Global Medical REIT Files 8-K for Security Holder Rights Changes

TL;DR

GMED 8-K filed: Changes to security holder rights reported, details pending.

AI Summary

Global Medical REIT Inc. filed an 8-K on September 19, 2025, reporting material modifications to security holder rights and other events as of September 18, 2025. The filing indicates changes related to its articles of incorporation or bylaws and includes a Regulation FD disclosure. Specific details regarding the nature of these modifications or disclosures are not provided in the excerpt.

Why It Matters

This filing signals potential changes in the rights associated with Global Medical REIT's securities, which could impact investors' ownership stakes and voting power.

Risk Assessment

Risk Level: medium — Changes to security holder rights can introduce new risks or alter existing ones for investors, requiring careful review of the filing's specifics.

Key Players & Entities

• Global Medical REIT Inc. (company) — Registrant
• September 18, 2025 (date) — Earliest event reported
• September 19, 2025 (date) — Filing date
• Maryland (jurisdiction) — State of incorporation

FAQ

Key Financial Figures

• $0.001 — h registered: Common Stock, par value $0.001 per share GMRE NYSE Series A Pref
• $0.005 — common stock of the Company, par value $0.005 per share. The Reverse Stock Split also

Filing Documents

• tm2526504d1_8k.htm (8-K) — 39KB
• tm2526504d1_ex3-1.htm (EX-3.1) — 13KB
• tm2526504d1_ex99-1.htm (EX-99.1) — 12KB
• tm2526504d1_ex99-1img01.jpg (GRAPHIC) — 6KB
• 0001104659-25-091732.txt ( ) — 291KB
• gmre-20250918.xsd (EX-101.SCH) — 3KB
• gmre-20250918_def.xml (EX-101.DEF) — 26KB
• gmre-20250918_lab.xml (EX-101.LAB) — 36KB
• gmre-20250918_pre.xml (EX-101.PRE) — 25KB
• tm2526504d1_8k_htm.xml (XML) — 5KB

03

Item 3.03 Material Modification to Rights of Security Holders. On September 18, 2025, in connection with the previously announced one-for-five reverse stock split (the "Reverse Stock Split") of shares of common stock, par value $0.001 per share (the "Common Stock"), of Global Medical REIT Inc. (the "Company"), the Company filed Articles of Amendment to its charter (the "Amendment") with the Maryland State Department of Assessments and Taxation. The Amendment, effective as of 5:00 p.m. Eastern Time on September 19, 2025 (the "Effective Time"), converted every five shares of the issued and outstanding Common Stock into one share of common stock of the Company, par value $0.005 per share. The Reverse Stock Split also effected a proportionate reduction in the Company's authorized shares of Common Stock from 500,000,000 shares to 100,000,000 . The Common Stock will begin trading on a reverse split-adjusted basis on the New York Stock Exchange (the "NYSE") at the opening of trading on September 22, 2025. The Common Stock will continue trading on the NYSE under the symbol "GMRE" with a new CUSIP number (37954A 303). As of the Effective Time, a corresponding adjustment was made to the outstanding partnership units of the Company's operating partnership, Global Medical REIT L.P. Effective immediately after the Effective Time, the Amendment reverted the par value of the Common Stock to $0.001 per share. The Reverse Stock Split did not affect the Company's authorized preferred stock. After the Reverse Stock Split, the Company's authorized preferred stock of 10,000,000 shares remained unchanged. Additionally, the Reverse Stock Split did not affect the par value of the preferred stock. Pursuant to the Amendment, any fraction of a share of Common Stock that would otherwise have resulted from the Reverse Stock Split will be settled by cash payment, calculated according to the per share closing price of the Common Stock as reported on the NYSE on September 19, 2025. The Reve

03

Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year. The disclosure set forth under Item 3.03 above is incorporated herein by reference.

01. Regulation FD Disclosure

Item 7.01. Regulation FD Disclosure. On September 19, 2025, the Company issued a press release announcing the effectiveness of the Reverse Stock Split. A copy of the press release is attached as Exhibit 99.1 and is incorporated herein by reference. The information under Item 7.01 of this Current Report on Form 8-K and Exhibit 99.1 attached hereto shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities under that Section, nor shall it be incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

01. Other Events

Item 8.01. Other Events. Adjustment to Equity Plan and Awards As a result of the Reverse Stock Split, at the Effective Time, (i) the number of shares of Common Stock issuable under the 2016 Equity Incentive Plan of Global Medical REIT Inc., as amended (the "Plan"), (ii) any maximum number of shares of Common Stock with respect to which equity awards may be granted to any participant under the Plan, (iii) each equity award outstanding under the Plan at the Effective Time, and (iv) any performance metric related to the price per share of Common Stock applicable to any award outstanding at the Effective Time, were, in each case, adjusted proportionately to reflect the Reverse Stock Split.

Financial Statements and Exhibits

Financial Statements and Exhibits. (d) Exhibits Exhibit No. Description 3.1 Articles of Amendment of the Company, effective as of September 19, 2025. 99.1 Press Release dated September 19, 2025 104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Global Medical REIT Inc. By: /s/ Jamie A. Barber Jamie A. Barber Secretary and General Counsel Date: September 19, 2025

View Full Filing

View this 8-K filing on SEC EDGAR