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    MacKenzie Realty Capital Inc. filed SEC Form 8-K: Regulation FD Disclosure, Other Events, Financial Statements and Exhibits

    3/20/25 5:28:55 PM ET
    $MKZR
    Get the next $MKZR alert in real time by email
    false000155091300015509132025-03-202025-03-20


    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): March 20, 2025


    MacKenzie Realty Capital, Inc.
    (Exact Name of Registrant as Specified in Its Charter)


    000-55006
    (Commission File Number)

    Maryland
    45-4355424
    (State or Other Jurisdiction of Incorporation)
    (I.R.S. Employer Identification No.)

    89 Davis Road, Suite 100
    Orinda, California 94563
    (Address of principal executive offices, including zip code)

    (925) 631-9100
    (Registrant’s telephone number, including area code)

    NOT APPLICABLE
    (Former name or former address, if changed since last report)

    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
    Common Stock, $0.0001 per value

    MKZR

    NASDAQ

    Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter):

    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 or about April 12, 2025, MacKenzie Realty Capital, Inc., will mail a letter to its Series A and B preferred stockholders.

    On or about April 25, 2025, MacKenzie Realty Capital, Inc., will mail a letter to its common stockholders.

    The full text of the letters are attached as Exhibit 99.1, 99.2 and 99.3, respectively, to this Current Report on Form 8-K and are incorporated by reference herein.

    The information in this Current Report is furnished pursuant to Item 7 and shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities of that section. This information will not be deemed an admission as to the materiality of any information contained herein that is required to be disclosed solely by Regulation FD.
     
    Statements in this Current Report on Form 8-K, including intentions, beliefs, expectations, or projections relating to items such as the timing of payment of dividends are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Such statements are based on current expectations and assumptions with respect to, among other things, future economic, competitive and market conditions and future business decisions that may prove incorrect or inaccurate. Important factors that could cause actual results to differ materially from those in the forward-looking statements include the risks described in the “Risk Factors” section of the Company’s Annual Report on Form 10-K for the year ended June 30, 2024, as amended, and its other filings with the Securities and Exchange Commission.
     

    Item 8.01 Other Events.
    MacKenzie Realty Capital, Inc. (“MacKenzie”) announced that its Board of Directors declared today that it is paying its regular quarterly common dividend for the period ended March 31, 2025 in the amount of $0.05 on or about April 25, 2025.

    Item 9.01 Financial Statements and Exhibits.
     
    (d) Exhibits

    Exhibit Number
     
    Description
     
    99.1
    Letter to Series A preferred stockholders
    99.2
    Letter to Series B preferred stockholders
    99.3
    Letter to common stockholders
     


         

     
     
    SIGNATURES
     
    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.
     
     
     
     
     
     
    MACKENZIE REALTY CAPITAL, INC.
     
     
    (Registrant)
     
     
     
     
     
    Date: March 20, 2025
    By:
    /s/ Robert Dixon
     
     
     
    Robert Dixon
     
     
     
    President
     



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