Item 3.03 Material Modifications to Rights of Security Holders.
Increase in Authorized Shares
On May 14, 2020, UMH Properties, Inc. (the "Company") filed with the State
Department of Assessments and Taxation of the State of Maryland (the "Maryland
Department") an amendment (the "Articles of Amendment") to the Charter of the
Company (the "Charter") to increase the Company's authorized shares of common
stock, par value $0.10 per share ("Common Stock"), by 20,000,000 shares.
Pursuant to the terms of the Articles of Amendment, the increase in the
authorized Common Stock became effective at 10 a.m., Eastern time, on May 15,
2020. As a result of this amendment, the Company's total authorized shares were
increased from 150,413,800 shares prior to the effective time of the Articles of
Amendment (classified as 123,663,800 shares of Common Stock, 4,000,000 shares of
8.0% Series B Cumulative Redeemable Preferred Stock, par value $0.10 per share
("Series B Preferred Stock"), 13,750,000 shares of 6.75% Series C Cumulative
Redeemable Preferred Stock, par value $0.10 per share ("Series C Preferred
Stock"), 6,000,000 shares of 6.375% Series D Cumulative Redeemable Preferred
Stock, par value $0.10 per share ("Series D Preferred Stock"), and 3,000,000
shares of excess stock, par value $0.10 per share ("Excess Stock")), to
170,413,800 shares after the effective time of the Articles of Amendment
(classified as 143,663,800 shares of Common Stock, 4,000,000 shares of Series B
Preferred Stock, 13,750,000 shares of Series C Preferred Stock, 6,000,000 shares
of Series D Preferred Stock and 3,000,000 shares of Excess Stock). The
foregoing description of the Articles of Amendment is qualified in its entirety
by reference to the Articles of Amendment, a copy of which is filed as Exhibit
3.1 to this Form 8-K and is incorporated by reference herein.
Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal
Year.
The information set forth in Item 3.03 above with respect to the Articles of
Amendment is incorporated in this Item 5.03 in its entirety.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
3.1 Articles of Amendment.
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