GIPR 8-K
Generation Income Properties, Inc. (GIPR)
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
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 27, 2025
(Exact Name of Registrant as Specified in its Charter)
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(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:
Securities registered pursuant to Section 12(b) of the Act:
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DOCPROPERTY DOCXDOCID DMS=NetDocuments Format=<<ID>>.<<VER>> \* MERGEFORMAT 4859-6899-9379.2
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.
DOCPROPERTY DOCXDOCID DMS=NetDocuments Format=<<ID>>.<<VER>> \* MERGEFORMAT 4859-6899-9379.2
Item 1.01. Entry into a Material Definitive Agreement.
Agreements with Brown Family Enterprises LLC
On October 27, 2025, Generation Income Properties L.P. (the “Company"), entered into a First Amendment to Secured Promissory Note (the “Note”) with Brown Family Enterprises LLC (the "Holder"). The Company and the Holder agreed to extend the Maturity Date of the Note to December 15, 2025.
The foregoing descriptions of the First Amendment to Secured Promissory Note do not purport to be complete and are subject to, and qualified in their entirety by reference to, the full text of the First Amendment to Secured Promissory Note, a copy of which is filed herewith as Exhibit 10.1 and is incorporated herein by reference.
Exhibit No. |
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Description |
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First Amendment to Secured Promissory Note.
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104 |
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Cover Page Interactive Data File (embedded within the Inline XBRL document) |
Forward-Looking Statements
This Current Report on Form 8-K may contain “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995 that involve risks and uncertainty. Words such as “anticipate,” “estimate,” “expect,” “intend,” “plan,” and “project” and other similar words and expressions are intended to signify forward-looking statements. Forward-looking statements are not guarantees of future results and conditions but rather are subject to various risks and uncertainties. Such statements are based on management’s current expectations and are subject to a number of risks and uncertainties, many of which are beyond management’s control, that could cause actual results to differ materially from those described in the forward-looking statements, as well as risks relating to general economic conditions, market conditions, interest rates, and other factors. Investors are cautioned that there can be no assurance actual results or business conditions will not differ materially from those projected or suggested in such forward-looking statements as a result of various factors. Please refer to the risks detailed from time to time in the reports we file with the SEC, including the Company’s Annual Report on Form 10-K for the year ended December 31, 2023, filed with the SEC, as well as other filings on Form 10-Q and periodic filings on Form 8-K, for additional factors that could cause actual results to differ materially from those stated or implied by such forward-looking statements. We disclaim any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise, unless required by law.
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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.
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GENERATION INCOME PROPERTIES, INC. |
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Date: October 31, 2025 |
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By: |
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/s/ David Sobelman |
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David Sobelman |
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Chief Executive Officer |
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FIRST AMENDMENT TO SECURED PROMISSORY NOTE
THIS FIRST AMENDMENT TO SECURED PROMISSORY NOTE (this “First Amendment”) is
made and entered into effective as of October 27 , 2025 by and between Generation Income Properties, L.P,
a Delaware limited partnership (the “Company”), and Brown Family Enterprises LLC, a Delaware limited liability company (“Holder”).
RECITALS
WHEREAS, Holder is the owner and holder of that certain Secured Promissory Note dated as of April 25, 2025 and executed by the Company in favor of Holder in the original principal amount of
$1,000,000 (the “Note”); and
WHEREAS, Holder has agreed to amend the Note as set forth herein and on the terms and conditions contained in this First Amendment.
NOW, THEREFORE, BE IT RESOLVED, in consideration of premises, the mutual promises hereinafter contained and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Company and Holder, intending to be legally bound hereby, agree as follows:
AGREEMENT
“Maturity Date” means Monday, December 15, 2025.
“2.3 Extension Fee. The Company agrees to pay Holder an extension fee in the amount of
twenty thousand dollars ($20,000) on the Maturity Date.”
or other transmission method, and any counterpart so delivered shall be deemed to have been duly and validly delivered and be valid and effective for all purposes.
[Signature Page Follows.]
IN WITNESS WHEREOF, this First Amendment has been executed by the undersigned as of the date and year first above written.
COMPANY:
GENERATION INCOME PROPERTIES, L.P.
By: Name: David Sobelman
Title: Chief Executive Officer
Address: 401 E Jackson Street, Suite 3300 Tampa, FL 33602
Email Address: [email protected]
HOLDER:
BROWN FAMILY ENTERPRISES LLC
By: Christian Brown
Christian Brown (Oct 23, 2025 21:41:54 EDT)
Name: Christian Brown Title: Manager
Address: 15911 Beacon Shores Street Tampa, FL 33616
Email Address: [email protected]
[Signature Page to First Amendment to Secured Promissory Note]
GIPR - First Amendment to Secured Promissory Note (Brown Family Enterprises) (1)
Created:
By: Status:
2025-10-24
Emily Cusmano ([email protected]) Signed
Transaction ID:
CBJCHBCAABAAo68kelQ2q5bzpXHu7rm04fC3mtyDukfyFinal Audit Report 2025-10-27
"GIPR - First Amendment to Secured Promissory Note (Brown F amily Enterprises) (1)" History
Document created by Emily Cusmano ([email protected])
2025-10-24 - 0:35:09 AM GMT
Document emailed to David Sobelman ([email protected]) for signature
2025-10-24 - 0:35:14 AM GMT
Document emailed to Christian Brown ([email protected]) for signature
2025-10-24 - 0:35:14 AM GMT
Email viewed by Christian Brown ([email protected])
2025-10-24 - 1:41:37 AM GMT
Document e-signed by Christian Brown ([email protected])
Signature Date: 2025-10-24 - 1:41:54 AM GMT - Time Source: server
Email viewed by David Sobelman ([email protected])
2025-10-27 - 7:27:35 PM GMT
Document e-signed by David Sobelman ([email protected])
Signature Date: 2025-10-27 - 7:28:00 PM GMT - Time Source: server
Agreement completed.
2025-10-27 - 7:28:00 PM GMT
