Zoned Properties sells two Arizona sites for $1.0M

Zoned Properties, Inc. completed the sale of two Arizona real estate assets under an existing purchase and sale agreement.

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Form Type

8-K

Rhea-AI Filing Summary

Zoned Properties, Inc. completed the sale of two Arizona real estate assets under an existing purchase and sale agreement. On June 30, 2026, the buyer closed on the Green Valley and Kingman properties and paid a total of $1.0 million in cash, with $0.5 million allocated to each property.

The closing for the third asset, the Chino Valley property, was postponed at the buyer’s election to August 31, 2026, with an option to extend further to September 30, 2026 on the same contractual terms. The underlying purchase agreement was previously filed and is incorporated by reference.

Insights

Zoned Properties converts two assets to $1.0M cash, with one sale deferred.

Zoned Properties has moved forward on a multi-property divestiture, closing two Arizona properties for an aggregate $1.0 million, split evenly between the Green Valley and Kingman sites. This converts illiquid real estate into cash while keeping the broader sale structure intact.

The third property in Chino Valley remains under contract, with the purchaser exercising its right to delay closing to August 31, 2026, and potentially to September 30, 2026. Timing and completion of that closing depend on the purchaser’s use of these extension rights.

For investors, the key factors are the successful completion of the remaining Chino Valley sale and how the company ultimately deploys or reports the $1.0 million cash proceeds in future filings. The filing does not quantify the transaction relative to overall assets or revenue, so the broader financial impact remains context-dependent.

8-K Event Classification

2 items: 8.01, 9.01

2 items

Item 8.01 Other Events Other

Voluntary disclosure of events the company deems important to shareholders but not covered by other items.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, or exhibit attachments filed with this report.

Key Figures

Cash proceeds from closed properties: $1.0 million Green Valley property price allocation: $0.5 million Kingman property price allocation: $0.5 million +3 more

6 metrics

Cash proceeds from closed properties $1.0 million Aggregate purchase price allocated to Green Valley and Kingman properties

Green Valley property price allocation $0.5 million Portion of aggregate purchase price for Green Valley property

Kingman property price allocation $0.5 million Portion of aggregate purchase price for Kingman property

Closing date for Green Valley and Kingman June 30, 2026 Date on which the two properties closed

Extended closing date for Chino Valley August 31, 2026 Buyer-elected extension under purchase agreement

Optional further extension for Chino Valley September 30, 2026 Additional extension right for buyer under agreement

Key Terms

Real Estate Purchase and Sale Agreement, wholly owned subsidiaries, Item 8.01. Other Information, incorporated herein by reference, +1 more

5 terms

Real Estate Purchase and Sale Agreement financial

"entered into a Real Estate Purchase and Sale Agreement (the “Purchase Agreement”) with Broken Arrow Herbal Center, Inc."

wholly owned subsidiaries financial

"the Company through its wholly owned subsidiaries, Green Valley Group, LLC, Kingman Property Group, LLC, and Chino Valley Properties, LLC"

Item 8.01. Other Information regulatory

"Emerging growth company Item 8.01. Other Information."

incorporated herein by reference regulatory

"a copy of which was filed as Exhibit 10.1 ... and is incorporated herein by reference."

Cover Page Interactive Data File technical

"104 | | Cover Page Interactive Data File (embedded within the Inline XBRL document)."

FAQ

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

What transaction did Zoned Properties (ZDPY) report in this 8-K?

Zoned Properties reported closing the sale of two Arizona properties under a real estate purchase and sale agreement. The Green Valley and Kingman properties were transferred to the buyer in exchange for a combined $1.0 million cash payment allocated equally between them.

How much cash did Zoned Properties (ZDPY) receive for the property sales?

The company received $1.0 million in cash for the closing of two properties. The Green Valley property and the Kingman property were each allocated $0.5 million of the aggregate purchase price under the existing purchase and sale agreement.

Which properties did Zoned Properties (ZDPY) sell on June 30, 2026?

