8-K 1 a8-kxxiarticlessupplem.htm 8-K Document


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): August 12, 2020

HARTMAN vREIT XXI, INC.
(Exact name of registrant as specified in its charter)

Maryland333-23230838-3978914
(State or other jurisdiction of
incorporation or organization)
(Commission
File Number)
(I.R.S. Employer
Identification No.)
2909 Hillcroft, Suite 420, Houston, Texas77057
(Address of principal executive offices)(Zip Code)
 
Registrant's telephone number, including area code: (713) 467-2222

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:
 
oWritten communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
oSoliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
oPre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR  240.14d-2(b))
 
oPre-commencement communications pursuant to Rule 13e-4 (c) under the Exchange Act (17 CFR  240.13e-4(c))

Securities registered or to be registered pursuant to Section 12(b) of the Securities Exchange Act of 1934:

Title of each classTrading Symbol (s)Name of each exchange on which registered
NoneNoneNone


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 x
 
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. x






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Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change is Fiscal Year.

On July 23, 2020, Hartman vREIT XXI, Inc. (the “Company”) filed Articles Supplementary to the Third Articles of Amendment and Restatement.

Under its charter, the Company has the authority to issue 900,000,000 shares of common stock, $0.01 per share par value, and 50,000,000 shares of preferred stock with a par value of $0.01 per share. The Company’s board of directors is authorized to classify and reclassify authorized shares of capital. As of June 30, 2020, 850,000,000 shares were classified and designated as Class A common stock and 50,000,000 shares were classified and designated as Class T common stock.

On May 12, 2020, the board of directors authorized the reclassification of the Class A common stock and created new designations of Class I and Class S common stock. As of July 23, 2020, the Company has the authority to issue 270,000,000 shares classified and designated as Class A common stock, 280,000,000 shares classified and designated as Class S common stock, 280,000,000 shares classified and designated as Class I common stock, and 70,000,000 shares classified and designated as Class T common stock. The additional share classes have been included in an amendment to the Company's registration statement and prospectus which was declared effective by the Securities and Exchange Commission on July 27, 2020.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.



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 thereunto duly authorized.

HARTMAN vREIT XXI, INC.
(Registrant)
Date: August 12, 2020By:/s/ Mark T. Torok
Mark T. Torok
General Counsel

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