Strawberry Fields (STRW) CEO reports 114,504 OP Unit gift

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

Strawberry Fields REIT, Inc. director and CEO Moishe Gubin reported an indirect gift of OP Units. Through Gubin Enterprises LP, he made a bona fide gift of 114,504 OP Units, which are derivative securities linked to the company’s common stock.

The gifted OP Units are tied to 14,706 shares of underlying common stock. After this gift, Gubin Enterprises LP is shown as holding 16,109,745 OP Units indirectly. This is a non-market, gratuitous transfer rather than an open-market sale or purchase.

Insider Trade Summary

114,504 shares gifted

Mixed 3 txns

Insider Gubin Moishe

Role CEO

Type	Security	Shares	Price	Value
Gift	OP Units	114,504	$0.00	--
holding	OP Units	--	--	--
holding	OP Units	--	--	--

Holdings After Transaction: OP Units — 16,109,745 shares (Indirect, Gubin Enterprises LP)

Footnotes (1)

Key Figures

OP Units gifted: 114,504 OP Units Underlying common stock: 14,706 shares OP Units after transaction: 16,109,745 OP Units +2 more

5 metrics

OP Units gifted 114,504 OP Units Bona fide gift disposition by Gubin Enterprises LP

Underlying common stock 14,706 shares Shares of Strawberry Fields common stock linked to gifted OP Units

OP Units after transaction 16,109,745 OP Units Indirect holdings of Gubin Enterprises LP following the gift

Exercise price $0.0000 per OP Unit Conversion or exercise price for OP Units as disclosed

OP Unit expiration December 31, 2050 Expiration date for the OP Units derivative position

Key Terms

OP Units, bona fide gift, underlying security, indirect ownership

4 terms

OP Units financial

"The Form 4 describes transactions in OP Units, a derivative security."

OP units are ownership stakes in an operating partnership that sits beneath a public parent company, commonly used by real estate and energy firms to hold assets and distributions. Think of them like special shares in a subsidiary: they give economic rights to profits and cash payouts but are structured differently from the parent’s common stock, so investors watch OP unit issuance because it can change the effective ownership, future distributions, and potential dilution of the parent company’s equity.

bona fide gift financial

"The transaction code description identifies the transfer as a bona fide gift."

A bona fide gift is a genuine, voluntary transfer of money, property, or benefits from one party to another made without expectation of repayment, services, or hidden conditions. Investors care because such gifts can affect company disclosures, related‑party transaction rules, tax treatment, and perceived conflicts of interest; think of it like someone giving you a present with no strings attached — but on a corporate scale, auditors and regulators need to verify it really is unconditional.

underlying security financial

"The OP Units list common stock as the underlying security."

indirect ownership financial

"The holdings are reported with ownership type marked as indirect."

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Form 4 Insider Transactions: What Each Field Means →

06/05/2026 - 04:53 PM

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Gubin Moishe

(Last)

(First)

(Middle)

5683 LINCOLN AVE

(Street)

CHICAGO

ILLINOIS

60659

(City)

(State)

(Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Strawberry Fields REIT, Inc. [ STRW ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	CEO

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/05/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
OP Units	$0	06/05/2026		G		114,504		06/05/2026	12/31/2050	Common Stock	14,706	$0.00	16,109,745	I	Gubin Enterprises LP
OP Units	$0							01/29/2026	12/31/2050	Common Stock	0		1,571,007	I	New York Boys Management LLC
OP Units	$0							01/29/2026	12/31/2050	Common Stock	0		382,638	I	R&Q Quest Insurance Limited for and on behalf of the Empire Indemnity 2 Segregated Account

Explanation of Responses:

Remarks:

Following the grant disclosed herein, Gubin Enterprises LP, a limited partnership indirectly controlled by Mr. Gubin, is the owner of 16,095,039 OP units. In addition, New York Boys Management LLC, a limited liability company managed by Mr. Gubin and Michael Blisko, is the owner of 3,084,762 OP units (of which Mr. Gubin claims beneficial ownership of half). R&Q Quest Insurance Limited for and on behalf of the Empire Indemnity 2 Segregated Account a segregated account that Mr. Blisko and Mr. Gubin have indirect beneficial interests in, is the owner of 765,275 OP units) of which Mr. Gubin claims beneficial ownership of half). Each OP unit is convertible into one share of common stock.

	/s/ Moishe Gubin	06/05/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did Strawberry Fields REIT (STRW) disclose?

Strawberry Fields REIT disclosed that CEO and director Moishe Gubin reported an indirect bona fide gift of OP Units. The transaction reflects a non-market, gratuitous transfer rather than a purchase or sale of Strawberry Fields common stock.

How many OP Units were gifted in the Strawberry Fields (STRW) Form 4?

The Form 4 shows an indirect bona fide gift of 114,504 OP Units by an entity associated with CEO Moishe Gubin. These OP Units are derivative interests, each linked to a portion of the company’s underlying common stock as specified in the filing.

What is the underlying common stock amount for the gifted OP Units of Strawberry Fields (STRW)?

The disclosed gift of 114,504 OP Units corresponds to 14,706 shares of underlying Strawberry Fields common stock. This link between OP Units and common stock is explicitly stated, clarifying the equity exposure associated with the derivative units.

Which entity made the OP Unit gift reported for Strawberry Fields (STRW)?

The bona fide gift of 114,504 OP Units was attributed to Gubin Enterprises LP, an entity associated with CEO Moishe Gubin. The ownership is reported as indirect, meaning the units are held through this separate entity rather than directly.

What are CEO Moishe Gubin’s indirect OP Unit holdings after the gift at Strawberry Fields (STRW)?

After the reported bona fide gift, Gubin Enterprises LP is shown holding 16,109,745 OP Units indirectly. This figure reflects the position following the transaction and helps illustrate that the entity retains a substantial derivative interest in Strawberry Fields.

Is the Strawberry Fields (STRW) Form 4 transaction a market sale or purchase?

No, the Form 4 describes the transaction as a bona fide gift of OP Units, coded as a gift disposition. This indicates a gratuitous transfer with no open-market sale or purchase of Strawberry Fields common stock associated with the reported units.