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  4. [D] MANUFACTURED HOUSING PROPERTIES INC. SEC Filing

Manufactured Housing (MHPC) runs accredited equity raise with 10.5% fees

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
D

Rhea-AI Filing Summary

MANUFACTURED HOUSING PROPERTIES INC., a Nevada corporation, filed a Form D for a new exempt offering of equity securities under Rule 506(c) of Regulation D. The first sale occurred on 2026-08-01. The notice reports a Total Amount Sold of $12,000,000 USD and a Total Remaining to be Sold of $99,988,000,000 USD. Arete Wealth Management, LLC is listed as Managing Broker-Dealer with total sales compensation of up to 10.5%, including a 6% selling commission, 1% reallowance fee, and 3.5% managing broker-dealer and wholesaling fee.

Positive

  • None.

Negative

  • None.

Filing Explained

The offering is underway, but the filing lacks the share data needed to size dilution or ownership changes for existing holders.

MANUFACTURED HOUSING PROPERTIES INC. has begun the Rule 506(c) equity offering, with the first sale reported on August 1, 2026; the notice reports $12 million sold and $99.988 billion remaining, but does not establish the resulting ownership effect for existing holders.

The complete notice does not report a share count, per-share price, investor count, use of proceeds, or conversion terms, so the offering's dilution and net economic effect cannot be sized from this filing.

The $99.988 billion figure is the amount the company reports as remaining to be sold, not a commitment that those securities will be sold.

Total Amount Sold $12,000,000 USD Equity securities sold in the exempt offering
Total Remaining to be Sold $99,988,000,000 USD Remaining securities in the offering as reported
Total Sales Compensation 10.5% Maximum total compensation to Managing Broker-Dealer and related selling costs
Selling Commission 6% Portion of sales compensation allocated as selling commission
Reallowance Fee 1% Portion of sales compensation allocated as reallowance fee
MBD & Wholesaling Fee 3.5% Portion of sales compensation allocated to Managing Broker-Dealer and wholesaling
Date of First Sale 2026-08-01 Initial sale date for the exempt offering
Rule 506(c) regulatory
"Rule 506(c) exemption under Regulation D is claimed for the offering"
A SEC rule that lets companies publicly advertise private securities offerings, provided they sell only to accredited investors and take reasonable steps to verify buyers’ financial status. Think of it like a public event that still requires checking IDs and qualifications at the door: it widens a company’s pool of potential backers but requires stricter verification to protect less-experienced investors. For investors, it signals easier deal access but also higher due diligence responsibility.
Managing Broker-Dealer financial
"Managing Broker-Dealer: Arete Wealth Management, LLC with total compensation up to 10.5%"
accredited investors regulatory
"securities have been or may be sold to persons who do not qualify as accredited investors"
Accredited investors are individuals or entities considered to have enough financial knowledge and resources to understand and handle more complex and risky investments. They are often allowed to participate in private investment opportunities that are not available to the general public, similar to how experienced players might access exclusive clubs or events. This status helps ensure that investors can manage potential risks and rewards appropriately.
covered securities regulatory
"If the securities are "covered securities" for purposes of NSMIA, states have limits"
Regulation D exemption regulatory
"Certifying that the issuer is claiming a Regulation D exemption for the offering"

FAQ

What type of securities is MANUFACTURED HOUSING PROPERTIES INC. (MHPC) offering in this Form D?
MANUFACTURED HOUSING PROPERTIES INC. is offering equity securities in a private placement. The offering is conducted under Rule 506(c) of Regulation D, which permits general solicitation if purchasers are verified as accredited investors.

How much has MANUFACTURED HOUSING PROPERTIES INC. (MHPC) sold under this Form D offering?
The company reports a Total Amount Sold of $12,000,000 USD. This figure reflects securities already placed in the offering as of the Form D filing and is separate from the additional amount reported as remaining to be sold.

What is the remaining amount to be sold in the MANUFACTURED HOUSING PROPERTIES INC. (MHPC) Form D offering?
The notice lists a Total Remaining to be Sold of $99,988,000,000 USD. This number represents the remaining securities in the stated offering amount, as disclosed in the Form D, beyond the $12,000,000 already sold.

