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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): November 25, 2025
UMH Properties, Inc.
(Exact
name of registrant as specified in its charter)
| Maryland |
|
001-12690 |
|
22-1890929 |
(State
or other jurisdiction
of
incorporation) |
|
(Commission
File
Number) |
|
(IRS
Employer
Identification
No.) |
| Juniper
Business Plaza, 3499 Route 9 North, Suite 3-C, Freehold, NJ |
|
07728 |
| (Address
of principal executive offices) |
|
(Zip
Code) |
Registrant’s
telephone number, including area code: (732) 577-9997
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 |
|
Trading
Symbol(s) |
|
Name
of exchange on which registered |
| Common
Stock, $0.10 par value |
|
UMH |
|
New
York Stock Exchange |
| 6.375%
Series D Cumulative Redeemable Preferred Stock, $0.10 par value |
|
UMH
PRD |
|
New
York Stock Exchange |
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 1934 (§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
1.01 | Entry
into a Material Definitive Agreement |
On
November 25, 2025, UMH Properties, Inc. (the “Company”) closed on the addition of seven manufactured home communities containing
1,765 sites to its Fannie Mae credit facility through Wells Fargo Bank, N.A. (the “Lender”), receiving total loan proceeds
of approximately $91.8 million. This new loan is at a fixed rate of 5.46% with interest payable over a 9-year term and principal payable
upon final maturity in December 2034 (or earlier under certain circumstances). The increase in the facility and addition of the new communities
were memorialized by execution of a Reaffirmation, Joinder and Sixth Amendment to the Master Credit Facility dated as of August 20, 2020,
as amended, among the Company, certain of its subsidiaries, the Lender and Fannie Mae. The net proceeds of the new loan will be used
to invest in additional acquisitions that may arise, expansions of existing communities, and the purchase of manufactured homes for sale
or lease to residents and to repay higher interest rate debt on a short-term basis. Including this addition, the total outstanding amount
as of November 25, 2025 under the Company’s Fannie Mae credit facility was approximately $398.3 million.
| Item
2.03 | Creation
of a Direct Financial Obligation or an Obligation Under an Off-Balance Sheet Arrangement
of a Registrant. |
The
information set forth under Item 1.01 of this Current Report on Form 8-K is incorporated by reference into this Item 2.03.
| Item
7.01 | Regulation
FD Disclosure. |
On
November 25, 2025, the Company announced the addition to its Fannie Mae Credit Facility.
The
information being furnished pursuant to this Item 7.01, including Exhibit 99 to this report, shall not be deemed “filed”
for any purpose, including for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”),
or otherwise subject to the liabilities of such section. The information in this report, including Exhibit 99, shall not be incorporated
by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, unless specifically incorporated by reference
into any such filing. This report will not be deemed an admission as to the materiality of any information in this report that is required
to be disclosed solely by Regulation FD.
| Item
9.01 |
Financial Statements and
Exhibits. |
(d)
Exhibits.
| 99 | Press Release dated November 25, 2025 |
| | 104 | Cover
Page Interactive Data File (embedded within the Inline XBRL document) |
SIGNATURE
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.
| |
UMH Properties, Inc. |
| |
|
|
| Date:
December 2, 2025 |
By: |
/s/
Anna T. Chew |
| |
Name: |
Anna
T. Chew
|
| |
Executive Vice President and Chief Financial
Officer |
