8-K - UMH - 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

Dateof Report (Date of earliest event reported): May 28, 2025

UMHProperties, Inc.

(Exact name of registrant as specified in its charter)

Maryland	001-12690	22-1890929
(State or other jurisdiction	(Commission	(IRS Employer
of incorporation)	File Number)	Identification No.)
Juniper Business Plaza, 3499 Route 9 North, Suite 3-C, Freehold, NJ	07728
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(Address of principal executive<br> offices)	(Zip Code)

Registrant’stelephone number, including area code: (732) 577-9997

NotApplicable

(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 (see General Instruction A.2. below):

☐	Written communications pursuant<br> to Rule 425 under the Securities Act (17 CFR 230.425)
☐	Soliciting material pursuant<br> to Rule 14a- 12 under the Exchange Act (17 CFR 240.14a-12)
☐	Pre-commencement communications<br> pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐	Pre-commencement communications<br> 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(s)	Name<br> of exchange on which registered
Common<br> Stock, $0.10 par value	UMH	New<br> York Stock Exchange
6.375%<br> Series D Cumulative Redeemable Preferred Stock, $0.10 par value	UMH<br> PRD	New<br> York Stock Exchange

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

The annual meeting of shareholders (the “Meeting”) of UMH Properties, Inc. (the “Company”) was held on May 28, 2025. There were 82,556,602 shares of common stock entitled to vote at the meeting and a total of 75,930,284 shares (91.97%) were represented in person or by proxy at the meeting. The proposals submitted to the vote of the shareholders and the results of the vote were as follows:

Proposal 1 – The election of three Class I directors, each to hold office until the Company’s annual meeting of shareholders in 2028 and until their respective successors are duly elected and qualified:

Director	For	Withheld	Broker<br> Non-Votes
Amy<br> L. Butewicz	37,760,867	28,592,682	9,576,735
Michael<br> P. Landy	61,007,062	5,346,487	9,576,735
William<br> E. Mitchell	37,071,947	29,281,602	9,576,735

Proposal 2 – The ratification of the appointment of PKF O’Connor Davies, LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2025:

	Number<br> of Votes
For	74,988,957
Against	876,776
Abstain	64,551
Broker<br> Non-Votes	-0-

Proposal 3 – An advisory resolution to approve the compensation of the Company’s executive officers for the year ended December 31, 2024:

	Number<br> of Votes
For	61,841,058
Against	4,118,232
Abstain	394,259
Broker<br> Non-Votes	9,576,735

Proposal 4 – The approval of an amendment to the 2023 Equity Incentive Award Plan:

	Number<br> of Votes
For	60,523,272
Against	5,355,924
Abstain	474,353
Broker<br> Non-Votes	9,576,735

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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: May 29, 2025	By:	/s/ Anna T. Chew
	Name:	Anna T. Chew
	Title:	Executive<br> Vice President and
		Chief<br> Financial Officer

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