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 3, 2025

Strawberry Fields REIT, Inc.

(Exact name of registrant as specified in its charter)

(State or other jurisdiction of incorporation)

(Commission file number)

Maryland 001-41628 84-2336054 (IRS employer identification no.)

6101 Nimtz Parkway South Bend, Indiana 46628

(Address of principal executive offices) (Zip Code)

(574) 807-0800

(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 (see General Instruction A.2. below):

☐ 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 registered	Trading Symbol(s)	Name of exchange on which registered
Common Stock, \$0.00001 par value	STRW	NYSE American

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 1933 (§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. ☐

Cautionary Note Regarding Forward-Looking Statements

This Current Report on Form 8-K filed by Strawberry Fields REIT, Inc. (the "Company") includes information that may constitute forward-looking statements. These forward-looking statements are based on the Company's current beliefs, assumptions and expectations regarding future events, which in turn are based on information currently available to the Company. By their nature, forward-looking statements address matters that are subject to risks and uncertainties. Forward-looking statements include, without limitation, statements relating to projected industry growth rates, the Company's current growth rates and the Company's present and future cash flow position. A variety of factors could cause actual events and results, as well as the Company's expectations, to differ materially from those expressed in or contemplated by the forward-looking statements. Risk factors affecting the Company are discussed in detail in the Company's filings with the Securities and Exchange Commission. The Company undertakes no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events or otherwise, except to the extent required by applicable securities laws.

Item 7.01 Regulation FD Disclosure.

On March 3, 2025, the Company issued a presentation regarding its financial results for the year ended December 31, 2024. Such presentation is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated by reference herein.

In accordance with General Instruction B.2 of Form 8-K, the information set forth in Item 7.01, including Exhibit 99.1, is deemed to be "furnished" and shall not be deemed to be "filed" for purposes of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or the Securities Act of 1933, as amended (the "Securities Act"), and shall not be incorporated by reference into any filing by the Company under the Exchange Act or the Securities Act, regardless of any general incorporation language in such filing except as shall be expressly set forth by specific reference in any such filing.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit
Number	Exhibit Name	Filed Herewith
99.1	Investor Presentation Dated March 3, 2025	*
104	Cover Page Interactive Data File (embedded within the Inline XBRL document)

The information in this report (including the exhibits) shall not be deemed to be "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liability of that section, and shall not be incorporated by reference into any registration statement or other document filed under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

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.

STRAWBERRY FIELDS REIT, INC.

Date: March 3, 2025

By: /s/ Moishe Gubin Moishe Gubin Chief Executive Officer and Chairman

03/02/2025 05:36 PM

Exhibit 99.1

Disclaime

The information contained in this presentation over the Company nor any of its subsidiaries or their respective stockholders, affiliates, representatives, control permanes, managers, directors, officers, enployees, advisers or agents nake any regresentation or warranty, express or implied, as to the acuracy, completeness or reliability of the information ontained in this presentation. You should consult with your over counsel and tax and financial advisors as to legal and related matters described herein. To the fillest extent permitted by law, in no circumstances will the Company of its subsidiaries or their respective stockholders, affiliates, representatives, manages, directors, officers, employees, advisers or agents be or liable for any direct, indirect or consequential loss or loss of profit arising from the use of this presentation, its contents, its onlysions on the information contained within it, or on opinions communicated in relation thereto or otherwise arsing in connection therewith.

Forward-Looking Statements

Certain statements in this presentation statements" within the meaning of the U.S. federal securities laws. Forvard-looking statements provide our current expectations of future events and are not statements of historical fact. These forward-looking starenents include information about possible or assuned fiture events, includings, discussion and annlysis of our future financial condition, results of operations, FFC, our strategic plans and objectives, cost managen. Worls andres, anticipates; " expects," "incents, "nances of anticipates (anticipates," "seeks" "testinates" "seeks" "testinates" "seeks" " variations of these words and other similar expressions are intenses. There statements There statents are and earler of the to differ materially from those expressed or forecasted in the forward-looking statements.

Legal

Disclaimer

Forward-looking statements. Except as other we withing prove to be incorrect or false changed assumptions, the occurrence of unanticipated events or actual operating results.

