Amendment: SEC Form SCHEDULE 13D/A filed by MacKenzie Realty Capital Inc.
$MKZR
Real Estate Investment Trusts
Real Estate
|
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 2)
|
MacKenzie Realty Capital, Inc. (Name of Issuer) |
Common Stock, $0.0001 par value per share (Title of Class of Securities) |
55453W105 (CUSIP Number) |
Chip Patterson
89 Davis Rd. Suite 100,
Orinda, CA, 94563
925-631-9100
89 Davis Rd. Suite 100,
Orinda, CA, 94563
925-631-9100
(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)
04/06/2026
(Date of Event Which Requires Filing of This Statement)
If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.
The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the
Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other
provisions of the Act (however, see the Notes).
SCHEDULE 13D
|
| CUSIP Number(s): | 55453W105 |
| 1 |
Name of reporting person
DIXON ROBERT E | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
 (b)
| ||||||||
| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
PF, WC, OO | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
| ||||||||
| 6 | Citizenship or place of organization
CALIFORNIA
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 11 | Aggregate amount beneficially owned by each reporting person
146,665.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
| ||||||||
| 13 | Percent of class represented by amount in Row (11)
7.46 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
IN |
Comment for Type of Reporting Person:
(1) The number of shares reported as beneficially owned is as of April 6, 2026. The shares reported consists of (A) 54,241 shares owned directly by the reporting person, as well as (B) 5,569 shares owned by MPF Successors, LP ("MPF Successors") and 86,855 shares owned by MacKenzie Real Estate Advisers, LP ("MREA"), in which the reporting person has a pecuniary interest and as to which the reporting person may be deemed to share voting power and investment power.
(2) The percentage is calculated based on a total of 1,966,400 of the Issuer's shares of common stock outstanding as of February 17, 2026.
SCHEDULE 13D
|
| Item 1. | Security and Issuer | |
| (a) | Title of Class of Securities:
Common Stock, $0.0001 par value per share | |
| (b) | Name of Issuer:
MacKenzie Realty Capital, Inc. | |
| (c) | Address of Issuer's Principal Executive Offices:
89 DAVIS ROAD, STE. 100, ORINDA,
CALIFORNIA
, 94563. | |
Item 1 Comment:
This Amendment No. 2 (Amendment) amends and supplements the statement on Schedule 13D filed on August 21, 2025, as amended (the Original Schedule 13D), relating to the shares of common stock, $0.0001 par value per share (the Shares) of MacKenzie Realty Capital, Inc. (the Issuer). Capitalized terms used but not otherwise defined herein have the meanings set forth in the Original Schedule 13D. Except as specifically provided herein, each Item of the Original Schedule 13D remains unchanged. | ||
| Item 2. | Identity and Background | |
| (b) | 100 Campus Drive | |
| (c) | West Side, 4th Floor, Suite 410 | |
| Item 3. | Source and Amount of Funds or Other Consideration | |
The total amount of funds required by Reporting Person to acquire the Shares he owns directly was $517,685.65. The total amount of funds required by MREA to purchase its shares was $260,413.30. The shares owned by MPF Successors were received as a distribution-in-kind (and as a result of the dividend reinvestment program since then) with a cost basis of $484,659. | ||
| Item 5. | Interest in Securities of the Issuer | |
| (a) | The Reporting Person's total beneficial ownership amounts to 146,665 shares of common stock, constituting approximately 7.46% of the outstanding shares of common stock of the Issuer based upon 1,966,400 shares of common stock of the Issuer outstanding as of February 17, 2026. | |
| (b) | The Reporting Person possesses the sole power to vote and dispose of 54,241 Shares, which represent 2.76% of the issued and outstanding Shares. The Reporting Person may be deemed to share beneficial ownership of 5,569 shares of Common Stock owned by MPF Successors and 86,855 shares of Common Stock owned by MREA, as to which the Reporting Person may be deemed to share voting power and investment power as one of a number of partners. Although the Reporting Person may be deemed to have beneficial ownership of such shares of Common Stock, neither the filing of this Schedule 13D nor any of the contents hereof shall be deemed to constitute an admission by the Reporting Person that he is the beneficial owner of any of the shares of Common Stock owned by MPF Successors and by MREA for purposes of Section 13(d) of the Act, or for any other purpose, and such beneficial ownership is expressly disclaimed. | |
| (c) | During the past sixty days, the Reporting Person acquired 5,000 shares on February 24, 2026 at $3.64 per share and 10,000 shares on April 6, 2026 at $3.4972 per share. | |
| SIGNATURE | |
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
|
|
|