Jamaica, New York—Jamaica Avenue at 169th Street
         

The building is owned and the land is leased from an affiliated company. The lease expires July 31, 2027. The property is currently leased to nine tenants: five are retail tenants and four occupy office space. Four tenants each occupy in excess of 10% of the rentable square footage: two retail stores occupy 15.86% and 17.66%, respectively; and two office tenants occupy 14.23% and 13.50%, respectively. Approximately 23,000 square feet of the building is available for lease. There are plans to renovate vacant space for office use upon the execution of future leases to tenants, although no assurances can be made as to when or if such leases will be entered into.

In October 2016, a tenant who occupies 2,680 square feet of retail space vacated the space. The space was leased to an existing tenant at a higher annual rental income effective November 2016.

In December 2016, a tenant who occupies 47,100 square feet of retail space extended its lease for an additional two years expiring May 31, 2019.

It is the intention of the Company to negotiate the renewals of the expiring leases as they come due, providing the tenants maintain adequate finances.


        Occupancy Lease Expiration Rent
       Year             Year Number of Area Annual Percentage of
Ended Rate Ended             Leases             Sq. Ft. Rent             Gross Annual Rent
7/31/2013 80.30% 7/31/2019 2 87,209 $ 1,831,710 9.892
7/31/2014   75.41%   7/31/2020 1 42,250 1,109,133     5.990
7/31/2015 80.50% 7/31/2021     2 472     70,800 .382  
7/31/2016 80.16% 7/31/2022 1   22,045 502,583 2.714
7/31/2017 80.50% 7/31/2024 1   28,634   544,293 2.939
7/31/2026 1 6,021 167,612 .905
7/31/2027 1 52,444 787,335 4.252
        9         239,075 $ 5,013,466           27.074          

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As of July 31, 2017 the federal tax basis is $12,967,130 with accumulated depreciation of $8,372,805 for a net carrying value of $4,594,325. The lives taken for depreciation vary between 15-40 years and the methods used are straight-line and declining balance.

  

The real estate taxes for this property are $389,540 per year and the rate used is averaged at $11.844 per $100 of assessed valuation.

  
4. Fishkill, New York—Route 9 at Interstate Highway 84
        

The Company owns the entire property. In October 2013, the Company leased 99,992 square feet to a retail tenant. Occupancy commenced in November 2013 and rent commenced in March 2014. This tenant planned to vacate the space, but in May 2017, an agreement was reached where they will continue occupancy. There are approximately 100,000 square feet of the building available for lease. There are plans to renovate vacant space upon the execution of future leases to tenants, although no assurances can be made as to when or if such leases will be entered into.

   
Occupancy Lease Expiration Rent
Year                    Year Number of Area     Annual Percentage of
Ended        Rate        Ended        Leases               Sq. Ft.                    Rent               Gross Annual Rent
       7/31/2013 — 7/31/2019         1         99,992 $ 288,500            1.558           
7/31/2014   29.62%              
7/31/2015 47.39%                      
7/31/2016 47.39%        
7/31/2017 47.39%

As of July 31, 2017 the federal tax basis is $10,779,753 with accumulated depreciation of $9,129,487 for a net carrying value of $1,650,266. The lives taken for depreciation vary between 15-40 years and the methods used are straight-line and declining balance.

The real estate taxes for this property are $147,845 per year and the rate used is averaged at $3.28 per $100 of assessed valuation.

          
5. Levittown, New York—Hempstead Turnpike
   

The Company owns the entire property. In October 2006, the Company entered into a lease agreement with a restaurant. The restaurant constructed a new 10,000 square foot building, which opened in May 2008. In October 2016, the restaurant extended its lease for an additional five years expiring May 3, 2023. Ownership of the building reverts to the Company at the conclusion of the leasing arrangement, currently May 3, 2023.

   
Occupancy Lease Expiration Rent
Year                    Year Number of Area                    Annual Percentage of
       Ended        Rate        Ended        Leases               Sq. Ft.        Rent               Gross Annual Rent
7/31/2013 100.00% 7/31/2023 Building 10,000 $ 389,460             2.103          
7/31/2014   100.00% Land 75,800        
7/31/2015 100.00%               1           85,800          
7/31/2016 100.00%          
7/31/2017 100.00%

The real estate taxes for this property are $166,381 per year and the rate used is averaged at $1,072.80 per $100 of assessed valuation.
          
6. Massapequa, New York—Sunrise Highway
      

The Company is the prime tenant of this leasehold. The lease expired May 14, 2009, and there was one renewal option for twenty-one years, which the Company exercised in April 2008. The leasehold is currently subleased to one tenant for use as a bank. The bank occupies 85.01% of the property. The sublease expires in May 2030, with no renewal options. There is 20,000 square feet of area available for lease.

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Occupancy Lease Expiration         Rent
       Year               Year        Number of               Area        Annual               Percentage of
Ended Rate                    Ended Leases Sq. Ft.                    Rent Gross Annual Rent
7/31/2013 100.00%   7/31/2030       1       113,400 $ 759,722           4,103          
7/31/2014   98.75%        
7/31/2015 85.01%            
7/31/2016 85.01%          
7/31/2017 85.01%

The real estate taxes for this property are $261,102 per year and the rate used is averaged at $882.05 per $100 of assessed valuation.

  

The Company does not own this property. Improvements to the property, if any, are made by tenants.

  
7. Circleville, Ohio—Tarlton Road
        

The Company owns the entire property. The property is currently leased to two tenants. The tenants use these premises for warehouse and distribution facilities. One tenant’s lease agreement was executed for a five year period, with a right to cancel after three years, for 75,000 square feet to November 11, 2010 at which time the tenant occupied 30,000 square feet on a month to month basis. In October 2013, the tenant signed a lease agreement for a five year period to occupy 48,000 square feet and in May 2015 signed a modification of lease to occupy 72,000 square feet. In August 2016, this tenant signed a further modification of lease to occupy 84,000 square feet. The other tenant’s lease agreement was executed in May 2015, for a five-year period effective June 1, 2015, and allows the tenant to have permanent space of 108,000 square feet.


Occupancy                    Lease Expiration                    Rent
Year Year Number of Area Annual Percentage of
       Ended        Rate        Ended        Leases               Sq. Ft.        Rent               Gross Annual Rent
7/31/2013 72.41% 7/31/2019 1 84,000 $ 219,216 1.184  
7/31/2014 78.36% 7/31/2020     1   108,000 238,007   1.285
7/31/2015 91.54%             2         192,000   $ 457,223            2.469           
7/31/2016 96.72%  
7/31/2017 99.04%

As of July 31, 2017 the federal tax basis is $4,466,746 with accumulated depreciation of $3,335,927 for a net carrying value of $1,130,819. The lives taken for depreciation vary between 15-40 years and the methods used are straight-line and declining balance.

 
      

The real estate taxes for this property are $32,203 per year and the rate used is averaged at $4.58 per $100 of assessed valuation.

 
8. Brooklyn, New York—Livingston Street
 

The City of New York through its Economic Development Administration constructed a municipal garage at Livingston Street opposite the Company’s Brooklyn properties. The Company has a long-term lease with the City of New York and another landlord which expired in 2013. The lease has two renewal options, the last of which expires in 2073. The Company exercised one of the renewal options in July 2012 for an additional thirty year period, expiring in 2043, under which:

 
(1)      

Such garage provided truck bays and passage facilities through a tunnel, both for the exclusive use of the Company, to the structure referred to in (2) below. The truck bays, passage facilities and tunnel, totaling approximately 17,000 square feet, are included in the lease from the City of New York and another landlord referred to in the preceding paragraph.

  

On June 16, 2014, the Company entered into a Second Amendment of Lease (the “Amendment”) with 33 Bond St. LLC (“Bond”), its landlord, for certain truck bays and approximately 1,000 square feet located at the cellar level within a garage at Livingston and Bond Street (“Premises”). Pursuant to the Amendment, (1) a lease option for the Premises was exercised extending the lease until December 8, 2043,

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(2) the Company, simultaneously with the execution of the Amendment, vacated the Premises so that Bond may demolish the building in which the Premises is located in order to develop and construct a new building at the location, and (3) Bond agreed to redeliver to the Company possession of the reconfigured Premises after construction.

As consideration under the Amendment, Bond agreed to pay the Company a total of $3,500,000. Upon execution of the Amendment, the Company recorded $3,500,000 to deferred revenue to be amortized to revenue to temporally vacate the premises over the expected vacate period of 36 months. Bond tendered $2,250,000 simultaneously with the execution of the Amendment, and the balance due of $1,250,000 on June 16, 2015 had been received by the Company. The Company is anticipating re-occupying the premises in late 2017.

In connection with the Amendment, the parties also agreed to settle a pending lawsuit in the Supreme Court of the State of New York, Kings County, Index No. 50796/13 (the “Action”), in which the Company sought, among other things, a declaratory judgment that it validly renewed the lease for the Premises, and Bond sought, among other things, a declaratory judgment that the lease expired by its terms on December 8, 2013. Pursuant to a stipulation of settlement, filed on June 16, 2014, the Action, including all claims and counterclaims, has been discontinued with prejudice, without costs or attorneys’ fees to any party as against the other. The stipulation of settlement also contains general releases by both parties of all claims.

 
       (2)      

The Company constructed a building of six stories and basement on a 20 x 75-foot plot (acquired and made available by the City of New York and leased to the Company for a term expiring in 2013 with renewal options, the last of which expires in 2073). The Company in July 2012, exercised the first renewal option for thirty years, ending in 2043. The plot is adjacent to and connected with the Company’s Brooklyn properties.

  

In the opinion of management, all of the Company’s properties are adequately covered by insurance.

See Note 10 to the Consolidated Financial Statements contained in the 2017 Annual Report to Shareholders, which information is incorporated herein by reference, for information concerning the tenants, the rental income from which equals 10% or more of the Company’s rental income.

ITEM 3. LEGAL PROCEEDINGS.

Due to defective workmanship and breach of contract, the Company continues to pursue damages and return in full of a $376,467 deposit paid a contractor when construction commenced to replace a roof and various other work on the Fishkill, New York building. Both the contractor and subcontractors have claimed the Company tortuously interfered with the construction contracts arguing for fees and costs which approximate $700,000. While the Company strongly disputes the claims, it is possible that the court may rule against the Company and may assess damages in amounts up to approximately $700,000. It is also possible that the court may rule in favor of the Company and that no damages would be awarded against the Company and the Company could obtain an order for the return of all or a portion of amounts previously paid. A charge to real estate operating expenses in the amount of $279,213 was recorded for the fiscal year ended July 31, 2016. Following initial court decisions, another $141,132 was charged to operating expenses on October 31, 2016 and this amount was ordered by the Court to be paid, plus interest, in a judgement dated September 14, 2017. The testimony phase of the trial has been completed and the parties await further decisions and orders of the court.

There are various other lawsuits and claims pending against the Company. It is the opinion of management that the resolution of these matters will not have a material adverse effect on the Company’s Consolidated Financial Statements.

If the Company sells, transfers, disposes of or demolishes 25 Elm Place, Brooklyn, New York, then the Company may be liable to create a condominium unit for the loading dock. The necessity of creating the condominium unit and the cost of such condominium unit cannot be determined at this time.

ITEM 4. MINE SAFETY DISCLOSURES.

None

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PART II

ITEM 5.     MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES.

COMMON STOCK AND DIVIDEND INFORMATION

Effective November 8, 1999, the Company’s common stock commenced trading on The Nasdaq Capital Market tier of The Nasdaq Stock Market under the Symbol: “Mays”. Such shares were previously traded on The Nasdaq National Market. Effective August 1, 2006, NASDAQ became operational as an exchange in NASDAQ-Listed Securities. It is now known as The NASDAQ Stock Market LLC.

The following is the sales price range per share of J. W. Mays, Inc. common stock during the fiscal years ended July 31, 2017 and 2016:

Sales Price
Three Months Ended        High        Low
October 31, 2016 $ 48.50 $ 42.50
January 31, 2017   46.50 41.50
April 30, 2017 43.00 38.00
July 31, 2017 41.50 33.55
    
October 31, 2015 $ 63.20 $ 55.00
January 31, 2016 57.90     54.91
April 30, 2016   55.00 46.00
July 31, 2016 57.87 47.62

The quotations were obtained for the respective periods from the National Association of Securities Dealers, Inc. There were no dividends declared in either of the two fiscal years.

On September 1, 2017, the Company had approximately 800 shareholders of record.

RECENT SALES OF UNREGISTERED SECURITIES

During the year ended July 31, 2017 we did not sell any unregistered securities.

RECENT PURCHASES OF EQUITY SECURITIES

During the year ended July 31, 2017 we did not repurchase any of our outstanding equity securities.

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PERFORMANCE GRAPH

The following graph sets forth a five- year comparison of cumulative total shareholder return for the Company, the Standard & Poor’s 500 Stock-Index (“S&P 500”), and a Peer Group. The graph assumes the investment of $100 at the close of trading July 31, 2012 in the common stock of the Company, the S&P 500 and the Peer Group, and the reinvestment of all dividends, although the Company did not pay a dividend during this five-year period.

