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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 21, 2023

Harbor Custom Development, Inc.
(Exact name of registrant as specified in its charter)

Washington
001-39266
46-4827436
(State or other jurisdiction of
incorporation)
(Commission File Number)(IRS Employer Identification Number)
1201 Pacific Avenue, Suite 1200
Tacoma, WA 98402
(Address of principal executive offices and zip code)
Registrant's telephone number, including area code (253) 649-0636
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):

☐
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading Symbol
Name of each exchange on which registered
Common StockHCDIThe Nasdaq Stock Market LLC
8.0 % Series A Cumulative Convertible Preferred StockHCDIPThe Nasdaq Stock Market LLC
WarrantsHCDIWThe Nasdaq Stock Market LLC
WarrantsHCDIZThe Nasdaq Stock Market LLC
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 8.01 Other Events

On February 21, 2023, Harbor Custom Development, Inc. (the “Company”) issued a press release announcing that it has contracted to sell its Mills Crossing townhomes in Bremerton, Washington to Kitsap Community Resources for a purchase price of $14,250,000. Closing is expected to take place on or before April 28, 2023, unless otherwise extended for an additional 30 days, and contingent upon the buyer satisfying their financing contingency requirement.

Forward Looking Statements

This Current Report on Form 8-K contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. All statements other than statements of historical fact contained in this Report are forward-looking statements, including statements regarding the potential closing of the sale of the Mills Crossing townhomes to Kitsap Community Resources. While the Company believes these forward-looking statements are reasonable, undue reliance should not be placed on any such forward-looking statements, which are based on information available to the Company on the date of this Report. These forward-looking statements are subject to various risks and uncertainties, including without limitation those set forth in the Company’s filings with the Securities and Exchange Commission. Thus, actual results could be materially different. The Company expressly disclaims any obligation to update or alter statements whether as a result of new information, future events or otherwise, except as required by law.

Item 9.01 - Financial Statements and Exhibit

(d) Exhibits.

The following exhibits are filed with this Current Report on Form 8-K:

Exhibit NumberDescription
99.1
104
Cover Page Interactive Data File (embedded within the Inline XBRL document)




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.

.
Harbor Custom Development, Inc.
Date:February 22, 2023
By:
/s/ Jeff Habersetzer
Name:
Jeff Habersetzer
Title:
Chief Operating Officer, Secretary, and General Counsel


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Harbor Custom Development, Inc Contracts to Sell Mills Crossing Townhomes for $14,250,000

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Mills Crossing is one of six Harbor Custom Development, Inc. projects currently under construction.

TACOMA, Wash., February 21, 2023, Harbor Custom Development, Inc. (Nasdaq: HCDI, HCDIP, HCDIW, HCDIZ) ("Harbor," "Harbor Custom Homes®," or the "Company"), an innovative real estate company involved in all aspects of the land development cycle, today announced it has contracted to sell the Mills Crossing townhomes in Bremerton, WA for $14,250,000 to Kitsap Community Resources. Unless extended for 30 days, closing of the property is anticipated to occur on or before April 28, 2023, upon the buyer’s satisfaction of their financing contingency requirement.



“The Company is excited to announce the purchase and sale agreement for Mills Crossing, the first of our six current multi-family projects under construction. In addition to the positive financial outcome for Harbor, we are pleased to work with Kitsap Community Resource's on the sale of Mills Crossing which will provide essential, affordable housing for families in Kitsap County,” stated Sterling Griffin, President and CEO of Harbor Custom Development, Inc.

Since 1965, Kitsap Community Resources has served as a community action agency striving to end poverty. The KCR Housing division serves the needs of families and individuals in Kitsap County who are homeless or at risk of becoming homeless. The company provides services that can help prevent eviction, find affordable housing options, and help stabilize families in crisis situations.

“Kitsap Community Resources is proud to be working with Harbor Custom Development, Inc. on this important project. Together in collaboration with many community partners in Kitsap County, this represents a small piece of a much larger puzzle to combat the existing housing crisis within our community and across the region. By providing safe and affordable housing, the Mills Crossing townhome project will benefit vulnerable families and the city as a whole,” stated Kitsap Community Resources Executive Director, Anthony Ives.

Mills Crossing, a 36-unit townhome project, is located one block from the new Kitsap Transit Center on Highway 303 in East Bremerton. Tenants have convenient access to the downtown Bremerton amenities, including local shopping, farmers markets, waterfront parks, community restaurants, Olympic College, and convenient ferry service to Seattle. The two-bedroom, two-bathroom townhome rentals range from 1,424 square feet to 1,444 square feet.

Mills Crossing was the first of six multi-family projects Harbor Custom Development, Inc listed with Kidder Mathews in 2022. The five other properties are the Pacific Ridge Apartments in Tacoma, 80 units; Meadowscape Apartments in Olympia, 177 units; Bridgeview Trails in Port Orchard, 138 units; Belfair View Apartments in Belfair, 228 units; and Wyndstone Apartments in Yelm, 76 units.

Mills Crossing is located at 1003 Little Haven Lane, Bremerton, WA 98310. For more information about leasing, visit HarborCustomDev.com or call (253) 325-9024.

About Kitsap Community Resources
KCR is a dynamic partner in the Kitsap County Community. KCR touches ten percent of the 277,000 residents of Kitsap County’s population through a variety of programs. The organization’s services and programs include Housing and Homelessness services; Veteran’s assistance; WIC (Women Infant Children) nutritional food program; Early Head Start and Head Start; WIOA (Workforce Innovation Opportunity Act); BEST (Business Education Support Training); GED instruction and testing; job training and placement services; food services for Meals on Wheels Kitsap and early learning centers; Weatherization; Energy assistance; and other community support services. KCR operates 11 sites throughout Kitsap County. For more information about KCR, please visit www.kcr.org for all KCR services and locations.

About Harbor Custom Development, Inc.
Harbor Custom Development, Inc. is a real estate development company involved in all aspects of the land development cycle including land acquisition, entitlements, construction of project


infrastructure, home and apartment building, marketing, and sales of various residential projects in Western Washington's Puget Sound region; Sacramento, California; Austin, Texas and Punta Gorda, Florida. As a land developer and builder of apartments, and single-family luxury homes, Harbor Custom Development's business strategy is to acquire and develop land strategically based on an understanding of population growth patterns, entitlement restrictions, infrastructure development, and geo-economic forces. Harbor focuses on acquiring land with scenic views or convenient access to freeways and public transportation to develop and sell residential lots, new home communities, and multi-story apartment properties within a 20 to 60-minute commute of the nation's fastest-growing metro employment corridors.

Forward-Looking Statements
Certain statements in this press release constitute "forward-looking statements" within the meaning of the federal securities laws. Words such as "may," "might," "should," "believe," "expect," "anticipate," "estimate," "continue," "predict," "forecast," "project," "plan," "intend" or similar expressions, or statements regarding intent, belief, or current expectations, are forward-looking statements. These forward-looking statements are based upon current estimates and assumptions. While the Company believes these forward-looking statements are reasonable, undue reliance should not be placed on any such forward-looking statements, which are based on information available to us on the date of this release. These forward-looking statements are subject to various risks and uncertainties, including without limitation those set forth in the Company's filings with the Securities and Exchange Commission. Thus, actual results could be materially different. The Company expressly disclaims any obligation to update or alter statements whether as a result of new information, future events or otherwise, except as required by law.

Investor Relations
Hanover International
IR@harborcustomdev.com
866-744-0974