Current Report Filing (8-k)
25 Mai 2022 - 10:03PM
Edgar (US Regulatory)
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2022-05-24 0000917251 adc:DepositarySharesMember 2022-05-24
2022-05-24 iso4217:USD xbrli:shares iso4217:USD xbrli:shares
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): May 25, 2022 (
May 24, 2022)
AGREE REALTY CORPORATION
(Exact name of registrant as specified in its charter)
Maryland
(State or other jurisdiction of incorporation)
1-12928
(Commission file number)
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38-3148187
(I.R.S. Employer Identification No.)
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70 E. Long Lake Road
Bloomfield Hills,
MI
(Address of principal executive offices)
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48304
(Zip code)
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(Registrant’s telephone number,
including area code) (248) 737-4190
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:
¨ |
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(s) |
Name of each exchange on which
registered |
Common Stock, $.0001 par
value |
ADC |
New York Stock Exchange |
Depositary Shares, each representing
one-thousandth of a share of 4.25% Series A Cumulative Redeemable
Preferred Stock, $0.0001 par value |
ADCPrA |
New York Stock Exchange |
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.
¨
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Item
5.02. |
Departure of Directors or Certain Officers;
Election of Directors; Appointment of Certain Officers;
Compensatory Arrangements of Certain Officers. |
On May 24, 2022, David Wolff, Chief
Accounting Officer of Agree Realty Corporation (the “Company”),
informed the Company of his plans to retire from his position,
effective June 3, 2022. Mr. Wolff will continue to serve the
Company as an advisor until July 1, 2022.
The Company has appointed Stephen
Breslin, the Company’s current Deputy Chief Accounting Officer, as
Mr. Wolff’s successor effective as of June 3, 2022. Mr. Breslin
joined the Company in December of 2021. Mr. Breslin was previously
at Kite Realty (NYSE: KRG), a publicly held real estate investment
trust primarily focused on ownership of open-air shopping centers
and mixed-use assets in select markets in the U.S., most recently
serving as Vice President, Corporate Controller since March of 2018
and prior to then served as Director, Assistant Corporate
Controller beginning in March of 2017. Prior to his tenure at Kite,
Mr. Breslin spent over seven years at KPMG in numerous
positions.
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Item
7.01. |
Regulation FD
Disclosure. |
Commenting on Mr. Wolff’s retirement,
Joey Agree, President and Chief Executive Officer, noted “I would
like to thank David for his many contributions to our growing
Company. He has been instrumental in enhancing our accounting
function, and I’m grateful for all that he’s done to position us
for continued growth. I’m also very pleased to announce the
promotion of Stephen Breslin to Chief Accounting Officer. Stephen
has made an immediate impact since joining Agree, and I look
forward to supporting his continued contributions in his new
role.
The Company also appointed Leah
Marsaglia as Vice President, Corporate Controller. Ms. Marsaglia
joined the Company from Retail Properties of America (formerly
NYSE: RPAI), where she most recently served as Vice President,
Corporate Controller. Prior to her tenure at Retail Properties of
America, Ms. Marsaglia spent over 10 years at KPMG in numerous
positions.
Additionally, the Company has
appointed Larry Kaufman as Chief Information Officer and Vice
President, Continuous Improvement. Mr. Kauffman had previously
worked with the Company as a consultant. Prior to consulting for
the Company, Mr. Kauffman served in various executive-level roles
with Delphi Technologies, Magna International and Ricardo where he
led information technology and cybersecurity
initiatives.
“We are extremely pleased to welcome
both Leah and Larry to our growing Team,” said Joey Agree. “Both of
these leaders will serve to further bolster our accounting and
information technology infrastructure. These tenured, experienced
executives in their respective fields will be invaluable resources
to support our continued growth.”
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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AGREE
REALTY CORPORATION |
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By: |
/s/
Peter Coughenour |
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Name:
Peter Coughenour |
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Title:
Chief Financial Officer and Secretary |
Date: May 25, 2022
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