STRW Strawberry Fields REIT Inc

Item 5.07 Submission of Matters to a Vote of Security Holders

On May 16, 2023, Strawberry Fields REIT, Inc. (the “Company”) held its 2023 annual meeting of stockholders (the “Annual Meeting”). The record date (the “Record Date”) for the Annual Meeting was April 6, 2023. As of the Record Date, the Company had issued and outstanding 6,365,856 shares of common stock, par value $0.0001 per share (the “Common Stock”).

Represented at the Annual Meeting, in person or by proxy, were the holders of 4,529,943 shares of Common Stock, thereby constituting a quorum. Each share of Common Stock had one vote. The matters that were voted on at the Annual Meeting, and the number of votes cast for or against/withheld, as well as the number of abstentions, as to such matters, where applicable, are set forth below. Of the shares present at the Annual Meeting, 797,396 were broker non-votes, and were not included in any of the figures below, except for the vote in favor of the ratification of Hacker, Johnson and Smith, P.A., as the independent registered public accounting firm of the Company for the fiscal year ending December 31, 2023.

Proposal No. 1. To elect five directors for a one-year term and until each of their successors are elected and qualified.

Proposal No. 2. To approve, in a non-binding advisory vote, the compensation of the Company’s Chief Executive Officer, Chief Financial Officer and Chief Investment Officer, the Company’s three most highly compensated executive officers.

Proposal No. 3. To determine, in a non-binding advisory vote, the desired frequency of future non-binding votes on the compensation of the Company’s Named Executive Officers every year, every two years or every three years.

Proposal No. 4. To ratify the appointment of Hacker, Johnson & Smith, P.A. as the Company’s independent certified public accounting firm for the fiscal year ending December 31, 2023.

As a result of the above votes, all director nominees were elected and Proposal Nos. 2 and 4 were approved. For Proposal No. 3, the Three-Year option received the most votes. Based on the votes on Proposal No. 3, the Company has decided that it will hold its next non-binding advisory vote on the Compensation of its Named Executive Officers in three years, at the Company’s Annual Meeting in 2026.