Factors that may cause actual results to differ materially four are not limited to, various factors beyond management's control, risks, uncertainies and other factors described "Risk Factors" and "Cautonary Note Regarding Forvard-Looking Statenents" in the Company's Form S-3/A filed with the Securities and Exclange Commission (the "SEC") on July 25, 2024. Nothing in this presentation should be regarded as a representation by any person that the forward-looking set forth herein will be achieved or that any of the contemplated results of such forward-looking statements will be achieved. You should not planed-looking statements in this presentation, which speak only as of the date they are made and are qualified in their entirety by references herein and the risk fiectors of the Company described above. The Company undertakes no duty to update these forward-looking statements.

	A

Use of Projections

This presentation contains projected financial with respect to the Company. Such projected financial information constitutes forward-looking information and is for illustrative purposes only. The estimates underlying such financial forcess information are inherently uncertain and are subject to a wide variety of significant business, competitive and uncertaintes that could cause actual results to differ materially from those contained in such prospective financial information.

Disclaimer Regarding Non-GAAP Financial Measures

This presentation includes certain non-GAAP financial measures not based on generally accepted accounting principles. The Company presents non-GAAP financial measures when it believes that the additional information is useful and meaningful to investors.

The Company believes that net income as defined by GAAP is the most appropriate earnings measure. We also believe that funds from operations ("FFO"), as defined in accordance with the definition used by the Nation of Real Estate Invesment Trusts ("NAREIT"), and adjusted finals from operations ("AFFO") are important non-GAAP supplemental measures of our operating performance. Because the historical cost accounting convention used for real estate assets requires straight-line (except on land), such accounting presentation implies that the value of real estate assess diminishes predictably over time. However, since real estate value less informative. This, NARET cented IFO as a populing conting conting performance for RETTs liat excludes historical cost depreciation, anong other items, from net income, as defined by GAAP. FFO is defined as net income, computed in accordance with GAAP, excluding gains or losses from real estate depreciation and anortization. AFFO is defined as FFO exchulding the imat of straigh-line rent, above-below-market leases and certains. We beleve that the of FFC, contines of FFC, combine REITs more meaningful. We consider FFO and AFFO to be useful measures for reviewing and financial performance because, by excluding the applicable items listed above, FFO and AFFO can help investors our operating performance between periods or as companies.

While FFO and AFFO are relevant and widely used measures of RET's, they do not represent cash lows from operations or net income as defined by GAAP and should not be considered an alternative to those measures in evaluating our liquidity or operating performance. FFO and AFFO also do not consider the costs associated with appenditures related to our real estate assess nor do they purport to be indicative of castle with we finut cash requirements. Further, our computation of FFO and AFFO reported by other RETTs that do not define FFO in accordance with the current NAREIT definition or that interpret the current NARET definition or define AFFO differently than we do.

EBITDARM is a non-G AAP measure that for any period of determination, the aggregate net operating income of Tenant for such period to the extent derived from the operation of the Premises as reflected in add thereto, to the extent allocable to the Premises for the applicable period of determination without diplication. (1) interest expense. (3) derecation and anortization expense. (4) base rett, and (5) manzement for ex penses.

Net Det, is a not-G AAP financial measure, represents principal debt outstanding less cash and cash equivalents by calculating and monitoring the Company's leverage metrics.

We believe that the use of FFO, AFFO, EBITDA (which can be defined as EBITDA net of the effects of straight-line red, gain loss on curency translation costs and the effects of creat provision for doubtitle accounts), EBITDARM and Net Debt are neet is are used by management in assessing the health of our business and our operating performance.

The non-G A.A. financial messures are contined to the most directly comparable C.A.P masurs on page 31 of this presentation Commission. Such reconciliations are also available on our website at www.strawberryfieldsreit.com.

