Medalist Diversified, Inc. — fact timeline

Medalist Diversified, Inc.: Approved amendment to Articles of Incorporation to restrict stock transfers to protect net operating loss and net capital loss tax benefits (effective 2026-06-16).

“On June 16, 2026, Medalist Diversified, Inc. (the “Company”) held its 2026 annual meeting of stockholders (the “Annual Meeting”). At the Annual Meeting, the Company’s stockholders approved an amendment to the Company’s Articles of Incorporation (the “Charter Amendment”), which includes provisions designed to protect the tax benefits of the Company’s net operating losses (“NOLs”) and net capital losses (“NCLs”).”

Medalist Diversified, Inc. entered into Purchase and Sale Agreement with Person Street Partners GP Fund I, L.P. valued at $10,250,000 (effective 2026-06-17).

“On June 17, 2026, (the “Effective Date”), MDR Brookfield, LLC, a Delaware limited liability company (the “Seller”), entered into a Purchase and Sale Agreement (the “Purchase and Sale Agreement”), with Person Street Partners GP Fund I, L.P., a Delaware limited partnership (the “Purchaser”), whereby the Purchaser agreed to acquire (the “Acquisition”) Brookfield Center, an approximately 64,880 square foot flex-industrial property in Greenville, South Carolina and more particularly described in Exhibit A to the Purchase and Sale Agreement (the “Property”). The total consideration for the Property is $10,250,000 (the “Consideration”), subject to the prorations and adjustments described in the Purchase and Sale Agreement.”

Medalist Diversified, Inc. entered into Purchase and Sale Agreement with 14939 Metcalf Ave., LLC valued at $5,800,000 (effective 2026-06-08).

“On June 8, 2026, (the “Effective Date”), Medalist Diversified, Inc. a Maryland corporation (the “Company”), entered into a Purchase and Sale Agreement (the “Agreement”), a copy of which is filed as Exhibit 10.1 hereto, with 14939 Metcalf Ave., LLC, a Texas limited liability company (the “Seller”), whereby the Company agreed to acquire (the “Acquisition”) a property located at 14939 Metcalf Avenue, Overland Park, Kansas, consisting of approximately 1.64 acres of land with an approximately 16,100 share foot automotive service building and more particularly described in Exhibit A to the Agreement (the “Property”). The total consideration for the Property is $5,800,000 (the “Consideration”), subject to the prorations and adjustments described in the Agreement.”

Medalist Diversified, Inc. completed a disposition involving PC Acquisitions, LLC for $24,100,000 (closed 2026-03-30).

“On March 30, 2026, the Company closed on the sale of the Franklin Square Property (the “Disposition”). The total sales price of the Franklin Square Property was $24,100,000.”

Medalist Diversified, Inc. entered into Purchase and Sale Agreement with HPX Goldsboro Ashley Center LLC valued at $16,600,000 (effective 2026-03-05).

“On March 5, 2026, (the “Effective Date”), MDR Ashley Plaza, LLC, a Delaware limited liability company (the “Seller”), entered into a Purchase and Sale Agreement (the “Purchase and Sale Agreement”), with HPX Goldsboro Ashley Center LLC, a Delaware limited liability company (the “Purchaser”), whereby the Purchaser agreed to acquire (the “Acquisition”) a 156,012 square foot retail property located at 201–221 North Berkeley Boulevard in Goldsboro, North Carolina (the “Ashley Plaza Property”).”

Medalist Diversified, Inc. issued common stock.

“On February 12, 2026, the Company’s board of directors (the “Board”) authorized termination of the Company’s REIT election which when terminated will be effective January 1, 2026. The restrictions on ownership and transfer of Shares (as defined the in the Company’s Articles of Incorporation) set forth in Article VI of the Company’s Articles of Incorporation, including, without limitation, the “Aggregate Share Ownership Limit,” as defined therein, no longer apply.”

