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 28, 2023
RREEF Property Trust, Inc.
(Exact name of registrant as specified in its charter) | | | | | | | | | | | |
| Maryland | 000-55598 | 45-4478978 |
| (State or other jurisdiction of incorporation or organization) | (Commission File Number) | (I.R.S. Employer Identification No.) |
| |
| 875 Third Avenue, 26th Floor | New York, | NY | 10022 |
| (Address of Principal Executive Offices) | | (Zip Code) |
(212) 454-4500
Registrant's telephone number, including area code
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 (see General Instruction A.2. below):
☐ 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 |
| None | None | None |
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. o
Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year
On February 23, 2023, the board of directors of RREEF Property Trust (the “Company”) approved and adopted, effective February 23, 2023, amended and restated bylaws of the Company (the “Amended Bylaws”). The Amended Bylaws reflect, among other things, certain modernizing language as well as the updated universal proxy rules promulgated by the Securities and Exchange Commission.
The foregoing description of the Amended Bylaws does not purport to be complete and is qualified in its entirety by reference to the complete text of the Amended Bylaws, which is filed as Exhibit 3.1 to this Current Report on Form 8-K and incorporated by reference herein.
Item 8.01 Other Events
On February 27, 2023, the Company declared distributions for each of the Company's classes of common stock. The net distribution per share of each class of the Company's common stock will be payable according to the table below on February 28, 2023 to stockholders of record as of February 27, 2023.
| | | | | | | | | | | | | | | | | |
| Gross Distribution per Share | | Less: Dealer Manager and Distribution Fees per Share | | Net Distribution per Share |
| Class A | $0.07487 | | $(0.01244) | | $0.06243 |
| Class I | $0.07487 | | $(0.00641) | | $0.06846 |
| Class D | $0.07487 | | $— | | $0.07487 |
| Class M-I | $0.07487 | | $— | | $0.07487 |
| Class N | $0.07487 | | $— | | $0.07487 |
| Class T | $0.07487 | | $(0.01145) | | $0.06342 |
| Class T2 | $0.07487 | | $(0.00990) | | $0.06497 |
| Class Z | $0.07487 | | $— | | $0.07487 |
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
| | | | | | | | |
| Exhibit No. | | Description |
| 3.1 | | |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
| | | | | |
| RREEF Property Trust, Inc. |
| By: | /s/ Eric Russell |
| Name: | Eric Russell |
| Title: | Chief Financial Officer |
Date: February 28, 2023