This presentation also contains and other irformation concerning our industy that are based on industry white is and internation. This presentator includes industry data obtains available thri-party sources. The arar of any and any misstemation in tir spesention

No Offer

This presentation dees not constitute an offer, to buy of ell ary securities, investment or other specific product, or a solicitation of any vote or approval, nor shall there be any sale of securities, investment or other specific product in any jurisdetion or sale would be unde who to registration or qualification under the securities laws of ary such jurisdetion. No public offering of securities stall be made ex espt by means of a prospective teating the requires of Section 10 of the Securities Act, or an esemption NETFER THE SECURITES AND EXCHANGE
COMMISSION VOR ANY ST ATE SECURITES COMISSON HAS A

Strawberry Fields REIT Company Highlights

· The history of our Company began 21+ years ago when our CEO & Chairman Moishe Gubin & one of our Directors Michael Blisko began acquiring skilled nursing facilities in Indiana.
- · In 2015 Strawberry Fields REIT (the "Company") was spun out as a Propeo with 33 facilities in Indiana/Illinois
- · The Chairman & CEO, Moishe Gubin, is a founder of the Company and has been involved in every acquisition
· The Company has strong/experienced regional operators leasing its facilities on a NNN basis
- · Currently the Company owns and leases 130 facilities located in 11 states
· The Company has financial strength and stable cash flows:
- · December 2024 Annualized dividend yield of 5.3%
- 2024 AFFO was \$55.8mm
  - · 2024 AFFO/share was \$1.11
  - · 2023 AFFO/share was \$1.02
- · 2024 AEBITDA was \$90.6mm

· 2024 AEBITDA/share was \$1.80
· 2023 AEBITDA/share was \$1.53
· Most of the Company's debt is fixed/low interest, long-term HUD guaranteed debt.
- · This debt has a maturity of 20+ years and weighted average interest rate of 3.91%

About Strawberry Fields REIT Inc. (the "Company")

The Company is an income producing real estate investment company that owns 119 properties and also holds leasehold interests in an additional property under a longterm lease. These properties are leased to third-party operators which use them to operate 118 Skilled Nursing Facilities (SNFs), 2 Long Term Acute Care Hospitals (LTACHs) and 10 Assisted Living Facilities (ALFs). These facilities have a total of 14,540 licensed beds.

51.5% of our facilities are leased to related parties, including 67 facilities leased to affiliates of two of our Directors.

Our properties are located across 11 states: Arkansas, Illinois, Indiana, Kansas, Kentucky, Michigan, Missouri, Ohio, Oklahoma, Tennessee and Texas.

The operators of our properties primarily provide care to long-term residents who require constant care and rehabilitation.

Our business is financed through a

guaranteed loans and commercial bank

combination of bond debt, HUD

loans.

We primarily lease our properties on a triple net, long term basis, with annual rent escalations of 1%-3%.

For the period 2019 through 2024, the Company has shown strong growth in Adjusted EBITDA (CAGR: 8.2%) and Adjusted FFO (CAGR: 12.6%).

BERRY

FIFLDS

Portfolio Summary as of December 31, 2024*

Demonstrated Operating Results and Financial Strength

"Mater of only be outputer on enterprise value uliling STRW schang pice on 2/28/2025
*** Eldebt levelse in else be back page for afultine STRW s closing nice on 2/28/2025
*

Proven Acquisition Strategy Driving Significant Growth in the Portfolio

Moishe Gubin, our Chairman and founder, has served as the Chief Executive Officer since inception of the Company. From 2004 to 2014, Mr. Gubin was the Chief Financial Officer and Manager of Infinity Healthcare Management, LLC, a company engaged in managing skilled nursing facilities and other healthcare facilities.

Jeffrey Bajtner has served as our Chief Investment Officer since March 2022. Mr. Bajtner's role with the Company focuses on acquisitions/dispositions of real estate and overseeing our investor relations. From 2015 to May 2021, Mr. Bajtner was a Vice President at BlitzLake Partners, where he oversaw acquisitions for mixed-use developments.

Greg Flamion, our Chief Financial Officer, since joining the Company in January 2024. Previously, Mr. o Flamion was a CFO of Zimmerman Advertising, an agency under Omnicom Group Inc. (NYSE: OMC) from 2014-2023. Mr. Flamion also held a number of diverse accounting and finance positions at a variety of publicly traded companies.

David Gross serves as our General Counsel. Mr. Gross is an experienced healthcare and transactional attorney with 10+ years in the healthcare industry. Mr. Gross primarily on acquisition, leasing, co disposition and financing of skilled nursing facilities, long term acute care hospitals and medical office space.