Under which exemption is MANUFACTURED HOUSING PROPERTIES INC. (MHPC) conducting this offering?
The offering relies on Rule 506(c) of Regulation D. This exemption allows broad marketing of the offering, provided all purchasers are accredited investors and the issuer takes reasonable steps to verify their accredited status.

Who is the managing broker-dealer for MANUFACTURED HOUSING PROPERTIES INC. (MHPC)'s Form D offering and what is the compensation?
Arete Wealth Management, LLC is disclosed as Managing Broker-Dealer. Total sales compensation is stated as up to 10.5%, comprising a 6% selling commission, 1% reallowance fee, and 3.5% managing broker-dealer and wholesaling fee.

When did the Form D offering by MANUFACTURED HOUSING PROPERTIES INC. (MHPC) begin?
The Form D indicates a Date of First Sale of 2026-08-01. This means the issuer reports that the initial sale of securities in this exempt offering occurred on August 1, 2026.

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

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The Securities and Exchange Commission has not necessarily reviewed the information in this filing and has not determined if it is accurate and complete.
The reader should not assume that the information is accurate and complete.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Intentional misstatements or omissions of fact constitute federal criminal violations. See 18 U.S.C. 1001.

FORM D

Notice of Exempt Offering of Securities
OMB APPROVAL
OMB Number: 3235-0076
Estimated average burden
hours per response: 4.00

1. Issuer's Identity

CIK (Filer ID Number) Previous Names
None
Entity Type
0001277998
Manufacturing Housing Properties Inc.
Stack-It Storage, Inc.
Caprock Oil, Inc.
Frontier Staffing, Inc.
X Corporation
Limited Partnership
Limited Liability Company
General Partnership
Business Trust
Other (Specify)

Name of Issuer
MANUFACTURED HOUSING PROPERTIES INC.
Jurisdiction of Incorporation/Organization
NEVADA
Year of Incorporation/Organization
X Over Five Years Ago
Within Last Five Years (Specify Year)
Yet to Be Formed

2. Principal Place of Business and Contact Information

Name of Issuer
MANUFACTURED HOUSING PROPERTIES INC.
Street Address 1 Street Address 2
4037 E. Independence Blvd Suite 200
City State/Province/Country ZIP/PostalCode Phone Number of Issuer
Charlotte NORTH CAROLINA 28205 704-800-7199

3. Related Persons

Last Name First Name Middle Name
Gee Raymond M.
Street Address 1 Street Address 2
4037 E. Independence Blvd Suite 200
City State/Province/Country ZIP/PostalCode
Charlotte NORTH CAROLINA 28205
Relationship: X Executive Officer X Director Promoter

Clarification of Response (if Necessary):

CEO and Chairman
Last Name First Name Middle Name
Gee Richard M.
Street Address 1 Street Address 2
4037 E. Independence Blvd Suite 200
City State/Province/Country ZIP/PostalCode
Charlotte NORTH CAROLINA 28205
Relationship: X Executive Officer X Director Promoter

Clarification of Response (if Necessary):

President and Director
Last Name First Name Middle Name
Gee John Paul
Street Address 1 Street Address 2
4037 E. Independence Blvd Suite 200
City State/Province/Country ZIP/PostalCode
Charlotte NORTH CAROLINA 28205
Relationship: Executive Officer X Director Promoter

Clarification of Response (if Necessary):

Director
Last Name First Name Middle Name
Hooker Evan
Street Address 1 Street Address 2
4037 E. Independence Blvd Suite 200
City State/Province/Country ZIP/PostalCode
Charlotte NORTH CAROLINA 28205
Relationship: X Executive Officer Director Promoter

Clarification of Response (if Necessary):

Chief Financial Officer
Last Name First Name Middle Name
Rosenblatt Susan
Street Address 1 Street Address 2
4037 E. Independence Blvd Suite 200
City State/Province/Country ZIP/PostalCode
Charlotte NORTH CAROLINA 28205
Relationship: X Executive Officer Director Promoter

