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    Cedar Realty Trust Inc. filed SEC Form 8-K: Regulation FD Disclosure

    11/1/22 7:56:16 AM ET
    $CDR
    Real Estate Investment Trusts
    Real Estate
    Get the next $CDR alert in real time by email
    0000761648 false 0000761648 2022-10-31 2022-10-31 0000761648 CDRPC:Sec7.25SeriesBCumulativeRedeemablePreferredStockMember 2022-10-31 2022-10-31 0000761648 CDRPC:Sec6.50SeriesCCumulativeRedeemablePreferredStockMember 2022-10-31 2022-10-31 iso4217:USD xbrli:shares iso4217:USD xbrli:shares

     

     

    UNITED STATES

    SECURITIES AND EXCHANGE COMMISSION

    WASHINGTON, D.C. 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): October 31, 2022

     

    Cedar Realty Trust, Inc.

    (Exact Name of Registrant as Specified in its Charter)

     

    Maryland   001-31817   42-1241468

    (State or Other Jurisdiction

    of Incorporation)

     

    (Commission File Number)

     

    (IRS Employer

    Identification No.)

     

    2529 Virginia Beach Blvd.,

    Virginia Beach, VA

      23452
    (Address of principal executive offices)   (Zip Code)

     

    (757) 627-9088

    (Registrant’s Telephone Number, Including Area Code)

     

    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:

     

    ☐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
    7.25% Series B Cumulative Redeemable Preferred Stock   CDRpB   New York Stock Exchange
    6.50% Series C Cumulative Redeemable Preferred Stock   CDRpC   New York Stock Exchange

      

    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 7.01. REGULATION FD DISCLOSURE.

     

    On October 31, 2022, Wheeler Real Estate Investment Trust, Inc. (“Wheeler”), the parent company of Cedar Realty Trust, Inc. (the “Company”), filed a Registration Statement on Form S-4 (File Number 333-268080) (the “Registration Statement”) which includes certain information regarding the Company that was not previously publicly available. The Registration Statement may be accessed on Wheeler’s EDGAR page at www.sec.gov by searching ticker symbol “WHLR”.

     

    The information included in this Current Report on Form 8-K under this Item 7.01 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any filing made by the Company under the Exchange Act or Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.

     

    1

     

     

    SIGNATURE

     

    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.

     

    CEDAR REALTY TRUST, INC.  
         
    By: /s/ M. Andrew Franklin  
      M. Andrew Franklin  
      Chief Executive Officer and President  

      

    Date: November 1, 2022

     

    2

     

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