Ted Lernan, Director, is the CEO of a group of Companies ovaed by the Lernan family. The family is involved in Steel Warehouse a family-ovned Steel service center mose headed in South South Bend Mark ( Pred Warehouse has I steel Water Practed Practorial Parted Practorial Particle Practorial Partic United States, Mexico, and Brazil. Steel Warehouse ships more than 1.5 million tons annually.

Disciplined Underwriting and Acquisition Strategy

* 12% projected ROE at 50% LTV with 8% interest
· Annual lease payment of no more than 80% of operator's pro-forma adjusted EBITDAR*
· Focus on smaller deals that are typically offmarket and not typically sought by larger REITs.
. Thorough review of facility information, including licensing status, zoning and tenant leasehold improvements
. Careful review of potential operators, including background checks and personal financial statements
annual surveys to ensure residents are properly cared for
· Evaluation of individual and portfolio property
performance, liquidity metrics, lease and debt coverage, occupancy, planned capital
expenditures, and other measures
. In-person visits to each facility in the portfolio at least 2 - 3 times per year
Nashville (108 beds) for \$6.7mm in September 2024
. Acquisition of 8 SNF's (1,111 beds) in
Missouri for \$87.5mm in Dec. 2024
. Acquisition of a SNF in Grove, Oklahoma (100 beds) for \$5.0mm in December 2024 .
Acquisition of 5 SNF's & 1 ALF (362 beds) in Kansas for \$24.0mm in Jan. 2025

12 · "EBITDAR" is defined as eamings before interest, taxes, depreciation, amortization and rent.

Strong Relationships with Experienced Consulting Groups & Operators

. Provides consulting services to 81 operators with 9,600+ beds (including 68 Strawberry facilities with 7,645 Infinity · Our 119 properties are leased to 130 operators that receive licensed beds) Founded in 2008 by Michael Blisko and Moishe Gubin, consulting services from 15 experienced consulting groups across 11 who are directors of the Company. states. · Founded in 2017 by Joseph Meisels బ్లిక్ క · We seek to ensure that our tenants have the benefit of experienced Operates 14 Strawberry facilities in Kentucky, Illinois, LANDMARK Oklahoma, and Michigan with 1,400licensed beds consulting groups with a proven track record of assisting operators to provide first class care while maintaining profitability. . Founded in 2021 by Matis Herzka, Abraham Schreiber 0 and Zalmen Scheinbaum · Consulting groups provide the following services to each operator: Provides consulting services to 14 operators in Arkansas oasis with 1,568 licensed beds (all 14 properties are leased from -Billing a Strawberry) STRAVBERRY . Founded in 2012 by Avrum Weinfeld, Daniel Weiss & FIELDS -Collections Natan Weiss and headquartered in Skokie, IL OBRIA . Provides consulting services to 17 operators in Illinois with
over 2,800 beds (including 5 Strawberry facilities located in -Regulatory Monitoring southern Illinois with 654 licensed beds) - Appropriate Medical Care Founded in 1995 by Rick DeStefane RELIANT -Sales & Marketing Provides consulting services to 35 operators in Missouri and Kansas (including 8 Strawberry facilities with 1,111 Strawberry's operators have demonstrated ability to generate licensed beds). consistent and strong profitability despite operating in states that Founded in the 2000 by Gary and Malisa Blake other skilled nursing competitors have had difficulties navigating. Provides consulting services to 165+ operators in Texas (including 3 Strawberry facilities with 441 licensed beds). * Affiliated Consulting Group

Nursing Home Industry in the U.S - Summary

Age Demographic of the Average SNF Resident* The services that a longterm resident receives at a SNF is geared towards those who need constant care or cannot take care of themselves anymore. The percentage of residents that are in SNF's aged 65+ is 83.5%.

Increased Spend on Aging

Population

Due to the increase in life expectancy in the United States, which will result in a greater amount of the population being individuals aged 65+ there will be an increase in spending on care for *.this demographic

Adjusted FFO and Adjusted EBITDA Growth 2019-2024

Adjusted FFO Growth (\$/thousands)

Adjusted EBITDA Growth (\$/thousands)

Assets Growth and Base Rent Growth 2019 -2024

Total Assets Growth (GAAP) CAGR (\$/thousands)

686,168 686,168

Average Base Rent CAGR (\$/thousands)*

FIELDS

*Average Base Rent is calculated as the annual rents collected from tenants, including straight-line adjustments.

