[8-K] Medalist Diversified REIT, Inc. Reports Material Event

Rhea-AI Filing Summary

Medalist Diversified REIT (MDRR) closed the sale of Salisbury Marketplace Shopping Center for $9,930,000. The property at 2106 Statesville Blvd., Salisbury, NC was sold on October 23, 2025 after arm’s length negotiations with an unaffiliated purchaser. The transaction was executed through the Company’s wholly owned subsidiary, MDR Salisbury, LLC.

The Company stated it expects to use a portion of the proceeds from the sale to repay a portion of existing debt. This is a cash inflow event tied to a completed asset disposition, with proceeds earmarked to reduce leverage.

Insights

REIT transactions analyst

Completed $9,930,000 asset sale; proceeds aimed at debt repayment.

Medalist Diversified REIT closed the sale of the Salisbury Marketplace Shopping Center for $9,930,000 on October 23, 2025. The sale followed arm’s length negotiations with an unaffiliated buyer, indicating a market-based price. As a completed cash transaction, it immediately converts a real estate asset into liquidity.

The Company states it expects to apply a portion of proceeds to repay existing debt. Debt reduction can lower interest expense and improve balance sheet flexibility, though the extent depends on the amount applied and loan terms. The filing does not quantify remaining leverage or interest savings.

Key factual anchors are the closed status, the $9,930,000 consideration, and stated intent to use part of the proceeds for debt repayment. Subsequent filings may provide the exact debt tranches repaid and any related changes to covenants.

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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): October 23, 2025

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.)

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)

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☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

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☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

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☐ 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

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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. ¨

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Item 2.01 Completion of Acquisition or Disposition of Assets

As previously disclosed in the Form 8-K filed with the Securities and Exchange Commission by Medalist Diversified REIT, Inc. (the “Company”) on August 8, 2025, on August 8, 2025, MDR Salisbury, LLC, a Delaware limited liability company (the “Seller”), a wholly owned subsidiary of the Company, entered into a Purchase and Sale Agreement (the “Agreement”), with Salisbury SC LLC, a Delaware limited liability company (the “Purchaser”), whereby the Purchaser agreed to acquire from the Seller the property located at 2106 Statesville Blvd., Salisbury, NC, commonly known as Salisbury Marketplace Shopping Center (the “Property”).

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On October 23, 2025, the Company closed on the sale of the Property. The total sales price received for the Property was $9,930,000. The sale was based on arm’s length negotiations with an unaffiliated purchaser. The Company expects to use a portion of the proceeds from the sale of the Property to repay a portion of existing debt.

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The foregoing description is only a summary of the material provisions of the Agreement and is qualified in its entirety by reference to the full text of the Agreement, which was filed as Exhibit 10.2 to the Company’s Current Report on 8-K filed on August 8, 2025 and incorporated by reference herein.

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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: October 23, 2025	By:	/s/ C. Brent Winn, Jr.
		C. Brent Winn, Jr.
		Chief Financial Officer

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FAQ

What did MDRR announce in this 8-K?

Medalist Diversified REIT closed the sale of the Salisbury Marketplace Shopping Center for $9,930,000 on October 23, 2025.

Which property did MDRR sell and where is it located?

The property is the Salisbury Marketplace Shopping Center at 2106 Statesville Blvd., Salisbury, NC.

Who bought the property from MDRR?

An unaffiliated purchaser, Salisbury SC LLC, following arm’s length negotiations.

How much cash did MDRR receive from the sale?

The total sales price was $9,930,000.

How does MDRR plan to use the sale proceeds?

The Company expects to use a portion of the proceeds to repay a portion of existing debt.