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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 26, 2024
ALPINE INCOME PROPERTY TRUST, INC.
(Exact name of registrant as specified in its charter)
Maryland |
001-39143 |
84-2769895 |
(State or other jurisdiction
of incorporation) |
(Commission File Number) |
(IRS Employer
Identification No.) |
|
|
|
369 N. New York Ave., Suite 201
Winter Park, Florida 32789 |
(Address of principal executive offices) (Zip Code) |
|
|
|
Registrant’s telephone number, including area code: (407) 904-3324 |
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 |
|
Name of each
exchange
on which registered |
Common Stock, par value $0.01 per share |
|
PINE |
|
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 x
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 February 26, 2024, Matthew M. Partridge, Senior
Vice President, Chief Financial Officer and Treasurer of Alpine Income Property Trust, Inc. (the “Company”), notified the
Company that he will resign from his position with the Company effective April 1, 2024. Mr. Partridge also intends to resign, effective
April 1, 2024, from his position as Senior Vice President, Chief Financial Officer and Treasurer of CTO Realty Growth, Inc. (“CTO”),
the sole member of Alpine Income Property Manager, LLC, the Company’s external manager. Mr. Partridge indicated to the Company that
his resignation is not the result of any dispute or disagreement with the Company’s principles or financial statements and disclosures.
It is anticipated that Mr. Partridge will remain the Company’s principal financial officer until the effective date of his resignation.
CTO has begun the search to identify its next Chief Financial Officer, who will also serve as the Chief Financial Officer of the Company.
| Item 7.01. | Regulation FD Disclosure. |
On February 28, 2024, the Company issued a press
release announcing Mr. Partridge’s resignation. A copy of the press release is attached hereto as Exhibit 99.1. The information
in Item 7.01 of this Current Report on Form 8-K, including Exhibit 99.1, is being furnished and shall not be deemed to be “filed”
for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to
the liabilities of that Section. The information in Item 7.01 of this Current Report on Form 8-K, including Exhibit 99.1, shall not be
incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933, as amended, or the
Exchange Act, unless it is specifically incorporated by reference therein.
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits
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.
Date: February 28, 2024
Alpine Income Property Trust, Inc. |
|
|
|
By: |
/s/ John P. Albright |
|
John P. Albright, President and Chief Executive Officer |
|
Exhibit 99.1
|
Press
Release |
Contact: |
Matthew M. Partridge |
Senior Vice President, Chief Financial Officer, & Treasurer
(407)
904-3324
mpartridge@alpinereit.com
FOR |
|
|
IMMEDIATE |
Alpine
Income Property Trust Announces |
|
RELEASE |
Chief
Financial Officer Transition |
|
WINTER PARK, FL, February 28, 2024 –
Alpine Income Property Trust, Inc. (NYSE: PINE) (the “Company”) announced today that its Senior Vice President, Chief Financial
Officer and Treasurer, Matthew M. Partridge, has resigned from the Company, effective as of April 1, 2024 (the “Effective Date”),
to pursue another opportunity with a new venture not in the REIT industry. Following the Effective Date, Mr. Partridge intends to provide
further assistance with certain needs of the Company during the Company’s first quarter reporting period in order to ensure a successful
transition. The Company has begun its search for a new Chief Financial Officer.
“The board of directors and I want to thank
Matt for his many contributions and wish him well and great success with his new venture,” said John P. Albright, President and
Chief Executive Officer of Alpine Income Property Trust, Inc. “Matt played an important role in advancing key initiatives for the
Company, including developing its FP&A, capital markets and financial reporting strategies, as well as building a strong finance and
accounting team, now led by Lisa Vorakoun, our Vice President and Chief Accounting Officer who has been with PINE since its inception.”
Mr. Partridge said, “It has been a privilege
to work with John, the board of directors, and such an incredibly talented team. I am proud of PINE’s growth and all that we have
accomplished during my time with the Company.”
About Alpine Income Property Trust, Inc.
Alpine Income Property Trust, Inc. (NYSE: PINE)
is a publicly traded real estate investment trust that seeks to deliver attractive risk-adjusted returns and dependable cash dividends
by investing in, owning and operating a portfolio of single tenant net leased properties that are predominately leased to high-quality
publicly traded and credit-rated tenants.
We encourage you to review our most recent investor
presentation which is available on our website at http://www.alpinereit.com.
Safe Harbor
This press
release may contain “forward-looking statements.” Forward-looking statements include statements that may be identified by
words such as “could,” “may,” “might,” “will,” “likely,” “anticipates,”
“intends,” “plans,” “seeks,” “believes,” “estimates,” “expects,”
“continues,” “projects” and similar references to future periods, or by the inclusion of forecasts or projections.
Forward-looking statements are based on the Company’s current expectations and assumptions regarding capital market conditions,
the Company’s business, the economy and other future conditions. Because forward-looking statements relate to the future, by their
nature, they are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict. As a result, the
Company’s actual results may differ materially from those contemplated by the forward-looking statements. Important factors that
could cause actual results to differ materially from those in the forward-looking statements include general business and economic conditions,
continued volatility and uncertainty in the credit markets and broader financial markets, risks inherent in the real estate business,
including tenant defaults, potential liability relating to environmental matters, credit risk associated with the Company investing in
first mortgage investments, illiquidity of real estate investments and potential damages from natural disasters, the impact of epidemics
or pandemics (such as the COVID-19 Pandemic and its variants) on the Company’s business and the business of its tenants and the
impact of such epidemics or pandemics on the U.S. economy and market conditions generally, other factors affecting the Company’s
business or the business of its tenants that are beyond the control of the Company or its tenants, and the factors set forth under “Risk
Factors” in the Company’s Annual Report on Form 10-K for the year ended December 31, 2023 and other risks and uncertainties
discussed from time to time in the Company’s filings with the U.S. Securities and Exchange Commission. Any forward-looking statement
made in this press release speaks only as of the date on which it is made. The Company undertakes no obligation to publicly update or
revise any forward-looking statement, whether as a result of new information, future developments or otherwise.
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