Welcome to our dedicated page for Zoned Pptys SEC filings (Ticker: ZDPY), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
Zoned Properties, Inc. files regulatory reports that document its cannabis-focused real estate business, operating results, material agreements, governance, and capital structure. Its 8-K filings include financial-results releases, investor-presentation disclosures, real estate purchase and sale agreements, asset purchase agreements, and amended absolute-net lease agreements involving wholly owned property subsidiaries.
The company's SEC record also covers board and executive compensation matters, equity compensation changes, shareholder voting and capital-structure disclosures, and Form 12b-25 notices related to annual-report timing. These filings frame ZDPY as a Nevada operating company with real estate assets and lease arrangements tied to regulated cannabis operators.
FRIEDMAN ART reported acquisition or exercise transactions in this Form 4 filing.
Zoned Properties, Inc. director Art Friedman received a grant of 200,000 shares of Common Stock as restricted stock awarded by the Board under the company’s 2016 Equity Incentive Plan. The grant was fully vested at issuance but remains subject to forfeiture and clawback provisions.
Following this equity award and a correction of an error in previously reported beneficial ownership totals, Friedman is reported as directly owning 340,000 shares of Zoned Properties common stock.
McLaren Bryan reported acquisition or exercise transactions in this Form 4 filing.
Zoned Properties, Inc. Chairman, CEO and CFO Bryan McLaren reported an insider transaction involving company common stock. On January 28, 2026, an entity he controls, BAM Trust, received a grant of 250,000 shares of restricted common stock at a price of $0.00 per share.
The award was granted by the Board under the company’s 2016 Equity Incentive Plan and was fully vested at issuance, though it remains subject to forfeiture and clawback provisions. McLaren is trustee of BAM Trust and has voting and investment control over these indirectly held shares. As of the same date, he also directly held 62,500 shares of common stock.
Zoned Properties, Inc. is reshaping its leadership compensation mix. Effective January 28, 2026, the Board approved 10% base salary increases for CEO/CFO Bryan McLaren to $275,000 and President/COO Berekk Blackwell to $210,000.
On January 19, 2026, the company canceled all unvested stock options held by executives and directors covering 298,750 shares, plus 60,000 unvested options held by non‑executive manager Patrick Moroney. In place of options, on January 28, 2026 the company granted restricted common stock for services in 2026–2027: 250,000 shares to McLaren, 150,000 to Blackwell, 200,000 each to directors Art Friedman, David G. Honaman, and Cole Stevens, and 150,000 to Moroney.
These restricted shares are subject to pro‑rata forfeiture through December 31, 2027 if employment or service ends for cause or by voluntary resignation. If a change of control occurs before that date, clawbacks end and recipients keep all shares, and the company will pay cash of up to 35% of share cost basis to cover related income taxes.
Zoned Properties, Inc. entered into a management buyout asset purchase agreement under which a buyer entity owned by senior executives will acquire substantially all of the company’s operating business and related real estate assets for a base purchase price of $7,000,000, less assumed indebtedness, subject to adjustments for certain additional or excluded properties.
The deal is overseen by a special committee of independent directors and requires multiple approvals, including a fairness opinion and majority and “majority of the minority” shareholder votes, as well as the buyer raising the required capital. The company disclosed that, assuming shareholder approval and successful sale and liquidation of 100% of its assets and operations, it expects to pay remaining debt, settle obligations, retire preferred shares, and distribute the remaining cash to stockholders as a return of capital via a special dividend, followed by a reverse merger or similar transaction involving the public company.
Zoned Properties, Inc., through three indirect subsidiaries, entered into amended and restated absolute net leases for its Chino Valley, Green Valley, and Kingman cannabis properties, each with a 14-year term starting January 1, 2026 and ending December 31, 2039, contingent on a change of control of the tenants and transfer of the related cannabis licenses to A&R Consultants, LLC or its designee, which will guarantee the leases. The leases include base rents set by property, with examples of monthly rent of $3,500 for Green Valley and $4,000 for Kingman.
The tenants also receive a short-term option to purchase all three properties together for $9.0 million, with an option period ending March 30, 2026 and closing required by June 30, 2026, funded by a $400,000 non-refundable deposit, a $4.0 million cash down payment, and $5.0 million of seller financing at 7% interest over 36 months. In a related consent agreement for the Chino Valley property, the landlord’s approval of a sale transaction is conditioned on receiving $389,983.87 of past-due amounts and $965,000 as compensation for rent concessions, after which the existing guarantor will be released for post-closing periods and A&R Consultants, LLC is expected to provide a new guaranty.
Zoned Properties, Inc. reported its Q3 2025 results. Revenue was $1,013,133 for the quarter and $2,925,459 year-to-date, driven by property investment and real estate services. Q3 net income was $155,197, bringing year‑to‑date net income to $327,381. Cash from operations reached $661,392 for the nine months ended September 30, 2025.
As of September 30, cash was $1,113,900, liabilities totaled $10,554,385, and stockholders’ equity was $6,247,173. Future minimum base rent expected under leases totals $43,149,357.
The Company issued a notice of default to Significant Tenant Broken Arrow after it remitted approximately 17% of September 2025 rent; discussions on possible remedies are ongoing. At the Woodward property, the tenant remitted partial rent in July but paid all outstanding rent by September and is current. The Sunday Goods ground lease commenced, monthly base rent of $25,000 began in July 2025, and the new Surprise, AZ dispensary opened in September 2025.
Zoned Properties, Inc. (ZDPY) furnished an update via Form 8-K. The company issued a press release announcing financial results for the three and nine months ended September 30, 2025, and made an investor presentation available beginning November 13, 2025. These materials are attached as Exhibits 99.1 and 99.2. The information was furnished, not filed, under the Exchange Act and is not subject to Section 18 liabilities, nor incorporated by reference unless specifically stated.