Sun Communities : Private Placement - Form 8-K

Item 3.02

Unregistered Sale of Equity Securities

On April 1, 2024, Sun Communities Operating Limited Partnership ("SCOLP"), the operating subsidiary of Sun Communities, Inc. (the "Company"), issued 19,326 common OP units (the "Common Units") at an issuance price of $130.9799 per unit. All of the Common Units were issued as consideration for the initial holder's contribution of certain assets to SCOLP.

The issuance by SCOLP of the Common Units was made in reliance upon the exemption from registration afforded by Section 4(a)(2) of the Securities Act of 1933, as amended.

Each Common Unit is exchangeable at any time (subject to certain limited exceptions) at the holder's option for one share of common stock (the "Common Stock") of the Company.

Notwithstanding the foregoing exchange rights, the initial holder of the Common Stock has agreed not to sell or otherwise dispose of the shares of the Common Stock issuable upon the exchange of such securities for a period of six months after April 1, 2024, subject to certain limited exceptions.