SCHEDULE: Activist Investor Takes 9.8% Stake in Regional Health

Charles Frischer has acquired a 9.8% beneficial ownership stake in Regional Health Properties, Inc.'s Series D Preferred Stock, signaling potential future engagement with management and strategic initiatives.

Summary

• Charles Frischer acquired 138,300 shares of Regional Health Properties, Inc.'s Series D 8% Cumulative Redeemable Participating Preferred Stock.
• This acquisition represents approximately 9.8% of the outstanding shares of this specific class.
• The majority of the shares were obtained through the conversion of 169,544 shares of SunLink Health Systems, Inc. common stock as part of a merger with Regional Health Properties, Inc.
• An additional 18,499 shares were purchased in a market transaction on August 15, 2025, for a price of $4.14 per share, totaling $76,585.86 in cash.
• Frischer's stated purpose for the investment is to make a profit and he intends to continuously review his position.
• He may engage in discussions with the Issuer's management, board of directors, and other shareholders concerning business, operations, governance, management, strategy, and future plans.
• Future actions under consideration include seeking representation on the Issuer's board of directors, advocating for changes in management, or proposing potential strategic transactions by the Issuer.

Sentiment

Score: 7

Explanation: The filing indicates a significant investment by an individual with an activist intent, suggesting a belief in the company's underlying value or potential for improvement. The investor's stated purpose is to make a profit, and they are considering actions to influence the company, which can be seen as a positive catalyst for change, though it also introduces uncertainty.

Positives

• A significant investor, Charles Frischer, has acquired a 9.8% stake in Regional Health Properties, Inc.'s Series D Preferred Stock, indicating a belief in the company's value or potential.
• The investor's stated intent to engage with management and potentially seek board representation could act as a catalyst for improved corporate governance or strategic direction.
• The acquisition was partly facilitated by a merger, suggesting a strategic consolidation or restructuring event that could streamline operations or unlock value.

Negatives

• No explicit negatives for the company are stated in this filing, as it primarily details an investor's acquisition and intent.
• The potential for an activist investor to seek management or board changes, while potentially positive, could also introduce uncertainty or disruption if not managed effectively.

Risks

• The investor may seek changes in the Issuer's management or board of directors, which could lead to shifts in company strategy or leadership instability.
• Potential for strategic transactions initiated by the investor could alter the company's structure, asset base, or business focus.
• The profitability of the investment is subject to various external factors including the Issuer's financial position, market conditions, and general economic and industry conditions.

Future Outlook

Charles Frischer intends to continuously review his investment and may engage in discussions with the Issuer's management, board of directors, and other shareholders regarding business, operations, governance, management, strategy, and future plans. He may also seek board representation, management changes, or strategic transactions.

Management Comments

• Mr. Frischer acquired the Shares reported herein with a view to making a profit on his or its investment.
• Mr. Frischer intends to review his investment in the Issuer on a continuing basis and may engage in discussions with management, the Issuer's board of directors, other shareholders of the Issuer and other relevant parties concerning the Issuer's business, operations, governance, management, strategy and future plans.
• Depending on various factors... Mr. Frischer may in the future take such actions with respect to their investment in the Issuer as they deem appropriate including, without limitation, seeking representation on the Issuer's board of directors, changes in management of the Issuer and potential strategic transactions by the Issuer.

Industry Context

The acquisition of a significant stake in a healthcare real estate company's preferred stock by an activist investor suggests potential for strategic shifts or a focus on unlocking value within the sector. The healthcare real estate market has seen varying performance influenced by factors such as healthcare policy, demographic shifts, and interest rate environments. The merger component indicates ongoing consolidation or restructuring within the broader healthcare property market.

Comparison to Industry Standards

• NA This filing is a Schedule 13D from an individual investor, not a company performance report, so direct comparisons to industry financial benchmarks or specific projects are not applicable based on the provided content.

Corporate Governance

Stakeholder Impact

• Shareholders: Potential for increased shareholder value if the activist investor's strategies are successful; potential for volatility due to activist engagement.
• Management/Board: Increased scrutiny and potential for changes in roles or strategic direction.
• Employees: Potential for strategic shifts could impact operations and employment, though not directly stated.

Next Steps

• Charles Frischer will continue to review his investment in Regional Health Properties, Inc.
• He may engage in discussions with the Issuer's management, board of directors, and other shareholders.
• Potential future actions include seeking board representation, advocating for changes in management, and proposing strategic transactions.

Key Dates

Keywords

Regional Health Properties, Preferred Stock, Charles Frischer, Shareholder Activism, Beneficial Ownership, SEC Schedule 13D, Healthcare Real Estate, Corporate Governance, Merger, SunLink Health Systems