UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported):
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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:
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
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. ☐
Securities registered pursuant to Section 12(b) of the Act:
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ITEM 2.02 | RESULTS OF OPERATIONS AND FINANCIAL CONDITION |
The information set forth in Item 7.01 is incorporated by reference into this Item 2.02.
ITEM 7.01 | REGULATION FD DISCLOSURE |
On April 8, 2024, Medalist Diversified REIT, Inc., a Maryland corporation (the “Company”) released a letter from Francis P. Kavanaugh, the Company’s President and CEO and Brent Winn, the Company’s Chief Financial Officer, providing a review of fiscal year 2023 results and the Company’s plans for fiscal year 2024. A copy of the letter is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference and is also available on the “Investors” section of the Company’s website at www.medalistreit.com.
On April 8, 2024, the Company released its financial supplement for the year ended December 31, 2023 (the “Financial Supplement”). A copy of the Financial Supplement is furnished as Exhibit 99.2 to this Current Report on Form 8-K and is incorporated herein by reference and is also available on the “Investors” section of the Company’s website at www.medalistreit.com. In accordance with General Instruction B.2 of Form 8-K, the information in this Item 7.01 shall not be deemed to be “filed” for purposes of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and shall not be incorporated by reference into any registration statement or other document filed under the Exchange Act or the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.
ITEM 8.01 | OTHER INFORMATION |
On April 8, 2024, the Company announced (i) the declaration of a quarterly dividend for the first quarter of 2024 on the Company’s Common Stock in the amount of $0.02 per share, and (ii) the declaration of a quarterly dividend for the first quarter of 2024 on the Company’s 8.0% Series A Cumulative Redeemable Preferred Stock in the amount of $0.50 per share. Both dividends will be payable on April 25, 2024 to shareholders of record on April 22, 2024.
ITEM 9.01 | FINANCIAL STATEMENTS AND EXHIBITS |
(d) Exhibits
Exhibit Number |
| Description of Exhibit |
99.1 | ||
99.2 | Financial Supplement dated April 8, 2024 for the year ending December 31, 2023 | |
104 |
| Cover Page Interactive Data File (embedded within the Inline XBRL Document) |
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.
| MEDALIST DIVERSIFIED REIT, INC. | |
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Dated: April 8, 2024 | By: | /s/ C. Brent Winn, Jr. |
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| C. Brent Winn, Jr. |
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| Chief Financial Officer |