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): January 15, 2020
UMH
Properties, Inc.
(Exact
name of registrant as specified in its charter)
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Maryland
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001-12690
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22-1890929
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(State
or other jurisdiction
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(Commission
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(IRS
Employer
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of
incorporation)
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File
Number)
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Identification
No.)
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Juniper
Business Plaza, 3499 Route 9 North, Suite 3-C, Freehold, NJ
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07728
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(Address
of principal executive offices)
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(Zip
Code)
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Registrant’s
telephone number, including area code: (732) 577-9997
Not
Applicable
(Former
name or former address, if changed since last report.)
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 (see General Instruction A.2. below):
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[ ]
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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[ ]
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Soliciting
material pursuant to Rule 14a- 12 under the Exchange Act (17 CFR 240.14a-12)
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[ ]
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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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[ ]
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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 exchange on
which registered
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Common
Stock, $.10 par value
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UMH
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New
York Stock Exchange
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8.0%
Series B Cumulative Redeemable Preferred Stock, $.10 par value
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UMH
PRB
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New
York Stock Exchange
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6.75%
Series C Cumulative Redeemable Preferred Stock, $.10 par value
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UMH
PRC
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New
York Stock Exchange
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6.375%
Series D Cumulative Redeemable Preferred Stock, $.10 par value
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UMH
PRD
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New
York Stock Exchange
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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.
On
January 15, 2020, the Board of Directors of UMH Properties, Inc. (the “Company”) approved an increase in the size
of the Company’s Board of Directors from 10 to 11 directors and appointed Dr. Amy Lynn Butewicz as a Class I Director for
the term of Class I expiring in 2022. Dr. Butewicz has not yet been appointed to any committees of the Board of Directors.
Dr.
Butewicz is a pharmacist and realtor licensed in New Jersey, and currently serves as a council member on the Millstone Township
Agricultural Advisory Council and the Millstone Township Open Space and Farmland Preservation Council. Dr. Butewicz currently
works as a full time realtor for Keller Williams Princeton Real Estate, specializing in equestrian properties, farms and land
across the State of New Jersey. From July 2009 until August 2017, she served as a supervising pharmacist at a leading long-term
care pharmacy in Monmouth County, New Jersey. Dr. Butewicz is also actively engaged in a number of charitable programs and initiatives,
including serving as a co-chair on an advisory board of the Rutgers University Equine Science Center. Dr. Butewicz earned her
Doctorate of Pharmacy from the Ernest Mario School of Pharmacy at Rutgers University, where she graduated summa cum laude.
In
connection with her appointment, Dr. Butewicz will receive the standard compensation payable to directors of the Company, consisting
of an annual fee of $45,000 and additional fees for attendance at Board of Directors meetings, as described in the Company’s
Proxy Statement dated April 22, 2019 filed with the Securities and Exchange Commission. In addition, on the date of her appointment,
Dr. Butewicz and each of the Company’s other directors received an annual award of 1,000 shares of unrestricted stock.
There
were no material arrangements or understandings, or any material plan or contract, between Dr. Butewicz and any other persons
regarding Dr. Butewicz’s appointment. There are no family relationships between Dr. Butewicz and any of the Company’s
other directors or executive officers, and the Company has not entered into any transactions with Dr. Butewicz that are reportable
pursuant to Item 404(a) of Regulation S-K.
A
copy of the press release announcing the appointment of Dr. Butewicz as a Class I Director of the Company is attached to this
Current Report on Form 8-K as Exhibit 99.1.
Item
9.01 Financial Statements and Exhibits.
SIGNATURE
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:
January 22, 2020
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UMH PROPERTIES, INC.
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By:
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/s/
Anna T. Chew
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Name:
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Anna
T. Chew
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Title:
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Vice
President, Chief Financial Officer and Treasurer
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Exhibit
Index
Exhibit
99.1
UMH
PROPERTIES, INC.
Juniper
Business Plaza
3499
Route 9 North, Suite 3-C
Freehold,
NJ 07728
(732)
577-9997
Fax:
(732) 577-9980
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FOR
IMMEDIATE RELEASE
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January
17, 2020
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Contact:
Nelli Madden
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732-577-9997
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UMH
Properties, Inc. Expands Board of Directors and Appoints New Member
FREEHOLD,
N.J., January 17, 2020 – UMH Properties, Inc. (NYSE: UMH) today announced that, on January 15, 2020, the Board of Directors
approved an increase in the size of the Board from 10 to 11 directors and appointed Dr. Amy Lynn Butewicz as a Class I Director
for the term of Class I expiring in 2022.
Dr.
Butewicz is a pharmacist and realtor licensed in New Jersey, and currently serves as a council member on the Millstone Township
Agricultural Advisory Council and the Millstone Township Open Space and Farmland Preservation Council. Dr. Butewicz currently
works as a full time realtor for Keller Williams Princeton Real Estate, specializing in equestrian properties, farms and land
across the entire State of New Jersey. She previously served for 8 years as a supervising pharmacist at a leading long-term care
pharmacy in Monmouth County. Dr. Butewicz is also actively engaged in a number of charitable programs and initiatives, including
her position as a co-chair on an advisory board of the Rutgers University Equine Science Center. Dr. Butewicz earned her Doctorate
of Pharmacy from the Ernest Mario School of Pharmacy at Rutgers University, where she graduated summa cum laude.
Samuel
A. Landy, President and Chief Executive Officer stated, “We are pleased to welcome Dr. Amy Butewicz to our Board of Directors.
Dr. Butewicz is a highly educated and respected community leader as well as a successful realtor who will be a valuable addition
to our Board at this time of continued growth for the Company.”
UMH
Properties, Inc., which was organized in 1968, is a public equity REIT that owns and operates 122 manufactured home communities
containing approximately 23,000 developed homesites. These communities are located in New Jersey, New York, Ohio, Pennsylvania,
Tennessee, Indiana, Michigan and Maryland. In addition, the Company owns a portfolio of REIT securities.
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A
NYSE Company: Symbol - UMH
since
1968