Power REIT (PW): Henry Posner III reports 10.0% beneficial ownership

Rhea-AI Filing Summary

Power REIT’s large shareholder Henry Posner III has increased his stake and now holds a significant position in the company. He reports beneficial ownership of 340,000 shares of Power REIT common stock, representing 10.0% of the company’s outstanding common stock. This percentage is based on 3,389,661 shares outstanding as of October 22, 2025, as disclosed in Power REIT’s Form 10-Q for the quarter ended September 30, 2025.

The filing states that the aggregate purchase price for the 340,000 shares is approximately $268,295, including brokerage commissions, and that these shares were acquired using Henry Posner III’s personal funds. He has sole voting and sole dispositive power over all 340,000 shares, with no shared voting or dispositive power.

Insights

Equity ownership and governance analyst

Henry Posner III now holds 10% of Power REIT with sole control over these shares.

The amendment reports that Henry Posner III beneficially owns 340,000 shares of Power REIT common stock, which equals 10.0% of the company’s outstanding common stock. The percentage is calculated from 3,389,661 shares outstanding as of October 22, 2025, as disclosed in Power REIT’s Form 10-Q for the quarter ended September 30, 2025.

The filing notes that the aggregate purchase price for these 340,000 shares is approximately $268,295, including brokerage commissions, funded from his personal resources. He has sole voting and sole dispositive power over all 340,000 shares, which means decisions on how these shares are voted or sold rest entirely with him, without shared control.

The amendment also indicates that additional open‑market purchases since the prior amendment led to his ownership exceeding the 10% threshold. Specific trade details are included in an exhibit, and the transactions were executed in the open market, sometimes through multiple purchases in the same day within a one‑dollar price range.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 4)

Power REIT

(Name of Issuer)

Common Stock, par value $0.001 per share

(Title of Class of Securities)

73933H101

(CUSIP Number)

Henry Posner III
535 Smithfield Street, Suite 960,
Pittsburgh, PA, 15222
412-928-7700

Briar McNutt
Epstein Becker & Green, P.C., 875 Third Avenue
New York, NY, 10022
212-351-4500

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

12/19/2025

(Date of Event Which Requires Filing of This Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

SCHEDULE 13D

CUSIP No. 73933H101

1

Name of reporting person

POSNER HENRY III

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

PF

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 340,000.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 340,000.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

340,000.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

10.0 %

14

Type of Reporting Person (See Instructions)

IN

Comment for Type of Reporting Person:

This Amendment No. 4 to Schedule 13D (this "Amendment No. 4") amends and supplements the Schedule 13D originally filed with the SEC by the Reporting Person with respect to the Issuer on December 1, 2025 (the "Schedule 13D"), as amended by Amendment No. 1 to Schedule 13D filed on December 4, 2025, Amendment No. 2 to Schedule 13D filed on December 11, 2025 and Amendment No. 3 to Schedule 13D filed on December 17, 2025 (collectively, the "Schedule 13D/A"). This Amendment No. 4 is being filed to report changes in the Reporting Person's beneficial ownership of the Issuer's Common Stock. Unless otherwise defined in this Amendment No. 4, capitalized terms used herein have the meanings ascribed to them in the Schedule 13D/A. Since the filing of the Reporting Person's most recent Schedule 13D/A, the Reporting Person has acquired additional shares of the Issuer's Common Stock that resulted in the Reporting Person's beneficial ownership exceeding ten percent (10%) of the outstanding shares of the Issuer's Common Stock. The Schedule 13D/A is hereby amended and supplemented to include the information set forth herein.

SCHEDULE 13D

Item 1.	Security and Issuer
(a)	Title of Class of Securities: Common Stock, par value $0.001 per share
(b)	Name of Issuer: Power REIT
(c)	Address of Issuer's Principal Executive Offices: 301 WINDING ROAD, 301 WINDING ROAD, OLD BETHPAGE, NEW YORK , 11804.
Item 3.	Source and Amount of Funds or Other Consideration
	The aggregate purchase price of the 340,000 shares of Common Stock reported in this Amendment No. 4 as beneficially owned by the Reporting Person is approximately $268,295, including brokerage commissions. Such shares were acquired with the Reporting Person's personal funds.
Item 5.	Interest in Securities of the Issuer
(a)	The Reporting Person may be deemed to beneficially own 340,000 shares of the Issuer's Common Stock, representing 10.0% of the Issuer's Common Stock, which is calculated based on 3,389,661 shares of Common Stock outstanding on October 22, 2025, as disclosed by the Issuer in its Quarterly Report on Form 10-Q for the quarter ended September 30, 2025, filed with the SEC on October 24, 2025.
(b)	The Reporting Person has sole voting and dispositive power of 340,000 shares of Common Stock. The Reporting Person does not share any voting or dispositive power with respect to his ownership of the Issuer's Common Stock.
(c)	The transactions in the shares of the Issuer's Common Stock by the Reporting Person since the filing of the most recent Schedule 13D/A are set forth in Exhibit 99.4 hereto and incorporated herein by reference. All such transactions were effected on the open market, including through multiple open market purchase transactions that occurred on the same day at different prices, which transactions are reported in the aggregate within a one dollar price range.
Item 7.	Material to be Filed as Exhibits.
	Exhibit 99.2 - Power of Attorney by Henry Posner III for Executing Schedule 13D and Schedule 13G (incorporated by reference from Exhibit 99.2 to the Schedule 13D of Reporting Person dated November 24, 2025 and filed with the SEC on December 1, 2025) Exhibit 99.4 - Transactions in Common Stock Since Filing of Last Schedule 13D/A

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

POSNER HENRY III

Signature:	/s/ Briar McNutt
Name/Title:	Briar McNutt by POA from Henry Posner III, Reporting Person
Date:	12/23/2025

Comments accompanying signature:

Power of Attorney by Henry Posner III for Executing Schedule 13D and Schedule 13G (incorporated by reference from Exhibit 99.2 to the Schedule 13D of Reporting Person dated November 24, 2025 and filed with the SEC on December 1, 2025)

FAQ

How many Power REIT (PW) shares does Henry Posner III currently beneficially own?

Henry Posner III beneficially owns 340,000 shares of Power REIT common stock, as reported in this amendment.

What percentage of Power REIT (PW) does Henry Posner III’s 340,000 shares represent?

His 340,000 shares represent 10.0% of Power REIT’s outstanding common stock, based on 3,389,661 shares outstanding as of October 22, 2025.

How much did Henry Posner III pay in total for his 340,000 Power REIT (PW) shares?

The aggregate purchase price for the 340,000 shares of Power REIT common stock is approximately $268,295, including brokerage commissions.

Does Henry Posner III share voting or dispositive power over his Power REIT (PW) shares?

No. The filing states that he has sole voting power and sole dispositive power over all 340,000 shares and does not share any such power.

Why did Henry Posner III file Amendment No. 4 related to Power REIT (PW)?

Amendment No. 4 was filed to report that, after additional acquisitions of Power REIT common stock, his beneficial ownership exceeded 10.0% of the company’s outstanding common shares.

How were Henry Posner III’s recent Power REIT (PW) share purchases executed?

The filing notes that his transactions in Power REIT common stock were effected on the open market, including multiple purchases on the same day within a one dollar price range, with detailed trades listed in an exhibit.