Medalist Diversified, Inc.: Amended Articles of Incorporation to change corporate name from 'Medalist Diversified REIT, Inc.' to 'Medalist Diversified, Inc.' (effective 2026-03-02).

“On February 17, 2026, the Company amended its Articles of Incorporation and Bylaws solely to change the corporate name from “Medalist Diversified REIT, Inc.” to “Medalist Diversified, Inc.” effective March 2, 2026.”

Medalist Diversified, Inc.: Removed REIT ownership restrictions by filing a Certificate of Notice reflecting Board's determination to terminate REIT election (effective 2026-01-01).

“On February 12, 2026, the Company’s board of directors (the “Board”) authorized termination of the Company’s REIT election which when terminated will be effective January 1, 2026. The restrictions on ownership and transfer of Shares (as defined the in the Company’s Articles of Incorporation) set forth in Article VI of the Company’s Articles of Incorporation, including, without limitation, the “Aggregate Share Ownership Limit,” as defined therein, no longer apply.”

Medalist Diversified, Inc. amended Fourth Amendment to the Credit Agreement with Well Fargo Bank, National Association (effective 2026-02-13).

“(the “Company”) entered into a Credit Agreement, dated as of June 13, 2022 (the “Credit Agreement”), with Well Fargo Bank, National Association (the “Lender”), for a term loan (the “Term Loan”).”

Medalist Diversified, Inc. amended term loan of not changed; monthly payment reduced from $103,348 to $30,000 with Well Fargo Bank, National Association at not disclosed maturing not disclosed.

“On February 13, 2026, in connection with the disposition of the Greenbrier Business Center Property (as defined and described below), the Borrower, the Company and the Lender entered into the Fourth Amendment to the Credit Agreement (the “Credit Agreement Amendment), the Second Amended and Restated Term Note (the “Amended Term Note”), the Release of Guarantor (the “Release of Guarantor) and the Operating Partnership entered into the Continuing Guaranty (the “Guaranty” and together with the Credit Agreement Amendment, the Amended and Term Note and the Release of Guarantor, the “Amended Documents”).”

Medalist Diversified, Inc. completed a disposition involving CLM Acquisitions, LLC for $11,000,000 (closed 2026-02-13).

“On February 13, 2026, 2025, the Company closed on the sale of the Greenbrier Business Center Property (the “Disposition”). The total sales price of the Greenbrier Business Center Property was $11,000,000.”

Medalist Diversified, Inc. entered into Purchase and Sale Agreement with PC Acquisitions, LLC valued at $24,500,000 (effective 2026-02-03).

“On February 3, 2026, (the “Effective Date”), MDR Franklin Square, LLC, a Delaware limited liability company (the “Seller”), entered into a Purchase and Sale Agreement (the “Purchase and Sale Agreement”), with PC Acquisitions, LLC, a North Carolina limited liability company (the “Purchaser”), whereby the Purchaser agreed to acquire (the “Acquisition”) the Shops at Franklin Square, a 134,239 square foot retail property located in Gastonia, North Carolina (the “Franklin Square Property”).”

Medalist Diversified, Inc. terminated Loan Agreement with Farmers and Merchants Bank of Long Beach valued at $14,700,000 (effective 2025-12-30).

“On December 30, 2025, using cash on hand and the proceeds from previously announced property dispositions, the Company completed the repayment in full all outstanding indebtedness under and terminated (i) the Loan Agreement (the "Loan Agreement"), dated as of July 18, 2025, by and between MDRR XXV Depositor 1, LLC, a Delaware limited liability company and wholly-owned subsidiary of the Company, and Farmers and Merchants Bank of Long Beach ("Farmers"), (ii) the Continuing Guaranty, dated as of July 18, 2025, by the Company in favor of Farmers (the "Company Guaranty") and (iii) the Continuing Guaranty, dated as of July 18, 2025, by Medalist Diversified Holdings, LP (the "Operating Partnership") in favor of Farmers (the "Operating Partnership Guaranty").”

