Power REIT (PW) holder Henry Posner III discloses 326,300 shares stake

Rhea-AI Filing Summary

Power REIT investor Henry Posner III filed Amendment No. 3 to his beneficial ownership report, disclosing a larger holding of the company’s common stock.

He now beneficially owns 326,300 shares of Power REIT common stock, representing 9.6% of the class, based on 3,389,661 shares outstanding as of October 22, 2025. All of these shares are held with sole voting and dispositive power.

The filing states that the shares were acquired in open‑market transactions using Posner’s personal funds, for an aggregate purchase price of approximately $254,044, including brokerage commissions. A detailed list of recent transactions appears in an exhibit to the filing.

Insights

Equity ownership analyst

Posner now reports owning 326,300 Power REIT shares, or 9.6%.

The amendment states that Henry Posner III beneficially owns 326,300 shares of Power REIT common stock, representing 9.6% of the class. This percentage is calculated using 3,389,661 shares outstanding as of October 22, 2025, as referenced from the company’s Form 10‑Q.

The aggregate purchase price for the reported shares is approximately $254,044, including brokerage commissions, funded with Posner’s personal funds. The filing notes that all transactions were executed in the open market, sometimes through multiple purchases on the same day within a one‑dollar price range.

The document explains that this Amendment No. 3 is being filed because additional purchases since the last amendment increased Posner’s beneficial ownership by more than 1% of Power REIT’s outstanding common stock, and confirms that he holds sole voting and sole dispositive power over these shares.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 3)

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)

12/15/2025

(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 326,300.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 326,300.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

326,300.00

12

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

13

Percent of class represented by amount in Row (11)

9.6 %

14

Type of Reporting Person (See Instructions)

IN

Comment for Type of Reporting Person:

This Amendment No. 3 to Schedule 13D (this "Amendment No. 3") 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 and Amendment No. 2 to Schedule 13D filed on December 11, 2025 (collectively, the "Schedule 13D/A"). This Amendment No. 3 is being filed to report changes in the Reporting Person's beneficial ownership of the Issuer's Common Stock. Capital 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 an increase in the Reporting Person's beneficial ownership by more than one percent (1%) 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 326,300 shares of Common Stock reported in this Amendment No. 3 as beneficially owned by the Reporting Person is approximately $254,044, 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 326,300 shares of the Issuer's Common Stock, representing 9.6% 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 326,300 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 last Schedule 13D/A are set forth in Exhibit 99.3 hereto and incorporated herein by reference. All such transactions were effected in 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 99.3 - 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:	12/17/2025

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

What did Henry Posner III disclose about his Power REIT (PW) holdings?

He reported beneficial ownership of 326,300 shares of Power REIT common stock, which the filing states represents 9.6% of the company’s outstanding common stock.

How was the 9.6% ownership percentage for Power REIT (PW) calculated?

The filing says the 9.6% figure is based on 3,389,661 shares of Power REIT common stock outstanding on October 22, 2025, as disclosed in the company’s Quarterly Report on Form 10‑Q.

How much did Henry Posner III pay for his 326,300 Power REIT shares?

The document states that the aggregate purchase price of the 326,300 shares reported as beneficially owned is approximately $254,044, including brokerage commissions, funded with his personal funds.

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

No. The filing states that he has sole voting power and sole dispositive power over 326,300 shares of Power REIT common stock and has no shared voting or dispositive power.

Why was Amendment No. 3 filed for Power REIT (PW)?

The amendment explains that since the last amendment, Henry Posner III acquired additional shares of Power REIT common stock, resulting in an increase in his beneficial ownership by more than one percent (1%) of the outstanding shares.

Where are Henry Posner III’s recent Power REIT transactions described?

The filing states that transactions in Power REIT common stock since the prior amendment are set out in Exhibit 99.3, and that all such trades were effected in the open market, with multiple purchases on the same day aggregated within a one‑dollar price range.