SCHEDULE: Power REIT Preferred Stock Holders Dispute Governance

Holders of Power REIT's Series A Preferred Stock are amending their Schedule 13D filing to highlight ongoing disputes regarding the election of preferred stockholder trustees and dividend arrearages.

Summary

• This filing is an amendment (Amendment No. 8) to a Schedule 13D, originally filed on February 25, 2026, concerning Power REIT's Series A Cumulative Redeemable Perpetual Preferred Stock.
• The reporting persons, including Bradley & Daytona Railway and Land Co. LLC and Alexander Kachmar, collectively may be deemed to beneficially own 40,595 shares of Series A Preferred Stock, representing approximately 12.0% of the outstanding shares as of June 30, 2026.
• This percentage is based on 336,944 shares of Series A Preferred Stock outstanding as disclosed in Power REIT's Form 10-Q for the quarter ended June 30, 2026.
• Bradley & Daytona and Alexander Kachmar directly beneficially own 28,692 shares of Series A Preferred Stock.
• The reporting persons also hold common stock, but this filing pertains only to the Series A Preferred Stock.
• A dispute continues regarding the Issuer's, its CEO's, Corporate Secretary's, and Board of Trustees' delinquency in calling a meeting of preferred stockholders to elect two preferred stockholder trustee nominees, Alexander Kachmar and David Cacciapaglia.
• This election is contractually mandated by Section 8(a) of the Articles Supplementary, following requisite dividend arrearages.
• Transactions in Series A Preferred Stock by Bradley & Daytona and Alexander Kachmar since August 27, 2026, are detailed in Exhibit 99.A, showing purchases of Series A Preferred Stock at prices ranging from $6.63 to $9.35 per share.

Sentiment

Score: 3

Explanation: StockSavvy.ai views this filing as negative due to ongoing disputes regarding preferred stockholder trustee nominations and continued delays in calling a meeting, indicating potential governance friction.

Positives

• The reporting persons continue to actively acquire Series A Preferred Stock, indicating a belief in its value or a strategy to increase influence.
• The reporting persons are holders of record and own in excess of 10% of the Issuer's outstanding Series A Preferred Stock.

Negatives

• The Issuer, its CEO, Corporate Secretary, and Board of Trustees are delinquent in calling a meeting of preferred stockholders to elect two preferred stockholder trustee nominees.
• This delinquency is in violation of contractually mandated terms in Section 8(a) of the Articles Supplementary.
• The reporting persons may be deemed to share voting power with respect to the aggregate 40,595 shares of Series A Preferred Stock solely with respect to matters previously described in Item 4 of Amendment No. 4.

Risks

• Potential for continued governance disputes and legal challenges related to the election of preferred stockholder trustees.
• Risk of further delays in the company calling the required preferred stockholder meeting.
• Uncertainty regarding the resolution of dividend arrearages and their impact on preferred stockholder rights.

Future Outlook

The filing does not contain explicit forward-looking statements or guidance from Power REIT management. However, the ongoing dispute regarding trustee elections and the company's delinquency in calling a meeting suggests potential future legal or governance-related actions.

Management Comments

• The Issuer, its CEO and Corporate Secretary, and its Board of Trustees continue to be delinquent in calling the meeting of preferred stockholders to elect the two preferred stockholder trustee nominees, Alexander Kachmar and David Cacciapaglia, to the Board of Trustees as contractually mandated pursuant to the terms of Section 8(a) of Articles Supplementary that the Issuer's own public filings concede have vested following the requisite dividend arrearages.

Industry Context

StockSavvy.ai notes that disputes over preferred stock governance and trustee elections are not uncommon, particularly when dividend arrearages exist. This situation highlights potential friction between common equity control and preferred equity rights, a common theme in real estate investment trusts (REITs) facing financial or strategic challenges.

Corporate Governance

Legal Proceedings

• The filing implies a dispute that could potentially lead to legal proceedings if the company continues to be delinquent in calling the preferred stockholder meeting as contractually mandated.

Stakeholder Impact

• Shareholders: Potential for continued governance uncertainty and disputes, which could impact share value and investor confidence. Preferred stockholders are particularly impacted by the failure to elect trustees and potential dividend issues.
• Board of Trustees: The dispute directly involves the Board's responsibility to call a meeting and elect new trustees, highlighting potential internal governance challenges.
• Management (CEO, Corporate Secretary): Directly implicated in the delinquency of calling the required meeting.

Next Steps

• Resolution of the dispute regarding the election of preferred stockholder trustee nominees.
• The calling of a meeting of preferred stockholders by the Issuer to elect trustees.
• Potential further amendments to Schedule 13D if beneficial ownership or governance dynamics change.

Key Dates

Recommendation

The filing indicates ongoing governance disputes and a failure by the company to meet contractual obligations regarding preferred stockholder trustee elections. While the reporting persons are actively acquiring preferred stock, the lack of resolution and potential for further conflict warrants a cautious 'hold' stance until clarity on governance and dividend matters is achieved.

Keywords

Series A Preferred Stock, Power REIT, Schedule 13D, Beneficial Ownership, Corporate Governance, Trustee Election, Dividend Arrearages, Preferred Stockholders