Medalist Diversified, Inc. entered into Parkway Purchase and Sale Agreement with Club Forest International Parkway, LLC valued at $7,900,000 (effective 2025-12-29).

“On December 29, 2025, (the "Effective Date"), MDR Parkway, LLC, a Delaware limited liability company ("MDR Parkway"), a wholly-owned subsidiary of Medalist Diversified REIT, Inc., a Maryland corporation (the "Company") and PMI Parkway, LLC, a Delaware limited liability company not affiliated with the Company (together with MDR Parkway, the "Sellers"), entered into a Purchase and Sale Agreement (the "Parkway Purchase and Sale Agreement"), with Club Forest International Parkway, LLC, a Virginia limited liability company (the "Purchaser"), whereby the Purchaser agreed to acquire (the "Acquisition") the property located at 2697 International Parkway, Virginia Beach, Virginia, commonly known as the Parkway Property (the "Parkway Property").”

Medalist Diversified, Inc. incurred loan of $7,710,000 with Pinnacle Bank at Not specified maturing Not specified.

“On November 7, 2025, in connection with the completion of the Contribution, the DST entered into a Loan Agreement (the “Loan Agreement”) with Pinnacle Bank (the “Lender”), for a loan in the amount of $7,710,000.00 (the “Loan”).”

Medalist Diversified, Inc. completed a disposition involving MDRR XXV DST 1 for $14,554,504 (closed 2025-11-07).

“foot, single story building on 3.498 acres of land located at 312 E. 9 Mile Road, Pensacola, Florida (the “Tesla Property”) to the DST in exchange for total consideration of $14,554,504, as described in more detail below, which was based on the price paid by the Company to acquire the Property on July 18, 2025. The Contribution Agreement contains representations,”

Medalist Diversified, Inc. completed a disposition involving Salisbury SC LLC for $9,930,000 (closed 2025-10-23).

“On October 23, 2025, the Company closed on the sale of the Property. The total sales price received for the Property was $9,930,000.”

Medalist Diversified, Inc. incurred credit facility of $14,700,000 with Farmers and Merchants Bank of Long Beach at prime rate announced by the Lender, subject to a floor rate of 6.25%.

“On July 18, 2025, in connection with the completion of the acquisition discussed below, MDRR XXV Depositor 1, LLC, a Delaware limited liability company (the “Purchaser”), a wholly owned subsidiary of Medalist Diversified Holdings, LP, a Maryland limited partnership and the operating partnership (the “Operating Partnership”) of Medalist Diversified REIT, Inc. (the “Company”), entered into a Loan Agreement (the “Loan Agreement”) with Farmers and Merchants Bank of Long Beach (the “Lender”), for a line of credit in the maximum amount of $14,700,000 (the “Line of Credit”).”

Medalist Diversified, Inc. completed an acquisition involving Drake Motor Partners Pensacola LLC for $14,544,504 (closed 2025-07-18).

“On July 18, 2025, the Purchaser closed on the acquisition. The total purchase price paid for the Property was $14,544,504.”

Medalist Diversified, Inc. completed an acquisition involving Dionysus Investments, LLC for $3,145,000 (closed 2025-02-21).

“21, 2025, by and between Seller and MDR Dan Tibbs Road (as amended by the First Amendment to Contribution Agreement, the “Contribution Agreement”), for a purchase price of $3,145,000, exclusive of closing costs, paid in a combination of (i) 251,600 operating partnership units in the Operating Partnership (the “OP Units”), valued at approximately $12.50 per OP”

Marc Carlson was appointed as Class II director at Medalist Diversified, Inc..

“On January 31, 2025, the Board of Directors (the “Board”) of Medalist Diversified REIT, Inc. (the “Company”) appointed Marc Carlson, as a Class II director of the Company, effective immediately.”

