UMH Properties, Inc. Files 2023 Annual Report on Form 10-K

TL;DR

<b>UMH Properties, Inc. has filed its annual report detailing its 2023 fiscal year performance.</b>

AI Summary

UMH PROPERTIES, INC. (UMH-PD) filed a Annual Report (10-K) with the SEC on February 28, 2024. UMH Properties, Inc. filed its 2023 Form 10-K on February 28, 2024. The filing covers the fiscal year ending December 31, 2023. The company's principal executive offices are located in Freehold, NJ. UMH Properties, Inc. is classified under Real Estate Investment Trusts (SIC 6798). The company was formerly known as UNITED MOBILE HOMES INC.

Why It Matters

For investors and stakeholders tracking UMH PROPERTIES, INC., this filing contains several important signals. This 10-K filing provides a comprehensive overview of UMH Properties, Inc.'s financial health, operational performance, and strategic direction for the fiscal year 2023. Investors and stakeholders can use this report to assess the company's financial position, identify potential risks, and make informed investment decisions regarding UMH Properties, Inc.

Risk Assessment

Risk Level: medium — UMH PROPERTIES, INC. shows moderate risk based on this filing. The company's financial performance and future outlook are subject to the inherent risks and uncertainties of the real estate investment trust sector, including market fluctuations and operational challenges, as detailed in the full 10-K filing.

Analyst Insight

Review the detailed financial statements and risk factors within the 10-K filing to understand UMH Properties, Inc.'s performance and potential challenges in the manufactured housing REIT sector.

Key Numbers

• 2023-12-31 — Fiscal Year End (CONFORMED PERIOD OF REPORT)
• 2024-02-28 — Filing Date (FILED AS OF DATE)
• 103 — Public Document Count (PUBLIC DOCUMENT COUNT)
• 001-12690 — SEC File Number (SEC FILE NUMBER)

Key Players & Entities

• UMH PROPERTIES, INC. (company) — COMPANY CONFORMED NAME
• 0000752642 (company) — CENTRAL INDEX KEY
• 6798 (company) — STANDARD INDUSTRIAL CLASSIFICATION
• MD (company) — STATE OF INCORPORATION
• FREEHOLD (company) — CITY
• NJ (company) — STATE
• 7325779997 (company) — BUSINESS PHONE
• UNITED MOBILE HOMES INC (company) — FORMER COMPANY

FAQ

Industry Context

UMH Properties, Inc. operates as a real estate investment trust (REIT) specializing in manufactured housing communities. This sector is influenced by housing demand, interest rates, and local economic conditions.

Regulatory Implications

As a publicly traded company, UMH Properties, Inc. is subject to the regulations of the Securities and Exchange Commission (SEC), requiring regular filings like the 10-K to ensure transparency for investors.

What Investors Should Do

1. Analyze the full 10-K filing for detailed financial statements and management discussion.
2. Research the manufactured housing REIT sector for industry-specific trends and risks.
3. Compare UMH Properties, Inc.'s performance against industry benchmarks and competitors.

Key Dates

• 2023-12-31: Fiscal Year End — End of the reporting period for the 10-K.
• 2024-02-28: Filing Date — Date the 10-K was officially filed with the SEC.

Year-Over-Year Comparison

This filing is the 2023 annual report (10-K), providing updated financial and operational information compared to previous filings.

Key Financial Figures

• $0.10 — nge on which registered Common Stock, $0.10 par value UMH New York Stock Exchan
• $1.0 billion — of the registrant at June 30, 2023 was $1.0 billion. Presuming that such directors and exec
• $20 — rties during 2024 will be approximately $20 - $30 million. Human Capital The at
• $30 million — during 2024 will be approximately $20 - $30 million. Human Capital The attraction, moti

Filing Documents

• form10-k.htm (10-K) — 6300KB
• ex4-4.htm (EX-4.4) — 45KB
• ex-21.htm (EX-21) — 95KB
• ex23.htm (EX-23) — 6KB
• ex31-1.htm (EX-31.1) — 20KB
• ex31-2.htm (EX-31.2) — 19KB
• ex-32.htm (EX-32) — 9KB
• ex97.htm (EX-97.1) — 21KB
• form10-k_001.jpg (GRAPHIC) — 34KB
• 0001493152-24-008183.txt (&nbsp;) — 23339KB
• umh-20231231.xsd (EX-101.SCH) — 123KB
• umh-20231231_cal.xml (EX-101.CAL) — 88KB
• umh-20231231_def.xml (EX-101.DEF) — 507KB
• umh-20231231_lab.xml (EX-101.LAB) — 801KB
• umh-20231231_pre.xml (EX-101.PRE) — 596KB
• form10-k_htm.xml (XML) — 5456KB