Comparison of Five-Year Cumulative Total Return*
J. W. MAYS, INC., Standard & Poor’s 500 And Peer Group
(Performance Results Through 7/31/17)

       7/31/2012        7/31/2013        7/31/2014        7/31/2015        7/31/2016        7/31/2017
J. W. MAYS, INC. $ 100.00 $ 138.44 $ 312.10 $ 275.58 $ 246.75 $ 194.81
Standard & Poor’s 500 $ 100.00 $ 126.94 $ 148.44 $ 165.09 $ 174.35 $ 202.31
Peer Group $ 100.00 $ 105.03 $ 135.41 $ 127.87 $ 144.57 $ 109.90

____________________

Assumes $100 invested at the close of trading 7/31/12 in J. W. MAYS, INC. common stock, Standard & Poor’s 500 and Peer Group.

* Cumulative total return assumes reinvestment of dividends.

Source: Value Line Publishing LLC

Factual material is obtained from sources believed to be reliable, but the publisher is not responsible for any errors or omissions contained herein.

The Performance Graph shall not be deemed incorporated by reference by any general statement of incorporation by reference in any filing made under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, and shall not otherwise be deemed filed under such Acts.

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ITEM 6. SELECTED FINANCIAL DATA.

The information appearing under the heading “Summary of Selected Financial Data” on page 2 of the Registrant’s 2017 Annual Report to Shareholders is incorporated herein by reference.

ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.

The information appearing under the heading “Management’s Discussion and Analysis of Financial Condition and Results of Operations” on pages 24-28 of the Registrant’s 2017 Annual Report to Shareholders is incorporated herein by reference.

ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.

The Company uses fixed-rate debt to finance its capital requirements. These transactions do not expose the Company to market risk related to changes in interest rates. The Company does not use derivative financial instruments. At July 31, 2017, the Company had fixed-rate debt of $5,629,679.

ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA.

The Registrant’s Consolidated Financial Statements, together with the report of D’Arcangelo & Co., LLP, independent registered public accounting firm, dated October 5, 2017, appearing on pages 4 through 22 of the Registrant’s 2017 Annual Report to Shareholders is incorporated herein by reference. With the exception of the aforementioned information and the information incorporated by reference in Items 2, 6, and 7 hereof, the 2017 Annual Report to Shareholders is not to be deemed filed as part of this Form 10-K Annual Report.

ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE.

There are no disagreements between the Company and its accountants relating to accounting or financial disclosures.

ITEM 9A. CONTROLS AND PROCEDURES.

(A) EVALUATION OF DISCLOSURE CONTROLS AND PROCEDURES.

The Company’s management reviewed the Company’s internal controls and procedures and the effectiveness of these controls. As of July 31, 2017, the Company carried out an evaluation, under the supervision of, and with the participation of the Company’s management, including its Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of the Company’s disclosure controls and procedures pursuant to Rules 13a-14(c) and 15d-14(c) of the Securities Exchange Act of 1934. Based upon that evaluation, the Chief Executive Officer and Chief Financial Officer concluded that the Company’s disclosure controls and procedures are effective in timely alerting them to material information relating to the Company required to be included in its periodic SEC filings.

(B) CHANGE TO INTERNAL CONTROLS OVER FINANCIAL REPORTING.

There was no change in the Company’s internal controls over financial reporting or in other factors during the Company’s last fiscal quarter that materially affected, or is reasonably likely to materially affect, the Company’s internal controls over financial reporting. There were no significant deficiencies or material weaknesses noted, and therefore there were no corrective actions taken.

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(C) MANAGEMENT’S ANNUAL REPORT ON INTERNAL CONTROL OVER FINANCIAL REPORTING.

The Company’s management is responsible for establishing and maintaining adequate internal control over financial reporting as such term is defined in Rule 13(a)-15(f). Our internal control system has been designed to provide reasonable assurance to the Company’s management and its Board of Directors regarding the preparation and fair presentation of published financial statements. All internal control systems, no matter how well designed, have inherent limitations. Even those systems that have been determined to be effective can provide only reasonable assurance with respect to financial statement preparation and presentation. The Company’s management assessed the effectiveness of our internal control over financial reporting as of July 31, 2017. In making this assessment, the Company’s management used the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission in Internal Control – Integrated Framework published in 2013. Based on the Company’s assessments, we believe that, as of July 31, 2017, its internal control over financial reporting is effective based on these criteria.

This Form 10-K Annual Report does not include an attestation report of our independent registered public accounting firm regarding internal controls over financial reporting. Management’s report was not subject to attestation by our independent registered public accounting firm pursuant to the permanent exemption for smaller reporting company filers from the internal control audit requirement of Section 404(b) of the Sarbanes-Oxley Act of 2002.

ITEM 9B. OTHER INFORMATION.

Reports on Form 8-K - One report on Form 8-K was filed by the Company during the three months ended July 31, 2017.

Item reported - The Company reported its financial results for the three and nine months ended April 30, 2017.

Date of report filed - June 8, 2017.

PART III

ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE.

The information relating to directors of the Company is contained in the Definitive Proxy Statement for the 2017 Annual Meeting of Shareholders and such information is incorporated herein by reference.

Executive Officers of the Registrant

The following information is furnished with respect to each Executive Officer of the Registrant (each of whose position is reviewed annually but each of whom has a three-year employment agreement, effective August 1, 2011 and renewed August 1, 2014 and August 1, 2017).

               First Became
Business Experience During Such Officer
Name Age the Past Five Years or Director
Lloyd J. Shulman 75 President November, 1978
Co-Chairman of the Board and President June, 1995
  Chairman of the Board and President November, 1996
Director November, 1977
Mark S. Greenblatt 63 Vice President August, 2000
Treasurer August, 2003
Director August, 2003
Assistant Treasurer November, 1987
Ward N. Lyke, Jr. 66 Vice President February, 1984
Assistant Treasurer August, 2003
George Silva 67 Vice President March, 1995

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All of the above mentioned officers have been appointed as such by the directors and have been employed as Executive Officers of the Company during the past five years.

ITEM 11. COMPENSATION.

The information required by this item appears under the heading “Compensation” in the Definitive Proxy Statement for the 2017 Annual Meeting of Shareholders and such information is incorporated herein by reference.

ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS.

The information required by this item appears under the headings “Security Ownership of Certain Beneficial Owners and Management” and “Information Concerning Nominees for Election as Directors” in the Definitive Proxy Statement for the 2017 Annual Meeting of Shareholders and such information is incorporated herein by reference.

ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE.

The information required by this item appears under the headings “Compensation” “Certain Transactions,” and “Board Interlocks and Insider Participation” in the Definitive Proxy Statement for the 2017 Annual Meeting of Shareholders and such information is incorporated herein by reference.

ITEM 14. PRINCIPAL ACCOUNTING FEES AND SERVICES.

The following table sets forth the fees paid by the Company (on a cash basis) to its independent registered public accounting firm, D’Arcangelo & Co., LLP, for the fiscal years 2017 and 2016.

      Fiscal Year       Fiscal Year
2017 2016
Audit fees     $ 214,000         $ 107,020     
Tax fees 21,653 51,060
Other fees 4,325 6,570
       Total $ 239,978 $ 164,650

Audit Fees for fiscal year 2017 and fiscal year 2016 were for professional services rendered for the audits of the consolidated financial statements of the Company, interim quarterly reviews of Form 10-Q information and assistance with the review of documents filed with the U. S. Securities and Exchange Commission.

Tax Fees and Other Fees for fiscal year 2017 and fiscal year 2016 were for services related to tax compliance and preparation of federal, state and local corporate tax returns and audit of real estate tax matters.

The officers of the Company consult with, and receive the approval of, the Audit Committee before engaging accountants for any services.

PART IV

ITEM 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES.

The following documents are filed as part of this report:

      1.       The Consolidated Financial Statements and report of D’Arcangelo & Co., LLP, independent registered public accounting firm, dated October 5, 2017, set forth on pages 4 through 22 of the Company’s 2017 Annual Report to Shareholders.
 
2. See accompanying Index to the Company’s Consolidated Financial Statements and Schedules.

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3.       Exhibits:
 
(2)       Plan of acquisition, reorganization, arrangement, liquidation or succession—not applicable.
 
(3) Articles of incorporation and by-laws:
 
(i)       Certificate of Incorporation and certificate of amendment.
     
(ii) By-laws, as amended—incorporated by reference.
 
(4) Instruments defining the rights of security holders, including indentures—see Exhibit (3) above.
 
(9) Voting trust agreement—not applicable.
 
(10) Material contracts:
 
(i) The J.W. Mays, Inc. Retirement Plan and Trust, Summary Plan Description, effective August 1, 2015.
 
(ii) Employment Agreements with Messrs. Shulman, Greenblatt, Lyke and Silva, each dated August 1, 2017—incorporated by reference.
 
(11) Statement re computation of per share earnings—not applicable.
 
(12) Statement re computation of ratios—not applicable.
 
(13) Annual Report to security holders.
 
(14) Code of ethics—not applicable.
 
(16) Letter re change in certifying auditors—not applicable.
 
(18) Letter re change in accounting principles—not applicable.
 
(21) Subsidiaries of the registrant.
 
(22) Published report re matters submitted to vote of security holders—not applicable.
 
(24) Power of attorney—none.
 
(28) Information from reports furnished to state insurance regulatory authorities—not applicable.
 
(31) Certifications pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.1—Chief Executive Officer
31.2—Chief Financial Officer
 
(32) Certification pursuant to Section 906 of the Sarbanes-Oxley Act of 2002; 18 U.S.C. Sec. 1350.

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SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

      J.W. MAYS, INC.
(Registrant)
 
October 5, 2017 By:      LLOYD J. SHULMAN
Lloyd J. Shulman
    Chairman of the Board
  Principal Executive Officer
President
Principal Operating Officer
 
October 5, 2017 By: MARK S. GREENBLATT
Mark S. Greenblatt
Vice President and Treasurer
Principal Financial Officer
 
October 5, 2017 By: WARD N. LYKE, JR.
Ward N. Lyke, Jr.
Vice President
and Assistant Treasurer

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the Registrant in the capacities and on the date indicated.

Signature        Title        Date
LLOYD J. SHULMAN Chairman of the Board, Chief Executive October 5, 2017
Lloyd J. Shulman Officer, President, Chief Operating
Officer and Director
 
MARK S. GREENBLATT Vice President, Treasurer and Director October 5, 2017
Mark S. Greenblatt
 
ROBERT L. ECKER Director October 5, 2017
Robert L. Ecker
 
STEVEN GURNEY-GOLDMAN Director October 5, 2017
Steven Gurney-Goldman
 
JOHN J. PEARL Director October 5, 2017
John J. Pearl
 
DEAN L. RYDER Director October 5, 2017
Dean L. Ryder
 
JACK SCHWARTZ Director October 5, 2017
Jack Schwartz

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INDEX TO REGISTRANT’S FINANCIAL STATEMENTS AND SCHEDULES

Reference is made to the following sections of the Registrant’s Annual Report to Shareholders for the fiscal year ended July 31, 2017, which are incorporated herein by reference:

Report of Independent Registered Public Accounting Firm (page 22)

Consolidated Balance Sheets (pages 4 and 5)

Consolidated Statements of Income and Retained Earnings (page 6)

Consolidated Statements of Comprehensive Income (page 7)

Consolidated Statements of Cash Flows (page 8)

Notes to Consolidated Financial Statements (pages 9-20)

Report of Management (page 21)

                  Page
  Financial Statement Schedules:
II   Valuation and Qualifying Accounts 17
III Real Estate and Accumulated Depreciation 18

All other schedules for which provision is made in the applicable regulations of the U. S. Securities and Exchange Commission are not required under the related instructions or are inapplicable and, accordingly, are omitted.

The separate financial statements and schedules of J.W. Mays, Inc. (not consolidated) are omitted because the Company is primarily an operating company and its subsidiaries are wholly-owned.

____________________














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SCHEDULE II

J.W. MAYS, INC.
VALUATION AND QUALIFYING ACCOUNTS

      Year Ended July 31,  
2017       2016       2015
Allowance for net unrealized gains on marketable securities:
Balance, beginning of year $ 400,541 $ 297,031 $ 236,412
Additions 157,935 103,510 60,619
Balance, end of year $ 558,476 $ 400,541 $ 297,031

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SCHEDULE III

J.W. MAYS, INC.
REAL ESTATE AND ACCUMULATED DEPRECIATION
July 31, 2017

Col. A Col. B Col. C Col. D Col. E Col. F Col. G Col. H Col. I
Description Encumbrances Initial Cost to Company Cost Capitalized
Subsequent to
Acquisition 		Gross Amount at Which Carried
At Close of Period 		Accumulated
Depreciation 		Date of
Construction 		Date
Acquired 		Life on Which
Depreciation in
Latest Income
Statement is
Computed
            Land       Building &
Improvements 		      Improvements       Carried
Cost 		      Land       Building &
Improvements 		      Total                        
Office and Rental Buildings                                                                                        
Brooklyn, New York
Fulton Street at Bond Street 		   $ 5,629,679    $ 3,901,349    $ 7,403,468       $ 23,258,860          $—       $ 3,901,349    $ 30,662,328    $ 34,563,677    $ 12,254,818    Various Various (1) (2)
Jamaica, New York
Jamaica Avenue at 169th Street 		— — 3,215,699 16,442,748 — — 19,658,447 19,658,447 10,560,346 1959 1959 (1) (2)
Fishkill, New York
Route 9 at Interstate Highway 84 		— 594,723 7,212,116 4,872,441 — 594,723 12,084,557 12,679,280 8,934,697 10/74 11/72 (1)
Brooklyn, New York
Jowein Building Fulton Street and Elm Place 		— 1,324,957 728,327 15,339,787 — 1,324,957 16,068,114 17,393,071 5,205,736 1915 1950 (1) (2)
Levittown, New York
Hempstead Turnpike 		— 125,927 — — — 125,927 — 125,927 — 4/69 6/62 (1)
Circleville, Ohio
Tarlton Road 		— 120,849 4,388,456 86,520 — 120,849 4,474,976 4,595,825 2,693,045 9/92 12/92 (1)
Total(A) $ 5,629,679 $ 6,067,805 $ 22,948,066 $ 60,000,356 $— $ 6,067,805 $ 82,948,422 $ 89,016,227 $ 39,648,642
____________________

(1) Building and improvements 18–40 years
         
(2) Improvements to leased property      3–40 years
 
(A) Does not include Office Furniture and Equipment and Transportation Equipment in the amount of $337,560 and Accumulated Depreciation thereon of $220,056 at July 31, 2017.

