8-K

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

_____________________

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): March 30, 2021

Preferred Apartment Communities, Inc.

(Exact Name of Registrant as Specified in its Charter)

Maryland                001-34995                27-1712193

(State or other jurisdiction             (Commission File Number)    (IRS Employer Identification No.)                                                                

of incorporation)

3284 Northside Parkway NW, Suite 150, Atlanta, GA 30327

(Address of Principal Executive Offices) (Zip code)

Registrant's telephone number, including area code: (770) 818-4100

Not applicable

(Former Name or Former Address, if Changed Since Last Report)

_______________________

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

[ ]    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

[ ]    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

[ ]    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))    

[ ]    Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Trading Symbol

Common Stock, par value $.01 per share         APTS                 NYSE

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

Title of each class

Series A Redeemable Preferred Stock, par value $0.01 per share

Warrant to Purchase Common Stock, par value $0.01 per share

Series M Redeemable Preferred Stock, par value $0.01 per share

Series A1 Redeemable Preferred Stock, par value $0.01 per share

Series M1 Redeemable Preferred Stock, par value $0.01 per share

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging Growth 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. ¨

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On March 30, 2021, Daniel M. DuPree, Preferred Apartment Communities, Inc.’s (the "Company") Executive Chairman of the Company’s Board of Directors (the “Board”), notified the Company of his decision to not stand for re-election at the June 3, 2021 annual meeting of stockholders (the "2021 Annual Meeting") and to retire from the Board at the end of his current term. Mr. DuPree’s decision not to stand for re-election was not due to a disagreement or dispute with the Company on any matter relating to the Company’s operations, policies or practices.

Item 7.01 Regulation FD Disclosure.

The Company issued a press release on April 1, 2021, regarding Mr. DuPree’s decision to retire from the Board. A copy of that press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated by reference herein.

The information contained in this Item 7.01, including the information contained in the press release attached as Exhibit 99.1 is being “furnished" and shall not be deemed to be “filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act"), or otherwise subject to the liabilities of that section, nor shall such information be deemed to be incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing. Reference to the Company’s website in the press release attached as Exhibit 99.1 to this Current Report on Form 8-K does not incorporate by reference the information on such website into this Current Report on Form 8-K and the Company disclaims any such incorporation by reference.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

99.1    Press Release Dated April 1, 2021

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

PREFERRED APARTMENT COMMUNITIES, INC.

(Registrant)

Date: April 1, 2021	By:	/s/ Jeffrey R. Sprain
		Jeffrey R. Sprain
		Executive Vice President, General Counsel and Corporate Secretary

EX-99.1

Preferred Apartment Communities, Inc. Announces Retirement of Executive Chairman of the Board Daniel M. DuPree

Atlanta, GA, April 1, 2021

Preferred Apartment Communities, Inc. (NYSE: APTS) ("PAC" or the "Company") today announced that Daniel M. DuPree, the Company’s Executive Chairman of the Board, has elected not to stand for re-election at the Company’s 2021 Annual Stockholders Meeting and to retire from the Board of Directors (the “Board”), effective on June 3, 2021, the date of the Annual Stockholders Meeting.

Mr. DuPree, age 74, has served on the Board of PAC since the Company’s IPO in 2011 and has served as Executive Chairman of the Board since January 2020.  Previously, he served as Chairman of the Board and Chief Executive Officer from April 2018 to December 2019, and as Vice Chairman of the Board from August 2012 to April 2018.

Mr. DuPree has over 48 years of commercial real estate experience including President and Chief Operating Officer at Cousins Properties Inc. (NYSE: CUZ) as well as the founder and Chief Executive Officer of New Market Development Company, a shopping center management and development company that was acquired by Cousins in 1992.

“As an organization, we are truly grateful to Dan for his many years of leadership and guidance at PAC. Dan stepped in to serve as CEO to succeed John Williams in 2018 and has been a valued member of our Board since the IPO in 2011. During Dan’s tenure with the Company, PAC has grown from a start-up to a premier real estate owner and operator focused in vibrant and growing Sunbelt markets. I have known and worked with Dan at various organizations and in various capacities for over 30 years, and his commercial real estate acumen has benefited every company he has been a part of and PAC is certainly no exception. All of us will miss Dan on our Board and we wish him all the best in his well-earned retirement,” commented Joel T. Murphy, Preferred Apartment Communities' President and Chief Executive Officer.

About Preferred Apartment Communities, Inc.

Preferred Apartment Communities, Inc. (NYSE: APTS) is a real estate investment trust engaged primarily in the ownership and operation of Class A multifamily properties, with select investments in grocery-anchored shopping centers and  Class A office buildings. Preferred Apartment Communities' investment objective is to generate attractive, stable returns for stockholders by investing in income-producing properties and acquiring or originating real estate loans for multifamily properties. As of December 31, 2020, the Company owned or was invested in 116 properties in 13 states, predominantly in the Southeast region of the United States. Learn more at www.pacapts.com.

SOURCE: Preferred Apartment Communities, Inc.

Preferred Apartment Communities, Inc.

John A. Isakson 770-818-4109

Chief Financial Officer

Email: jisakson@pacapts.com

Preferred Apartment Communities, Inc.

Paul Cullen  770-818-4144

Executive Vice President-Investor Relations

Email: Investorrelations@pacapts.com

XML

Cover	Mar. 30, 2021
Document Information [Line Items]
Document Type	8-K
Entity Registrant Name	Preferred Apartment Communities, Inc.
Entity File Number	001-34995
Entity Incorporation, State or Country Code	MD
Entity Tax Identification Number	27-1712193
Entity Address, Address Line One	3284 Northside Parkway NW, Suite 150,
Entity Address, City or Town	Atlanta,
Entity Address, State or Province	GA
Entity Address, Postal Zip Code	30327
City Area Code	(770)
Local Phone Number	818-4100
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Entity Central Index Key	0001481832
Amendment Flag	false
Trading Symbol	APTS
Entity Emerging Growth Company	false
Security Exchange Name	NYSE
Title of 12(b) Security	Common Stock, par value $.01 per share
Document Period End Date	Mar. 30, 2021
Series A Preferred Stock [Member]
Document Information [Line Items]
Title of 12(g) Security	Series A Redeemable Preferred Stock, par value $0.01 per share
Warrant [Member]
Document Information [Line Items]
Title of 12(g) Security	Warrant to Purchase Common Stock, par value $0.01 per share
us-gaap_SeriesA1PreferredStockMember [Member]
Document Information [Line Items]
Title of 12(g) Security	Series A1 Redeemable Preferred Stock, par value $0.01 per share
us-gaap_SeriesM1PreferredStock [Member]
Document Information [Line Items]
Title of 12(g) Security	Series M1 Redeemable Preferred Stock, par value $0.01 per share
seriesMpreferredstock [Member]
Document Information [Line Items]
Title of 12(g) Security	Series M Redeemable Preferred Stock, par value $0.01 per share