Medalist Diversified adds $15.8M credit facility

(High)

(Neutral)

Form Type

8-K

Rhea-AI Filing Summary

Medalist Diversified, Inc., through its wholly owned subsidiary Own Digital Treasury TRS, LLC, entered into a Pledged Asset Line Agreement with Charles Schwab & Co., Inc. The revolving, non-purpose margin credit facility allows the Company to borrow up to $15.8 million, based on the collateral value in a designated Schwab brokerage account as of May 21, 2026.

The facility is secured by a first-priority lien on that brokerage account and carries a variable interest rate tied to the Secured Overnight Financing Rate (SOFR) plus an applicable margin. The agreement includes customary events of default, such as failure to make required payments or post additional collateral, insolvency events, and insufficient collateral value in the pledged account.

Insights

Medalist adds a secured $15.8M margin-based credit line, expanding liquidity with collateral and covenant risks.

The agreement with Charles Schwab provides up to $15.8 million of revolving borrowing capacity, determined by the collateral value in a pledged brokerage account. This can enhance short-term financial flexibility without immediately increasing drawn debt.

However, the facility is secured by a first-priority lien on the collateral account and priced at SOFR plus a margin, so interest costs will move with benchmark rates. Customary default triggers, including collateral shortfalls and insolvency events, mean that market volatility affecting collateral value could constrain availability or trigger repayment demands if asset values fall sharply.

8-K Event Classification

Item 8.01 — Other Events

1 item

Item 8.01 Other Events Other

Voluntary disclosure of events the company deems important to shareholders but not covered by other items.

Key Figures

Maximum borrowing capacity: $15.8 million Interest benchmark: SOFR + margin

2 metrics

Maximum borrowing capacity $15.8 million Based on collateral value in Schwab account as of May 21, 2026

Interest benchmark SOFR + margin Variable rate on borrowings under Pledged Asset Line Agreement

Key Terms

Pledged Asset Line Agreement, non-purpose margin credit facility, first-priority lien, Secured Overnight Financing Rate (SOFR), +1 more

5 terms

Pledged Asset Line Agreement financial

"Own Digital Treasury TRS, LLC (“OWN”) ... has entered into a Pledged Asset Line Agreement"

non-purpose margin credit facility financial

"The PAL Agreement provides for a revolving, non-purpose margin credit facility"

first-priority lien financial

"secured by a first-priority lien on a designated brokerage account"

A first-priority lien is a legal claim that gives one lender or creditor the top spot to seize and sell specified assets if a borrower fails to pay. For investors, it matters because being first in line usually means a higher chance of recovering money after a default, lowering risk compared with holders who are behind in the queue — like a person cutting to the front of a checkout line for payment from the same pile of goods.

Secured Overnight Financing Rate (SOFR) financial

"Borrowings under the PAL Agreement bear interest at a variable rate based on the Secured Overnight Financing Rate (SOFR)"

A secured overnight financing rate (SOFR) is the interest rate on very short, one‑day loans that are backed by high‑quality collateral (like government bonds), so lenders face less risk. Investors care because SOFR is a widely used benchmark that sets the cost of borrowing and the pricing of loans, bonds and derivatives; think of it as a trusted yardstick for short‑term interest costs that influences returns and valuations across markets.

events of default financial

"The PAL Agreement contains customary events of default, including, without limitation, failure to make any payment"

Events of default are specific breaches or failures listed in a loan, bond, or credit agreement that give lenders the right to act, such as demanding immediate repayment, raising interest rates, or taking secured assets. They matter to investors because triggering one is like setting off a financial alarm: it raises the chance of foreclosure, restructuring, or bankruptcy and can sharply reduce the value of a company’s stock or bonds and increase borrowing costs.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What new credit facility did Medalist Diversified (MDRR) enter into?

Medalist Diversified, via its subsidiary, entered a Pledged Asset Line Agreement with Charles Schwab. This revolving, non-purpose margin credit facility is secured by a brokerage account and provides borrowing capacity based on the account’s collateral value.

How much can Medalist Diversified (MDRR) borrow under the Schwab agreement?

Based on collateral values as of May 21, 2026, Medalist Diversified may borrow up to $15.8 million. The actual borrowing capacity can change over time as the value of assets in the pledged Schwab brokerage account fluctuates.

What secures Medalist Diversified’s new $15.8 million borrowing capacity?

The facility is secured by a first-priority lien on a designated brokerage account at Charles Schwab. The collateral consists of financial assets in that account, and their value directly determines how much the company can draw under the line.

What interest rate applies to Medalist Diversified’s pledged asset line?

Borrowings under the pledged asset line bear a variable interest rate based on the Secured Overnight Financing Rate (SOFR) plus an applicable margin. This means interest expense will adjust as underlying short-term market rates change over time.

What events of default exist under Medalist Diversified’s Pledged Asset Line Agreement?

Events of default include failing to pay amounts when due, not depositing additional collateral when required, insolvency proceedings, any default under related security agreements, or if the value of financial assets in the collateral account becomes insufficient.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 05/28/2026 - 04:10 PM

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: May 28, 2026

Medalist Diversified, 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.)

P.O. Box 8436

Richmond, VA 23226

(Address of principal executive offices)

(804) 338-7708

(Registrant’s telephone number, including area code)

None

(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	Name of each Exchange on Which Registered	Trading Symbol(s)
Common Stock, $0.01 par value	Nasdaq Capital Market	MDRR

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 ☐

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.

Own Digital Treasury TRS, LLC (“OWN”), a wholly-owned subsidiary of Medalist Diversified, Inc. (“Medalist” and together with OWN, the “Company”), has entered into a Pledged Asset Line Agreement (the “PAL Agreement”) by and between OWN and Charles Schwab & Co., Inc. (“Schwab”). The PAL Agreement provides for a revolving, non-purpose margin credit facility, secured by a first-priority lien on a designated brokerage account maintained at Schwab (the “Collateral Account”), of an amount based on the collateral value in the Collateral Account. Based on the collateral value in the Collateral Account as of May 21, 2026, the Company is permitted to borrow up to $15.8 million under the PAL Agreement.

Borrowings under the PAL Agreement bear interest at a variable rate based on the Secured Overnight Financing Rate (SOFR) plus an applicable margin. The PAL Agreement contains customary events of default, including, without limitation, failure to make any payment upon demand or otherwise when due or deposit additional collateral when required under the PAL Agreement; initiation of a bankruptcy petition or other insolvency proceeding; any event of default under any security agreement executed in connection with the Collateral Account; or the insufficiency of the value of the financial assets in the Collateral Account.

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, INC.

Dated: May 28, 2026	By:	/s/ C. Brent Winn, Jr.
		C. Brent Winn, Jr.
		Chief Financial Officer

Source: View Original Filing on SEC EDGAR

Filing Exhibits & Attachments

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Medalist Diversified adds $15.8M credit facility

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