              Year Ended July 31,
2017       2016       2015
Investment in Real Estate
Balance at Beginning of Year $ 86,936,827 $ 84,474,345 $ 82,092,994
Improvements 2,079,400 2,462,482 2,426,491
Retirements — — (45,140 )
Balance at End of Year $ 89,016,227 $ 86,936,827 $ 84,474,345
Accumulated Depreciation
Balance at Beginning of Year $ 38,008,810 $ 36,413,975 $ 34,773,376
Additions Charged to Costs and Expenses 1,639,832 1,594,835 1,658,091
Retirements — — (17,492 )
Balance at End of Year $ 39,648,642 $ 38,008,810 $ 36,413,975

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EXHIBIT INDEX TO FORM 10-K

(2) Plan of acquisition, reorganization, arrangement, liquidation or succession—not applicable
 
(3) (i) Certificate of incorporation and certificate of amendment
 
(ii) By-laws, as amended—incorporated by reference
          
(4) Instruments defining the rights of security holders, including indentures—see Exhibit (3) above
          
(9) Voting trust agreement—not applicable
 
(10) Material contracts— (i) Retirement Plan and Trust, Summary Plan Description
 
(ii)      Employment agreements—incorporated by reference
 
(11) Statement re computation of per share earnings—not applicable
 
(12) Statement re computation of ratios—not applicable
 
(13) Annual Report to security holders
 
(14) Code of ethics—not applicable
 
(16) Letter re change in certifying auditors—not applicable
 
(18) Letter re change in accounting principles—not applicable
 
(21) Subsidiaries of the registrant
 
(22) Published report re matters submitted to vote of security holders—not applicable
 
(24) Power of attorney—none
 
(28) Information from reports furnished to state insurance regulatory authorities—not applicable
 
(31) Certifications Pursuant to Section 302 of the Sarbanes-Oxley Act—1 and 2
   
  31.1—Chief Executive Officer
   
  31.2—Chief Financial Officer
   
(32) Certification Pursuant to Section 906 of the Sarbanes-Oxley Act
 
EX-101.INS XBRL INSTANCE DOCUMENT
 
EX-101.SCH XBRL TAXONOMY EXTENSION SCHEMA
 
EX-101.PRE XBRL TAXONOMY EXTENSION PRESENTATION LINKBASE
 
EX-101.LAB XBRL TAXONOMY EXTENSION LABEL LINKBASE
 
EX-101.CAL XBRL TAXONOMY EXTENSION CALCULATION LINKBASE
 
EX-101.DEF XBRL TAXONOMY EXTENSION DEFINITION LINKBASE

19















EXHIBIT 3-(i)















































EXHIBIT 10 (i)






























































EXHIBIT 13
























J.W. MAYS, INC.




















Annual Report

2017
 
Year Ended July 31, 2017







J.W. MAYS, INC.

Contents         Page No.
Summary of Selected Financial Data 2
The Company 2
Message to Shareholders 3
Consolidated Balance Sheets 4-5
Consolidated Statements of Income and Retained Earnings 6
Consolidated Statements of Comprehensive Income 7
Consolidated Statements of Cash Flows 8
Notes to Consolidated Financial Statements 9-20
Report of Management 21
Report of Independent Registered Public Accounting Firm 22
Five Year Summary of Consolidated Operations 23
Management’s Discussion and Analysis of Financial Condition and Results of Operations 24-28
Controls and Procedures   29
Quarterly Financial Information (Unaudited) 30
Common Stock and Dividend Information 30
Officers and Directors 31

Executive Offices
9 Bond Street, Brooklyn, N.Y. 11201-5805

Transfer Agent and Registrar
American Stock Transfer & Trust Company, LLC
6201 15th Avenue
Brooklyn, N.Y. 11219

Special Counsel
Holland & Knight LLP
31 West 52 nd Street
New York, N.Y. 10019

Independent Registered Public Accounting Firm
D’Arcangelo & Co., LLP
800 Westchester Avenue, Suite N-400
Rye Brook, N.Y. 10573-1301

Annual Meeting
The Annual Meeting of Shareholders will be
held on Tuesday, November 21, 2017, at
10:00 A.M., Eastern Standard time, at J.W. MAYS, INC.,
9 Bond Street, Brooklyn, New York.

J.W. MAYS, INC.

SUMMARY OF SELECTED FINANCIAL DATA
(dollars in thousands except per share data)

      2017       2016       2015       2014       2013
Rental Income $ 18,518 $ 17,416 $ 17,732 $ 16,935 $ 15,892
Recovery of Real Estate Taxes 11   — 11 —   —
Revenue to Temporarily Vacate Lease 1,021 1,167 1,167   146 —
Total Revenues 19,550 18,583 18,910 17,081 15,892
Net Income 1,926 1,518 2,209 739 664
Real Estate-Net 49,368 48,928   48,060 47,320 45,450
Total Assets   64,849 63,545   62,802 59,573 55,961
Long-Term Debt:
Mortgages and Term Loan Payable* 5,410 5,550 5,683 5,141 5,364
Note Payable — — 1,000 1,000 1,000
Deferred Revenue — — 1,021   2,188 —
Deferred Income Taxes   5,637   4,617 3,855 2,656 3,008
Other 1,020 989 815 736 639
Total 12,067 11,156 12,374 11,721 10,011
Shareholders’ Equity $ 50,000 $ 47,971 $ 46,385 $ 44,109 $ 43,424
 
Income per Common Share $ .96 $ .75 $ 1.10 $ .37 $ .33
Cash Dividends Declared per Share $ — $ — $ — $ — $ —

Average common shares outstanding for fiscal years 2013 through 2017: 2,015,780.

* Includes reclassifications for comparative purposes.

THE COMPANY

J.W. Mays, Inc. was founded in 1924 and incorporated under the laws of the State of New York on July 6, 1927.

The Company operates a number of commercial real estate properties located in Brooklyn and Jamaica in New York City; in Levittown and Massapequa, Long Island, New York; in Fishkill, Dutchess County, New York; and in Circleville, Ohio. The major portion of these properties is owned and the balance is leased. A substantial percentage of these properties are leased to tenants while the remainder is available for lease.

More comprehensive information concerning the Company appears in its Form 10-K Annual Report for the fiscal year ended July 31, 2017.

2

J.W. MAYS, INC.

TO OUR SHAREHOLDERS:

The financial condition of our Company continued to be strong during the fiscal year ended July 31, 2017 with profits earned in each of the four quarters during this period.

In fiscal 2017, our revenues from operations were $19,549,387 compared to $18,582,854 in the 2016 fiscal year. Net income for fiscal 2017 was $1,925,539, or $.96 per share. This compares to net income of $1,517,760, or $.75 per share for fiscal 2016.

The Company was able to extend four leases with existing tenants: one at its Jowein building, one at its Nine Bond Street building in Brooklyn, New York, one at its Jamaica, New York building and one at its Levittown, New York property. The Company also leased 7,700 square feet to a medical facility at its Nine Bond Street, Brooklyn, New York building. These lease extensions and the additional tenant combined with increased rentals from existing tenants should help enable the Company to maintain consistent revenue growth from operations in the future. The Company’s revenue during fiscal years 2017 and 2016 included $1,020,833 and $1,166,667, respectively, from temporarily vacating a lease.

Our emphasis on pursuing and obtaining government agencies, health care providers and prospective corporate and retail tenants has helped us to have strong rental income and net income and, to a great extent, we have been able to retain these tenants over a long period of time.

I believe our Company is well-positioned to continue its positive operational performance. I specifically want to thank the Mays’ personnel and our Board colleagues for their ongoing commitment and support, our shareholders for their continuing belief in our Company and its future and our tenants for their continuing loyalty to our Company.

Lloyd J. Shulman
Chairman, President and Chief Executive Officer

October 5, 2017

3

J.W. MAYS, INC.

CONSOLIDATED BALANCE SHEETS
July 31, 2017 and 2016

Assets       2017       2016
Property and Equipment-at cost (Notes 1, 3, 4, 15 and 16):  
Buildings and improvements $ 80,825,601 $ 77,693,718
Improvements to leased property 1,478,012 1,478,012
Fixtures and equipment 144,545 144,545
Land 6,067,805   6,067,805
Other 193,015 195,478
Construction in progress 644,809 1,697,292
89,353,787 87,276,850
Less accumulated depreciation and amortization 39,868,698 38,212,113
Property and equipment-net 49,485,089 49,064,737
 
Current Assets:
Cash and cash equivalents (Notes 9 and 10) 5,381,195 5,228,826
Receivables (Notes 1, 6 and 10) 164,716   293,317
Income taxes refundable 6,891 17,004
Restricted cash 15,905 —
Prepaid expenses   1,675,019 1,553,217
Total current assets 7,243,726 7,092,364
 
Other Assets:
Deferred charges (Notes 1 and 11) 3,465,062 3,348,031
Less accumulated amortization (Notes 1 and 11) 1,384,142 1,404,267
Net 2,080,920 1,943,764
Restricted cash   1,279,829 1,159,338
Unbilled receivables (Notes 1, 4, 6 and 10) 1,943,648 2,222,846
Marketable securities (Notes 1, 2, 10 and 14) 2,815,727 2,062,205
Total other assets 8,120,124 7,388,153
 
TOTAL ASSETS $ 64,848,939 $ 63,545,254

See Notes to Consolidated Financial Statements.

4


Liabilities And Shareholders’ Equity       2017       2016
Long-Term Liabilities:
Mortgage payable, net (Notes 3 and 10) $ 5,409,908 $ 5,549,600
Security deposits payable (Note 10) 1,020,292 897,965
Payroll and other accrued liabilities (Notes 1, 5 and 7) — 90,917
Deferred income taxes (Notes 1 and 4) 5,637,000 4,617,000
Total long-term liabilities 12,067,200 11,155,482
 
Current Liabilities:
Accounts payable 79,103 80,343
Payroll and other accrued liabilities (Notes 1, 5 and 7) 2,515,616 2,153,850
Deferred revenue (Note 15) — 1,020,833
Other taxes payable   8,135 6,963
Note payable - related party (Notes 10 and 13) — 1,000,000
Current portion of mortgage payable (Notes 3 and 10) 162,569 156,846
Current portion of security deposits payable (Note 10) 15,905 —
 
Total current liabilities 2,781,328 4,418,835
 
Total liabilities 14,848,528 15,574,317
 
Shareholders’ Equity:
Common stock, par value $1 each share (shares-5,000,000 authorized; 2,178,297 issued) 2,178,297 2,178,297
Additional paid in capital 3,346,245 3,346,245
Unrealized gain on available-for-sale securities - net of deferred taxes of $190,000 at July 31, 2017 and $136,000 at July 31, 2016 (Notes 1, 4, 10 and 14)   368,476 264,541
Retained earnings 45,395,245 43,469,706
  51,288,263 49,258,789
Less common stock held in treasury, at cost - 162,517 shares at July 31, 2017 and July 31, 2016 (Note 12) 1,287,852   1,287,852
Total shareholders’ equity 50,000,411 47,970,937
 
Commitments (Notes 5 and 6) and Contingencies (Notes 8 and 16)  
 
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY $ 64,848,939 $ 63,545,254

See Notes to Consolidated Financial Statements.

5

J.W. MAYS, INC.

CONSOLIDATED STATEMENTS OF INCOME AND RETAINED EARNINGS

      Years Ended July 31,
2017       2016       2015
Revenues
Rental income (Notes 1 and 6) $ 18,517,602 $ 17,416,187 $ 17,732,485  
Recovery of real estate taxes 10,952 — 10,625
Revenue to temporarily vacate lease (Note 15) 1,020,833 1,166,667 1,166,667
Total revenues 19,549,387 18,582,854 18,909,777
Expenses
Real estate operating expenses (Note 5) 10,212,761 10,080,913 9,658,282
Administrative and general expenses 4,616,086 4,333,589 4,311,456
Depreciation (Note 1) 1,682,690 1,635,660 1,695,454
(Gain) loss on disposition of property and equipment — (500 ) 27,648
Total expenses 16,511,537 16,049,662 15,692,840
Income before investment income, interest expense and income taxes   3,037,850 2,533,192 3,216,937
Investment income and interest expense:
Investment income (Notes 1 and 2) 94,627 25,949 51,218
Interest expense (Notes 3, 9 and 13) (225,938 ) (245,381 ) (346,473 )
(131,311 ) (219,432 )   (295,255 )
Income before income taxes   2,906,539 2,313,760   2,921,682
Income taxes provided (Notes 1 and 4) 981,000   796,000 713,000
Net income 1,925,539   1,517,760 2,208,682
Retained earnings, beginning of year 43,469,706   41,951,946 39,743,264
Retained earnings, end of year $ 45,395,245 $ 43,469,706 $ 41,951,946
Income per common share (Note 1) $ 0.96 $ 0.75 $ 1.10
Dividends per share $ — $ — $ —
Average common shares outstanding (Note 1) 2,015,780 2,015,780 2,015,780

See Notes to Consolidated Financial Statements.

