Modiv Industrial Inc SEC Filings

Modiv Industrial, Inc. requests your vote FOR a proposed merger with Global Net Lease, Inc. at a special virtual meeting on August 10, 2026. The companies filed a combined Proxy Statement/Prospectus on June 24, 2026 under a Form S-4 that was declared effective that same day.

The Board of Directors unanimously recommends approval and states that failing to vote has the same effect as a vote against the Merger. The communication instructs stockholders to review the Registration Statement and Proxy Statement/Prospectus and provides sources to obtain free copies.

MODIV INDUSTRIAL, INC. CEO and President Aaron Scott Halfacre reported buying a total of 3,585.74 shares of Class C common stock in open-market transactions. The purchases on June 30 were made at prices of $17.55 and $17.21 per share, increasing his direct ownership stake.

MODIV INDUSTRIAL, INC. CEO and President Aaron Scott Halfacre bought additional shares of the company’s Class C common stock in the open market. On June 26, 2026, he purchased 1,000 shares at $17.45 per share and 4,766.25 shares at $17.50 per share, bringing his reported direct holdings to 134,244.5025 shares.

Modiv Industrial, Inc. has entered into an Agreement and Plan of Merger to combine with Global Net Lease, Inc. (GNL). Under the terms, each share of Modiv Class C common stock will be converted into the right to receive 1.975 shares of GNL common stock; each Modiv preferred share will be cashed out for $25.00 plus accrued dividends.

A special meeting of Modiv stockholders is scheduled virtually for August 10, 2026 (record date: June 22, 2026). The parties expect to close the transaction in Q3 2026 if closing conditions are satisfied. Following closing, current GNL holders and current Modiv holders are expected to hold approximately 89% and 11% of the combined company’s common stock, respectively. The Modiv Board unanimously recommends a vote FOR the proposals.

Modiv Industrial, Inc. announced cash dividends for both its preferred and common shareholders. The company’s board authorized a quarterly dividend of $0.4609375 per share on its 7.375% Series A Cumulative Redeemable Perpetual Preferred Stock for the second quarter of 2026, payable on July 15, 2026 to holders of record on June 30, 2026.

For Class C common stock, the board declared regular monthly cash distributions of $0.10 per share for July and August 2026. These distributions are payable on or about August 10, 2026 to shareholders of record on July 31, 2026 and August 3, 2026, respectively, representing an annualized distribution rate of $1.20 per common share.

MODIV INDUSTRIAL, INC. director Christopher Raymond Gingras reported an exempt dividend reinvestment transaction on shares of Class C common stock. He reported 29.9615 shares involved at a reference price of $18.17 per share, with his direct holdings shown as 12,938.1256 shares following the transaction. The filing notes these shares were acquired through dividend reinvestment transactions that are exempt from Section 16 under Rule 16a-11 and are being reported voluntarily, indicating a routine, non-open-market adjustment to his ownership stake.

Global Net Lease, Inc. disclosed a communication regarding proposed transactions with Modiv that will be the subject of a Proxy Statement/Prospectus and related SEC filings. After the Registration Statement is declared effective, a definitive proxy statement and related materials will be mailed to Modiv stockholders for voting on the Transactions.

The notice directs readers to obtain copies of the Registration Statement, the Proxy Statement/Prospectus and related SEC filings from the SEC or from GNL and Modiv. It states that GNL, Modiv and their directors and executive officers may be participants in the solicitation and lists existing public filings where investor information and current holdings are available.

Modiv Industrial, Inc. reported a small net loss for the quarter ended March 31, 2026 and agreed to merge with Global Net Lease, Inc. In the quarter, total revenue was $11.7 million, and net loss attributable to common stockholders was $0.9 million, or $0.11 per diluted share, compared with a small loss per share a year earlier.

The company’s real estate portfolio totaled $449.4 million in net investments across 41 largely industrial properties, with occupancy of 99% and annual base rent of $40.1 million. Modiv carried a $250.0 million term loan and $24.0 million of mortgage debt and used interest rate swaps on $250.0 million of borrowings to target a 4.15% fixed rate in 2026. The board maintained monthly common distributions of $0.10 per share and continued repurchasing its 7.375% Series A preferred stock while also approving a merger under which common holders are expected to receive GNL shares and preferred holders $25.00 per share in cash plus accrued dividends at closing.

Modiv Industrial, Inc. agreed to merge with Global Net Lease, Inc. under an Agreement and Plan of Merger dated May 3, 2026. At closing each Modiv Class C common share will convert into 1.975 shares of GNL common stock and each 7.375% Series A preferred share will convert into $25.00 in cash plus accrued dividends. Concurrently, Modiv’s operating partnership units will convert into GNL operating partnership units on the same exchange ratio. The transactions are subject to stockholder approval, customary closing conditions, the effectiveness and listing of a Form S-4 registration statement and other regulatory and tax conditions, and include termination fee provisions of $10,000,000 and $15,000,000 in specified scenarios.