Umh

Share Issue/Capital Change • Jun 19, 2022

UMH PROPERTIES, INC.

FORM	K 8 -
(Current report	filing)

Filed 06/17/22 for the Period Ending 06/16/22

Address	ROUTE SUITE 3-C 3499 9 N ,
	JUNIPER BUSINESS PLAZA
	FREEHOLD NJ 07728 , ,
Telephone	7325779997
CIK	0000752642
Symbol	UMH
SIC Code	- Real Estate Investment Trusts 6798
Industry	Residential REITs
Sector	Financials
Fiscal Year	12/31

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): June 16, 2022

UMH Properties, Inc.

(Exact name of registrant as specified in its charter)

Maryland

(State or other jurisdiction of incorporation)

001-12690 (Commission File Number)

Juniper Business Plaza, 3499 Route 9 North, Suite 3-C, Freehold, NJ (Address of principal executive offices)

Identification No.) 07728

(Zip Code)

22-1890929

(IRS Employer

Registrant's telephone number, including area code: (732) 577-9997

Not Applicable

(Former name or former address, if changed since last report.)

Check the appropriate box below it the Form 8-K filing of 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	Trading Symbol(s)	Name of exchange on which registered
Common Stock, \$.10 par value	UMH	New York Stock Exchange
6.75% Series C Cumulative Redeemable Preferred Stock,	UMH PRC	New York Stock Exchange
\$.10 par value
6.375% Series D Cumulative Redeemable Preferred Stock,	UMH PRD	New York Stock Exchange
s 10 nar value

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 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 energing growth company, indicate by check 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 June 16, 2022, the Company issued a press release announcing the redemption of all 9,884,000 issued and outstanding shares of its Series C Cumulative Redeemable Preferred Stock. The redemption date will be July 26, 2022.

The information being furnished pursuant to this Item 7.01, including Exhibit 99 to this report, shall not be deemed "filed" for any purpose, including for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of such section. The information in this report, including Exhibit 99, shall not be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, unless specifically incorporated by reference into any such filing. This report will not be deemed an admission as to the materiality of any information in this report that is required to be disclosed solely by Regulation FD.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

• 99 Press Release dated June 16, 2022.
• 104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

2

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.

UMH Properties, Inc.

Date: June 17, 2022 By: /s/ Anna T. Chew

Name: Anna T. Chew Title: Vice President and Chief Financial Officer

UMH PROPERTIES, INC. Juniper Business Plaza 3499 Route 9 North, Suite 3-C Freehold, NJ 07728 (732) 577-9997 Fax (732) 577-9980

FOR IMMEDIATE RELEASE

June 16, 2022

Contact: Nelli Madden 732-577-9997

UMH PROPERTIES, INC. ANNOUNCES REDEMPTION OF ALL OUTSTANDING 6.75% SERIES C PREFERRED STOCK

FREEHOLD, N.J., June 16, 2022. UMH Properties, Inc. (NYSE:UMH) (the "Company") today announced that it will redeem all 9,884,000 issued and outstanding shares of its 6.75% Series C Cumulative Redeemable Preferred Stock (the "Series C Preferred Stock") (CUSIP 903002400) on July 26, 2022 (the "Redemption Date"). The Series C Preferred Stock will be redeemed at a redemption price equal to the \$25.00 per share liquidation preference of the Series C Preferred Stock plus accrued and unpaid dividends to, but not including, the Redemption Date in an amount of \$0.2578 per share, for a total payment of \$25.2578 per share (the "Redemption Price").

After the Redemption Date, the Series C Preferred Stock will no longer be outstanding and all of the rights of the holders of the Series C Preferred Stock will terminate, except the right to receive the Redemption Price, without interest. Series C Preferred Stock held through the Depository Trust Company will be redeemed in accordance with the applicable procedures of the Depositary Trust Company.

Because all of the issued and outstanding shares of Series C Preferred Stock are being redeemed, trading of the Series C Preferred Stock on the New York Stock Exchange ("NYSE") will cease after the Redemption Date. The Series C Preferred Stock currently trades on the NYSE under the symbol "UMH.PRC".

A NYSE Company: Symbol - UMH

since 1968

UMH PROPERTIES, INC. Juniper Business Plaza 3499 Route 9 North, Suite 3-C Freehold, NJ 07728 (732) 577-9997 Fax (732) 577-9980

The notice of redemption and related materials are being mailed to holders of record of Series C Preferred Stock on June 16, 2022. As specified in the notice of redemption, payment of the Redemption Price will be made only upon presentation and surrender of the certificates representing the Series C Preferred Stock to the redemption agent, American Stock Transfer & Trust Company, LLC. Questions regarding the redemption of the Series C Preferred Stock, or the redemption procedures, may be directed to American Stock Transfer & Trust Company, LLC at:

American Stock Transfer & Trust Company, LLC Operations Center Attention: Reorganization Department 6201 15th Avenue Brooklyn, New York 11219 (877) 248-6417

ABOUT UMH PROPERTIES, INC.

UMH Properties, Inc., which was organized in 1968, is a public equity REIT that owns and operates 130 manufactured home communities with approximately 24,400 developed homesites. These communities are located in New Jersey, New York, Ohio, Pennsylvania, Tennessee, Indiana, Maryland, Michigan, Alabama and South Carolina. UMH also has an ownership interest in and operates one community in Florida, containing 219 sites, through its joint venture with Nuveen Real Estate.

# # #

Certain statements included in this press release which are not historical facts may be deemed forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Any such forward-looking statements are based on the Company's current expectations and involve various risks and uncertainties. Although the Company believes the expectations reflected in any forward-looking statements are based on reasonable assumptions, the Company can provide no assurance those expectations will be achieved. The risks and uncertainties that could cause actual results or events to differ materially from expectations are contained in the Company's annual report on Form 10-K and described from time to time in the Company's other filings with the SEC. The Company undertakes no obligation to publicly update or revise any forward-looking statements whether as a result of new information, future events, or otherwise.

A NYSE Company: Symbol - UMH

since 1968