8-K
Sachem Capital Corp. (SACH)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OFTHE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): January 10, 2023
SACHEM
CAPITAL CORP.
(Exact name of Registrant as specified in its charter)
| New<br> York | 001-37997 | 81-3467779 |
|---|---|---|
| (State<br> or other jurisdiction<br><br> of incorporation) | (Commission<br><br> File Number) | (IRS<br> Employer <br><br> Identification No.) |
| 698<br> Main Street, Branford,<br> Connecticut | 06405 | |
| --- | --- | |
| (Address<br> of Principal Executive Office) | (Zip<br> Code) |
Registrant's
telephone number, including area code (203) 433-4736
| (Former<br> 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:
| ¨ | 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 | Ticker<br> symbol(s) | Name<br> of each exchange on which registered |
|---|---|---|
| Common<br> Shares, par value $.001 per share | SACH | NYSE American LLC |
| 7.125%<br> Notes due 2024 | SCCB | NYSE American LLC |
| 6.875%<br> Notes due 2024 | SACC | NYSE American LLC |
| 7.75%<br> Notes due 2025 | SCCC | NYSE American LLC |
| 6.00%<br> Notes due 2026 | SCCD | NYSE American LLC |
| 6.00%<br> notes due 2027 | SCCE | NYSE American LLC |
| 7.125%<br> notes due 2027 | SCCF | NYSE American LLC |
| 8.00%<br> notes due 2027 | SCCG | NYSE American LLC |
| 7.75%<br> Series A Cumulative Redeemable Preferred Stock, Liquidation Preference $25.00 per share | SACHPRA | NYSE<br> American LLC |
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 x
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. ¨
| Item 5.02. | Departureof Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
|---|
(b) On January 10, 2023, William C. Haydon, resigned from his position as the Chief Investment Officer, Chief Credit Officer and Director Investor Relations of Sachem Capital Corp.
On January 11, 2023, the Company issued a press release announcing Mr. Haydon’s retirement. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K.
| Item 9.01. | Financial Statements and Exhibits. |
|---|
(d) Exhibits
| Exhibit<br><br> <br>No. | ****<br><br> <br>Description |
|---|---|
| 99.1 | Press Release, dated January 11, 2023. |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
* * * * *
| 2 |
| --- |
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.
| Sachem Capital Corp. | ||
|---|---|---|
| Dated:<br>January 11, 2023 | By: | /s/ John L. Villano |
| John L. Villano, CPA | ||
| Chief Executive Officer |
| 3 |
| --- |
Exhibit Index
| Exhibit<br><br> <br>No. | ****<br><br> <br>Description |
|---|---|
| 99.1 | Press Release, dated January 11, 2023. |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
| 4 |
| --- |
Exhibit 99.1

SACHEM CAPITAL CORP. ANNOUNCES MANAGEMENT TRANSITION
BRANFORD, CT, January -11, 2023 (GLOBE NEWSWIRE) – Sachem Capital Corp. (NYSE American: SACH) today announced that William C. Haydon, has resigned to pursue retirement and other opportunities. Mr. Haydon’s responsibilities as Chief Investment Officer will be assumed by Chief Executive Officer John Villano. Mr. Haydon’s other responsibilities will be assumed by the finance and accounting team. To ensure an orderly transition, Mr. Haydon has agreed to remain as an advisor to the company until July 31, 2023.
Mr. Villano, stated, “We are appreciative of Bill’s many contributions to the organization. During his tenure he helped us put in place a strong team and underwriting standards that we believe position us well for the future. We wish Bill well in his future endeavors.”
About Sachem Capital Corp.
Sachem Capital Corp. is a financing REIT that specializes in originating, underwriting, funding, servicing, and managing a portfolio of first mortgage loans. It offers short-term (i.e., three years or less) secured, non-banking loan to real estate investors to fund their acquisition, renovation, development, rehabilitation, or improvement of properties. The company’s primary underwriting criteria is a conservative loan to value ratio. The properties securing the loans are generally classified as residential or commercial real estate and, typically, are held for resale or investment. Each loan is secured by a first mortgage lien on real estate and is personally guaranteed by the principal(s) of the borrower. The company will also make opportunistic real estate purchases apart from its lending activities.
Forward Looking Statements
This press release may contain forward-looking statements. All statements other than statements of historical facts contained in this press release, including statements regarding our future results of operations and financial position, strategy and plans, and our expectations for future operations, are forward-looking statements. The words “anticipate,” “estimate,” “expect,” “project,” “plan,” “seek,” “intend,” “believe,” “may,” “might,” “will,” “should,” “could,” “likely,” “continue,” “design,” and the negative of such terms and other words and terms of similar expressions are intended to identify forward-looking statements. We have based these forward-looking statements largely on our current expectations and projections about future events and trends that we believe may affect our financial condition, results of operations, strategy, short-term and long-term business operations and objectives and financial needs. These forward-looking statements are subject to several risks, uncertainties and assumptions as described in our Annual Report on Form 10-K for 2021 filed with the U.S. Securities and Exchange Commission on March 31, 2022, as supplemented by our subsequently filed Quarterly Reports on Form 10-Q. Because of these risks, uncertainties and assumptions, the forward-looking events and circumstances discussed in this press release may not occur, and actual results could differ materially and adversely from those anticipated or implied in the forward-looking statements. You should not rely upon forward-looking statements as predictions of future events. Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, level of activity, performance, or achievements. In addition, neither we nor any other person assumes responsibility for the accuracy and completeness of any of these forward-looking statements. We disclaim any duty to update any of these forward-looking statements. All forward-looking statements attributable to us are expressly qualified in their entirety by these cautionary statements as well as others made in this press release. You should evaluate all forward-looking statements made by us in the context of these risks and uncertainties.
Investors:
Email: investors@sachemcapitalcorp.com