Erez Asset Management Issues Open Letter to UMH Properties Shareholders Announcing Intention to "WITHHOLD" Support for Director Matthew Hirsch at the 2026 Annual Meeting

News Market Reaction – UMH

+0.46%

1 alert

+0.46% News Effect

On the day this news was published, UMH gained 0.46%, reflecting a mild positive market reaction.

Data tracked by StockTitan Argus on the day of publication.

Key Figures

Erez ownership stake: approximately 4% of outstanding shares Annual Meeting date: May 27, 2026 ISS withhold history: each of last three elections +3 more

6 metrics

Erez ownership stake approximately 4% of outstanding shares Disclosed activist stake in UMH

Annual Meeting date May 27, 2026 Scheduled 2026 Annual Meeting of Shareholders

ISS withhold history each of last three elections ISS recommended withholding from Hirsch in prior elections

Prior withhold votes nearly 40% of votes cast Last election result for Matthew Hirsch

Board tenure approximately 18 years average Average tenure of UMH directors cited by Erez

Board election cycle once every three years Staggered board structure at UMH

Market Reality Check

Price: $15.02 Vol: Volume 483,530 is below t...

low vol

$15.02 Last Close

Volume Volume 483,530 is below the 20-day average of 768,567, suggesting limited pre-news positioning. low

Technical Shares at $15.38 are slightly above the 200-day MA of $15.32 and about 11.8% below the 52-week high.

Peers on Argus

UMH gained about 1.12% with sub-average volume while key residential REIT peers ...

UMH gained about 1.12% with sub-average volume while key residential REIT peers like AIV, ELME, CSR and NXRT showed modest gains between roughly 0.59% and 2.02%. No peers appeared in the momentum scanner, indicating this news is more stock‑specific than part of a broad sector move.

Historical Context

5 past events · Latest: May 07 (Positive)

Pattern 5 events

Date	Event	Sentiment	Move	Catalyst
May 07	Credit facility amendment	Positive	-0.4%	Expanded unsecured revolver to $260M plus $340M accordion and extended maturity.
Apr 30	Q1 2026 earnings	Positive	+1.2%	Income grew to $65.8M with higher occupancy and tighter FFO guidance.
Apr 08	Industry awards	Positive	+2.1%	Multiple Manufactured Housing Institute awards highlighting community and sustainability leadership.
Apr 01	Operations update	Positive	-0.2%	Higher rental conversions, 94.6% rental occupancy and 9.3% rental charge growth.
Apr 01	Dividend declaration	Positive	-0.2%	Reaffirmed $0.225 quarterly common dividend and detailed preferred dividends.

Pattern Detected

Recent UMH news has generally been positive operationally and financially, yet the stock has often traded flat to slightly down on such updates, with only the awards announcement showing a clear positive price response.

Recent Company History

Over the last few months, UMH reported stronger Q1 2026 results, tightened Normalized FFO guidance to $0.98–$1.04, and provided a favorable operations update with higher occupancy and rental growth. It also extended and expanded its unsecured revolving credit facility to $260M plus a $340M accordion and maintained its common dividend at an annualized $0.90 per share. The current activist governance challenge contrasts with this backdrop of improving fundamentals and capital access.

Regulatory & Risk Context

Active S-3 Shelf

Shelf Active

Active S-3 Shelf Registration 2026-05-11

UMH has an effective Form S-3ASR shelf registration dated May 11, 2026, covering common stock, preferred stock, warrants and debt securities. The company has already utilized this shelf via at-the-market offerings disclosed in recent 424B5 supplements, indicating an established pathway to raise additional equity or debt capital when needed.

Market Pulse Summary

This announcement centers on an activist investor urging shareholders to withhold support from UMH’s...

Analysis

This announcement centers on an activist investor urging shareholders to withhold support from UMH’s presiding independent director over governance and performance concerns. It follows a period of improving fundamentals, including Q1 2026 income of $65.8M, tighter Normalized FFO guidance, and expanded credit capacity up to $600M. Investors may focus on how the board responds, future proxy outcomes at the May 27, 2026 meeting, and any changes in capital allocation or equity issuance under the existing S-3ASR shelf.

