SCHEDULE: Power REIT Preferred Holders Demand Board Representation

A group of Series A Preferred stockholders holding 11.7% of the class is demanding a special meeting to elect two new trustees due to ongoing dividend arrearages.

Summary

• A group of investors, including Bradley & Daytona Railway and Land Co. LLC and David Cacciapaglia, collectively own 39,281 shares of Power REIT Series A Cumulative Redeemable Perpetual Preferred Stock.
• This holding represents approximately 11.7% of the 336,944 outstanding Series A shares as of March 31, 2026.
• The investors are exercising rights under Section 8(a) of the Articles Supplementary, which allows for the election of two additional trustees when dividends remain unpaid for six or more quarters.
• The group has formally nominated Alexander Kachmar and David Cacciapaglia as candidates for the board.
• The investors report that Power REIT has failed to establish a record date or call a special meeting despite multiple formal demands.

Sentiment

Score: 2

Explanation: StockSavvy.ai views this as highly negative due to the ongoing dividend defaults and the adversarial relationship between the board and a significant block of preferred shareholders.

Positives

• The investor group has successfully consolidated 11.7% of the Series A Preferred voting power to trigger contractual governance rights.
• The group continues to actively accumulate shares, with recent purchases reported between June 23 and June 26, 2026.

Negatives

• Power REIT has failed to pay dividends on the Series A Preferred Stock for more than six consecutive quarters.
• The company has not responded to multiple formal demands to hold a special meeting for the election of preferred stockholder trustees.
• The lack of communication from the Trust regarding the election process is creating potential legal liability for the board.

Risks

• Continued failure by the Trust to implement the required trustee election may lead to litigation to enforce shareholder rights.
• The ongoing dividend arrearages indicate significant financial stress within the REIT.
• Potential for prolonged governance instability if the board continues to ignore the demands of the preferred stockholders.

Future Outlook

The reporting group intends to continue their efforts to force a special meeting to elect two new trustees to the Power REIT board to address the ongoing dividend defaults.

Management Comments

• The Trust's public filings acknowledge that dividends on the Series A Preferred Stock have remained unpaid for more than six quarterly periods.
• Continued failure to implement the rights expressly granted to Series A Preferred Stockholders will lead to action to enforce my clients' rights.

Industry Context

StockSavvy.ai notes that this situation reflects a classic governance conflict in distressed REITs where preferred shareholders exercise 'springing' voting rights due to prolonged dividend suspensions, a mechanism designed to protect capital when management fails to meet distribution obligations.

Comparison to Industry Standards

• The use of 'springing' voting rights upon dividend default is a standard protective provision in cumulative preferred stock agreements for REITs.
• The failure of a board to facilitate such an election after multiple formal demands is considered a significant deviation from standard corporate governance best practices.

Corporate Governance

Legal Proceedings

• The reporting group has threatened legal action to enforce their rights under the Articles Supplementary.

Stakeholder Impact

• Preferred shareholders face continued uncertainty regarding dividend payments.
• The board faces potential legal liability for failing to uphold fiduciary duties regarding shareholder rights.

Next Steps

• The reporting group expects the board to call a special meeting for the election of two trustees.
• The reporting group may initiate legal action if the board continues to ignore their demands.

Key Dates

Recommendation

The combination of prolonged dividend suspensions and a breakdown in corporate governance suggests significant underlying financial distress and management instability, making the stock a high-risk hold or sell.

Keywords

Power REIT, Series A Preferred Stock, Shareholder Activism, Corporate Governance, Dividend Arrearage, Trustee Election