LXP Industrial Trust: reports litigation and supplements proxy on merger

What happened

• The filing says that on Jul 19, 2026 LXP Industrial Trust entered into an Agreement and Plan of Merger with Leopard REIT LLC and Leopard Merger Sub LLC under which the Company will merge into Merger Sub and the surviving entity will be owned by Parent (other than outstanding Company Series C preferred shares).
• The Company filed a preliminary proxy statement on Schedule 14A on Sep 4, 2026 and a definitive proxy statement on Schedule 14A on Sep 18, 2026 for a special meeting of shareholders to be held Oct 26, 2026 at 9:00 a.m., Eastern Time, by live webcast.
• As of Oct 16, 2026 the Company says it is aware of 1 complaint filed Oct 9, 2026 (Garfield v. Eglin, Index No. 655801/2026, N.Y. Sup. Ct., N.Y. Cnty.) and of 14 demand letters from law firms alleging disclosure deficiencies related to the proxy statements. The complaint seeks injunctive and declaratory relief and fees; the Company and other defendants deny the allegations.
• The Company says it will voluntarily supplement the definitive proxy statement with additional disclosures and provides the supplemental disclosures in this filing.

Key details

• Litigation and demands: 1 complaint (Garfield v. Eglin) filed Oct 9, 2026; 14 demand letters as of Oct 16, 2026.
• Schedule and filing: preliminary proxy filed Sep 4, 2026; definitive proxy filed Sep 18, 2026; special meeting scheduled Oct 26, 2026 at 9:00 a.m., Eastern Time (virtual).
• Valuation disclosures updated: BofA Securities’ selected publicly traded comparables include First Industrial Realty Trust, Inc. (2027E TEV/EBITDA 20.8x; 2027E FFO multiple 20.1x) and STAG Industrial, Inc. (2027E TEV/EBITDA 15.9x; 2027E FFO multiple 15.0x).
• Transaction and DCF ranges: selected precedent transaction NTM EBITDA multiples used ranged from 15.8x to 21.5x; discounted cash flow analysis used exit EBITDA multiples of 15.0x to 18.0x and discount rates of 8.1% to 9.2%.

Why it may matter

• The filing is Item 8.01 “Other events” and supplements the definitive proxy statement for the proposed merger, including additions to the section entitled “Opinion of the Company’s Financial Advisor” and to the “Background of the Merger.” The Company states it denies the allegations in the Matters but is making supplemental disclosures voluntarily to minimize litigation burden and potential delay. A filing does not show why the insider traded or why the company acted.