Gladstone Land (NASDAQ: LAND) shifts 1.185M Series D shares to common

Rhea-AI Filing Summary

Gladstone Land Corporation reclassified and designated 1,185,000 shares of authorized but unissued 5.00% Series D Cumulative Term Preferred Stock as additional shares of Common Stock. After this change, authorized capital stock consists of 52,017,888 shares of Common Stock, 6,329,207 shares of 6.00% Series B Cumulative Redeemable Preferred Stock, 25,666,775 shares of 6.00% Series C Cumulative Redeemable Preferred Stock, and 15,986,130 shares of 5.00% Series E Cumulative Term Preferred Stock. The reclassification did not increase the total authorized capital stock.

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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) March 13, 2026 (March 12, 2026)

Gladstone Land Corporation

(Exact Name of Registrant as Specified in Charter)

Maryland		001-35795		54-1892552
(State or Other Jurisdiction of Incorporation)		(Commission File Number)		(IRS Employer Identification No.)
1521 Westbranch Drive, Suite 100
McLean, Virginia				22102
(Address of Principal Executive Offices)				(Zip Code)

Registrant’s telephone number, including area code: (703) 287-5800

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
Common Stock, $0.001 par value per share		LAND		The Nasdaq Stock Market, LLC
6.00% Series B Cumulative Redeemable Preferred Stock, $0.001 par value per share		LANDO		The Nasdaq Stock Market, LLC
6.00% Series C Cumulative Redeemable Preferred Stock, $0.001 par value per share		LANDP		The Nasdaq Stock Market, LLC

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

On March 12, 2026, Gladstone Land Corporation, a Maryland corporation (the “Company”) filed Articles Supplementary (the “Reclassification Articles Supplementary”) with the State Department of Assessments and Taxation of Maryland, pursuant to which the Company’s Board of Directors reclassified and designated 1,185,000 shares of authorized but unissued 5.00% Series D Cumulative Term Preferred Stock as additional shares of Common Stock. After giving effect to the filing of the Reclassification Articles Supplementary, the Company’s authorized capital stock consisted of 52,017,888 shares of Common Stock, 6,329,207 shares of 6.00% Series B Cumulative Redeemable Preferred Stock, 25,666,775 shares of 6.00% Series C Cumulative Redeemable Preferred Stock, and 15,986,130 shares of 5.00% Series E Cumulative Term Preferred Stock. The Reclassification Articles Supplementary did not increase the Company’s authorized shares of capital stock. The foregoing description of the Reclassification Articles Supplementary is a summary and is qualified in its entirety by the terms of the Reclassification Articles Supplementary, a copy of which is filed as Exhibit 3.1 to this Current Report on Form 8-K and incorporated by reference herein.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.		Description
3.1		Articles Supplementary
104		Cover Page Interactive Data File (embedded within the Inline XBRL document).

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.

				Gladstone Land Corporation     (Registrant)
Date: March 13, 2026				By:		/s/ Lewis Parrish
						Lewis Parrish
						Chief Financial Officer

FAQ

What did Gladstone Land Corporation (LAND) change in its capital structure?

Gladstone Land Corporation reclassified 1,185,000 authorized but unissued 5.00% Series D Cumulative Term Preferred shares into additional Common Stock. This action adjusts the mix of authorized securities between preferred and common without changing the company’s overall authorized capital stock level.

How many shares of each class is Gladstone Land (LAND) now authorized to issue?

After the reclassification, Gladstone Land is authorized to issue 52,017,888 Common shares, 6,329,207 shares of 6.00% Series B Preferred, 25,666,775 shares of 6.00% Series C Preferred, and 15,986,130 shares of 5.00% Series E Cumulative Term Preferred Stock under its charter.

Did Gladstone Land’s (LAND) total authorized shares increase with this reclassification?

The company explicitly states that the Articles Supplementary did not increase its authorized capital stock. Instead, they reallocated 1,185,000 shares from authorized but unissued 5.00% Series D Cumulative Term Preferred Stock into additional authorized Common Stock shares.

When did Gladstone Land (LAND) file the Articles Supplementary for this change?

Gladstone Land filed the Articles Supplementary on March 12, 2026, with the State Department of Assessments and Taxation of Maryland. This filing implemented the Board of Directors’ decision to reclassify certain authorized preferred shares as additional Common Stock.

Which series of preferred stock remain authorized for Gladstone Land (LAND)?

Following the reclassification of Series D, Gladstone Land’s authorized preferred stock includes 6.00% Series B Cumulative Redeemable Preferred, 6.00% Series C Cumulative Redeemable Preferred, and 5.00% Series E Cumulative Term Preferred, with specific authorized share counts stated for each series.

What document governs Gladstone Land’s (LAND) share reclassification?

The change is governed by Articles Supplementary, referred to as the Reclassification Articles Supplementary. A copy is filed as Exhibit 3.1, and the company notes that any summary of the terms is qualified entirely by that filed document’s full provisions.

Filing Exhibits & Attachments

5 documents

Other Documents

• EX-3.1 EX-3.1 7.3 KB
• EX-101 XBRL TAXONOMY EXTENSION SCHEMA 3.8 KB
• EX-101 XBRL TAXONOMY EXTENSION DEFINITION LINKBASE 14.2 KB
• EX-101 XBRL TAXONOMY EXTENSION LABEL LINKBASE 23.7 KB
• EX-101 XBRL TAXONOMY EXTENSION PRESENTATION LINKBASE 15.3 KB