6

J.W. MAYS, INC.

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

Years Ended July 31,
      2017       2016       2015
Net income $ 1,925,539 $ 1,517,760 $ 2,208,682
Unrealized gain on available-for-sale securities:
Unrealized holding gains arising during the period net of
taxes (benefit) of $68,000, $43,000 and ($6,000) for the
fiscal years 2017, 2016 and 2015, respectively (Note 14) 		    130,776   85,515     66,621
Reclassification adjustment for net gains included in net
income, net of taxes of $14,000 for the year ended
July 31, 2017 and $8,000 for the year ended
July 31, 2016 (Note 14) 		(26,841 ) (17,007 ) —
Unrealized gain on available-for-sale securities, net of taxes 103,935 68,508 66,621
Comprehensive income $ 2,029,474 $ 1,586,268 $ 2,275,303

See Notes to Consolidated Financial Statements.

7

J.W. MAYS, INC.

CONSOLIDATED STATEMENTS OF CASH FLOWS

Years Ended July 31,
     2017      2016      2015
Cash Flows From Operating Activities:
Net income $ 1,925,539 $ 1,517,760 $ 2,208,682
Adjustments to reconcile net income to net cash provided by operating activities:    
Deferred income taxes 966,000 727,000 1,205,000
Deferred revenue (1,020,833 ) (1,166,667 ) (1,166,667 )
Realized (gain) loss on sale of marketable securities (23,734 ) 36,999 (6,455 )
(Gain) loss on disposition of property and equipment — (500 ) 27,648
Depreciation 1,682,690 1,635,660 1,695,454
Amortization of deferred charges 279,875 315,779 331,700
Deferred finance costs included in interest expense 22,877 22,872 19,870
Other assets - deferred charges (417,031 ) (63,105 ) (942,869 )
- unbilled receivables 198,896 390,400 (56,503 )
- unbilled receivable - bad debts 80,302 — —
- receivables — 30,000 30,000
Changes in:
Receivables 128,601 345,326 (327,637 )
Receivable to temporarily vacate lease — — 1,250,000
Prepaid expenses (121,802 ) (75,221 ) (94,002 )
Income taxes refundable 10,113 678,261 (499,259 )
Accounts payable (1,240 ) 40,584 (104,491 )
Payroll and other accrued liabilities 270,849 (473,560 ) 543,840
Other taxes payable 1,172 991 (385 )
Net cash provided by operating activities 3,982,274 3,962,579 4,113,926
Cash Flows From Investing Activities:
Acquisition of property and equipment (2,103,042 ) (2,508,505 ) (2,455,496 )
Restricted cash (136,396 ) 252,626 28,791
Marketable securities:
Receipts from sales 282,435 314,008 344,271
Payments for purchases (854,288 ) (848,200 ) (384,486 )
Net cash (used) by investing activities (2,811,291 ) (2,790,071 ) (2,466,920 )
Cash Flows From Financing Activities:
Increase - security deposits payable 138,232 121,377 29,985
Borrowings - mortgage debt — — 652,274
Payments - mortgage and other debt payments (1,156,846 ) (150,763 ) (136,321 )
Net cash provided (used) by financing activities (1,018,614 ) (29,386 ) 545,938
Net increase in cash and cash equivalents 152,369 1,143,122 2,192,944
Cash and cash equivalents at beginning of year 5,228,826 4,085,704 1,892,760
Cash and cash equivalents at end of year $ 5,381,195 $ 5,228,826 $ 4,085,704

See Notes to Consolidated Financial Statements.

8

J.W. MAYS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES:

Organization

J.W. Mays, Inc. (the “Company” or “Registrant”) with executive offices at 9 Bond Street, Brooklyn, New York 11201, operates a number of commercial real estate properties in New York and one building in Ohio. The Company’s business was founded in 1924 and incorporated under the laws of the State of New York on July 6, 1927.

Consolidation

The consolidated financial statements include the accounts of the Company, a New York corporation and its subsidiaries (J. W. M. Realty Corp. and Dutchess Mall Sewage Plant, Inc.), which are wholly-owned. Material intercompany items have been eliminated in consolidation.

Accounting Records and Use of Estimates

The accounting records are maintained in accordance with accounting principles generally accepted in the United States of America (“GAAP”). The preparation of the Company’s financial statements in accordance with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements, the disclosure of contingent assets and liabilities, and the reported amounts of revenues and expenses during the reporting period. The estimates that we make include allowance for doubtful accounts, depreciation and amortization, income tax assets and liabilities, fair value of marketable securities, revenue recognition and accrued expenses. Estimates are based on historical experience where applicable or other assumptions that management believes are reasonable under the circumstances. Due to the inherent uncertainty involved in making estimates, actual results may differ from those estimates under different assumptions or conditions.

Restricted Cash

Restricted cash primarily consists of cash held in bank accounts for tenant security deposits and other amounts required under certain loan agreements.

Rental Income and Receivables

All of the real estate owned by the Company is held for leasing to tenants except for a small portion used for Company offices. Rent is recognized from tenants under executed leases no later than on an established date or on an earlier date if the tenant should commence conducting business. Unbilled receivables represent the excess of scheduled rental income recognized on a straight-line basis over rental income as it becomes receivable according to the provisions of the lease. Contingent rental income is recorded when earned and is not based on tenant revenue. The effect of lease modifications that result in rent relief or other credits to tenants, including any retroactive effects relating to prior periods, is recognized in the period when the lease modification is signed. At the time of the lease modification, we assess the realizability of any accrued but unpaid rent and amounts that had been recognized as revenue in prior periods. If the amounts are not determined to be realizable, the accrued but unpaid rent is written off. Accounts receivable are recognized in accordance with lease agreements at its net realizable value. Rental payments received in advance are deferred until earned.

Based upon its periodic assessment of the quality of the receivables, management, using its historical knowledge of the tenants and industry experience, determines whether a reserve or write-off is required. Management has determined that no allowance for uncollected receivables is considered necessary. The Company uses specific identification to write-off receivables to bad debt expense in the period when issues of collectability become known. Collectability issues include circumstances when a tenant indicates their intention to vacate the property without paying, or when tenant litigation or bankruptcy proceedings are not expected to result in full payment. Due to the early termination of a lease, the Company recorded a bad debt expense of $80,302 for the year ended July 31, 2017, which is included in administration and general expenses.

9

Property and Equipment

Property and equipment are stated at cost. Depreciation is calculated using the straight-line method and the declining-balance method. Amortization of improvements to leased property is calculated over the shorter of the life of the lease or the estimated useful life of the improvements. Lives used to determine depreciation and amortization are generally as follows:

Buildings and improvements       18-40 years
Improvements to leased property 3-40 years
Fixtures and equipment 7-12 years
Other 3-5 years

Maintenance, repairs, renewals and improvements of a non-permanent nature are charged to expense when incurred. Expenditures for additions and major renewals or improvements are capitalized along with the associated interest cost during construction. The cost of assets sold or retired and the accumulated depreciation or amortization thereon are eliminated from the respective accounts in the year of disposal, and the resulting gain or loss is credited or charged to income. Capitalized interest is recorded as part of the asset to which it relates and is amortized over the asset’s estimated useful life.

The Company reviews long-lived assets for impairment whenever circumstances and situations change such that there is an indication that the carrying amounts may not be recovered. At July 31, 2017 and 2016, there were no impairments of its property and equipment.

Deferred Charges

Deferred charges consist principally of costs incurred in connection with the leasing of property to tenants. Such costs are amortized over the related lease periods, ranging from 1 to 21 years, using the straight-line method. If a lease is terminated early, such costs are expensed.

Income Taxes

Deferred income taxes are provided for the temporary differences between the financial reporting basis and the tax basis of the Company’s assets and liabilities. Deferred tax assets result principally from the recording of certain accruals, reserves and net operating loss carry forward which currently are not deductible for tax purposes. Deferred tax liabilities result principally from temporary differences in the recognition of gains and losses from certain investments and from the use, for tax purposes, of accelerated depreciation. Deferred tax assets and liabilities are offset for each jurisdiction and are presented net on the balance sheet.

The effect on deferred income taxes of a change in tax rates is recognized in income in the period that includes the enactment date. Actual income taxes could vary from these estimates due to future changes in income tax law or results from the final review of tax returns by federal, state or city tax authorities. Financial statement effects on tax positions are recognized in the period in which it is more likely than not that the position will be sustained upon examination, the position is effectively settled or when the statute of limitations to challenge the position has expired. Interest and penalties, if any, related to unrecognized tax benefits are recorded as interest expense and administrative and general expenses, respectively.

Income Per Share of Common Stock

Income per share has been computed by dividing net income for the year by the weighted average number of shares of common stock outstanding during the year, adjusted for the purchase of treasury stock. Shares used in computing income per share were 2,015,780 in fiscal years 2017, 2016 and 2015.

Marketable Securities

The Company categorizes marketable securities as either trading, available-for-sale or held-to-maturity at the time of purchase. Trading securities are carried at fair value with unrealized gains and losses included in income. Available-for-sale securities are carried at fair value measurements using quoted prices in active markets for identical assets or liabilities with unrealized gains and losses recorded as a separate component of shareholders’ equity. Held-to-maturity securities are carried at amortized cost. Dividends and interest income are accrued as earned. Realized gains and losses are determined on a specific identification basis. The Company reviews marketable securities for impairment whenever circumstances and situations change such that there is an indication that the carrying amounts may not be recovered. The Company did not classify any securities as trading or held to maturity during the three years ended July 31, 2017.

10

The Company follows GAAP which establishes a fair value hierarchy that prioritizes the valuation techniques and creates the following three broad levels, with Level 1 valuation being the highest priority:

Level 1 valuation inputs are quoted market prices in active markets for identical assets or liabilities that are accessible at the measurement date (e.g., equity securities traded on the New York Stock Exchange).

Level 2 valuation inputs are from other than quoted market prices included in Level 1 that are observable for the asset or liability, either directly or indirectly (e.g., quoted market prices of similar assets or liabilities in active markets, or quoted market prices for identical or similar assets or liabilities in markets that are not active).

Level 3 valuation inputs are unobservable (e.g., an entity’s own data) and should be used to measure fair value to the extent that observable inputs are not available.

Following is a description of the valuation methodologies used for assets measured at fair value on a recurring basis. There have been no changes in the methodologies used at July 31, 2017 and 2016.

Equity securities are valued at the closing price reported on the active market on which the individual securities are traded that the Company has access to.

Mutual funds are valued at the daily closing price as reported by the fund. Mutual funds held by the Company are open-end mutual funds that are registered with the U.S. Securities and Exchange Commission. These funds are required to publish their daily net asset value (“NAV”) and to transact at that price. The mutual funds held by the Company are deemed to be actively traded.

In accordance with the provisions of Fair Value Measurements, the following are the Company’s financial assets measured on a recurring basis presented at fair value.

Fair value measurements at reporting date using
Description     July 31, 2017     Level 1     Level 2     Level 3     July 31, 2016     Level 1     Level 2     Level 3
Assets:        
Marketable securities - available-for-sale $ 2,815,727   $ 2,815,727      $–           $–      $ 2,062,205 $ 2,062,205      $–           $–     

Reclassifications:

The consolidated financial statements for prior years reflect certain reclassifications to conform with classifications adopted in 2017. These reclassifications have no effect on net income or loss as previously reported.

Recently issued accounting standards not yet adopted:

In May 2014, the Financial Accounting Standards Board (“FASB”), issued Accounting Standards Update (“ASU”) 2014-09 “Revenue from Contracts with Customers” (“ASU 2014-09”) establishing ASC Topic 606 Revenue from Contracts with Customers. ASU 2014-09 establishes a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers and supersedes most of the existing revenue recognition guidance. ASU 2014-09 requires an entity to recognize revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services and also requires certain additional disclosures. ASU 2014-09 is effective for interim and Annual Reporting in fiscal years that begin after December 15, 2016. ASU 2015-14 extended the implementation date for fiscal years beginning after December 31, 2017. The adoption of this ASU on August 1, 2018 is not expected to have a significant impact on our consolidated financial statements.

