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
Date of Report (Date of Earliest Event Reported): February 13, 2020
PRESIDIO PROPERTY TRUST, INC.
(Exact Name of Registrant as Specified in its Charter)
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Maryland
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000-53673
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33-0841255
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__________
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__________
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__________
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(State or Other Jurisdiction of Incorporation)
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(Commission File No.)
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(I.R.S. Employer
Identification No.)
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4995 Murphy Canyon Road, Suite 300
San Diego, California 92123
(Address of Principal Executive Offices, Including Zip Code)
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(760) 471-8536
(Registrant’s Telephone Number, Including Area Code)
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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:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities registered pursuant to Section 12(b) of the Act:
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Title of each class
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Trading
Symbol(s)
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Name of each exchange on which registered
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None
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N/A
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N/A
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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. ☐
ITEM 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
(a)On February 13, 2020, William H. Allen, age 74, tendered his letter of resignation from the Board of Directors (“Board”) of Presidio Property Trust, Inc., a Maryland corporation (“Company”), effective February 14, 2020. Mr. Allen has served on the Board since 2009 and most recently as the Board’s lead independent director and as chairman of the Audit Committee. Mr. Allen’s resignation was solely for personal reasons and not the result of any disagreement with the Board or the Company on any matter relating to its operations, policies or practices. He has indicated that he will remain as a stockholder and will assist in any necessary transition, for which he will be paid $10,000 for such services.
The Board intends to appoint a new director to the Board to fill the vacancy created by Mr. Allen’s resignation and a search for his replacement is underway. The Board believes that diversity can strengthen board performance and is actively searching for women and other candidates with diverse backgrounds and experiences. In the interim, David T. Bruen, who has served as a director since 2008 and as a member of the Audit Committee since 2010, will serve as chairman of the Audit Committee.
SIGNATURES
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.
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Date: February 19, 2020
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PRESIDIO PROPERTY TRUST, INC.
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By: /s/ Ann T. Nguyen
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Ann T. Nguyen
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Secretary & General Counsel
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