UMH PROPERTIES, INC. — Proxy Solicitation & Information Statement 2023

May 15, 2023

DEFA14A 1 formdefa14a.htm

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 14A

Proxy Statement Pursuant to Section 14(a)

of the Securities Exchange Act of 1934

Filed by the Registrant	☒
Filed by a Party other than the Registrant	☐
Check the appropriate
box:

☐	Preliminary Proxy Statement
☐	Confidential, for Use of
the Commission Only (as permitted by Rule 14a-6 (e)(2))
☐	Definitive Proxy Statement
☒	Definitive Additional Materials
☐	Soliciting Material under
§240.14a-12

UMH Properties, Inc.

(Name of Registrant as Specified in Its Charter)

(Name of Person(s) Filing Proxy Statement, if Other Than the Registrant)

Payment of Filing Fee (Check all boxes that apply):

| ☒ | No
fee required |
| --- | --- |
| ☐ | Fee
paid previously with preliminary materials |
| ☐ | Fee
computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11 |

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UMH PROPERTIES, INC.

Juniper Business Plaza

3499 Route 9 North, Suite 3-C

Freehold, NJ 07728

(732) 577-9997

Fax: (732) 577-9980

May 15, 2023

Dear Shareholder:

UMH Properties, Inc. previously mailed you our 2023 proxy materials for the Annual Meeting of Shareholders to be held on Wednesday, May 31, 2023, in Freehold, NJ. Our proxy materials can also be found online at: www.proxyvote.com , by entering the control number listed on your proxy/voting instruction card. We value your input as a shareholder and encourage you to review our proxy materials and cast your vote.

For the reasons provided in our 2023 Proxy Statement, our Board of Directors recommends that you vote:

FOR - the election of the four nominees who are on our ballot;

FOR - the ratification of the appointment of PKF O’Connor Davies, LLP as our independent registered public accounting firm for the year ending December 31, 2023;

FOR - an advisory resolution to approve the compensation of the Company’s executive officers for the year ended December 31, 2022;

1 YEAR - an advisory approval of the frequency of future non-binding advisory votes on executive compensation; and

FOR - the approval of the Company’s 2023 Equity Incentive Award Plan.

For your convenience, a duplicate proxy/voting instruction card and return envelope are enclosed, along with telephone and Internet voting instruction. If you have any questions or need assistance voting your shares, please contact MacKenzie Partners Toll-Free at: 1-800-322-2885.

Your vote is needed and valued, so please act today to be sure your shares are voted!

| Very
truly yours, | Very
truly yours, |
| --- | --- |
| ● | ● |
| Eugene
W. Landy | Samuel
A. Landy |
| Chairman
of the Board | President
and CEO |

Enclosures

A NYSE Company: Symbol - UMH

since 1968

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