Subsequent to the issuance of ASU 2014-09, the FASB issued ASU No. 2016-08, “Revenue from Contracts with Customers (Topic 606): Principal versus Agent Considerations (Reporting Revenue Gross versus Net)”, ASU No. 2016-10, “Revenue from Contracts with Customers (Topic 606): Identifying Performance Obligations and Licensing”, ASU No. 2016-12, “Revenue from Contracts with Customers (Topic 606): Narrow-Scope Improvements and Practical Expedients”, and ASU No. 2016-20, “Technical Corrections and Improvements to Topic 606, Revenue from Contracts with Customers.” The additional ASU’s clarified certain provisions of ASU 2014-09 in response to recommendations from the Transition Resource Group established by the FASB and have the same effective date and transition requirements as ASU 2014-09. The adoption of these updates on August 1, 2018 is not expected to have significant impact on our consolidated financial statements.

11

In January 2016, the FASB issued ASU No. 2016-01 “Financial Instruments-Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities.” ASU 2016-01 amends certain aspects of recognition, measurement, presentation and disclosure of financial instruments, including the requirement to measure certain equity investments at fair value with changes in fair value recognized in net income. ASU No. 2016-01 will be effective for interim and annual periods beginning after December 15, 2017. The adoption of this ASU is not expected to have a significant impact on our balance sheet and statement of operations.

In February 2016, the FASB issued ASU 2016-02, “Leases.” ASU 2016-02 is intended to increase transparency and comparability among organizations of accounting for leasing arrangements. This guidance establishes a right-of-use model that requires a lessee to record a right-of-use asset and a lease liability on the balance sheet for all leases with terms longer than twelve months. Leases will be classified as either finance or operating, with classification affecting the pattern of expense recognition in the income statement. Lessor accounting remains similar to the current model, but updated to align with certain changes to the lessee model and the new revenue recognition standard (ASU 2014-09). ASU 2016-02 offers specific accounting guidance for a lessee, a lessor and sale and leaseback transactions. Lessees and lessors are required to disclose qualitative and quantitative information about leasing arrangements to enable a user of the financial statements to assess the amount, timing and uncertainty of cash flows arising from leases. Entities will be required to recognize and measure leases as of the earliest period presented using a modified retrospective approach. The standard is effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. The new standard will be effective for the Company for the fiscal year beginning August 1, 2019. Early adoption is permitted. The adoption of this guidance is expected to result in an increase in assets and liabilities on the Company’s balance sheet, with no material impact on the statement of operations. However, the ultimate impact of adopting this ASU will depend on the Company’s lease portfolio as of the adoption date.

In November 2016, the FASB issued ASU 2016-18, “Restricted Cash”. ASU 2016-18 requires that a statement of cash flows explain the change during the period in the total of cash, cash equivalents, and amounts generally described as restricted cash or restricted cash equivalents. Restricted cash and restricted cash equivalents will be included with cash and cash equivalents when reconciling the beginning of period and end of period balances on the statement of cash flows upon adoption of this standard. ASU 2016-18 is effective for interim and annual reporting periods in fiscal years beginning after December 15, 2017, with early adoption permitted.

2. MARKETABLE SECURITIES:

As of July 31, 2017 and 2016, the Company’s marketable securities were classified as follows:

July 31, 2017 July 31, 2016
Gross Gross Gross Gross
Unrealized   Unrealized Fair Unrealized Unrealized Fair
     Cost      Gains      Losses      Value      Cost      Gains      Losses      Value
Non-current:                
Available-for-sale:
Mutual funds $ 716,463 $ 193,932 $ — $ 910,395 $ 551,573 $ 143,026 $ — $ 694,599
Corporate equity securities 1,540,788 364,544 — 1,905,332 1,110,091 258,869 1,354 1,367,606
$ 2,257,251 $ 558,476 $ — $ 2,815,727 $ 1,661,664 $ 401,895 $ 1,354 $ 2,062,205

The Company’s debt and equity securities, gross unrealized losses and fair value, aggregated by investment category and length of time that the investment securities have been in a continuous unrealized loss position at July 31, 2017 and July 31, 2016 are as follows:

July 31, 2017 July 31, 2016
Less Than Less Than
      Fair Value       12 Months       Fair Value       12 Months
Corporate equity securities       $ —             $ —       $ 120,288     $ 1,354    
Mutual funds — — — —
$ — $ — $ 120,288 $ 1,354

12

Investment income for the years ended July 31, 2017, 2016 and 2015 consists of the following:

      2017       2016       2015
Interest income $ 13,176 $ 8,422 $ 3,097
Dividend income 57,717 54,526 41,666
Gain (loss) on sale of marketable securities 23,734 (36,999 ) 6,455
Total $ 94,627 $ 25,949 $ 51,218

3. LONG-TERM DEBT—MORTGAGE:

July 31, 2017 July 31, 2016
Current
Annual Final Due Due Due Due
Interest Payment Within After Within After
      Rate       Date       One Year       One Year       One Year       One Year
Mortgage:
Bond St. building, Brooklyn, NY 3.54% 2/1/2020 $ 162,569 $ 5,467,110 $ 156,846 $ 5,629,679
Less: Deferred financing costs — 57,202 — 80,079
Total $ 162,569 $ 5,409,908 $ 156,846 $ 5,549,600

On January 9, 2015, the Company refinanced its loan with a bank for $6,000,000, which included the outstanding balance as of January 2015 in the amount of $5,347,726 and an additional borrowing of $652,274. The loan is for a period of five years with a payment based on a twenty-five year amortization period. The interest rate for this period is fixed at 3.54% per annum. The mortgage loan is secured by the Bond Street building in Brooklyn, New York.

Maturities of long-term mortgage and term loan payable outstanding at July 31, 2017 are as follows: Years ending July 31, 2018 (included in current liabilities): $162,569; 2019: $168,500; and 2020: $5,298,610.

The carrying value of the property collateralizing the above debt is $22,308,859 at July 31, 2017.

4. INCOME TAXES:

Income taxes provided for the years ended July 31, 2017, 2016 and 2015 consist of the following:

      2017       2016       2015
Current:
Federal $ 15,000 $ 69,000 $ (492,000 )
State and City — — —
Deferred taxes:
Federal 966,000 727,000 1,570,000
State and City — — (365,000 )
Total provision $ 981,000 $ 796,000 $ 713,000

Taxes provided for the years ended July 31, 2017, 2016 and 2015 differ from amounts which would result from applying the federal statutory tax rate to pre-tax income, as follows:

      2017       2016       2015
Income before income taxes $ 2,906,539 $ 2,313,760 $ 2,921,682
Other-net 4,507 7,427 5,074
Adjusted pre-tax income $ 2,911,046 $ 2,321,187 $ 2,926,756
Statutory rate 34 % 34 % 34 %
Income tax provision at statutory rate $ 989,756 $ 789,204 $ 995,097
Federal tax assessment — — 41,175
State and City income taxes, net of federal income tax benefit — — —
State and City deferred income taxes — — (365,000 )
Other-net (8,756 ) 6,796 41,728
Income tax provision $ 981,000 $ 796,000 $ 713,000

13

On September 13, 2013, the U.S. Department of the Treasury and the Internal Revenue Service released final income tax regulations on the deduction and capitalization of expenditures related to tangible property (“tangible property regulations”). The tangible property regulations clarify and expand sections 162(a) and 263(a) of the Internal Revenue Code (“IRC”), which relate to amounts paid to acquire, produce, or improve tangible property. Additionally, the tangible property regulations provided final guidance under IRC section 167 regarding accounting for and retirement of depreciable property and regulations under IRC section 168 relating to the accounting for property under the Modified Accelerated Cost Recovery System. The tangible property regulations affect all taxpayers that acquire, produce, or improve tangible property, and generally apply to taxable years beginning on or after January 1, 2014. The Company implemented the tangible property regulations as of August 1, 2014 with the filing of its federal tax return due October 15, 2015.

For the year ended July 31, 2015, after implementing the tangible property regulations, the Company incurred a federal net operating loss of approximately $8,191,000. The Company was able to carryback approximately $1,582,000, generating a federal income tax refund receivable of $537,881. The remaining federal net operating loss approximating $6,580,000 and $5,446,000 as of July 31, 2016 and July 31, 2017, respectively, is available to offset future taxable income. In addition, as of July 31, 2016 and 2017, the Company had state and city net operating loss carryforwards of approximately $10,107,000 and $8,274,000, respectively, available to offset future state and city taxable income. The net operating loss carryforwards will begin to expire, if not used, in 2035.

The Company’s federal tax returns have been audited through the year ended July 31, 2013 and the New York State and New York City tax returns have been audited through July 31, 2012.

Generally, tax returns filed are subject to audit for three years by the appropriate taxing jurisdictions. The statute of limitations in each of the state jurisdictions in which the Company operates remain open until the years are settled for federal income tax purposes, at which time amended state income tax returns reflecting all federal income tax adjustments are filed. As of July 31, 2017, there were no income tax audits in progress that would have a material impact on the consolidated financial statements.

Significant components of the Company’s deferred tax assets and liabilities as of July 31, 2017 and 2016 are a result of temporary differences related to the items described as follows:

2017 2016
Deferred Deferred Deferred Deferred
      Tax Assets       Tax Liabilities       Tax Assets       Tax Liabilities
Rental income received in advance $ 240,974    $ —    $ 158,199    $ —   
Net operating loss carryforward 1,851,535 — 2,235,743 —
Unbilled receivables — 660,840 — 755,768
Property and equipment — 7,347,278 — 6,950,048
Deferred revenue — — 347,083 —
Unrealized gain on marketable securities — 189,882 — 136,184
Litigation deposit due from contractor 94,932 — 94,932 —
Other 373,559 — 389,043 —
$ 2,561,000 $ 8,198,000 $ 3,225,000 $ 7,842,000
Net deferred tax liability $ 5,637,000 $ 4,617,000

Management periodically assesses the realization of its net deferred tax assets by evaluating all available evidence, both positive and negative, associated with the Company and determining whether, based on the weight of that associated evidence, a valuation allowance for the deferred tax assets is needed. Based on this analysis, management has determined that it is more likely than not that future taxable income will be sufficient to fully utilize the federal deferred tax assets at July 31, 2017 and 2016.

New York State and New York City taxes for years through July 31, 2015 were calculated using the higher of taxes based on income or the respective capital-based franchise taxes. In April 2014, the New York State governor signed into law legislation overhauling the New York State franchise tax on corporations. The changes in the law were effective for the Company’s year ending July 31, 2016. The state capital-based tax will be phased out over a 7-year period. The Company anticipates New York State taxes will be based on capital through 2021, and New York City taxes will be based on capital for the foreseeable future. Capital based franchise taxes are recorded to administrative and general expense.

14

Due to the application of the capital-based tax while the net operating loss still applies, or due to the possible absence of State taxable income in the years beyond 2021 to which the State loss can be carried, the Company has not recorded the New York State or New York City tax benefit of its net operating loss carryforwards. Also, to reflect its expectation that reversal of temporary differences will not result in New York State or City tax based on income, as of July 31, 2016 the Company decreased the deferred tax asset, deferred tax liability, and deferred taxes on unrealized loss on available-for-sale securities by $380,000, $771,000 and $26,000, respectively, resulting in a State and City deferred tax benefit of $365,000.

Components of the deferred tax provision (benefit) for the years ended July 31, 2017, 2016 and 2015 consist of the following:

      2017       2016       2015
Tax depreciation exceeding book depreciation $ 397,273 $ 553,647 $ 3,897,397
Net operating loss carryforward 384,208 11,453 (2,247,196 )
Decrease (increase) of rental income received in advance (82,775 ) 44,298 (50,032 )
Increase (decrease) in unbilled receivables (94,927 ) (132,736 ) 19,211
Deferred revenue 347,083 396,667 (28,333 )
Litigation deposit due from contractor — (94,932 ) —
Other 15,138 (51,397 ) (21,047 )
$ 966,000 $ 727,000 $ 1,570,000

5. LEASES:

The Company’s real estate operations encompass both owned and leased properties. The current leases on leased property, most of which have options to extend the terms, range from 4 years to 26 years. Certain of the leases provide for additional rentals under certain circumstances and obligate the Company for payments of real estate taxes and other expenses.

Rental expense for leased real property for each of the three fiscal years in the period ended July 31, 2017 was exceeded by sublease rental income, as follows:

      2017       2016       2015
Minimum rental expense $ 1,899,374 $ 1,726,528 $ 1,726,481
Contingent rental expense 833,641 825,695 777,637
2,733,015 2,552,223 2,504,118
Sublease rental income 6,750,325 6,341,145 6,566,297
Excess of sublease income over expense $ 4,017,310 $ 3,788,922 $ 4,062,179

Rent expense related to an affiliate principally owned by a director of the Company totaled $987,250 for fiscal year ended July 31, 2017, $836,813 for fiscal year ended 2016 and $825,000 for fiscal year ended 2015. The rent expense is derived from two leases which expire July 31, 2027 and April 30, 2031, respectively. Rent expense is recognized on a straight-line basis over the lives of the leases.

Future minimum non-cancelable rental commitments for operating leases with initial or remaining terms of one year or more are payable as follows:

Operating
Fiscal Year       Leases
2018   $ 1,729,074
2019 1,731,609
2020 1,731,609
2021 1,693,185
2022 1,577,914
After 2022 11,359,157
Total required* $ 19,822,548

*       Minimum payments have not been reduced by minimum sublease rentals of $34,770,374 under operating leases due in the future under non-cancelable leases.