Medalist Diversified, Inc. completed an acquisition involving CWS BET Seattle L.P. for $2,620,000 (closed 2025-01-24).

“24, 2025, by and between Seller and MDR Bowling Green (as amended by the First Amendment to Contribution Agreement, the “Contribution Agreement”), for a purchase price of $2,620,000, exclusive of closing costs, paid in a combination of (i) 209,600 operating partnership units in the Operating Partnership (the “OP Units”), valued at approximately $12.50 per OP”

Kory J. Kramer was appointed as Class I director at Medalist Diversified, Inc..

“On January 3, 2025, the Board of Directors (the “Board”) of Medalist Diversified REIT, Inc. (the “Company”) appointed Kory J. Kramer, as a Class I director of the Company, effective immediately.”

Medalist Diversified, Inc. received a nasdaq delisting notice notice regarding other (rules 5555(a)(3)).

“ket LLC (“ Nasdaq ”) notifying the Company that, based on the Company’s Current Report on Form 8-K filed on October 23, 2024, its 8.0% Series A Cumulative Redeemable Preferred Stock (the “ Preferred Stock ”) no longer meets the minimum 100,000 publicly held shares requirement of Nasdaq Listing Rule 5555(a)(3) for continued listing on The Nasdaq Capital Market. ​ The Nasdaq Letter has no immediate effect on the listing of the Preferred Stock, which will continue to trade under the symbol “MDRRP,” subject to the Company’s compliance with the other continued listing requirements of Nasdaq. In acc”

Medalist Diversified, Inc. received a nasdaq noncompliance notice notice regarding other (rules 5555(a)(3)).

“December 11, 2024, the Company received a letter (the “ Nasdaq Letter ”) from the Listing Qualification Department of The Nasdaq Stock Market LLC (“ Nasdaq ”) notifying the Company that, based on the Company’s Current Report on Form 8-K filed on October 23, 2024, its 8.0% Series A Cumulative Redeemable Preferred Stock (the “ Preferred Stock ”) no longer meets the minimum 100,000 publicly held shares requirement of Nasdaq Listing Rule 5555(a)(3) for continued listing on The Nasdaq Capital Market. ​ The Nasdaq Letter has no immediate effect on the listing of the Preferred Stock, which will conti”

Francis Kavanaugh was appointed as Chair of the Board at Medalist Diversified, Inc..

“the Board reduced its size to five directors and appointed Francis Kavanaugh as Chair of the Board, in each case effective June 26, 2024.”

Charles S. Pearson, Jr. resigned as director at Medalist Diversified, Inc..

“On June 26, 2024, Timothy O’Brien and Charles S. Pearson, Jr. notified the Board that they will each resign as a director of the Company, effective June 26, 2024.”

Timothy O'Brien resigned as director at Medalist Diversified, Inc..

“On June 26, 2024, Timothy O’Brien and Charles S. Pearson, Jr. notified the Board that they will each resign as a director of the Company, effective June 26, 2024.”

A. Lee Finley was appointed as Class II director at Medalist Diversified, Inc..

“On June 25, 2024, the Board of Directors (the “Board”) of Medalist Diversified REIT, Inc. (the “Company”) appointed A. Lee Finley, as a Class II director of the Company, effective immediately.”

Medalist Diversified, Inc. reported fiscal 2023 results: net income net loss of $4.6 million.

“In 2023, Medalist reported a net loss of $4.6 million, representing a $0.2 million decrease from the $4.8 million net loss reported for 2022.”

Medalist Diversified, Inc. completed an acquisition involving RMP 3535 N. Central Ave., LLC for purchase price of $2,400,000 (closed 2024-03-28).

