UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 8-K/A

(Amendment No. 1)

 

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 20, 2020

 

Medalist Diversified REIT, Inc.

(Exact Name of Registrant as Specified in Its Charter)

 

Maryland   001-38719   47-5201540
(State or other jurisdiction of incorporation or organization)  

(Commission File Number) 

 

(I.R.S. Employer Identification No.)

 

1051 E. Cary Street Suite 601

James Center Three

Richmond, VA, 23219

(Address of principal executive offices)

 

(804) 344-4435

(Registrant’s telephone number, including area code)

 

None

(Former name or former address, if changed since last report)

 

 Title of Each Class  

Name of each Exchange

on Which Registered 

 

Trading

Symbol(s) 

Common Stock, $0.01 par value   Nasdaq Capital Market   MDRR
8.0% Series A Cumulative Redeemable Preferred Stock, $0.01 par value   Nasdaq Capital Market   MDRRP

 

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))

 

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 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.  ¨

 

 

 

 

 

ITEM 5.02 DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS.

 

On August 24, 2020, Medalist Diversified REIT, Inc. (the “Company”) filed a Current Report on From 8-K (the “Original 8-K”) disclosing the resignations of Mr. Mark Mullinix and Ms. Dianna Raedle from the Company’s Board of Directors (the “Board”). The Company wishes to amend the Original 8-K to disclose the fact that Mr. Mullinix and Ms. Raedle resigned from the Board as a result of a disagreement with the Company’s management and other members on the Board related to certain financial and investment decisions of the Company’s management. At the time of their resignation, Mr. Mullinix served on the Audit and Nominating and Corporate Governance Committees of the Board, and Ms. Raedle served on the Compensation and Nominating and Corporate Governance Committees of the Board.

 

 

 

 

 

 

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.
     
Dated: September 22, 2020 By: /s/ Thomas E. Messier
    Thomas E. Messier
    Chief Executive Officer, Chairman of the Board, Treasurer and Secretary

 

 

 

 

 

  

 

 

 

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