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

                                   FORM 10-Q

? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT


  OF 1934


                 For the quarterly period ended March 31, 2022

? 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: 001-39995

                                AFC GAMMA, INC.
             (Exact name of registrant as specified in its charter)
               Maryland                                 85-1807125

(State or other jurisdiction of (I.R.S. Employer Identification Number)

incorporation or organization)

525 Okeechobee Blvd. , Suite 1770, West Palm Beach, FL 33401
              (Address of principal executive offices) (Zip Code)

                                 (561) 510-2390
              (Registrant's telephone number, including area code)

                                      N/A

(Former name, former address and former fiscal year, if changed since last


                                    report)

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



   Title of each class          Trading Symbol(s)       Name of each exchange on
                                                            which registered
 Common Stock, $0.01 par              AFCG              The Nasdaq Stock Market
     value per share                                              LLC



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

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 every Interactive Data File required to be submitted 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 such files). Yes ? No ?

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  Non-accelerated Smaller reporting  Emerging growth
accelerated     filer ?      filer ?         company ?          company ?
filer ?

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 approximate aggregate market value of the voting common stock held by non-affiliates of the registrant, as of June 30, 2021, based upon the last sale price reported on the Nasdaq Stock Market (the "Nasdaq") was $248,018,374.



            Class             Outstanding at May 9, 2022

Common stock, $0.01 par value 19,742,940

--------------------------------------------------------------------------------

--------------------------------------------------------------------------------


                                AFC GAMMA, INC.

                               TABLE OF CONTENTS

                                     INDEX

Part I.   Financial Information
Item 1.     Financial Statements                                              1
            Consolidated Balance Sheets as of March 31, 2022 (unaudited) and  1
          December 31, 2021
            Consolidated Statements of Operations for the three months ended  2
          March 31, 2022 and 2021 (unaudited)
            Consolidated Statements of Comprehensive Income for the three     3
          months ended March 31, 2022 and 2021 (unaudited)
            Consolidated Statements of Stockholders' Equity for the three      4
          months ended March 31, 2022 and 2021 (unaudited)
            Consolidated Statements of Cash Flows for the three months ended  5
          March 31, 2022 and 2021 (unaudited)
            Notes to Consolidated Financial Statements (unaudited)            6
Item 2.     Management's Discussion and Analysis of Financial Condition and   26
          Results of Operations
Item 3.     Quantitative and Qualitative Disclosures About Market Risk        39
Item 4.     Controls and Procedures                                           42
Part II.    Other Information                                                 43
Item 1.     Legal Proceedings                                                 43
Item 1A.    Risk Factors                                                      43
Item 2.     Unregistered Sales of Equity Securities and Use of Proceeds       43
Item 3.     Defaults Upon Senior Securities                                   43
Item 4.     Mine Safety Disclosures                                           43
Item 5.     Other Information                                                 44
Item 6.     Exhibits                                                          45

--------------------------------------------------------------------------------

Index

© Edgar Online, source Glimpses