MacKenzie Realty Capital (NASDAQ: MKZR) begins strategic review of multi-family assets

Rhea-AI Filing Summary

MacKenzie Realty Capital, Inc. reported that it has begun a strategic review of its multi-family real estate portfolio with the stated goal of enhancing shareholder value. The company announced this review through a press release dated December 12, 2025, which is furnished as an exhibit and not deemed filed for liability purposes under securities laws. The communication includes standard cautionary language that forward-looking statements, including expectations about financial health and future growth prospects, are subject to risks discussed in the company’s periodic SEC reports.

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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): December 12, 2025

MacKenzie Realty Capital, Inc.

(Exact Name of Registrant as Specified in Its Charter)

000-55006

(Commission File Number)

Maryland	45-4355424
(State or Other Jurisdiction of Incorporation)	(I.R.S. Employer Identification No.)

89 Davis Road, Suite 100

Orinda, California 94563

(Address of principal executive offices, including zip code)

(925) 631-9100

(Registrant’s telephone number, including area code)

NOT APPLICABLE

(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		Trading Symbol(s)		Name of each exchange on which registered
Common Stock, $0.0001 per value		MKZR		NASDAQ

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter):

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 7.01 Regulation FD Disclosure.

On December 12, 2025, we issued a press release about initiating a strategic review of our multi-family portfolio with the goal of enhancing shareholder value. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and incorporated herein by reference.

In accordance with General Instruction B.2 of Form 8-K, the information in Item 7.01 of this Current Report on Form 8-K, including Exhibit 99.1, shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section.

Furthermore, the information in Item 7.01 of this Current Report on Form 8-K, including Exhibit 99.1, shall not be deemed to be incorporated by reference into any filing or other document pursuant to the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing or document.

The furnishing of the attached press release is not an admission as to the materiality of any information therein. The information contained in the release is summary information that is intended to be considered in the context of more complete information included in our filings with the U.S. Securities and Exchange Commission (the “SEC”) and other public announcements that we have made and may make from time to time by press release or otherwise. We undertake no duty or obligation to update or revise the information contained in this press release, although we may do so from time to time as our management believes is appropriate. Any such updating may be made through the filing of other reports or documents with the SEC, through press releases or through other public disclosures.

Forward-Looking Statements

This Current Report on Form 8-K may contain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, including, among others, our ability to remain financially healthy, and our expected future growth prospects. All statements other than statements of historical fact are, or may be deemed to be, forward-looking statements. In some cases, forward-looking statements can be identified by the use of forward-looking terms such as “anticipate,” “estimate,” “believe,” “continue,” “could,” “intend,” “may,” “plan,” “potential,” “predict,” “should,” “will,” “expect,” “objective,” “projection,” “forecast,” “goal,” “guidance,” “outlook,” “effort,” “target,” “trajectory,” “focus,” “work to,” “attempt,” “pursue,” or the negative of these terms or other comparable terms. However, the absence of these words does not mean that the statements are not forward-looking. These forward-looking statements are based on certain assumptions and analyses made by us in light of our experience and our perception of historical trends, current conditions and expected future developments, as well as other factors we believe are appropriate in the circumstances. For a further discussion of factors that could cause our future results, performance, or transactions to differ significantly from those expressed in any forward-looking statement, please see the section titled “Risk Factors” in annual reports on Form 10-K and quarterly reports on Form 10-Q that we file with the Securities and Exchange Commission from time to time.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

99.1 Press Release issued December 12, 2025

104  Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

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.

	MACKENZIE REALTY CAPITAL, INC.
	(Registrant)
Date: December 12, 2025	By:	/s/ Robert Dixon
		Robert Dixon
		President

FAQ

What did MacKenzie Realty Capital (MKZR) announce in this 8-K filing?

MacKenzie Realty Capital announced that it has initiated a strategic review of its multi-family portfolio with the goal of enhancing shareholder value. This decision was disclosed via a press release furnished as an exhibit to the report.

What is the goal of MacKenzie Realty Capital’s review of its multi-family portfolio?

The company states that the strategic review of its multi-family portfolio is being undertaken with the goal of enhancing shareholder value, without specifying particular actions or outcomes.

How was the strategic review of MKZR’s multi-family portfolio communicated to investors?

The company communicated the strategic review through a press release issued on December 12, 2025, which is attached to the report as Exhibit 99.1 and incorporated by reference.

Is the information about MacKenzie Realty Capital’s strategic review considered filed with the SEC?

The company states that the information in Item 7.01, including Exhibit 99.1, is furnished and not filed for purposes of Section 18 of the Exchange Act and is not automatically incorporated into other SEC filings.

Does this MacKenzie Realty Capital 8-K include forward-looking statements?

Yes. The report notes that it may contain forward-looking statements regarding matters such as the company’s ability to remain financially healthy and its expected future growth prospects, and it refers readers to the Risk Factors in the company’s Form 10-K and Form 10-Q filings.

Where can investors find more risk information related to MKZR’s strategic review and operations?

The company directs investors to the “Risk Factors” sections in its annual reports on Form 10-K and quarterly reports on Form 10-Q filed with the SEC for a discussion of factors that could affect future results.