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[Form 4] Modiv Industrial, Inc. Insider Trading Activity

Filing Impact
(Low)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Kimberly J. Smith, a director of Modiv Industrial, Inc. (MDV), reported an acquisition of common stock, Class C, on 08/15/2025. The filing shows 98.5759 shares were acquired at a price of $14.27 per share under transaction code J(1), and the reporting person beneficially owned 14,575.0937 shares following the transaction. The form states these shares were acquired in dividend reinvestment transactions exempt from Section 16 under Rule 16a-11 and were reported voluntarily on this Form 4.

The filing was signed by John Raney by power of attorney for Kimberly J. Smith on 08/15/2025. No derivative transactions, option exercises, or disposals are reported in this filing.

Positive

  • Transaction explicitly identified as dividend reinvestment, consistent with Rule 16a-11
  • Reporting increases beneficial ownership to 14,575.0937 Class C shares
  • Clear disclosure including transaction date (08/15/2025) and price ($14.27)

Negative

  • None.

Insights

TL;DR: Director acquired a small stake via dividend reinvestment; filing appears routine and non-material to valuation.

The transaction is explicitly described as a dividend reinvestment (Rule 16a-11) and is reported voluntarily. The quantity—98.5759 Class C shares at $14.27—adds to the reporting person’s total beneficial ownership of 14,575.0937 shares. There are no sales, option exercises, or other derivative actions disclosed, and the filing contains no indications of material change to insider ownership or control.

TL;DR: This Form 4 documents a routine dividend reinvestment by a director and raises no governance concerns.

The form identifies Kimberly J. Smith as a director and records a dividend reinvestment purchase under transaction code J(1). The filing was executed by a power of attorney, which is clearly indicated. The disclosure is straightforward, limited to a non-derivative acquisition, and complies with reporting norms for insider transactions; there is no evidence in the filing of any governance or compliance issues.

SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
SMITH KIMBERLY J

(Last) (First) (Middle)
1500 NORTH GRANT STREET, #5609

(Street)
DENVER CO 80203

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
MODIV INDUSTRIAL, INC. [ MDV ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
08/15/2025
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
COMMON STOCK, CLASS C 08/15/2025 J(1) 98.5759 A $14.27 14,575.0937 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Explanation of Responses:
1. Shares acquired in dividend reinvestment transactions exempt from Section 16 pursuant to Rule 16a-11 are being reported voluntarily on this Form 4.
Remarks:
/s/ John Raney, by Power of Attorney for Kimberly J. Smith 08/15/2025
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What did Kimberly J. Smith report on Form 4 for MDV?

The report discloses acquisition of 98.5759 Class C shares on 08/15/2025 at $14.27 per share via dividend reinvestment.

Was the transaction a purchase, sale, or dividend reinvestment on MDV Form 4?

The filing states the shares were acquired in dividend reinvestment transactions exempt under Rule 16a-11 and reported voluntarily.

How many MDV shares does the reporting person own after this filing?

The filing shows 14,575.0937 Class C shares beneficially owned following the transaction.

Who signed the Form 4 for Kimberly J. Smith?

The form was signed by John Raney by power of attorney for Kimberly J. Smith on 08/15/2025.

Are there any derivative transactions reported in this MDV Form 4?

No. The filing contains no derivative securities, option exercises, or disposals; only a non-derivative acquisition is reported.
Modiv Industrial Inc

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