8-K
Power REIT (PW)
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): August 27, 2025
POWER
REIT
(Exact name of registrant as specified in its charter)
Maryland
(State or other jurisdiction of incorporation)
001-36312
(Commission File Number)
45-3116572
(IRS Employer Identification No.)
301Winding Road
OldBethpage, NY 11804
(Address of principal executive offices and Zip Code)
Registrant’s telephone number, including area code: (212) 750-0371
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<br> of Each Class | Trading<br> Symbol | Name<br> of Each Exchange on Which Registered |
|---|---|---|
| Common<br> Shares | PW | NYSE<br> (American) |
| 7.75%<br> Series A Cumulative Redeemable Perpetual Preferred Stock, Liquidation Preference $25 per Share | PW.A | NYSE<br> (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 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. ☐
Item5.07 Submission of Matters to a Vote of Security Holders
Power REIT’s (the “Trust”) 2025 annual meeting of shareholders (the “2025 Annual Meeting”) was held on August 27, 2025. For more information on the following proposals, see the Trust’s definitive proxy statement on Schedule 14A for the 2025 Annual Meeting (the “Proxy Statement”), which was filed with the Securities and Exchange Commission on August 1, 2025.
Below are the final voting results for each item of business voted upon at the 2025 Annual Meeting, as described in the Proxy Statement.
Proposal
- Election of Trustees.
| Shareholders<br> elected each of the four nominees to the Board of Trustees for a one-year term. | ||||||
|---|---|---|---|---|---|---|
| Name of Trustee | For | Withheld | Non Broker Votes | |||
| --- | --- | --- | --- | --- | --- | --- |
| David H. Lesser | 1,340,888 | 110,723 | 666,148 | |||
| Patrick R. Haynes, III | 1,348,270 | 103,341 | 666,148 | |||
| William S. Susman | 1,325,140 | 126,471 | 666,148 | |||
| Dionisio D’Aguilar | 1,349,125 | 102,486 | 666,148 |
Proposal 2. Ratification of Independent Audit Firm
| 2) | Shareholders<br> ratified MaloneBailey LLP as the Trust’s independent registered public accounting<br> firm for fiscal 2025. | ||||
|---|---|---|---|---|---|
| For | Against | Abstain | |||
| --- | --- | --- | --- | --- | --- |
| 1,994,099 | 93,812 | 29,848 |
Signatureon Following Page
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.
Date: August 27, 2025
PowerREIT
| By | /s/ David H. Lesser |
|---|---|
| David H. Lesser | |
| Chairman, CEO, Secretary, & Treasurer |