Strawberry Fields REIT (NYSE: STRW) files 8-K/A with Missouri portfolio data

Rhea-AI Filing Summary

Strawberry Fields REIT, Inc. filed an amended current report to add detailed financial information for a recently acquired group of healthcare facilities in Missouri. The company had previously reported completing the purchase of nine facilities on July 1, 2025, and indicated that required financial statements would follow within a set timeframe.

This amendment now includes audited combined statements of revenues and certain expenses for the Missouri Portfolio Group 2 for the year ended December 31, 2024 and the six-month period ended June 30, 2025. It also provides unaudited pro forma condensed combined financial information, including a pro forma balance sheet as of June 30, 2025 and pro forma income statements for the same six-month period and for the year ended December 31, 2024, giving investors a clearer view of how this portfolio could affect the company’s financial results.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K/A

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported) September 9, 2025 (July 2, 2025)

Strawberry Fields REIT, Inc.

(Exact name of registrant as specified in its charter)

Maryland		001-41628		84-2336054
(State or other jurisdiction of incorporation)		(Commission file number)		(IRS employer identification no.)

6101 Nimtz Parkway
South Bend, Indiana				46628
(Address of principal executive offices)				(Zip Code)

(574) 807-0800

(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 (see General Instruction 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 registered		Trading Symbol(s)		Name of exchange on which registered
Common Stock, $0.0001 par value		STRW		NYSE American

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 1933 (§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. ☐

This Amendment on Form 8-K/A (this “Amendment”) is being filed to amend the Current Report on Form 8-K (the “Initial Form 8-K”) filed by Strawberry Fields REIT, Inc. (the “Company”) with the Securities and Exchange Commission on July 2, 2025. As previously reported in the Initial Form 8-K, on July 1, 2025, the Company completed its acquisition of 9 healthcare facilities located in Missouri. In the Initial Form 8-K, the Company stated its intention to file the financial statements and pro forma financial information required by parts (a) and (b) of Item 9.01 of Form 8-K not later than seventy-one (71) calendar days after the date that the Initial Form 8-K was required to be filed with the Securities and Exchange Commission. Pursuant to the instructions to Item 9.01 of Form 8-K, the Company hereby files this Amendment to amend the Initial Form 8-K in order to include the required financial statements and pro forma financial information that were previously omitted.

Item 9.01 Financial Statements and Exhibits.

(a) Financial Statements of Business Acquired.

Missouri Portfolio Group 2 Combined Statements of Revenues and Certain Expenses for the Year ended December 31, 2024 and the six month period ended June 30, 2025.

Independent Auditor’s Report		F-1
Combined Statements of Revenues and Certain Expenses		F-3
Notes to Combined Statements of Revenues and Certain Expenses		F-4

(b) Pro Forma Financial Information.

Unaudited Pro Forma Condensed Combined Financial Information		F-1
Unaudited Pro Forma Condensed Combined Balance Sheet as of June 30, 2025		F-2
Unaudited Pro Forma Condensed Combined Statements of Income for the Year Ended December 31, 2024		F-3
Unaudited Pro Forma Condensed Combined Statements of Income for the six months period ended June 30, 2025		F-4
Notes to Unaudited Pro Forma Condensed Combined Financial Information		F-5

(d) Exhibits

Exhibit No.		Description of Exhibit
99.1		Missouri Portfolio Group 2 Combined Statements of Revenues and Certain Expenses for the Year Ended December 31, 2024 and the Six Month Period Ended June 30, 2025
99.2		Unaudited Pro Forma Condensed Combined Financial Information
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

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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.

	Strawberry Fields REIT, Inc.
Dated: September 9, 2025	By:	/s/ Moishe Gubin
		Moishe Gubin
		Chief Executive Officer and Chairman

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FAQ

What does Strawberry Fields REIT (STRW) report in this 8-K/A amendment?

Strawberry Fields REIT files an amended report to add financial statements and unaudited pro forma information for its Missouri Portfolio Group 2 acquisition. These disclosures show historical revenues and certain expenses plus pro forma results reflecting the acquired facilities within the company’s financials.

Which acquisition is covered by Strawberry Fields REIT’s Missouri Portfolio Group 2 disclosure?

The disclosure relates to Strawberry Fields REIT’s completed acquisition of nine healthcare facilities located in Missouri on July 1, 2025. The amendment provides historical combined statements and pro forma financial data to illustrate how these facilities fit into the company’s broader results.

What historical financial statements are included for Missouri Portfolio Group 2?

The amendment includes audited Combined Statements of Revenues and Certain Expenses for Missouri Portfolio Group 2 for the year ended December 31, 2024 and the six-month period ended June 30, 2025. Notes to these combined statements are also provided to explain key accounting and presentation details.

What pro forma financial information does Strawberry Fields REIT provide in this amendment?

Strawberry Fields REIT supplies unaudited pro forma condensed combined financial information, including a pro forma condensed combined balance sheet as of June 30, 2025 and pro forma condensed combined income statements for the year ended December 31, 2024 and the six months ended June 30, 2025, with accompanying notes.

Why did Strawberry Fields REIT file this 8-K/A instead of a new report?

The company initially reported the Missouri portfolio acquisition and stated it would later file required financial statements and pro forma data. This 8-K/A amends that earlier report specifically to add the missing financial statements and unaudited pro forma combined information for the acquired facilities.

Which exhibits did Strawberry Fields REIT attach related to the Missouri Portfolio Group 2 acquisition?

Attached exhibits include Missouri Portfolio Group 2 Combined Statements of Revenues and Certain Expenses for the specified periods (Exhibit 99.1), Unaudited Pro Forma Condensed Combined Financial Information (Exhibit 99.2), and the cover page interactive data file embedded within the Inline XBRL document (Exhibit 104).