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6. RENTAL INCOME:

Rental income for each of the fiscal years 2017, 2016 and 2015 is as follows:

July 31,
      2017       2016       2015
Minimum rentals
Company owned property $ 11,144,902 $ 10,478,878 $ 10,609,834
Leased property 6,414,724 6,008,185 6,262,367
17,559,626 16,487,063 16,872,201
Contingent rentals
Company owned property 622,375 596,164 556,354
Leased property 335,601 332,960 303,930
957,976 929,124 860,284
Total $ 18,517,602 $ 17,416,187 $ 17,732,485

Future minimum non-cancelable rental income for leases with initial or remaining terms of one year or more is as follows:

Company
Owned Leased
Fiscal Year       Property       Property       Total
2018 $ 10,300,215 $ 5,667,144 $ 15,967,359
2019 8,254,168 4,972,576 13,226,744
2020 7,994,117 3,868,757 11,862,874
2021 7,625,285 3,014,815 10,640,100
2022 6,999,564 2,783,914 9,783,478
After 2022 59,509,226 14,463,168 73,972,394
Total $ 100,682,575 $ 34,770,374 $ 135,452,949

Rental income is recognized on a straight-line basis over the lives of the leases.

7. PAYROLL AND OTHER ACCRUED LIABILITIES:

Payroll and other accrued liabilities for the fiscal years ended July 31, 2017 and 2016 consist of the following:

      2017       2016
Payroll $ 260,741 $ 231,701
Interest 17,161 23,889
Professional fees 145,000 160,000
Rents received in advance 708,747 465,290
Utilities 12,452 14,616
Brokers commissions 287,940 316,110
Construction costs 146,132 10,000
Other 937,443 1,023,161
Total 2,515,616 2,244,767
Less current portion 2,515,616 2,153,850
Long term portion $ — $ 90,917

8. EMPLOYEES’ RETIREMENT PLANS:

The Company sponsors a non-contributory Money Purchase Plan covering substantially all of its non-union employees. Operations were charged $399,651, $391,962, and $385,083, as contributions to the Plan for fiscal years 2017, 2016 and 2015, respectively.

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MULTI-EMPLOYER PLAN:

The Company contributes to a union sponsored multi-employer pension plan covering its union employees. The Company contributions to the pension plan for the years ended July 31, 2017, 2016 and 2015 were $56,880, $53,405, and $45,782, respectively. Contributions and costs are determined in accordance with the provisions of negotiated labor contracts or terms of the plans. The Company also contributes to union sponsored health benefit plans.

Information as to the Company’s portion of accumulated plan benefits and plan assets is not reported separately by the pension plan. Under the Employee Retirement Income Security Act, upon withdrawal from a multi-employer benefit plan, an employer is required to continue to pay its proportionate share of the plan’s unfunded vested benefits, if any. Any liability under this provision cannot be determined: however, the Company has not made a decision to withdraw from the plan.

Information for contributing employer’s participation in the multi-employer plan:

Legal name of Plan:       United Food and Commercial Workers
Local 888 Pension Fund
Employer identification number: 13-6367793
Plan number: 001
Date of most recent Form 5500: December 31, 2015
Certified zone status: Critical Status
Status determination date: January 1, 2017
Plan used extended amortization provisions in status calculation: Yes
Minimum required contribution: Yes
Employer contributing greater than 5% of Plan contributions for year
ended December 31, 2015: Yes
Rehabilitation plan implemented: Yes
Employer subject to surcharge: Yes
Contract expiration date: November 30, 2019

For the plan years 2017-2019, under the pension fund’s rehabilitation plan, the Company agreed to pay a minimum contribution rate equal to 9.1% of the prior year total contribution rate. The Company has 30 employees and has a contract, expiring November 30, 2019, with a union covering rates of pay, hours of employment and other conditions of employment for approximately 23% of its employees. The Company considers that its labor relations with its employees and union are good.

9. CASH FLOW INFORMATION:

For purposes of reporting cash flows, the Company considers cash equivalents to consist of short-term highly liquid investments with maturities of three months or less, which are readily convertible into cash.

Supplemental disclosures:

July 31,
      2017       2016       2015
Interest paid, net of capitalized interest of $20,360 (2017), $49,707 (2016) and $23,733 (2015) $ 209,789 $ 222,969 $ 329,653
Income taxes paid (refunded) $ 213,096 $ (367,755 ) $ 237,702

10. FINANCIAL INSTRUMENTS AND CREDIT RISK CONCENTRATIONS:

The following disclosure of estimated fair value was determined by the Company using available market information and appropriate valuation methods. Considerable judgment is necessary to develop estimates of fair value. The estimates presented herein are not necessarily indicative of the amounts that could be realized upon disposition of the financial instruments.

The Company estimates the fair value of its financial instruments using the following methods and assumptions: (i) quoted market prices, when available, are used to estimate the fair value of investments in marketable debt and equity securities; (ii) discounted cash flow analyses are used to estimate the fair value of long-term debt, using the Company’s estimate of current interest rates for similar debt; and (iii) carrying amounts in the balance sheet approximate fair value for cash and cash equivalents and tenant security deposits due to their high liquidity.

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July 31, 2017 July 31, 2016
Carrying Fair Carrying Fair
      Value       Value       Value       Value
Cash and cash equivalents $ 5,381,195 $ 5,381,195 $ 5,228,826 $ 5,228,826
Marketable securities $ 2,815,727 $ 2,815,727 $ 2,062,205 $ 2,062,205
Restricted cash $ 1,295,734 $ 1,295,734 $ 1,159,338 $ 1,159,338
Security deposits payable $ 1,036,197 $ 1,036,197 $ 897,965 $ 897,965
Mortgage $ 5,629,679 $ 5,403,180 $ 6,786,525 $ 6,843,974

Financial instruments that are potentially subject to concentrations of credit risk consist principally of marketable securities, restricted cash, and cash and cash equivalents. Marketable securities, restricted cash, and cash and cash equivalents are placed with multiple financial institutions and instruments to minimize risk. No assurance can be made that such financial institutions and instruments will minimize all such risk.

The Company derived rental income from approximately fifty tenants during the years ended July 31, 2017 and the preceding two fiscal years.

As of July 31, 2017 three tenants accounted for approximately 66.7% of receivables and three tenants accounted for 71.6% of unbilled receivables. As of July 31, 2016 four tenants accounted for 68.0% of receivables and three tenants accounted for 71.6% of unbilled receivables. During the years ended July 31, 2017 three tenants accounted for 44.0% of total rental revenue and for the years ended July 31, 2016 and 2015 two tenants accounts for 34.7% and 33.1% of total rental revenue, respectively.

The Company has one irrevocable letter of credit totaling $230,000 at July 31, 2017 and 2016 provided by one tenant as a security deposit.

11. DEFERRED CHARGES:

Deferred charges for the fiscal years ended July 31, 2017 and 2016 consist of the following:

July 31, 2017 July 31, 2016
Gross Gross
Carrying Accumulated Carrying Accumulated
      Amount       Amortization       Amount       Amortization
Leasing brokerage commissions $ 3,059,615 $  1,089,934 $ 2,942,583 $ 1,134,929
Professional fees for leasing 405,447 294,208 405,448 269,338
Total $ 3,465,062 $ 1,384,142 $ 3,348,031 $ 1,404,267

The aggregate amortization expense for the three years in the period ended July 31, 2017 was $279,875, $315,779, and $331,700, respectively.

The weighted average life of current year additions to deferred charges was 5 years.

The estimated aggregate amortization expense for each of the five succeeding fiscal years is as follows:

Fiscal Year       Amortization
2018     $ 305,729    
2019 $ 246,986
2020 $ 203,629
2021 $ 196,512
2022 $ 175,421

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12. CAPITALIZATION:

The Company is capitalized entirely through common stock with identical voting rights and rights to liquidation. Treasury stock is recorded at cost and consists of 162,517 shares at July 31, 2017 and at July 31, 2016.

13. NOTE PAYABLE:

On December 15, 2004, the Company borrowed $1,000,000 on an unsecured basis from a former director of the Company, who at the time was also a greater than 10% beneficial owner of the outstanding common stock of the Company. The former director passed away in November 2012 and the interest payments pursuant to the note were assigned to a trust provided for by the will of the deceased director. The constant quarterly payment of interest was $12,500 at an interest rate of 5% per annum. The Company paid this loan in full upon its maturity date of December 15, 2016. The interest paid for the year ended July 31, 2017 was $18,750 and for the years ended July 31, 2016 and 2015 it was $50,000 each year.

14. ACCUMULATED OTHER COMPREHENSIVE INCOME:

The only component of accumulated other comprehensive income is unrealized gains (losses) on available-for-sale securities.

A summary of the changes in accumulated other comprehensive income for the fiscal years ended July 31, 2017, 2016, and 2015 is as follows:

Years Ended July 31,
      2017       2016       2015
Beginning balance, net of tax effect $      264,541 $      196,033 $      129,412
Other comprehensive income, net of tax effect:
Unrealized gains on available-for-sale securities 198,776 128,515 60,621
Tax effect (68,000 ) (43,000 ) 6,000
Unrealized gains on available-for-sale securities, net of tax effect 130,776 85,515 66,621
 
Amounts reclassified from accumulated other comprehensive income comprehensive income, net of tax effect:
Unrealized gain on available-for-sale securities reclassified (40,841 ) (25,007 ) —
Tax effect 14,000 8,000 —
Amount reclassified, net of tax effect (26,841 ) (17,007 ) —
Ending balance, net of tax effect $ 368,476 $ 264,541 $ 196,033

A summary of the line items in the Consolidated Statements of Income and Retained Earnings affected by the amounts reclassified from accumulated other comprehensive income is as follows:

       Details about accumulated other       Affected line item in the statement
comprehensive income components where net income is presented
------------------------------------------------------- -------------------------------------------------------
Other comprehensive income reclassified Investment income
Tax effect Income taxes provided

15. ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT:

On June 16, 2014, the Company entered into a Second Amendment of Lease (the “Amendment”) with 33 Bond St. LLC (“Bond”), its landlord, for certain truck bays and approximately 1,000 square feet located at the cellar level within a garage at Livingston and Bond Street (“Premises”). Pursuant to the Amendment, (1) a lease option for the Premises was exercised extending the lease until December 8, 2043, (2) the Company, simultaneously with the execution of the Amendment, vacated the Premises so that Bond may demolish the building in which the Premises is located in order to develop and construct a new building at the location, and (3) Bond agreed to redeliver to the Company possession of the reconfigured Premises after construction.

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As consideration under the Amendment, Bond agreed to pay the Company a total of $3,500,000. Upon execution of the Amendment, the Company recorded $3,500,000 to deferred revenue to be amortized to revenue to temporarily vacate the premises over the expected vacate period of 36 months. Bond tendered $2,250,000 simultaneously with the execution of the Amendment, and the balance due of $1,250,000 on June 16, 2015 had been received by the Company. The Company anticipates re-occupying the premises in late 2017.

In connection with the Amendment, the parties also agreed to settle a pending lawsuit in the Supreme Court of the State of New York, Kings County, Index No. 50796/13 (the “Action”), in which the Company sought, among other things, a declaratory judgment that it validly renewed the lease for the Premises, and Bond sought, among other things, a declaratory judgment that the lease expired by its terms on December 8, 2013. Pursuant to a stipulation of settlement, filed on June 16, 2014, the Action, including all claims and counterclaims, has been discontinued with prejudice, without costs or attorneys’ fees to any party as against the other. The stipulation of settlement also contains general releases by both parties of all claims.

16. CONTINGENCIES:

Due to defective workmanship and breach of contract, the Company continues to pursue damages and return in full of a $376,467 deposit paid a contractor when construction commenced to replace a roof and various other work on the Fishkill, New York building. Both the contractor and subcontractors have claimed the Company tortuously interfered with the construction contracts arguing for fees and costs which approximate $700,000. While the Company strongly disputes the claims, it is possible that the court may rule against the Company and may assess damages in amounts up to approximately $700,000. It is also possible that the court may rule in favor of the Company and that no damages would be awarded against the Company and the Company could obtain an order for the return of all or a portion of amounts previously paid. A charge to real estate operating expenses in the amount of $279,213 was recorded for the fiscal year ended July 31, 2016. Following initial court decisions, another $141,132 was charged to operating expenses on October 31, 2016 and this amount was ordered by the Court to be paid, plus interest, in a judgement dated September 14, 2017. The testimony phase of the trial has been completed and the parties await further decisions and orders of the court.

There are various other lawsuits and claims pending against the Company. It is the opinion of management that the resolution of these matters will not have a material adverse effect on the Company’s Consolidated Financial Statements.

If the Company sells, transfers, disposes of or demolishes 25 Elm Place, Brooklyn, New York, then the Company may be liable to create a condominium unit for the loading dock. The necessity of creating the condominium unit and the cost of such condominium unit cannot be determined at this time.

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J.W. MAYS, INC.

REPORT OF MANAGEMENT

Management is responsible for the preparation and reliability of the financial statements and the other financial information in this Annual Report. Management has established systems of internal control over financial reporting designed to provide reasonable assurance that the financial records used for preparing financial statements are reliable and reflect the transactions of the Company and that established policies and procedures are carefully followed. The Company reviews, modifies and improves its system of internal controls in response to changes in operations.