“On March 28, 2024, MDR Central Avenue, LLC, a wholly owned subsidiary of Medalist Diversified Holdings, LP, a Maryland limited partnership and the operating partnership (the “Operating Partnership”) of Medalist Diversified REIT, Inc. (the “Company”), closed on the acquisition of that certain tract of real property containing a building with a physical address of 3535 North Central Avenue, Chicago, IL 60634 (the “Central Avenue Property”) from RMP 3535 N. Central Ave., LLC, a Delaware limited liability company (“Seller”) , for a purchase price of $2,400,000, exclusive of closing costs”

Medalist Diversified, Inc. completed an acquisition involving PMI Hanover SQ, LLC for $98,410.94 (closed 2024-03-25).

“On March 25, 2024, Buyer completed the acquisition of the 16% tenant-in-common interest in the Hanover Outparcel Property for a purchase price of $98,410.94.”

Medalist Diversified, Inc. completed a disposition involving an unaffiliated purchaser for $13,000,000 (closed 2024-03-13).

“into the same agreement to sell its 16% tenant-in-common interest. ​ On March 13, 2024, the Company completed the sale of the Hanover Square Property. The property sold for $13,000,000. After credits for repairs of $85,000, retiring the mortgage payable of $9,511,030, and payment of closing costs, the Company realized approximately $2,520,000 in net cash from”

Medalist Diversified, Inc. entered into OP Unit Purchase Agreement with Peter Mueller, Inc. valued at $61,589.06 (effective 2024-02-16).

“Also, on February 16, 2024 (the “Effective Date”), the Company entered into OP Unit Purchase Agreement (the “OP UPA”), a copy of which is filed hereto as Exhibit 10.3, with Peter Mueller, Inc., a Virginia corporation (“OP Unit Seller”), whereby the Company agreed to purchase OP Unit Seller’s 11,731.25 Operating Partnership Units (the “OP Units”) in Medalist Diversified Holdings, LP, a Delaware limited partnership (the “MDH LP”).”

Medalist Diversified, Inc. entered into Purchase and Sale Agreement with PMI Hanover SQ, LLC valued at $98,410.94 (effective 2024-02-16).

“On February 16, 2024, MDR Hanover Square, LLC, a Delaware limited liability company (“Buyer”), a wholly owned subsidiary of the Company, entered into a Purchase and Sale Agreement (the “Outparcel PSA”), a copy of which is filed hereto as Exhibit 10.2, with the Company’s tenant-in-common partner, PMI Hanover SQ, LLC, a Delaware limited liability company (“Seller”), whereby Buyer agreed to purchase Seller’s 16% tenant-in-common interest in that certain tract of real property identified as tax parcel number 8714-63-9931 and more particularly described in Exhibit “A” to the Outparcel PSA (the “Hanover Outparcel Property”).”

Medalist Diversified, Inc. entered into Purchase and Sale Agreement with RMP N. Central Ave., LLC valued at $2,400,000.00 (effective 2024-02-15).

“On February 15, 2024 (the “Effective Date”), Medalist Diversified REIT, Inc. (the “Company”), entered into a Purchase and Sale Agreement (the “N. Central Ave. PSA”), a copy of which is filed hereto as Exhibit 10.1, with RMP N. Central Ave., LLC, a Delaware limited liability company (“Seller”), whereby the Company agreed to purchase that certain tract of real property identified as containing building with a physical address of 3535 North Central Avenue, Chicago, IL 60634, and more particularly described in Exhibit “A” to the N. Central Ave. PSA (the “N. Central Ave. Property”).”

Medalist Diversified, Inc. entered into Purchase and Sale Agreement with an unaffiliated purchaser valued at the sale price for the Hanover Square Property is $13,000,000.00 (effective 2023-12-29).

“On December 29, 2023 (the “Effective Date”), a wholly owned subsidiary of Medalist Diversified REIT, Inc. (the “Company”) entered into a Purchase and Sale Agreement (the “Agreement”), a copy of which is filed hereto as Exhibit 10.1, with an unaffiliated purchaser (the “Buyer”) whereby the Company agreed to sell its 84% tenant-in-common interest in Hanover Square North located at 7230 Bell Creek Road, Mechanicsville, Virginia 23111 (the “Hanover Square Property”).”