2021

REAL ESTATE INVESTMENT

1,000,000

900.000

800.000

700,000

600,000

500,000

400,000

300,000

200,000

100,000

. 7

8.6%

CAGR

633,632

2020

625,249

2019

Growth In AFFO

Significant AFFO Growth driven Accretive reinvestment of cash flow, scaling operations and utilizing HUD debt

\$1.11

FY 2024

STRANBERRY

1) 2019 and 2020 slares calculated based on numbership units outstanding each year and assuned same conversion ratio as formation transaction

Debt Structure as of December 31, 2024

Debt Maturity

*Since 2015 the Coupany less only Pick in the Til A viv Stock Issubted in the list to be been paid off. The fist four books were isseed under the Strawlers Fields REIT LTD.

SNF Facility Occupancy of 68.7%* SNF Average Facility Size of 106 Beds SNF PPD Average of 73 Residents ** Operators Payor Mix

**PPD ("Per Patient Day") is a metric used in the SNF industry to measure how much of any resource is used for residents in a 24-hour period.

Facility Operator & State Diversification*

Market Outperformance and Value Opportunity

Standout Returns for STRW in the Last Year

Low Payout Ratio with Solid Dividend Yield

STRW Boasts Lowest Payout Ratio Among Peers

Note: Please refer o the proventive do se recentinion of Adjustel FFO and Aligned EBITDA
Sources Counau ( Eliaç, S&P Copial (2, Boomber,
1) Reflects annalized All-year 2024 c

Skilled Nursing Focus Magnified

STRW is the Closest Pure-Play SNF Real Estate Investor in the Market

1) Represents owned portfolios as of Q4 2024.

Portfolio Strength Paired with Accretion

Strong SNF Performance with Higher AFFO/Share Growth than Peers

Moishe Gubin Chairman & CEO [email protected]

Jeff Bajtner Chief Investment Officer [email protected]

6101 Nimtz Parkway South Bend, IN 46628 574.807.0800

Non-GAAP Measure Reconciliation

(dollars in \$1,000s)	2024	2023
Net income	26.505 S	\$ 20,244
Depreciation and amortization	33,688	29,235
Funds from Operations	60.193	49.479
Adjustments to FFO:
Credit for doubtful accounts		2.451
Straight-line rent	(4,368)	(30)
Straight-line rent receivable write-off	-	230
Contact cancellation expense for proposed financing		1.000
Foreign currency transaction (gain) loss		(462)
Funds from Operations, as Adjusted	55,825	\$ 52,668

Adjustments to EBITDA ("AEBITDA"):
(dollars in \$1,000s)	2024	2023
Net income (loss)	26.505	\$ 20.244
Depreciation and amortization	33.688	29,235
Interest expense	34,807	26,674
EBITDA	95.000	76.153
Credit for doubtful accounts		2.451
Straight-line rent	(4,368)	(30)
Straight-line rent receivable write-off		230
Contact cancellation expense for proposed financing		1,000
Foreign currency transaction (gam) loss		(462)
Adjusted EBITDA	90.632	\$ 79.342

Net Debt is a non-GAAP financial measure, represents principal debt outstanding less cash and cash equivalents. Net debt provides useful information by calculating and monitoring the Company's leverage metrics.

The following is a reconciliation of total credit facility debt, net, which is the most directly comparable GAAP financial measure to net debt, for the following periods (amounts in thousands);

670,535

650,332

28,573

1,292,295

51.9%

Net Debt (per Balance Sheet) 2/28/25 Market Value Cash (per Balance Sheet) Enterprise Value Net Debt/Enterprise Value

STRANBERRY FIELDS

EBITDARM is a non-GAAP measure that for any period of determination, the aggregate net operating
income of Tenant for such period to the extent derived from the Premises as r their financials, adjusted to add thereto, to the extent allocable to the applicable period
of determination, without duplication, (1) interest expense, (3) depreciation and amortization expense, (4) base rent, and (5) management fee expenses.

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