8-K - PW - Equibles

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): January 28, 2022

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<br> communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐	Soliciting<br> material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐	Pre-commencement<br> communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐	Pre-commencement<br> 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. ☐

SECTION 8: OTHER EVENTS

Item8.01 - Declaration of Dividend

On January 28, 2022 the Registrant declared a quarterly dividend of $0.484375 per share on Power REIT’s 7.75% Series A Cumulative Redeemable Perpetual Preferred Stock payable on March 15, 2022 to shareholders of record on February 15, 2022

Item8.01 – Other Items

On January 28, 2022, the registrant issued a press release announcing the 2021 Dividend Income Tax Treatment, a copy of which is attached hereto as Exhibit [99.1] and incorporated herein by reference.

Item9.01 Financial Statements and Exhibits.

Exhibits

Ex. No.	Description
99.1	Press Release of Power REIT. - 2021 Dividend Income Tax Treatment \[Press release dated January 28, 2022\]
104	Cover<br> Page Interactive Data File (embedded within the Inline XBRL document)

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.

	POWERREIT
Date:<br> January 28, 2022	By	/s/ David H. Lesser
		David<br> H. Lesser
		Chairman<br> of the Board and Chief Executive Officer

Exhibit 99.1

301<br> Winding Road<br><br> <br>Old<br> Bethpage, NY 11804<br><br> <br>212-750-0371<br><br> <br>http://www.pwreit.com/

PowerREIT Announces 2021 Dividend Income Tax Treatment

Old Bethpage, NY— January 28, 2022, Power REIT (“Power REIT,” “we,” “our,” or the “Company;” NYSE American: PW and PW.PRA), today announced the estimated Federal income tax treatment of the Company’s 2021 distributions on its 7.75% Series A Preferred Stock (CUSIP # 73933H200).

The Federal income tax classification of the distribution per share on the Company’s 7.75% Series A Preferred Stock with respect to the calendar year ended December 31, 2021 is shown in the table below:

Record <br>Date	Payable <br>Date	Total <br>Distribution <br>Per Share		Ordinary <br>Income <br>Per Share		Return of Capital <br>Per Share	Capital Gain <br>Per Share
2/15/21	3/15/21	$	0.484375	$	0.484375	$	$
5/15/21	6/15/21	$	0.484375	$	0.484375	$	$
8/15/21	9/15/21	$	0.484375	$	0.484375	$	$
11/15/21	12/15/21	$	0.484375	$	0.484375	$	$

Nothing contained herein or therein should be construed as tax advice. Consult your tax advisor for more information. Furthermore, you may not rely upon any information herein or therein for the purpose of avoiding any penalties that may be imposed under the Internal Revenue Code.

Stockholders are encouraged to consult with their own tax advisors as to their specific tax treatment of the Company’s distributions.

AboutPower REIT

Power REIT, with a focus on the “Triple Bottom Line” and a commitment to Profit, Planet and People is a specialized real estate investment trust (REIT) that owns sustainable real estate related to infrastructure assets including properties for Controlled Environment Agriculture, Renewable Energy and Transportation. Power REIT is actively seeking to expand its real estate portfolio related to Controlled Environment Agriculture in the form of greenhouses for the cultivation of food and cannabis.

Additional information about Power REIT can be found on its website: www.pwreit.com

CautionaryStatement about Forward-Looking Statements

This document includes forward-looking statements within the meaning of the U.S. securities laws. Forward-looking statements are those that predict or describe future events or trends and that do not relate solely to historical matters. You can generally identify forward-looking statements as statements containing the words “believe,” “expect,” “will,” “anticipate,” “intend,” “estimate,” “project,” “plan,” “assume”, “seek” or other similar expressions, or negatives of those expressions, although not all forward-looking statements contain these identifying words. All statements contained in this document regarding our future strategy, future operations, future prospects, the future of our industries and results that might be obtained by pursuing management’s current or future plans and objectives are forward-looking statements. You should not place undue reliance on any forward-looking statements because the matters they describe are subject to known and unknown risks, uncertainties and other unpredictable factors, many of which are beyond our control. Our forward-looking statements are based on the information currently available to us and speak only as of the date of the filing of this document. Over time, our actual results, performance, financial condition or achievements may differ from the anticipated results, performance, financial condition or achievements that are expressed or implied by our forward-looking statements, and such differences may be significant and materially adverse to our security holders.

Contact:

David<br> H. Lesser, Chairman & CEO	Mary<br> Jensen, Investor Relations
dlesser@pwreit.com	mary@irrealized.com
212-750-0371	310-526-1707
301<br> Winding Road<br><br> <br>Old<br> Bethpage, NY 11804
www.pwreit.com