Chicago Atlantic (NASDAQ: REFI) shareholders back directors and proposals

(Moderate)

(Neutral)

Form Type

8-K

Rhea-AI Filing Summary

Chicago Atlantic Real Estate Finance, Inc. reported the results of its Annual Meeting of Shareholders held on June 11, 2026. Shareholders voted on the election of directors and one additional proposal.

Director nominees received between 4,569,882 and 6,397,600 votes "For," with broker non-votes of 6,649,322 shown for each nominee. A separate proposal received 12,995,674 votes "For," 72,645 "Against," and 94,847 "Abstain," with no broker non-votes reported.

8-K Event Classification

2 items: 5.07, 9.01

2 items

Item 5.07 Submission of Matters to a Vote of Security Holders Governance

Results of a shareholder vote on proposals at an annual or special meeting.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, and exhibit attachments filed with this report.

Key Figures

Proposal votes For: 12,995,674 votes Proposal votes Against: 72,645 votes Proposal Abstain votes: 94,847 votes +3 more

6 metrics

Proposal votes For 12,995,674 votes Shareholder proposal at June 11, 2026 Annual Meeting

Proposal votes Against 72,645 votes Shareholder proposal at June 11, 2026 Annual Meeting

Proposal Abstain votes 94,847 votes Shareholder proposal at June 11, 2026 Annual Meeting

Director votes For (John Mazarakis) 6,073,704 votes Director election at June 11, 2026 Annual Meeting

Director votes Withheld (Jason Papastavrou) 1,943,962 votes Director election at June 11, 2026 Annual Meeting

Broker non-votes per director item 6,649,322 votes Director election items at June 11, 2026 Annual Meeting

Key Terms

Annual Meeting of Shareholders, Broker Non-Votes, Emerging growth company, Inline XBRL

4 terms

Annual Meeting of Shareholders regulatory

"held its Annual Meeting of Shareholders on June 11, 2026 and submitted two matters"

A yearly gathering where a company’s owners (shareholders) vote on key items like electing the board, approving executive pay, and ratifying auditors, and receive updates on performance and strategy. Think of it as an annual town hall for owners: it matters to investors because outcomes and disclosures can affect leadership, corporate direction, dividend and governance policies, and therefore the company’s risk and potential return.

Broker Non-Votes regulatory

"Votes Withheld ... Broker Non-Votes ... 6,649,322"

Broker non-votes occur when a brokerage firm is unable to vote on a shareholder’s behalf during a company election or decision because the shareholder has not given specific voting instructions, and the broker is not allowed or chooses not to vote on certain matters. They are important because they can affect the outcome of votes, especially when the results are close, by effectively reducing the total number of votes cast.

Emerging growth company regulatory

"Emerging growth company Item 5.07. Submission of Matters"

An emerging growth company is a recently public or smaller public firm that qualifies for temporary, lighter regulatory and disclosure rules to reduce the cost and effort of being public. For investors, it means the company may provide less historical financial detail and face fewer reporting requirements than larger firms, so it can grow more quickly but also carries higher uncertainty—like buying a promising early-stage product with fewer user reviews.

Inline XBRL technical

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

Inline XBRL is a file format for financial filings that embeds machine-readable data tags directly inside the human-readable report, so the same document can be read by people and parsed by software. For investors it makes extracting, comparing and verifying financial numbers faster and more reliable—like a grocery list where each item also has a barcode—reducing manual errors and speeding up analysis.

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

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Understanding 8-K Material Events →

Available on EDGAR 06/11/2026 - 04:16 PM Accepted by SEC EDGAR 06/11/2026 - 04:15 PM

FAQ

What did Chicago Atlantic Real Estate Finance (REFI) report in this 8-K?

Chicago Atlantic Real Estate Finance reported voting results from its June 11, 2026 Annual Meeting of Shareholders. The filing details director election outcomes and the vote totals on one additional shareholder proposal, including "For," "Against," "Abstain," and broker non-vote counts.

How did REFI shareholders vote on the director nominees in June 2026?

REFI shareholders cast between 4.57 million and 6.40 million votes "For" each director nominee, with additional votes withheld. Each director item shows 6,649,322 broker non-votes, indicating shares present but not voting on those specific election proposals.

What were the vote totals on the non-director proposal for REFI?

The non-director proposal received 12,995,674 votes "For," 72,645 votes "Against," and 94,847 "Abstain," with no broker non-votes. These totals indicate very strong shareholder support for the proposal presented at the Annual Meeting.

When and where was Chicago Atlantic Real Estate Finance’s 2026 Annual Meeting held?

The Annual Meeting of Shareholders was held on June 11, 2026. The company’s principal executive offices are listed as 1680 Michigan Avenue, Suite 700, Miami Beach, Florida 33139, which provides corporate location context for the meeting-related disclosure.

Who signed the Chicago Atlantic Real Estate Finance 8-K reporting the vote results?

The 8-K reporting the shareholder vote results was signed on behalf of Chicago Atlantic Real Estate Finance, Inc. by Co-Chief Executive Officer Peter Sack. His signature confirms the company’s authorization of the disclosure under the Securities Exchange Act of 1934.

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): June 11, 2026

Chicago Atlantic Real Estate Finance, Inc.

(Exact name of Registrant as Specified in Its Charter)

Maryland

001-41123

86-3125132

(State or Other Jurisdiction

of Incorporation)

(Commission File Number)

(IRS Employer

Identification No.)

1680 Michigan Avenue Suite 700, Miami Beach, Florida		33139
(Address of Principal Executive Offices)		(Zip Code)

Registrant’s Telephone Number, Including Area Code: (312) 625-9295

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 (see General Instructions A.2. below):

☐	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, par value $0.01 per share

REFI

Nasdaq Global Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934. 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 5.07. Submission of Matters to a Vote of Security Holders.

Chicago Atlantic Real Estate Finance, Inc. (the “Company”) held its Annual Meeting of Shareholders on June 11, 2026 and submitted two matters to the vote of the shareholders. A summary of the matters voted upon by shareholders is set forth below.

Shareholders elected five members of the board of directors of the Company, each to serve until the 2027 annual meeting of shareholders and until their successors are duly elected and qualified. The following votes were taken in connection with this proposal:

Name	For		Votes Withheld		Broker Non-Votes
John Mazarakis		6,073,704		440,140	6,649,322
Anthony Cappell		6,397,600		116,224	6,649,322
Jason Papastavrou		4,569,882		1,943,962	6,649,322
Elizabeth Stavola		5,087,001		1,426,843	6,649,322
Brandon Konigsberg		5,083,668		1,430,176	6,649,322

Shareholders ratified the appointment of BDO USA, P.C., as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026 based on the following votes:

For		Against		Abstain		Broker Non-Votes
12,995,674		72,645		94,847		-

Item 9.01. Financial Statements and Exhibits

(d) Exhibits

Exhibit Number		Description
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.

	Chicago Atlantic Real Estate Finance, Inc.

Date: June 11, 2026	By:	/s/ Peter Sack
		Name:	Peter Sack
		Title:	Co-Chief Executive Officer

Source: View Original Filing on SEC EDGAR

Filing Exhibits & Attachments

3 documents