Business Context and Reporting Period
This Form 8-K is a Current Report filed by Power REIT (the "Trust") on May 19, 2026. The filing discloses a corporate action regarding a Reverse Stock Split of the Trust's common stock, which was previously announced on May 19, 2025, and approved by the Board of Directors.
Key Financial Metrics
The filing does not provide specific financial metrics such as revenue, profit, cash flow, margins, debt, or liquidity. The document focuses exclusively on the mechanics of the Reverse Stock Split.
Material Changes
The primary material change is the implementation of a one-for-ten Reverse Stock Split. Key details include:
- Ratio: Every ten issued and outstanding shares of Common Stock will be converted into one share.
- Effective Time: 5:00 p.m., Eastern Time, on June 2, 2026.
- Trading Resumption: Trading on a split-adjusted basis is expected to begin on June 3, 2026, on NYSE American under the symbol "PW" with a new CUSIP number (73933H 309).
- Fractional Shares: No fractional shares will be issued. Stockholders entitled to fractional shares will receive cash in lieu thereof, calculated based on the closing price on June 2, 2026, without interest.
- Ownership Impact: The split will not affect a stockholder's relative ownership percentage, except for de minimis changes due to cash payments for fractional shares.
Guidance, Outlook, and Risks
The filing contains forward-looking statements regarding the Reverse Stock Split and its potential impact on the Trust and the trading price of the Common Stock. These statements are subject to risks and uncertainties that could cause actual results to differ materially. The Trust disclaims any obligation to update these statements. No specific financial guidance or outlook regarding operations is provided in this document.
Investor Verification Checklist
- Verify the effective date of the Reverse Stock Split (June 2, 2026) and the resumption of trading (June 3, 2026).
- Confirm the new CUSIP number (73933H 309) for post-split trading.
- Review the mechanism for cash payments in lieu of fractional shares, noting that no interest will be paid.
- Check with brokerage firms or transfer agents (Broadridge Financial Solutions, LLC) regarding specific account adjustments.
- Confirm that no stockholder approval was required for this action under Maryland General Corporation Law.