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): December 17, 2024


MacKenzie Realty Capital, Inc.
(Exact Name of Registrant as Specified in Its Charter)


000-55006
(Commission File Number)

Maryland
45-4355424
(State or Other Jurisdiction of Incorporation)
(I.R.S. Employer Identification No.)

89 Davis Road, Suite 100
Orinda, California 94563
(Address of principal executive offices, including zip code)

(925) 631-9100
(Registrant’s telephone number, including area code)

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))

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

Title of each class
 
Trading
Symbol(s)
 
Name of each exchange on which registered

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 8.01
Other Events.
 
On December 17, 2024, MacKenzie Realty Capital, Inc. (“MacKenzie”) issued a press release announcing the postponement of its special meeting of stockholders (the “Special Meeting”) from December 18, 2024, to January 6, 2025 at 11 am (PT). The record date for the determination of stockholders entitled to notice of and to vote at the Special Meeting remains the same. The press release is filed as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated by reference herein.

Stockholders of MacKenzie who have previously submitted their proxy or otherwise voted and who do not want to change their vote do not need to take any action. No changes have been made in the proposals to be voted on by stockholders at the Annual Meeting.

MacKenzie is also announcing that the Board of Directors determined a new quarter dividend rate after analyzing MacKenzie’s 2024 performance and the requirement that it pay 90% of its income to shareholders to maintain its REIT status.  Therefore, on December 12, 2024, MacKenzie’s Board declared a quarterly common dividend for the period ended December 31, 2024 in the amount of $0.05 per common share, to be paid on or about January 25, 2025 to holders of record as of December 31, 2024.
 
Item 9.01 Financial Statements and Exhibits.
 
(d) Exhibits
     
99.1 Press Release issued December 17, 2024


SIGNATURES
 
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.
 
 
 
 
 
 
MACKENZIE REALTY CAPITAL, INC.
 
 
(Registrant)
 
 
 
 
 
Date: December 17, 2024
By:
/s/ Robert Dixon
 
 
 
Robert Dixon
 
 
 
President
 



NEWS RELEASE 
CONTACT
FOR IMMEDIATE RELEASE 
Chris Simpson

800-854-8357

investors@mackenziecapital.com
 
MacKenzie Realty Capital, Inc. Postpones 2024 Special Meeting of Stockholders, Announces 4th Quarter Dividend
 
Orinda, Calif., (December 17, 2024) – On December 17, 2024, MacKenzie Realty Capital, Inc. (Nasdaq: MKZR) (“MacKenzie” or the “Company”), announced it has postponed its 2024 special meeting of stockholders (“Special Meeting”) from December 18, 2024, to January 6, 2025, to allow additional time for stockholder voting and the solicitation of proxies.
The Special Meeting will be held on January 6, 2025, at 11 am Pacific Time at the offices of MacKenzie located at 89 Davis Rd., Suite 100, Orinda, California 94563. There have been no changes to the proposals to be voted on at the Special Meeting.
The Company has postponed the Special Meeting to provide an opportunity for more stockholders to vote their shares in order to reach a quorum for the meeting; MacKenzie needs at least 50% of all shareholders to vote their shares.
The record date for the determination of stockholders entitled to notice of and to vote at the Annual Meeting will remain November 6, 2024. Proxies previously submitted will be voted at the postponed Special Meeting unless properly revoked, and stockholders who have already submitted a proxy or otherwise voted do not need to take any action at this time. For more information, please contact MacKenzie at (800) 854-8357.
MacKenzie is also announcing that the Board of Directors determined a new quarter dividend rate after analyzing MacKenzie’s 2024 performance and the requirement that it pay 90% of its income to shareholders to maintain its REIT status.  Therefore, on December 12, 2024, MacKenzie’s Board declared a quarterly common dividend for the period ended December 31, 2024 in the amount of $0.05 per common share, to be paid on or about January 25, 2025 to holders of record as of December 31, 2024.

 
89 Davis Road, Suite 100 • Orinda, California 94563 • Toll-Free (800) 854-8357 • Local (925) 631-9100 • www.mackenzierealty.com


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