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UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
DC 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): August 14, 2026
| Zoned Properties, Inc. |
| (Exact
Name of Registrant as Specified in its Charter) |
| |
| Nevada |
| (State
or Other Jurisdiction of Incorporation) |
| 000-51640 |
|
46-5198242 |
| (Commission
File Number) |
|
(IRS
Employer
Identification No.) |
8360 E. Raintree Drive, #230
Scottsdale, AZ |
|
85260 |
| (Address of Principal Executive
Offices) |
|
(Zip Code) |
(Registrant’s
telephone number, including area code): (877) 360-8839
N/A
(Former
name, former address and former fiscal year, 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.)
| ☐ |
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 |
| N/A |
|
N/A |
|
N/A |
Indicate
by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405)
or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
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
2.02. Results of Operations and Financial Condition.
On
August 14, 2026, Zoned Properties, Inc. (the “Company”) issued a press release announcing its financial results for the quarter
ended June 30, 2026. A copy of this press release is attached hereto as Exhibit 99.1 and incorporated herein by reference. The information
contained in the website is not a part of this current report on Form 8-K.
The
information included in this Item 2.02, including Exhibit 99.1, shall not be deemed to be “filed” for purposes of Section
18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that
section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or
the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.
Item
9.01 Financial Statement and Exhibits.
(d)
Exhibits
| Exhibit
No. |
|
Description |
| 99.1 |
|
Press release of the registrant dated August 14, 2026. |
| 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.
| |
ZONED PROPERTIES, INC. |
| |
|
| Dated: August 14, 2026 |
/s/ Bryan
McLaren |
| |
Bryan McLaren |
| |
Chief Executive Officer & Chief Financial Officer |
Exhibit 99.1
Zoned Properties Announces Second Quarter 2026
Financial Results
SCOTTSDALE, Ariz., August 14, 2026 /AccessWire/
-- Zoned Properties®, Inc. (“Zoned Properties” or the “Company”) (OTCQB: ZDPY), a technology-driven property
investment company for emerging and highly regulated industries, including legalized cannabis, today announced its financial results for
the three and six months ended June 30, 2026.
Selected Financial Highlights for the Three Months Ended June
30, 2026:
| ● | Total revenues were $773,977 for the quarter ended June 30,
2026, compared to $937,774 for the quarter ended June 30, 2025, representing a decrease of 17.5%. |
| ● | Operating expenses were $820,213 for the quarter ended June
30, 2026, compared to $665,586 for the quarter ended June 30, 2025, representing an increase of 23.2%. |
| ● | Loss from operations was $46,236 for the quarter ended June
30, 2026, compared to income from operations of $272,188 for the quarter ended June 30, 2025, representing a decrease of 116.9%. |
| ● | Net income was $73,787, or $0.01 per fully diluted share,
for the quarter ended June 30, 2026, compared to $26,326, or $0.00 per fully diluted share, for the quarter ended June 30, 2025, representing
an increase of 180.3%. |
Selected Financial Highlights for the Six Months Ended June 30,
2026:
| ● | Total revenues were $1,946,413 for the six months ended June
30, 2026, compared to $1,912,326 for the six months ended June 30, 2025, representing an increase of 1.8%. |
| ● | Operating expenses were $1,866,081 for the six months ended
June 30, 2026, compared to $1,211,367 for the six months ended June 30, 2025, representing an increase of 54.1%. |
| ● | Income from operations was $80,332 for the six months ended
June 30, 2026, compared to $700,959 for the six months ended June 30, 2025, representing a decrease of 88.5%. |
| ● | Net income was $19,127, or $0.00 per fully diluted share,
for the six months ended June 30, 2026, compared to $172,184, or $0.01 per fully diluted share, for the six months ended June 30, 2025,
representing a decrease of 88.9%. |
| ● | Cash provided by operating activities was $1,041,428 for
the six months ended June 30, 2026. |
| ● | The Company had cash on hand of $2,446,418 as of June 30,
2026, compared to cash on hand of $837,767 as of December 31, 2025. |
About Zoned Properties, Inc. (OTCQB: ZDPY):
Zoned Properties Inc. (“Zoned Properties”
or the “Company”) (OTCQB: ZDPY) is a technology-driven property investment company focused on acquiring value-add real estate
within the regulated cannabis industry in the United States.
Headquartered in Scottsdale, Arizona, Zoned Properties
has developed a national ecosystem of real estate services to support its real estate development model, including a commercial real estate
brokerage and a real estate advisory practice. With a decade of national experience and a team of experts devoted to the emerging cannabis
industry, Zoned Properties addresses the specific needs of a modern market in highly regulated industries. The Company targets commercial
properties that face unique zoning or development challenges, identifies solutions that can potentially have a major impact on their commercial
value, and then works to acquire the properties while securing long-term, absolute-net leases.
Zoned
Properties targets commercial properties that can be acquired and rezoned for specific purposes, including the regulated and legalized
cannabis industry. It does not grow, harvest, sell or distribute cannabis or any substances regulated under United States law such as
the Controlled Substance Act of 1970, as amended. For more information, call 877-360-8839 or visit
www.ZonedProperties.com.
X:
@ZonedProperties
LinkedIn:
@ZonedProperties
Safe Harbor Statement
This press release contains forward-looking
statements. All statements other than statements of historical facts included in this press release are forward-looking statements. In
some cases, forward-looking statements can be identified by words such as “believe,” “expect,” “anticipate,”
“plan,” “potential,” “continue” or similar expressions. Such forward-looking statements include risks and
uncertainties, and there are important factors that could cause actual results to differ materially from those expressed or implied by
such forward-looking statements. These factors, risks and uncertainties are discussed in the Company’s filings with the Securities and
Exchange Commission. Investors should not place any undue reliance on forward-looking statements since they involve known and unknown,
uncertainties and other factors which are, in some cases, beyond the Company’s control which could, and likely will, materially affect
actual results, levels of activity, performance or achievements. Any forward-looking statement reflects the Company’s current views with
respect to future events and is subject to these and other risks, uncertainties and assumptions relating to operations, results of operations,
growth strategy and liquidity. The Company assumes no obligation to publicly update or revise these forward-looking statements for any
reason, or to update the reasons actual results could differ materially from those anticipated in these forward-looking statements, even
if new information becomes available in the future.
Investor Relations
Zoned Properties, Inc.
Bryan McLaren
Tel (877) 360-8839
Investors@zonedproperties.com
www.zonedproperties.com