Key Terms

net asset value, total shareholder return, proxy advisors, plurality voting standard, +1 more

5 terms

net asset value financial

"UMH trades at a significant discount to its net asset value as well as its two closest peers"

Net asset value is the total value of an investment fund's assets minus any liabilities, divided by the number of shares or units outstanding. It represents the per-share worth of the fund, similar to how the value of a house is determined by its total worth after debts are subtracted. Investors use it to gauge the true value of their holdings and to compare different investment options.

total shareholder return financial

"underperformed its self-selected proxy peers and the broader REIT indices on a total shareholder return basis"

Total shareholder return is the overall gain an investor gets from owning a stock, combining changes in the share price plus any cash payouts like dividends, and assuming those payouts are reinvested in more shares. Investors use it like a single score that shows the true return on their investment—similar to checking both the growth of a savings account and the interest earned—to compare how well different companies or investments perform over time.

proxy advisors financial

"Other shareholders and independent proxy advisors seemingly share our concerns"

Proxy advisors are independent firms that research corporate governance issues and recommend how shareholders should vote on matters like board elections, executive pay and mergers. They matter to investors because many institutions rely on their analysis as a shortcut when voting large portfolios, so their recommendations can sway outcomes that affect company leadership, strategy and ultimately shareholder value — like a trusted guide influencing a group decision.

plurality voting standard regulatory

"given UMH's plurality voting standard that guarantees the election of the Board's nominees"

A plurality voting standard means the candidate with the most votes wins an election, even if they receive less than half of the votes. For investors this matters because it makes it easier for directors or management to keep their seats with only a relative advantage rather than broad shareholder support, affecting board accountability, the ease of replacing directors, and how power shifts in contested votes — like a race where first past the post wins.

staggered structure regulatory

"its staggered structure that ensures that directors face election only once every three years"

A staggered structure is a board arrangement where directors serve multi-year terms and only a portion of seats are up for election each year, so it can take several election cycles to replace the whole board. For investors this matters because it makes sudden management changes or hostile takeovers harder, slowing how quickly shareholders can hold directors accountable and potentially affecting company value and takeover premiums—think of it like changing the tires one at a time instead of all at once.

AI-generated analysis. Not financial advice.

Demands Accountability for Persistent Underperformance, Significant Valuation Discount and Unacceptable Governance

Highlights that ISS Recommends Shareholders "WITHHOLD" Support for Mr. Hirsch

Encourages Fellow UMH Shareholders to "WITHHOLD" from Mr. Hirsch to Send a Message to Board

NEW ROCHELLE, N.Y., May 21, 2026 /PRNewswire/ -- Erez Asset Management, LLC ("Erez"), which owns approximately 4% of the outstanding shares of UMH Properties, Inc. (NYSE: UMH) ("UMH" or the "Company"), today issued a letter to fellow shareholders announcing its intention to WITHHOLD support from Presiding Independent Director Matthew I. Hirsch at UMH's 2026 Annual Meeting of Shareholders (the "2026 Annual Meeting"), which is scheduled to be held on May 27, 2026.

UMH shareholders have endured persistent underperformance because of an entrenched and conflicted Board of Directors

In the letter, Erez notes that Institutional Shareholder Services ("ISS") has recommended that shareholders WITHHOLD votes from Mr. Hirsch in 2026, as it did each of the last three times he stood for election.

"UMH owns valuable assets in one of the most attractive real estate sectors, but shareholders have endured persistent underperformance because an entrenched and conflicted Board of Directors has refused to hold management accountable," said Bruce Schanzer, Chairman and Chief Investment Officer of Erez. "By withholding support from Matthew Hirsch, shareholders can send a clear message to the UMH Board that the status quo is no longer acceptable."

The full text of the letter is below:

Dear Fellow Shareholders:

I am writing on behalf of Erez Asset Management, an investment management firm that invests in small-cap REITs with untapped value. In our view, UMH is such a REIT: it owns a valuable portfolio of manufactured housing communities, an asset class we believe should command a premium valuation given its scarce land base, durable resident demand, recurring pad-rent revenue and meaningful long-term growth potential. Our enthusiasm for UMH's opportunity is reflected in the fact that we currently own approximately 4% of the Company's outstanding shares, making us one of its largest shareholders.

Yet, despite the quality of its assets, UMH trades at a significant discount to its net asset value as well as its two closest peers - Equity LifeStyle Properties and Sun Communities - and has underperformed its self-selected proxy peers and the broader REIT indices on a total shareholder return basis over most relevant periods.¹

We believe this underperformance and persistent valuation discount stems directly from a lack of shareholder trust in a Board of Directors that has exercised inadequate oversight of management, tolerated a governance structure that limits accountability and made questionable capital allocation choices that have obscured the intrinsic value of the Company's underlying land-lease business. And in our view, as UMH's Presiding Independent Director, Matthew I. Hirsch bears responsibility for these failures.