The company closed on the Green Valley and Kingman properties on June 30, 2026. These are located in Green Valley and Kingman, Arizona, respectively, and were part of a three-property portfolio covered by an earlier real estate purchase and sale agreement.

What is happening with Zoned Properties’ (ZDPY) Chino Valley property?

The Chino Valley property remains under contract, but its closing was delayed at the buyer’s election. The buyer extended the closing date to August 31, 2026, with an additional option to extend further to September 30, 2026 on the same contractual terms.

Who is the buyer of Zoned Properties’ (ZDPY) Arizona properties?

The buyer is Broken Arrow Herbal Center, Inc., an Arizona corporation. It is purchasing three properties from Zoned Properties’ wholly owned subsidiaries under a Real Estate Purchase and Sale Agreement dated April 20, 2026, previously filed as an exhibit.

Which subsidiaries of Zoned Properties (ZDPY) are involved in the sale?

The selling entities are wholly owned subsidiaries Green Valley Group, LLC, Kingman Property Group, LLC, and Chino Valley Properties, LLC. Together they are referred to as the Seller in the Real Estate Purchase and Sale Agreement with Broken Arrow Herbal Center, Inc.

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

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Accepted by SEC EDGAR 07/06/2026 - 06:30 AM EDT

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): June 30, 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 8.01. Other Information.

As previously reported in a Current Report on Form 8-K filed with the Securities and Exchange Commission (the “SEC”) on April 22, 2026 by Zoned Properties, Inc. (the “Company”) on April 20, 2026, the Company through its wholly owned subsidiaries, Green Valley Group, LLC, an Arizona limited liability company, Kingman Property Group, LLC, an Arizona limited liability company, and Chino Valley Properties, LLC, an Arizona limited liability company (collectively, the “Seller”), entered into a Real Estate Purchase and Sale Agreement (the “Purchase Agreement”) with Broken Arrow Herbal Center, Inc., an Arizona corporation (the “Purchaser”), pursuant to which the Seller agreed to sell to the Purchaser three properties consisting of (i) property commonly known as 1732 W. Commerce Point Place, Green Valley, Arizona 85614 (the “Green Valley Property”), (ii) property commonly known as 2095 E. Northern Avenue, Kingman, Arizona 86409 (the “Kingman Property”), and (iii) property commonly known as 2144-2148 N. Road 1 East, Chino Valley, Arizona 86323 (the “Chino Property” and collectively with the Green Valley Property and Kingman Property, the “Properties”).

On June 30, 2026, the closing with respect to the Green Valley Property and the Kingman Property was effectuated, and the Purchaser timely exercised its right under the Purchase Agreement to extend the closing date with respect to the Chino Property to August 31, 2026, subject to the Purchaser’s right to extend such closing date to September 30, 2026, on the terms and conditions set forth in the Purchase Agreement. Accordingly, on June 30, 2026, the Purchaser delivered a cash payment of $1.0 million, representing the portion of the aggregate purchase price for the Properties allocated to these two properties under the Purchase Agreement ($0.5 million for the Green Valley Property and $0.5 million for the Kingman Property).

The foregoing description of the Purchase Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Purchase Agreement, a copy of which was filed as Exhibit 10.1 to the Company’s Current Report on Form 8-K filed on April 22, 2026, and is incorporated herein by reference.

Item 9.01 Financial Statement and Exhibits.

(d) Exhibits

Exhibit No.		Description
10.1		Real Estate Purchase and Sale Agreement, dated April 20, 2026 by and between Green Valley Group, LLC, Kingman Property Group, LLC, Chino Valley Properties, LLC, and Broken Arrow Herbal Center, LLC (incorporated by reference to Exhibit 10.1 to the registrant’s Current Report on Form 8-K filed on April 22, 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: July 6, 2026	/s/ Bryan McLaren
	Bryan McLaren
	Chief Executive Officer & Chief Financial Officer

Source: View Original Filing on SEC EDGAR

Filing Exhibits & Attachments

3 documents

Zoned Properties sells two Arizona sites for $1.0M

Rhea-AI Filing Summary