Clarification of Response (if Necessary):

Chief Operating Officer
Last Name First Name Middle Name
Vega Mariana
Street Address 1 Street Address 2
4037 E. Independence Blvd Suite 200
City State/Province/Country ZIP/PostalCode
Charlotte NORTH CAROLINA 28205
Relationship: X Executive Officer Director Promoter

Clarification of Response (if Necessary):

Executive Vice President - Capital Markets
Last Name First Name Middle Name
Martin Adam A.
Street Address 1 Street Address 2
4037 E. Independence Blvd Suite 200
City State/Province/Country ZIP/PostalCode
Charlotte NORTH CAROLINA 28205
Relationship: X Executive Officer Director Promoter

Clarification of Response (if Necessary):

Chief Investment Officer

4. Industry Group

Agriculture
Banking & Financial Services
Commercial Banking
Insurance
Investing
Investment Banking
Pooled Investment Fund
Is the issuer registered as
an investment company under
the Investment Company
Act of 1940?
Yes No
Other Banking & Financial Services
Business Services
Energy
Coal Mining
Electric Utilities
Energy Conservation
Environmental Services
Oil & Gas
Other Energy
Health Care
Biotechnology
Health Insurance
Hospitals & Physicians
Pharmaceuticals
Other Health Care
Manufacturing
Real Estate
Commercial
Construction
REITS & Finance
X Residential
Other Real Estate
Retailing
Restaurants
Technology
Computers
Telecommunications
Other Technology
Travel
Airlines & Airports
Lodging & Conventions
Tourism & Travel Services
Other Travel
Other

5. Issuer Size

Revenue Range OR Aggregate Net Asset Value Range
No Revenues No Aggregate Net Asset Value
$1 - $1,000,000 $1 - $5,000,000
$1,000,001 - $5,000,000 $5,000,001 - $25,000,000
$5,000,001 - $25,000,000 $25,000,001 - $50,000,000
$25,000,001 - $100,000,000 $50,000,001 - $100,000,000
Over $100,000,000 Over $100,000,000
X Decline to Disclose Decline to Disclose
Not Applicable Not Applicable

6. Federal Exemption(s) and Exclusion(s) Claimed (select all that apply)

Rule 504(b)(1) (not (i), (ii) or (iii))
Rule 504 (b)(1)(i)
Rule 504 (b)(1)(ii)
Rule 504 (b)(1)(iii)
Rule 506(b)
X Rule 506(c)
Securities Act Section 4(a)(5)
Investment Company Act Section 3(c)
Section 3(c)(1) Section 3(c)(9)
Section 3(c)(2) Section 3(c)(10)
Section 3(c)(3) Section 3(c)(11)
Section 3(c)(4) Section 3(c)(12)
Section 3(c)(5) Section 3(c)(13)
Section 3(c)(6) Section 3(c)(14)
Section 3(c)(7)

7. Type of Filing

X New Notice Date of First Sale 2026-08-01 First Sale Yet to Occur
Amendment

8. Duration of Offering

Does the Issuer intend this offering to last more than one year?
X Yes No

9. Type(s) of Securities Offered (select all that apply)

X Equity Pooled Investment Fund Interests
Debt Tenant-in-Common Securities
Option, Warrant or Other Right to Acquire Another Security Mineral Property Securities
Security to be Acquired Upon Exercise of Option, Warrant or Other Right to Acquire Security Other (describe)

10. Business Combination Transaction

Is this offering being made in connection with a business combination transaction, such as a merger, acquisition or exchange offer?
Yes X No

Clarification of Response (if Necessary):

11. Minimum Investment

Minimum investment accepted from any outside investor $25,000 USD

12. Sales Compensation

Recipient
Recipient CRD Number X None
(Associated) Broker or Dealer X None
(Associated) Broker or Dealer CRD Number X None
Street Address 1 Street Address 2
City State/Province/Country ZIP/Postal Code
State(s) of Solicitation (select all that apply)
Check "All States" or check individual States		 All States
Foreign/non-US

