KAVANAUGH FRANK 4

What Happened

• Frank Kavanaugh, a reported 10% owner of Medalist Diversified REIT, Inc. (MDRR), converted 300,000 operating partnership units into 300,000 shares of the company's common stock on Feb 12, 2026. The conversion is reported at $12.40 per share, a total value of $3,720,000.
• The Form 4 shows two corresponding derivative “disposed” entries (160,000 and 140,000 units) that total the 300,000 units tendered; this transaction was a redemption/conversion of units into stock, not an open-market sale or monetization.

Key Details

• Transaction date: 2026-02-12. Report filed: 2026-02-17 (filed late relative to the 2-business-day Form 4 rule).
• Acquired: 300,000 common shares at $12.40 per share (total $3,720,000). Disposed: 160,000 and 140,000 operating partnership units (derivative security lines) — these reflect the units redeemed.
• Shares owned after transaction: Not disclosed in this Form 4.
• Notable footnotes: F1 states Mr. Kavanaugh tendered 300,000 operating partnership units for redemption and the company elected to issue common stock in redemption; no sale/monetization occurred. F2 clarifies OP units are redeemable one-for-one for cash or common stock. F3: no expiration date.
• Filing timeliness: The report appears to be late (transaction on 2/12, filed 2/17); late filings can result in SEC attention or fines but do not change the economic nature of the transaction.

Context

• This was a conversion/redemption of operating partnership units into common stock (derivative conversion), not a market sale. For retail investors, conversions like this increase the insider’s reported common shares while reducing OP unit holdings; they do not necessarily signal buy/sell intent.
• As a 10% owner, Kavanaugh is a major holder rather than routine executive trading; disclosures for large holders can reflect structural changes in holdings (e.g., unit redemptions) rather than trading for liquidity or investment views.