Plymouth Industrial REIT, Inc. 8-K

What Happened
Plymouth Industrial REIT, Inc. (PLYM) announced in an 8-K (filed Jan 22, 2026) that its stockholders approved the proposed mergers with PIR-affiliated entities under the Merger Agreement dated Oct 24, 2025. As of the Dec 15, 2025 record date there were 44,551,164 shares outstanding; 30,283,740 shares (≈67.97%) were present or represented at the virtual special meeting held Jan 22, 2026, establishing a quorum. The Merger Proposal was approved (For: 30,172,147; Against: 30,626; Abstain: 80,967). The company expects the mergers to close on or about Jan 27, 2026. The company also issued a press release reporting the results (Exhibit 99.1).

Key Details

• Record date and shares outstanding: 44,551,164 shares as of Dec 15, 2025; quorum present: 30,283,740 shares (≈67.97%).
• Merger parties: Plymouth Industrial REIT, Plymouth Industrial OP, LP (Operating Partnership), PIR Ventures LP (Parent), PIR Industrial REIT LLC (REIT Merger Sub) and PIR Industrial OP LLC (OP Merger Sub). The transactions provide for (i) the Operating Partnership to merge into OP Merger Sub immediately prior to (ii) the REIT merging into REIT Merger Sub (surviving entities to be wholly owned by Parent).
• Voting results: Merger Proposal approved (For 30,172,147). Non-binding Merger Compensation Proposal (advisory vote on executive pay) was not approved (For 15,099,903; Against 15,117,960; Abstain 65,877). Adjournment Proposal approved (For 28,885,480) but not needed.
• Litigation update: An emergency motion by Redimere Advisors LLC in Suffolk County Superior Court was denied on Jan 20, 2026.

Why It Matters
Stockholder approval clears a key regulatory and governance hurdle for the planned transaction, allowing the company to proceed toward the anticipated closing around Jan 27, 2026. The failure of the non-binding advisory vote on merger-related executive compensation does not block the merger but signals significant shareholder concern about pay, which management and the buyer may need to address. The denial of the emergency court motion reduces near-term legal risk to closing. Retail investors should note the timing, the approved merger structure, the close vote on the advisory compensation matter, and any future updates or definitive closing filings.