SCHEDULE: Medalist REIT CEO Boosts Stake to 38.93%

Medalist Diversified REIT's CEO, Francis P. Kavanaugh, significantly increased his beneficial ownership to 38.93% through open market purchases and private agreements.

Summary

• Francis P. Kavanaugh, President and CEO of Medalist Diversified REIT, Inc., increased his beneficial ownership to 586,064 shares, representing 38.93% of the total issued and outstanding common stock.
• The increase includes the purchase of 162,899 shares of Common Stock on August 29, 2025.
• These purchases comprised 22,899 shares acquired on the open market, 80,000 shares from Marc Carlson for an aggregate purchase price of $1,000,000, and 60,000 shares from the Kramerica Trust, Dated July 24, 2015, for an aggregate purchase price of $750,000.
• On August 8, 2025, Kavanaugh also exchanged 240,004 shares of Common Stock for an equal number of Operating Partnership Units (OP Units), which will become redeemable on August 8, 2026.
• His total beneficial ownership includes 388,044 OP Units that are redeemable for Common Stock within 60 days, comprising units issued on January 18, 2024, March 28, 2024, and October 11, 2024.

Sentiment

Score: 7

Explanation: The significant increase in the CEO's beneficial ownership, reaching nearly 39%, is a strong positive signal of confidence in the company's future. While not a performance report, insider buying at this level is generally interpreted favorably by investors.

Positives

• Increased insider ownership by the CEO, Francis P. Kavanaugh, to 38.93% signals strong confidence in the company's future prospects and aligns management's interests with shareholders.
• Direct purchases from the open market and private agreements demonstrate a personal financial commitment to the company.

Risks

• No specific risks related to the company's operations or financial health are mentioned in this Schedule 13D filing, which focuses solely on changes in beneficial ownership.

Future Outlook

The filing does not provide explicit forward-looking statements or guidance regarding the company's future performance or strategic direction, focusing solely on the change in beneficial ownership.

Industry Context

Increased insider ownership, especially by a CEO, can be viewed positively by the market as it aligns management's interests with those of shareholders. In the REIT sector, such moves can signal confidence in the underlying real estate assets and future dividend potential, particularly in a dynamic market environment.

Comparison to Industry Standards

• This filing is a disclosure of beneficial ownership, not a performance report, so direct comparison to industry-specific financial benchmarks or competitor results is not applicable.
• However, a 38.93% beneficial ownership stake for a CEO is a substantial holding, indicating a high level of personal investment and commitment, which is generally seen as a positive signal for corporate governance and long-term strategy compared to CEOs with minimal personal stakes in their companies.

Related Party Transactions

• Francis P. Kavanaugh, the CEO, entered into a stock purchase agreement to acquire 80,000 shares of Common Stock from Marc Carlson.
• Francis P. Kavanaugh, the CEO, entered into a separate stock purchase agreement to acquire 60,000 shares of Common Stock from the Kramerica Trust, Dated July 24, 2015.

Stakeholder Impact

• Shareholders: Increased confidence due to significant insider buying by the CEO, potentially signaling a belief in future value appreciation and strong alignment of interests.
• Management/Employees: Stronger alignment of interests between the CEO and the company's performance, potentially fostering a more unified strategic direction.

Next Steps

• The 240,004 OP Units exchanged on August 8, 2025, will become redeemable on August 8, 2026.
• The 160,000 OP Units issued on October 11, 2024, will become redeemable on October 11, 2025.

Key Dates

Recommendation

The substantial increase in the CEO's beneficial ownership to 38.93% is a strong vote of confidence and a positive indicator for long-term investors, suggesting management believes the stock is undervalued or has significant growth potential. However, without additional financial performance data or strategic updates from the company, a 'hold' recommendation is prudent. This filing primarily details an ownership change, not operational results. Investors should monitor future company performance and broader market conditions for a more comprehensive assessment before considering a 'buy' or 'strong buy'.

Keywords

Medalist Diversified REIT, MDRR, Francis P. Kavanaugh, beneficial ownership, insider buying, REIT, common stock, OP Units, Schedule 13D, real estate investment trust