Medalist Diversified, Inc.: The board elected to be subject to Section 3-803 of the MGCL to classify the board into three classes with staggered three-year terms, reflected in Articles Supplementary filed with SDAT (effective 2023-12-29).

“On December 28, 2023, the Board of Directors (the “Board”) of Medalist Diversified REIT, Inc. (the “Company”) approved a resolution to elect for the Company to be subject to Section 3-803 of Subtitle 8 of Title 3 of the Maryland General Corporation Law (the “MGCL”).”

Francis P. Kavanaugh was appointed as President, Chief Executive Officer and Secretary at Medalist Diversified, Inc..

“On October 18, 2023, the Board of Directors (the “Board”) of Medalist Diversified REIT, Inc. (the “Company”) appointed Francis P. Kavanaugh as the Company’s President, Chief Executive Officer (“CEO”) and Secretary on a permanent basis.”

Medalist Diversified, Inc. shareholders approved Ratification of appointment of Cherry Bekaert LLP as independent registered public accounting firm at the 2023-09-15 meeting.

“Proposal No. 2: The ratification of the appointment of Cherry Bekaert LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2023.”

Medalist Diversified, Inc. shareholders approved Election of five directors at the 2023-09-15 meeting.

“Proposal No. 1: The election of five directors, each to serve for a one-year term until the 2024 annual meeting of stockholders or until his successor is duly elected and qualified.”

David Lunin was appointed as Director at Medalist Diversified, Inc..

“appointed David Lunin to the Board, effective September 19, 2023”

Emanuel D. Neuman was appointed as Director at Medalist Diversified, Inc..

“appointed Emanuel D. Neuman to the Board, effective July 19, 2023”

Colin M. Elliott resigned as Vice President at Medalist Diversified, Inc..

“On July 20, 2023, Mr. Elliott and the Company entered into a Separation Agreement and General Release (the “Agreement”) related to Mr. Elliott’s resignation as an employee of Gunston Consulting, LLC, and consequently as Vice President of the Company.”

Medalist Diversified, Inc. terminated Termination Agreement with Medalist Diversified Holdings, L.P. valued at $1,602,717 (effective 2023-07-18).

“On July 18, 2023, the Company and Medalist Diversified Holdings, L.P., a Delaware limited partnership (the “Operating Partnership”), entered into a Termination Agreement (the “Termination Agreement”) with the Manager, William R. Elliott and Thomas E. Messier, which provides for the immediate termination of the Management Agreement.”

Colin M. Elliott resigned as Vice President at Medalist Diversified, Inc..

“Colin M. Elliott, Vice President of the Company, notified the Company of his intent to resign as an employee of Gunston Consulting, LLC and consequently as Vice President of the Company”

Francis P. Kavanaugh was appointed as interim Chief Executive Officer and President at Medalist Diversified, Inc..

“Effective upon the Internalization, the Board appointed Francis P. Kavanaugh as the Company’s interim Chief Executive Officer and President.”

Thomas Messier resigned as Vice Chairman, President & Chief Operating Officer at Medalist Diversified, Inc..

“each of Messrs. W. Elliott and Messier provided notice of their respective resignations as director, Chairman & Chief Executive Officer and director, Vice Chairman, President & Chief Operating Officer, effectively immediately upon the Internalization.”

William Elliott resigned as Chairman & Chief Executive Officer at Medalist Diversified, Inc..

“each of Messrs. W. Elliott and Messier provided notice of their respective resignations as director, Chairman & Chief Executive Officer and director, Vice Chairman, President & Chief Operating Officer, effectively immediately upon the Internalization.”

Francis P. Kavanaugh was appointed as Director at Medalist Diversified, Inc..

“appointed Francis P. Kavanaugh to the Board, effective May 24, 2023”