Modiv Industrial (MDV) Proxy Filing summary

Executive summary

• Proposal seeks approval for a reverse stock split of common stock between 1:500 and 1:1,500, with the option to implement before December 31, 2026.

• The reverse split is intended as an administrative measure to reduce costs and increase liquidity, not to raise share price for retail investors.

• If approved, a forward split would follow the reverse split to return the share price to normal levels.

• The process aims to eliminate dormant accounts and reduce the annual expense associated with transfer agent services.

• Implementation is not guaranteed even if approved; further efforts will be made to encourage account transfers before acting.

Voting matters and shareholder proposals

• Stockholders are asked to approve the reverse stock split proposal, which gives the company the right, but not the obligation, to implement the split.

• The proposal only affects common stock, not Series A Preferred Stock.

• If not approved, the company will continue to bear the cost of maintaining dormant accounts.

Board of directors and corporate governance

• The CEO communicated directly with shareholders to clarify the rationale and mechanics of the reverse split proposal.

• Transparency and candor are emphasized as core values in shareholder communications.