SCHEDULE 13D/A 0001104659-23-008105 0001271775 XXXXXXXX LIVE 7 Common Stock 08/29/2025 false 0001654595 58403P402 Medalist Diversified REIT, Inc.

P. O. Box 8436 Richmond VA 23226

Brent Winn 804-338-7708 P. O. Box 8436 Richmond VA 23226 0001271775 N Francis P. Kavanaugh PF N X1 586064.00 0.00 586064.00 0.00 586064.00 N 38.93 IN (1) Share amounts for Sole Voting Power, Sole Dispositive Power and Aggregate amount beneficially owned 179,349 common units of limited partnership interest ("OP Units") in Medalist Diversified Holdings, L.P., the operating partnership (the "Operating Partnership") of Medalist Diversified REIT, Inc., a Maryland corporation (the "Issuer"), held directly by the Reporting Person and 208,695 OP Units held by BET Trust Dated March 11, 1999 ("BET Trust"), of which the Reporting Person is trustee and has sole voting and dispositive power. The OP Units are redeemable for cash equal to the then fair market value of one share of the Issuer's common stock, $0.01 par value per share (the "Common Stock"), except that the Operating Partnership may, at its election, cause the Issuer to acquire some or all of the OP Units so presented on a one-for-one basis for shares of the Common Stock. On August 8, 2025, the Reporting Person exchanged 240,004 shares of Common Stock on a one-for-one basis for an aggregate of 240,004 OP Units (the "Exchange"), with such OP Units becoming redeemable on August 8, 2026. Following the Exchange, the Reporting Person directly and indirectly holds 388,044 OP Units that are redeemable for Common Stock within 60 days and no shares of Common Stock. The OP Units that are redeemable within 60 days include: (i) 19,348 OP Units that were issued to Mr. Kavanaugh on January 18, 2024, and which became redeemable for shares of common stock on January 18, 2025, (ii) 208,696 OP Units that were issued to BET Trust on March 28, 2024, and which became redeemable on June 17, 2025 and (iii) 160,000 OP Units that were issued to Mr. Kavanaugh on October 11, 2024, and will become redeemable on October 11, 2025. BET Trust disclaims beneficial ownership of the Shares that may be issuable upon exchange of the OP Units. On August 29, 2025, the Reporting Person purchased 162,899 shares of Common Stock, purchasing 22,899 shares on the open market, 80,000 shares of Common Stock from Marc Carlson pursuant to a stock purchase agreement and 60,000 shares of Common Stock from the Kramerica Trust, Dated July 24, 2015 pursuant to a separate stock purchase agreement. (2) The percentage of the class was calculated based on 1,505,270 shares of Common Stock outstanding as of August 11, 2025, which includes 232,865 OP Units that are redeemable as of August 11, 2025, and 160,000 OP Units that will become redeemable on October 11, 2025. This Amendment No. 7 to Schedule 13D amends and supplements the statement on Schedule 13D initially filed on January 31, 2023 by Francis P. Kavanaugh, as amended by that certain Amendment No. 1 to Schedule 13D filed on June 21, 2023, that certain Amendment No. 2 to Schedule 13D filed on June 27, 2023, that certain Amendment No. 3 to Schedule 13D filed on January 27, 2025, that certain Amendment No. 4 to Schedule 13D filed on February 25, 2025, that certain Amendment No. 5 to Schedule 13D filed on August 11, 2025 and that certain Amendment No. 6 to Schedule 13D filed on August 27, 2025 (collectively, the "Schedule 13D"). Common Stock Medalist Diversified REIT, Inc. P. O. Box 8436 Richmond VA 23226 Francis P. Kavanaugh The principal business address for the Reporting Person is 107 Via Florence, Newport Beach, CA 92663. The principal business of the Reporting Person is President and Chief Executive Officer of Medalist Diversified REIT, Inc. engaged in the investment and management of commercial real estate with a mailing address of P. O. Box 8436, Richmond, VA 23226. No No US Item 3 of the Schedule 13D is hereby amended and supplemented by adding the following disclosure to Item 3: On August 29, 2025, the Reporting Person purchased 162,899 shares of Common Stock, purchasing 22,899 shares on the open market, 80,000 shares of Common Stock from Marc Carlson pursuant to a stock purchase agreement and 60,000 shares of Common Stock from the Kramerica Trust, Dated July 24, 2015 pursuant to a separate stock purchase agreement. The information set forth in Items 3, 5 and 6 hereof are hereby incorporated by reference into this Item 4, as applicable. In addition, Item 4 of the Schedule 13D is hereby amended and supplemented by adding the following disclosure to Item 4: On August 29, 2025, the Reporting Person entered into (i) that certain stock purchase agreement with Marc Carlson, pursuant to which, among other things, the Reporting Person agreed to purchase, and Marc Carlson agreed to sell, 80,000 shares of Common Stock for an aggregate purchase price of $1,000,000 (the "Carlson Stock Purchase Agreement"), and (ii) that certain stock purchase agreement with the Kramerica Trust, Dated July 24, 2015 (the "Kramerica Trust"), pursuant to which, among other things, the Reporting Person agreed to purchase, and Marc Carlson agreed to sell, 60,000 shares of Common Stock for an aggregate purchase price of $750,000 (the "Kramerica Trust Stock Purchase Agreement" and together with the Carlson Stock Purchase Agreement, the "Stock Purchase Agreements"). The Reporting Person has voting and dispositive power over 586,064 shares of Common Stock of the Issuer, which represents approximately 38.93% of the total issued and outstanding shares of Common Stock of the Issuer based upon 1,505,270 shares of Common Stock outstanding at August 11, 2025, as reported by the Issuer, which includes 232,865 OP Units that are redeemable as of August 11, 2025, and 160,000 OP Units that will become redeemable on October 11, 2025. The OP Units are redeemable for cash equal to the then fair market value of one share of the Common Stock, except that the Operating Partnership may, at its election, cause the Issuer to acquire some or all of the OP Units so presented on a one-for-one basis for shares of the Common Stock. 586,064 On August 8, 2025, the Reporting Person exchanged 240,004 shares of Common Stock on a one-for-one basis for an aggregate of 240,004 OP Units, with such OP Units becoming redeemable on August 8, 2026. On August 29, 2025, the Reporting Person purchased 162,899 shares of Common Stock, purchasing 22,899 shares on the open market, 80,000 shares from Marc Carlson pursuant to a stock purchase agreement and 60,000 shares from the Kramerica Trust, Dated July 24, 2015 pursuant to a separate stock purchase agreement. None Not applicable Item 6 of the Schedule 13D is hereby amended and supplemented by adding the following disclosure to Item 6: On August 29, 2025, (i) the Reporting Person and Marc Carlson entered into the Carlson Stock Purchase Agreement described in Item 4 to this Amendment No. 7 and (ii) the Reporting Person and the Kramerica Trust entered into the Kramerica Trust Stock Purchase Agreement described in Item 4 to this Amendment No. 7. None. Francis P. Kavanaugh /s/ Francis P. Kavanaugh 09/03/2025