13. Offering and Sales Amounts

Total Offering Amount $100,000,000,000 USD
or Indefinite
Total Amount Sold $12,000,000 USD
Total Remaining to be Sold $99,988,000,000 USD
or Indefinite

Clarification of Response (if Necessary):

14. Investors

 Select if securities in the offering have been or may be sold to persons who do not qualify as accredited investors, and enter the number of such non-accredited investors who already have invested in the offering.
Regardless of whether securities in the offering have been or may be sold to persons who do not qualify as accredited investors, enter the total number of investors who already have invested in the offering:
1

15. Sales Commissions & Finder's Fees Expenses

Provide separately the amounts of sales commissions and finders fees expenses, if any. If the amount of an expenditure is not known, provide an estimate and check the box next to the amount.

Sales Commissions $0 USD
Estimate
Finders' Fees $0 USD
Estimate

Clarification of Response (if Necessary):

Managing Broker-Dealer: Arete Wealth Management, LLC ? Total Compensation: up to 10.5% (Selling Commission 6%, Reallowance Fee 1%, MBD & Wholesaling Fee 3.5%)

16. Use of Proceeds

Provide the amount of the gross proceeds of the offering that has been or is proposed to be used for payments to any of the persons required to be named as executive officers, directors or promoters in response to Item 3 above. If the amount is unknown, provide an estimate and check the box next to the amount.

$0 USD
Estimate

Clarification of Response (if Necessary):

Signature and Submission

Please verify the information you have entered and review the Terms of Submission below before signing and clicking SUBMIT below to file this notice.

Terms of Submission

In submitting this notice, each issuer named above is:
  • Notifying the SEC and/or each State in which this notice is filed of the offering of securities described and undertaking to furnish them, upon written request, in the accordance with applicable law, the information furnished to offerees.*
  • Irrevocably appointing each of the Secretary of the SEC and, the Securities Administrator or other legally designated officer of the State in which the issuer maintains its principal place of business and any State in which this notice is filed, as its agents for service of process, and agreeing that these persons may accept service on its behalf, of any notice, process or pleading, and further agreeing that such service may be made by registered or certified mail, in any Federal or state action, administrative proceeding, or arbitration brought against the issuer in any place subject to the jurisdiction of the United States, if the action, proceeding or arbitration (a) arises out of any activity in connection with the offering of securities that is the subject of this notice, and (b) is founded, directly or indirectly, upon the provisions of: (i) the Securities Act of 1933, the Securities Exchange Act of 1934, the Trust Indenture Act of 1939, the Investment Company Act of 1940, or the Investment Advisers Act of 1940, or any rule or regulation under any of these statutes, or (ii) the laws of the State in which the issuer maintains its principal place of business or any State in which this notice is filed.
  • Certifying that, if the issuer is claiming a Regulation D exemption for the offering, the issuer is not disqualified from relying on Rule 504 or Rule 506 for one of the reasons stated in Rule 504(b)(3) or Rule 506(d).

Each Issuer identified above has read this notice, knows the contents to be true, and has duly caused this notice to be signed on its behalf by the undersigned duly authorized person.

For signature, type in the signer's name or other letters or characters adopted or authorized as the signer's signature.

Issuer Signature Name of Signer Title Date
MANUFACTURED HOUSING PROPERTIES INC. Raymond M. Gee Raymond M. Gee Chief Executive Officer and Chairman 2026-08-17

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.

* This undertaking does not affect any limits Section 102(a) of the National Securities Markets Improvement Act of 1996 ("NSMIA") [Pub. L. No. 104-290, 110 Stat. 3416 (Oct. 11, 1996)] imposes on the ability of States to require information. As a result, if the securities that are the subject of this Form D are "covered securities" for purposes of NSMIA, whether in all instances or due to the nature of the offering that is the subject of this Form D, States cannot routinely require offering materials under this undertaking or otherwise and can require offering materials only to the extent NSMIA permits them to do so under NSMIA's preservation of their anti-fraud authority.

Source: View Original Filing on SEC EDGAR