The Board of Directors, acting through the Audit Committee, which is comprised solely of independent directors who are not employees of the Company, oversees the financial reporting process. The financial statements have been prepared in accordance with accounting standards generally accepted in the United States of America and include amounts based on judgments and estimates made by management. Actual results could differ from estimated amounts.

To ensure complete independence, D’Arcangelo & Co., LLP, the independent registered public accounting firm, has full and free access to meet with the Audit Committee, without management representatives present, to discuss results of the audit, the adequacy of internal controls and the quality of financial reporting.

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J.W. MAYS, INC.

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Board of Directors and Shareholders
J.W. Mays, Inc. and Subsidiaries

We have audited the accompanying consolidated balance sheets of J.W. Mays, Inc. and subsidiaries as of July 31, 2017 and 2016, and the related consolidated statements of income and retained earnings, comprehensive income, and cash flows for each of the years in the three year period ended July 31, 2017. J.W. Mays, Inc. and subsidiaries management is responsible for these consolidated financial statements. Our responsibility is to express an opinion on these consolidated financial statements based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audit included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the consolidated financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the consolidated financial position of J.W. Mays, Inc. and subsidiaries as of July 31, 2017 and 2016, and the results of its operations and its cash flows for each of the years in the three year period ended July 31, 2017, in conformity with accounting principles generally accepted in the United States of America.

D’ARCANGELO & CO., LLP
Poughkeepsie, New York
October 5, 2017

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J.W. MAYS, INC.

FIVE YEAR SUMMARY OF CONSOLIDATED OPERATIONS
(dollars in thousands except per share data)

Years Ended July 31,
      2017       2016       2015       2014       2013
Revenues:
Rental income $ 18,518 $ 17,416 $ 17,732 $ 16,935 $ 15,892
Recovery of real estate taxes 11 — 11 — —
Revenue to temporarily vacate lease 1,021 1,167 1,167 146 —
Total revenues 19,550 18,583 18,910 17,081 15,892
 
Expenses:
Real estate operating expenses 10,213 10,081 9,658 9,629 8,821
Administrative and general expenses 4,616 4,334 4,312 4,218 3,547
Depreciation and amortization 1,683 1,636 1,695 1,722 1,637
(Gain) loss on disposition of property and equipment — (1 ) 28 4 316
Total expenses 16,512 16,050 15,693 15,573 14,321
 
Income before investment income, interest expense, and income taxes 3,038 2,533 3,217 1,508 1,571
 
Investment income and interest expense:
Investment income 95 26 51 232 74
Interest expense (226 ) (245 ) (346 ) (460 ) (463 )
(131 ) (219 ) (295 ) (228 ) (389 )
 
Income before income taxes 2,907 2,314 2,922 1,280 1,182
Income taxes provided 981 796 713 541 518
Net income $ 1,926 $ 1,518 $ 2,209 $ 739 $ 664
 
Net income per common share $ .96 $ .75 $ 1.10 $ .37 $ .33
Dividends per share $ — $ — $ — $ — $ —
Average common shares outstanding 2,015,780 2,015,780 2,015,780 2,015,780 2,015,780

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J.W. MAYS, INC.

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Management’s Discussion and Analysis of Financial Condition and Results of Operations should be read in conjunction with our financial statements and related notes thereto contained in this report. In this discussion, the words “Company”, “we”, “our” and “us” refer to J.W. Mays, Inc. and subsidiaries.

FORWARD LOOKING STATEMENTS

The following can be interpreted as including forward-looking statements under the Private Securities Litigation Reform Act of 1995. The words “outlook”, “intend”, “plans”, “efforts”, “anticipates”, “believes”, “expects” or words of similar import typically identify such statements. Various important factors that could cause actual results to differ materially from those expressed in the forward-looking statements are identified under the heading “Cautionary Statement Regarding Forward-Looking Statements” below. Our actual results may vary significantly from the results contemplated by these forward-looking statements based on a number of factors including, but not limited to, availability of labor, marketing success, competitive conditions and the change in economic conditions of the various markets we serve.

CRITICAL ACCOUNTING POLICIES AND ESTIMATES

Critical accounting policies are defined as those most important to the portrayal of a company’s financial condition and results and require the most difficult, subjective or complex judgments. The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires us to make estimates and judgments that affect the reported amounts of assets and liabilities at the date of the financial statements, the reported amount of revenues, and expenses during the reporting period and related disclosure of contingent assets and liabilities. We believe the critical accounting policies in Note 1 affect our more significant judgments and estimates used in the preparation of our financial statements. Estimates are based on historical experience, where applicable or other assumptions that management believes are reasonable under the circumstances. We have identified the policies described below as our critical accounting policies. Actual results may differ from these estimates under different assumptions and conditions. (See Note 1 on pages 9 through 12 to the Consolidated Financial Statements). Newly effective accounting principles and recently issued accounting principles not yet adopted are also disclosed in Note 1.

Revenue recognition

Substantially all of our revenue is recognized pursuant to the terms of long-term leases which usually range from 5 years to 20 years. Most of the leases provide for increases in fixed monthly rental income over the term of the lease. Accounting principles require us to recognize the rental income on a straight-line basis over the term of the lease; therefore during the first half of the lease period we recognize more rental income than is received from the tenant pursuant to the terms of the lease. The difference between the rental income recorded in the financial statements and the amounts due under the terms of the lease is recorded as unbilled receivables in the consolidated balance sheets. During the second half of the lease period, we recognize less rental income than is received from the tenant pursuant to the terms of the lease thereby reducing the amount of unbilled receivables. Modifications are sometimes made to the leases during the lease term which would affect the rental income recorded.

Receivables

Receivables, both billed and unbilled, are reviewed monthly for collectability. Management, based on available information, will make a decision as to whether the receivable is collectable. If circumstances indicate that a tenant will not be able to fulfill the terms of the lease, the unbilled receivable will be written off and revenue will be recorded as received.

Property and equipment

Property and equipment is recorded at cost and depreciated over the asset’s useful life. Significant improvements to the property are capitalized and the costs of improvements no longer in use are written off. Management reviews the value of the properties for significant decreases in valuation. If any significant decreases in valuation are noted, the adjustment is recorded in the financial statements.

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Deferred charges

In connection with obtaining new tenants and leases, we incur costs including brokerage commissions and legal fees. These costs are written off over the term of the lease on the straight-line basis. Should a tenant vacate prior to the expiration of the lease, the unamortized cost is written off at that time.

Income taxes

Our income tax expense takes into effect taxes that are currently payable based on our income tax returns filed and taxes that will be payable in the future based on income earned in the current year that is not taxable until future events occur offset by expenses incurred in the current year that are not deductible until future events occur. Tax audits increase or decrease the amounts currently payable based on the results of the audits. The tax provision is an estimate and can change at any time due to changes in tax laws and tax rates.

Marketable securities

We invest in mutual funds with our extra available cash. The mutual funds are valued daily by the funds based on the assets included within the funds. Our mutual fund investments are recorded in the consolidated financial statements at the daily value established by the mutual funds and we can liquidate our investments at any time. Our investments in corporate equity securities are valued at prices established on the various stock exchanges. We can liquidate these investments at any time. Our investment valuations are subject to market fluctuations and can substantially change in value at any time.

FISCAL 2017 COMPARED TO FISCAL 2016

Net income for the year ended July 31, 2017 amounted to $1,925,539, or $.96 per share, compared to net income for the year ended July 31, 2016 of $1,517,760, or $.75 per share.

Revenues in the current year increased to $19,549,387 from $18,582,854 in the comparable 2016 year primarily due to one new office tenant, at the Jowein building in Brooklyn, New York and increased rent from existing tenants, partially offset by a decrease in revenue from the temporary vacating of a lease.

Real estate operating expenses in the current year increased to $10,212,761 from $10,080,913 in the comparable 2016 year primarily due to increases in real estate taxes, utility costs, payroll costs, a charge for litigation against a contractor in the amount of $141,132 (see Note 16) and license and permits costs, partially offset by decreases in maintenance costs.

Administrative and general expenses in the current year increased to $4,616,086 from $4,333,589 in the comparable 2016 year primarily due to increases in a bad debt write off of $80,302 from a tenant who vacated the Nine Bond Street building in July 2017, payroll costs, medical costs, directors fees and legal and professional costs, partially offset by a decrease in New York State and New York City capital based franchise taxes.

Depreciation and amortization expense in the current year increased to $1,682,690 from $1,635,660 in the comparable 2016 year primarily due to improvements on the Jowein, Brooklyn, New York building.

There was a $500 gain on disposition of property and equipment in the year ended July 31, 2016 versus zero in the comparable period in 2017.

Interest expense in the current year exceeded investment income by $131,311 and by $219,432 in the comparable 2016 year. The decrease is primarily due to a gain on sale of marketable securities in the 2017 year whereas the 2016 year had a loss on the sale of securities.

FISCAL 2016 COMPARED TO FISCAL 2015

Net income for the year ended July 31, 2016 amounted to $1,517,760, or $.75 per share, compared to net income for the year ended July 31, 2015 of $2,208,682, or $1.10 per share.

Revenues in the year ended 2016 decreased to $18,582,854 from $18,909,777 in the comparable 2015 year primarily due to non-payment of rent from a retail tenant, at the Nine Bond Street building in Brooklyn, New York, who vacated the building in December 2015, partially offset by a new office tenant at the same building and increased rent from existing tenants.

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Real estate operating expenses in the year ended 2016 increased to $10,080,913 from $9,658,282 in the comparable 2015 year primarily due to increases in real estate taxes, maintenance costs, payroll costs and a charge for litigation against a contractor in the amount of $279,213 (see Note 16), partially offset by decreases in utility costs and licenses and permits.

Administrative and general expenses in the year ended 2016 increased to $4,333,589 from $4,311,456 in the comparable 2015 year primarily due to increases in New York State and New York City capital based franchise taxes, partially offset by a decrease in legal and professional costs.

Depreciation and amortization expense in the year ended 2016 decreased to $1,635,660 from $1,695,454 in the comparable 2015 year primarily due to expiring depreciation on the Fishkill, New York building.

There was a $500 gain on disposition of property and equipment in the year ended July 31, 2016 versus a loss of $27,648 in the comparable period in 2015.

Interest expense in the year ended 2016 exceeded investment income by $219,432 and by $295,255 in the comparable 2015 year. The decrease was due to a lower interest expense from a more favorable interest rate on the refinanced mortgage with a bank in the 2015 year and lower capitalized interest expense, partially offset by a loss on the sale of securities in the 2016 year.

LIQUIDITY AND CAPITAL RESOURCES

Management considers current working capital and borrowing capabilities adequate to cover the Company’s planned operating and capital requirements. The Company’s cash and cash equivalents amounted to $5,381,195 at July 31, 2017.

In May 2015, the Company entered into a 20 year lease agreement with a new tenant (cancellation clause after the 10th year) to occupy 17,425 square feet of office space at the Jowein building in Brooklyn, New York. Occupancy commenced in March 2017 and rent commenced June 2017. The amount of brokerage commissions and construction costs were $496,266 and $1,750,570, respectively. The construction was completed in November 2016.

In August 2016, a tenant at the Company’s Circleville, Ohio property leased an additional 12,000 square feet of warehouse space effective August 16, 2016.

In October 2016, a tenant at the Company’s Levittown, New York property extended its lease for an additional five years expiring May 3, 2023.

In October 2016, a tenant who occupies 2,680 square feet of retail space at the Company’s Jamaica, New York property vacated the space. The space was leased to an existing tenant at a higher annual rental income effective November 2016.

On December 15, 2016, the Company made a payment in the amount of $1,000,000, which was payment in full for the unsecured note to a related party (see Note 13).

In December 2016, a tenant who occupies 47,100 square feet of retail space at the Company’s Jamaica, New York building extended its lease for an additional two years expiring May 31, 2019.

In February 2017, a tenant who occupies 25,423 square feet of office space at the Company’s Nine Bond Street, Brooklyn, New York building, whose lease expired on March 31, 2017, extended the lease until December 31, 2017.

In February 2017, a tenant who occupies 41,385 square feet of office space at the Company’s Jowein building in Brooklyn, New York surrendered 10,569 square feet and extended the lease for the remaining 30,816 square feet from May 31, 2019 until May 31, 2020. The 10,569 square feet surrendered was leased to a new tenant in February 2017 for a period of five years.

In March 2017, the Company leased 7,700 square feet to a medical facility at its Nine Bond Street, Brooklyn, New York building, for a term of ten years with two five year option periods. To accommodate this tenant, an existing tenant surrendered 400 square feet of retail space. The cost of renovations for this tenant will be approximately $400,000 and brokerage commissions were $216,052. The tenant is anticipated to take occupancy and commence payment of rent in January 2018.

On April 4, 2017, a tenant in our Nine Bond Street building in Brooklyn, New York filed for Chapter 11 protection. This tenant accounted for 2.33% of our annual net rental income for the year ended July 31, 2016. The tenant vacated the premises in July 2017. The annual loss in rental income will be $442,000.

A tenant who occupies 99,992 square feet of retail space at the Company’s Fishkill, New York building planned to vacate the space but in May 2017 an agreement was reached where the tenant will continue occupancy.

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In May 2017, a tenant who occupies 8,300 square feet of office space at the Company’s Jowein building in Brooklyn, New York surrendered 5,000 square feet. The 5,000 square feet surrendered was leased to a new tenant in May 2017 for a period of ten years.