– Business

Item 1 – Business 3

– Risk Factors

Item 1A – Risk Factors 9

– Unresolved Staff Comments

Item 1B – Unresolved Staff Comments 24

– Cybersecurity

Item 1C – Cybersecurity 24

– Properties

Item 2 – Properties 26

– Legal Proceedings

Item 3 – Legal Proceedings 38

– Mine Safety Disclosures

Item 4 – Mine Safety Disclosures 38 PART II 39

– Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities

Item 5 – Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities 39

– Reserved

Item 6 – Reserved 41

– Management's Discussion and Analysis of Financial Condition and Results of Operations

Item 7 – Management's Discussion and Analysis of Financial Condition and Results of Operations 41

– Quantitative and Qualitative Disclosures about Market Risk

Item 7A – Quantitative and Qualitative Disclosures about Market Risk 52

– Financial Statements and Supplementary Data

Item 8 – Financial Statements and Supplementary Data 53

– Changes in and Disagreements with Accountants on Accounting and Financial Disclosure

Item 9 – Changes in and Disagreements with Accountants on Accounting and Financial Disclosure 53

– Controls and Procedures

Item 9A – Controls and Procedures 53

– Other Information

Item 9B – Other Information 54

– Disclosure Regarding Foreign Jurisdiction that Prevent Inspections

Item 9C – Disclosure Regarding Foreign Jurisdiction that Prevent Inspections 54 PART III 55

– Directors, Executive Officers and Corporate Governance

Item 10 – Directors, Executive Officers and Corporate Governance 55

– Executive Compensation

Item 11 – Executive Compensation 55

– Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters

Item 12 – Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters 55

– Certain Relationships and Related Transactions, and Director Independence

Item 13 – Certain Relationships and Related Transactions, and Director Independence 55

– Principal Accountant Fees and Services

Item 14 – Principal Accountant Fees and Services 55 PART IV 56

– Exhibits, Financial Statement Schedules

Item 15 – Exhibits, Financial Statement Schedules 56

– Form 10-K Summary

Item 16 – Form 10-K Summary 61

SIGNATURES

SIGNATURES 62 -2- PART I Item 1 – Business General Development of Business UMH Properties, Inc. ("UMH"), together with its predecessors and consolidated subsidiaries, are referred to herein as "we", "us", "our", or "the Company", unless the context requires otherwise. UMH is a Maryland corporation that operates as a self-administered and self-managed qualified real estate investment trust ("REIT") under Sections 856-860 of the Internal Revenue Code (the "Code"). The Company elected REIT status effective January 1, 1992 and intends to maintain its qualification as a REIT in the future. As a qualified REIT, with limited exceptions, the Company will not be taxed under Federal and certain state income tax laws at the corporate level on taxable income that it distributes to its shareholders. For special tax provisions applicable to REITs, refer to Sections 856-860 of the Code. UMH was incorporated in the state of New Jersey in 1968. On September 29, 2003, UMH changed its state of incorporation from New Jersey to Maryland by merging with and into a Maryland corporation. Our executive office is located in Freehold, NJ. Description of Business The Company's primary business is the ownership and operation of manufactured home communities – leasing manufactured homesites to residents. The Company also leases manufactured homes to residents and, through its wholly-owned taxable REIT subsidiary, UMH Sales and Finance, Inc. ("S&F"), sells and finances the sale of manufactured homes to residents and prospective residents of our communities and for placement on customers' privately-owned land. In 2022, Company also formed an opportunity zone fund to acquire, develop and redevelop manufactured housing communities requiring substantial capital investment and located in areas designated as Qualified Opportunity Zones by the Treasury Department pursuant to a program authorized under the Tax Cuts and Jobs Act of 2017 (the "TCJA") to encourage long-term investment in

Risk Factors

Risk Factors Global and regional economic conditions could materially adversely affect our business, results of operations, financial condition and growth. We may not be able to obtain adequate cash to fund our business. We are dependent on key personnel. If we fail to maintain an effective system of internal controls, we may not be able to accurately report financial results, which could result in a loss of investor confidence and adversely affect the market price of our common stock. Some of our directors and officers may have conflicts of interest with respect to certain related party transactions and other business interests. We may amend our business policies without shareholder approval. -7- Third-party expectations relating to environmental, social and governance factors may impose additional costs and expose us to new risks. The market value of our Series D Preferred Stock and Common Stock could decrease based on our performance and market perception and conditions. The market price and trading volume of our Series D Preferred Stock and Common Stock may fluctuate significantly. Future issuance or sale of additional shares of Preferred Stock or Common Stock or other securitiescould adversely affect the trading prices of our outstanding Series D Preferred Stock and Common Stock. Future issuances of our debt securities, which would be senior to our Series D Preferred Stock upon liquidation, or preferred equity securities which may be senior to our Series D Preferred Stock for purposes of dividend distributions or upon liquidation, may adversely affect the per-share trading prices of our Series D Preferred Stock. There are restrictions on the transfer of our capital stock. The dual listing of our Common Stock on the New York Stock Exchange ("NYSE") and the Tel Aviv Stock Exchange ("TASE") may result in price variations that could adversely affect liquidity of the market for our Common Stock. The existing mechanism for the dual listin

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View this 10-K filing on SEC EDGAR