Strawberry Fields REIT shareholders elect six directors

Strawberry Fields REIT, Inc. reported the results of its 2026 annual shareholder meeting held on May 7, 2026.

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Form Type

8-K

Rhea-AI Filing Summary

Strawberry Fields REIT, Inc. reported the results of its 2026 annual shareholder meeting held on May 7, 2026. Shareholders holding 10,827,080 of 13,398,307 common shares were present in person or by proxy, representing 80.81% of the shares eligible to vote.

Six director nominees, including Moishe Gubin and Michael Blisko, received more votes "for" than "withhold" and were elected, with broker non-votes recorded on each item. Shareholders also ratified Hacker, Johnson & Smith, P.A. as independent auditor for fiscal 2026, with 10,433,324 votes for, 359,142 against, and 34,614 abstentions.

A proposal to approve potential adjournment of the annual meeting, if necessary, was likewise approved, receiving 8,843,842 votes for, 1,877,111 against, and 106,127 abstentions. The filing was signed by Chief Executive Officer and Chairman Moishe Gubin.

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, or exhibit attachments filed with this report.

Key Figures

Shares outstanding on record date: 13,398,307 shares Shares represented at meeting: 10,827,080 shares Quorum percentage: 80.81% +4 more

7 metrics

Shares outstanding on record date 13,398,307 shares Common stock outstanding as of record date for 2026 annual meeting

Shares represented at meeting 10,827,080 shares Shares present in person or by proxy, 80.81% of eligible

Quorum percentage 80.81% Portion of outstanding shares eligible to vote that were represented

Auditor ratification - For 10,433,324 votes Votes for ratifying Hacker, Johnson & Smith, P.A. for fiscal 2026

Auditor ratification - Against 359,142 votes Votes against ratifying Hacker, Johnson & Smith, P.A.

Adjournment proposal - For 8,843,842 votes Votes for approving potential adjournment of the annual meeting

Director Moishe Gubin - For 8,390,965 votes Votes cast for election of Moishe Gubin as director

Key Terms

Emerging growth company, Broker Non-Vote, independent auditor, adjournment of the annual meeting

4 terms

Emerging growth company regulatory

"Emerging growth company"

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.

Broker Non-Vote financial

"Broker Non-Vote"

A broker non-vote happens when a brokerage firm holds shares in street name for a client but does not cast a ballot on a particular shareholder item because the broker lacks discretionary authority to vote that matter. Think of it like a person who owns a ticket but the ticket-holder refuses to vote on some issues; the share counts for ownership but not for that vote, which can affect whether proposals reach the required number of votes or a quorum.

independent auditor financial

"independent auditor for fiscal year 2026"

An independent auditor is an outside, qualified accounting professional or firm that examines a company's financial records and controls to determine whether its financial statements are accurate and prepared according to accepted accounting rules. Like a neutral referee or home inspector, the auditor issues a report that gives investors confidence (or raises red flags) about the reliability of the numbers, which affects assessments of risk, valuation and investment decisions.

adjournment of the annual meeting regulatory

"To approve adjournment of the annual meeting, if necessary."

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did Strawberry Fields REIT (STRW) shareholders vote on at the 2026 annual meeting?

Shareholders voted on electing six directors, ratifying Hacker, Johnson & Smith, P.A. as independent auditor for fiscal 2026, and approving a proposal to permit adjournment of the annual meeting, if necessary, based on the disclosed vote tallies.

How many Strawberry Fields REIT (STRW) shares were represented at the 2026 annual meeting?

At the 2026 annual meeting, 10,827,080 shares were present in person or by proxy out of 13,398,307 common shares outstanding as of the record date, representing 80.81% of the shares eligible to vote at the meeting.

Were all Strawberry Fields REIT (STRW) director nominees elected at the 2026 meeting?

All six director nominees, including Moishe Gubin, Michael Blisko, Jack Levine, Mark Myers, Stanford Gertz, and Ted Lerman, received more votes "for" than "withhold," so each was elected according to the vote totals shown for Proposal 1.

Did Strawberry Fields REIT (STRW) shareholders ratify the 2026 independent auditor?

Yes. Shareholders ratified Hacker, Johnson & Smith, P.A. as the independent auditor for fiscal 2026, with 10,433,324 votes for, 359,142 votes against, and 34,614 abstentions reported under Proposal 2 in the voting results.

What was the result of the adjournment proposal at Strawberry Fields REIT (STRW)?

The proposal to approve adjournment of the annual meeting, if necessary, passed with 8,843,842 votes for, 1,877,111 votes against, and 106,127 abstentions. This provides authority to adjourn the meeting under the conditions described in Proposal 3.

How many Strawberry Fields REIT (STRW) shares were outstanding on the record date?

There were 13,398,307 shares of Strawberry Fields REIT common stock outstanding as of the record date for the 2026 annual meeting, establishing the base of shares that were eligible to vote on the proposals presented.

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

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Accepted by SEC EDGAR 05/07/2026 - 04:00 PM EDT

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) May 7, 2026

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

(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, $0.00001 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. ☐

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

The 2026 annual meeting of shareholders of Strawberry Fields REIT, Inc. (the “Company”) was held on May 7, 2026. There were 13,398,307 shares of common stock outstanding as of the record date for the annual meeting, of which 10,827,080 were present in person or by proxy at the meeting, representing 80.81% of the outstanding shares eligible to vote. The voting results of the meeting are:

Proposal 1 - To elect six directors:

	For		Withhold		Broker Non-Vote
(1) Moishe Gubin		8,390,965		220,979		2,215,136
(2) Michael Blisko		8,487,159		124,785		2,215,136
(3) Jack Levine		8,139,647		472,297		2,215,136
(4) Mark Myers		6,645,951		1,965,993		2,215,136
(5) Stanford Gertz		6,643,635		1,968,309		2,215,136
(6) Ted Lerman		6,647,250		1,964,694		2,215,136

Proposal 2 – To ratify the selection of Hacker, Johnson & Smith, P.A. as the Company’s independent auditor for fiscal year 2026:

For			Against			Abstain
10,433,324			359,142			34,614

Proposal 3 – To approve adjournment of the annual meeting, if necessary.

For			Against			Abstain
8,843,842			1,877,111			106,127

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit

Number

Exhibit Name

Filed Herewith

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.

STRAWBERRY FIELDS REIT, INC.

Date:	May 7, 2026

By:	/s/ Moishe Gubin
	Moishe Gubin
	Chief Executive Officer and Chairman

Source: View Original Filing on SEC EDGAR

Filing Exhibits & Attachments

3 documents