CONTRACTUAL OBLIGATIONS:

At July 31, 2017, the Company had certain contractual cash obligations, as set forth in the following tables:

Payment Due by Period
Contractual Cash Obligations       Total       Less than 1
Year 		      1-3
Years 		      4-5
Years 		After
5 Years
Mortgage payable $ 5,629,679 $ 162,569 $ 5,467,110 $ —       $ —
Security deposits payable 1,036,197 15,905 204,676 165,739 649,877
Operating leases 19,822,548 1,729,074 3,463,218 3,271,099 11,359,157
Total contractual cash obligations $ 26,488,424 $ 1,907,548 $ 9,135,004 $ 3,436,838 $ 12,009,034

CASH FLOWS:

The following table summarizes our cash flow activity for the fiscal years ended July 31, 2017, 2016 and 2015:

      2017       2016       2015
Net cash provided by operating activities $ 3,982,274 $ 3,962,579 $ 4,113,926
Net cash (used) by investing activities (2,811,291 ) (2,790,071 ) (2,466,920 )
Net cash provided (used) by financing activities (1,018,614 ) (29,386 ) 545,938

CASH FLOWS FROM OPERATING ACTIVITIES:

Deferred Charges: The Company incurred expenditures in the amount of $417,031 for brokerage commissions for one new retail tenant and one existing tenant at the Company’s Jamaica, New York building, two new office tenants at the Company’s Jowein building in Brooklyn, New York and one new tenant which is a medical facility at the Company’s Nine Bond Street building in Brooklyn, New York.

Payroll and Other Accrued Liabilities: The Company incurred additional brokerage commissions in the amount of $417,031 which related to one new retail tenant, one existing retail tenant, two new office tenants and one new tenant which is a medical facility. The Company also made payments for brokerage commissions in the amount of $445,201, which reduced the balance due to $287,940.

CASH FLOWS FROM INVESTING ACTIVITIES:

The Company had expenditures of $370,085 for the year ended July 31, 2017 at its Jowein building in Brooklyn, New York for renovations for an existing tenant. The cost of the project was $370,085 and was completed in September 2016. The Company had expenditures of $129,561 for renovations to a new tenant. The cost of the project was $129,561 and was completed in March 2017. The Company had expenditures of $199,430 to renovate the building’s lobby in June 2017. The Company also had expenditures of $35,126 for roof projects.

The Company had expenditures of $53,278 for the year ended July 31, 2017, for a new office tenant at its Jowein building in Brooklyn, New York. The cost of the project was $1,750,570. The project was completed in November 2016.

The Company had expenditures of $221,442 for the year ended July 31, 2017 for façade restoration work at the Company’s Nine Bond Street, Brooklyn, New York building. The cost of the project was $221,442 and was completed in March 2017. The Company had expenditures of $146,859 for additional façade work. The cost of the project was $146,859 and was completed in May 2016. The Company had expenditures for elevator work in the amount of $399,661. The cost of the project will be approximately $635,000 and will be completed by October 2017. The Company had expenditures of $245,148 for a new tenant. The cost of the project will be approximately $400,000 and will be completed in October 2017. The Company also had expenditures of $155,595 for various other construction projects.

The Company had expenditures of $123,214 in the year ended July 31, 2017 for various construction projects at its Jamaica, New York building.

27

CASH FLOWS FROM FINANCING ACTIVITIES:

On December 15, 2016, the Company paid in full the amount of $1,000,000, for the unsecured note to a related party (see Note 13).

RELATED PARTY TRANSACTIONS:

During fiscal 2017, the Company paid Weinstein Enterprises, Inc. (“Enterprises”) total rentals of $987,250 for leases on which two of the Company’s real estate properties are located. The Company also paid a trust provided for by the will of the deceased director, interest of $18,750 on an unsecured note which was paid in full upon its maturity on December 15, 2016. In the opinion of the Company, the rentals paid to Enterprises and the interest paid to the trust are no more favorable than would be payable for comparable properties and loans, respectively, in arms-length transactions with non-affiliated parties.

CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS:

This section, Management’s Discussion and Analysis of Financial Condition and Results of Operations, other sections of the Annual Report on Form 10-K and this Annual Report to Shareholders and other reports and verbal statements made by our representatives from time to time may contain forward-looking statements that are based on our assumptions, expectations and projections about us and the real estate industry. These include statements regarding our expectations about revenues, our liquidity, or expenses and our continued growth, among others. Such forward-looking statements by their nature involve a degree of risk and uncertainty. We caution that a variety of factors, including but not limited to the factors described under Item 1A, “Risk Factors” in our Form 10-K for the fiscal year ended July 31, 2017 and the following, could cause business conditions and our results to differ materially from what is contained in forward-looking statements:

●

changes in the rate of economic growth in the United States;

●

changes in the financial condition of our customers;

●

changes in regulatory environment;

●

lease cancellations;

●

changes in our estimates of costs;

●

war and/or terrorist attacks on facilities where services are or may be provided;

●

outcomes of pending and future litigation;

●

increasing competition by other companies;

●

compliance with our loan covenants;

●

recoverability of claims against our customers and others by us and claims by third parties against us; and

●

changes in estimates used in our critical accounting policies.

Other factors and assumptions not identified above were also involved in the formation of these forward-looking statements and the failure of such other assumptions to be realized, as well as other factors, may also cause actual results to differ materially from those projected. Most of these factors are difficult to predict accurately and are generally beyond our control. You should consider the areas of risk described above in connection with any forward-looking statements that may be made by us.

We undertake no obligation to publicly update any forward-looking statements, whether as a result of new information, future events or otherwise. You are advised, however, to consult any additional disclosures we make in proxy statements, Quarterly Reports on Form 10-Q, Annual Reports on Form 10-K and Current Reports on Form 8-K filed with the U. S. Securities and Exchange Commission.

28

CONTROLS AND PROCEDURES:

The Company’s management reviewed the Company’s internal controls and procedures and the effectiveness of these controls. As of July 31, 2017, the Company carried out an evaluation, under the supervision and with the participation of the Company’s management, including its Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of the Company’s disclosure controls and procedures pursuant to Rules 13a-14(c) and 15d-14(c) of the Securities Exchange Act of 1934. Based upon that evaluation, the Chief Executive Officer and Chief Financial Officer concluded that the Company’s disclosure controls and procedures are effective in timely alerting them to material information relating to the Company required to be included in its periodic SEC filings.

There was no change in the Company’s internal controls over financial reporting or in other factors during the Company’s last fiscal quarter that materially affected, or are reasonably likely to materially affect, the Company’s internal controls over financial reporting. There were no material weaknesses or significant deficiencies noted, and therefore there were no corrective actions taken.

29

J.W. MAYS, INC.

QUARTERLY FINANCIAL INFORMATION (UNAUDITED)
(dollars in thousands except per share data)

Three Months Ended
      Oct. 31, 2016       Jan. 31, 2017       Apr. 30, 2017       July 31, 2017
Revenues     $ 4,783          $ 4,825           $ 4,952           $ 4,989     
Revenues less expenses $ 693 $ 490 $ 915 $ 809
Net income $ 462 $ 324 $ 606 $ 534
Net income per common share $ .23 $ .16 $ .30 $ . 27
 
Three Months Ended
Oct. 31, 2015 Jan. 31, 2016 Apr. 30, 2016 July 31, 2016
Revenues $ 4,569 $ 4,608 $ 4,675 $ 4,731
Revenues less expenses $ 640 $ 306 $ 695 $ 673
Net income $ 401 $ 223 $ 451 $ 443
Net income per common share $ .20 $ .11 $ .22 $ .22

Income per share is computed independently for each of the quarters presented on the basis described in Note 1 to the Consolidated Financial Statements.

COMMON STOCK AND DIVIDEND INFORMATION:

Effective November 8, 1999, the Company’s common stock commenced trading on The Nasdaq Capital Market tier of The Nasdaq Stock Market under the Symbol: “Mays”. Such shares were previously traded on The Nasdaq National Market. Effective August 1, 2006, NASDAQ became operational as an exchange in NASDAQ-Listed Securities. It is now known as The NASDAQ Stock Market LLC.

The following is the sales price range per share of J.W. Mays, Inc. common stock during the fiscal years ended July 31, 2017 and 2016:

Sales Price
Three Months Ended       High       Low
October 31, 2016 $ 48.50 $ 42.50
January 31, 2017 46.50 41.50
April 30, 2017 43.00 38.00
July 31, 2017 41.50 33.55
 
October 31, 2015 $ 63.20 $ 55.00
January 31, 2016 57.90 54.91
April 30, 2016 55.00 46.00
July 31, 2016 57.87 47.62

The quotations were obtained for the respective periods from the National Association of Securities Dealers, Inc. There were no dividends declared in either of the two fiscal years.

On September 1, 2017, the Company had approximately 800 shareholders of record.

30

J.W. MAYS, INC.

OFFICERS
 
Lloyd J. Shulman        Chairman of the Board and President, Chief Executive Officer and Chief Operating Officer
Mark S. Greenblatt Vice President and Treasurer
Ward N. Lyke, Jr. Vice President and Assistant Treasurer
George Silva Vice President-Operations
Salvatore Cappuzzo Secretary
 
BOARD OF DIRECTORS
 
Robert L. Ecker 2,3,4,6 Partner in the law firm of Ecker, Ecker & Associates, LLP
Mark S. Greenblatt 3,5 Vice President and Treasurer, J.W. Mays, Inc.
Steven Gurney-Goldman 3 Solil Management, LLC
John J. Pearl 2,3,4,6 Retired partner in the accounting firm of D’Arcangelo & Co., LLP
Dean L. Ryder 1,2,3,4,6   President, Putnam County National Bank
Jack Schwartz 1,2,3,4,6 Private Consultant
Lloyd J. Shulman 1,3 Chairman of the Board and President, Chief Executive Officer and Chief Operating Officer, J.W. Mays, Inc.

Committee Assignments Key:

1 Member of Executive Committee
2 Member of Audit Committee
3 Member of Investment Advisory Committee
4 Member of Compensation Committee
5 Member of Disclosure Committee (Mr. Lyke and Mr. Lance Myers, a partner in Holland & Knight LLP, are also members)
6 Member of Nominating Committee

FORM 10-K ANNUAL REPORT

Copies of the Company’s Form 10-K Annual Report to the U. S. Securities and Exchange Commission for the fiscal year ended July 31, 2017 will be furnished without charge to shareholders upon written request to:

Secretary, J.W. Mays, Inc.
9 Bond Street
Brooklyn, New York 11201-5805.

Copies of the Notice of Meeting, Proxy Statement, Proxy Card and Annual Report to Shareholders are available at: http://www.astproxyportal.com/ast/03443

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EXHIBIT 21
















EXHIBIT 21

Subsidiaries of the Registrant

The Registrant owns all of the outstanding stock of the following corporations, which are included in the Consolidated Financial Statements filed with this report:

Dutchess Mall Sewage Plant, Inc. (a New York corporation)

J. W. M. Realty Corp. (an Ohio corporation)


 

 

 

 

 

 

 

 

EXHIBIT 31.1

 

 

 

 

 

 

 

 

EXHIBIT 31.1

CERTIFICATION

I, Lloyd J. Shulman, certify that:

1. I have reviewed this Annual Report on Form 10-K of J.W. Mays, Inc.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a)       Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
 
(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under my supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with accounting principles generally accepted in the United States of America;
 
(c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
 
(d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an Annual Report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting;

5. The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a)       All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
 
(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: October 5, 2017

/s/ LLOYD J. SHULMAN          
Lloyd J. Shulman
President
Chief Executive Officer

 

 

 

 

 

 

 

 

EXHIBIT 31.2

 

 

 

 

 

 

 

 

EXHIBIT 31.2

CERTIFICATION

I, Mark S. Greenblatt, certify that:

1. I have reviewed this Annual Report on Form 10-K of J.W. Mays, Inc.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a)       Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
 
(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under my supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with accounting principles generally accepted in the United States of America;
 
(c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
 
(d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an Annual Report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting;

5. The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a)       All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
 
(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: October 5, 2017

/s/ MARK S. GREENBLATT          
Mark S. Greenblatt
Vice President
Chief Financial Officer

 

 

 

 

 

 

 

 

EXHIBIT 32

 

 

 

 

 

 

 

 

EXHIBIT 32

CERTIFICATION PURSUANT TO
18 U.S.C. SECTION 1350,
AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Annual Report of J. W. Mays, Inc. (the “Company”) on Form 10-K for the period ending July 31, 2017 as filed with the U. S. Securities and Exchange Commission (the “Report”), we, Lloyd J. Shulman and Mark S. Greenblatt, Chief Executive Officer and Chief Financial Officer, respectively, of the Company, certify, pursuant to 18 U.S.C. §1350, as adopted pursuant to §906 of the Sarbanes-Oxley Act of 2002, that to our knowledge:

(1)       The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
 
(2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

October 5, 2017

/s/ LLOYD J. SHULMAN          
Lloyd J. Shulman
Chief Executive Officer
 
/s/ MARK S. GREENBLATT
Mark S. Greenblatt
Chief Financial Officer

A signed original of this written statement required by Section 906 has been provided to J.W. Mays, Inc. and will be retained by J. W. Mays, Inc. and furnished to the U. S. Securities and Exchange Commission or its staff upon request.