Accordingly, we intend to withhold support from Mr. Hirsch at UMH's upcoming 2026 Annual Meeting of Shareholders, scheduled to be held on May 27, 2026, to send a clear message that the status quo is no longer acceptable and that genuine change – starting with a refreshed Board -- is needed at UMH.

Other shareholders and independent proxy advisors seemingly share our concerns. ISS has recommended that shareholders withhold support from Mr. Hirsch at the 2026 Annual Meeting, as it has each time Mr. Hirsch has stood for election for nearly a decade. Significantly, the last time he was up for election, nearly 40% of the votes cast withheld support from Mr. Hirsch, placing him in the bottom 1% of all directors elected at Russell 3000 companies in 2023.²

Yet, despite this clear evidence of shareholder dissatisfaction, the Board has failed to implement any meaningful changes to its composition. Mr. Hirsch remains on the Board (and in a position of leadership); the Board continues to be dominated by insiders; and Board refreshment has been limited, with UMH's average tenure of approximately 18 years one of the highest of any REIT.³ Concerningly, given UMH's plurality voting standard that guarantees the election of the Board's nominees and its staggered structure that ensures that directors face election only once every three years, shareholders have limited ability to hold the directors accountable for UMH's underperformance.

In our view, UMH's governance deficiencies are the root cause of the Company's underperformance. UMH owns an extremely attractive portfolio of manufactured housing communities with significant value, but we believe that opportunity is unlikely to be realized until the Board embraces accountability and fidelity to shareholder interests.

At this Annual Meeting, shareholders have an opportunity to make an unequivocal statement that UMH cannot continue along the same path, with the same flawed governance structure and inadequate oversight, which has led to the Company's underperformance. In our view, meaningful change is necessary, and it must start with independent Board leadership that is responsive to shareholders and dedicated to serving their interests. To that end, we intend to withhold our support from Matthew I. Hirsch at the upcoming Annual Meeting.

Sincerely,

Bruce Schanzer
Chairman and Chief Investment Officer
Erez Asset Management, LLC

This is NOT a solicitation of authority to vote your proxy.

Please DO NOT send us your proxy card as it will not be accepted by Erez.

About Erez Asset Management

Erez Asset Management, LLC is an investment management firm focused on undervalued small market cap REITs. Erez was founded in 2022 by Bruce Schanzer, former CEO of Cedar Realty Trust, a shopping center REIT, after the successful monetization of Cedar. Erez seeks to acquire meaningful stakes in REITs in which it believes it can work collaboratively with the management team and the board to help catalyze improved performance and share price appreciation by pursuing operational initiatives and strategic alternatives intended to benefit all stakeholders.

Disclaimer

This press release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities described herein in any state to any person. The information herein contains "forward-looking statements". Specific forward-looking statements can be identified by the fact that they do not relate strictly to historical or current facts and include, without limitation, words such as "may," "will," "expects," "believes," "anticipates," "plans," "estimates," "projects," "potential," "targets," "forecasts," "seeks," "could," "should" or the negative of such terms or other variations on such terms or comparable terminology. Similarly, statements that describe our objectives, plans or goals are forward-looking. Forward-looking statements are subject to various risks and uncertainties and assumptions. There can be no assurance that any idea or assumption herein is, or will be proven, correct or that any of the objectives, plans or goals stated herein will ultimately be undertaken or achieved. If one or more of such risks or uncertainties materialize, or if the underlying assumptions of Erez prove to be incorrect, the actual results may vary from outcomes indicated by these statements. Accordingly, forward-looking statements should not be regarded as a representation by Erez that the future plans, estimates or expectations contemplated will ever be achieved.

Media and Investor Contact
info@erezassetmgmt.com

¹ Source: Bloomberg, FactSet. Data as of May 19, 2026. "Proxy Peers" include American Assets Trust, AH Realty Trust, Broadstone Net Lease, Community Healthcare Trust, Centerspace, CareTrust REIT, Essential Properties Realty Trust, Independence Realty Trust, LTC Properties, National Health Investors, Terreno Realty Corporation and Elme Communities. "REIT Indices" include the FTSE Nareit Index and the MSCI US REIT Index.
² Source: Diligent. Based on all director election proposals at Russell 3000 companies during the 2023 proxy season from July 1, 2022 to June 30, 2023.
³ Source: Bloomberg. Based on all US-domiciled real estate investment trusts. Data as of May 19, 2026.

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SOURCE Erez Asset Management, LLC