UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

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FORM 8-K

_________________________________

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): ~~October~~December 223, 2024

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Strategic Realty Trust, Inc.

(Exact name of Registrant specified in its Charter)

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Maryland	000-54376	90-0413866
(State or other jurisdiction of incorporation or organization)	(Commission File Number)	(IRS Employer Identification No.)

1 S. Wacker Dr, Suite 3210

Chicago, Illinois, 60606

(Address of Principal Executive Offices, including Zip Code)

Registrant’s telephone number, including area code: (312) 878-4860

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

None

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 51.0201. ~~Departure~~Entry ofinto ~~Directors~~a orMaterial ~~Certain~~Definitive ~~Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers~~Agreement.

~~Effective~~Strategic ~~October~~Realty 2Trust, ~~2024,~~Inc. (the ~~Board~~“Company”), ofthrough ~~Directors~~its ofwholly ~~Strategic~~owned ~~Realty~~subsidiaries, ~~Trust~~owns an operating property in Los Angeles, ~~Inc.~~California, (referred to as the “~~Company~~Silverlake Collection”). ~~appointed~~On ~~Whitney~~December ~~Robinette~~20, 382024, tothe ~~serve~~due asdiligence ~~Chief~~period ~~Operating~~expired ~~Officer~~under the related purchase and sale agreements and escrow instructions for the sale of the Silverlake Collection by and between the property owning subsidiary of the Company. Msand Emerald Peak Investments, LLC. The ~~Robinette~~purchaser ~~was~~is unaffiliated with the Company or its advisor. ~~appointed~~Pursuant to ~~fill~~the agreement, the ~~vacancy~~aggregate insales price for the ~~Chief~~Silverlake ~~Operating~~Collection ~~Officer~~is ~~position~~approximately ~~created~~$12.4 ~~upon~~million. MrThe closing date is expected to be February 7, 2025. ~~Lanni’s~~There ~~appointment~~can asbe ~~Chief~~no ~~Executive~~assurance ~~Officer~~that onwe ~~August~~will 30complete the sale of the Silverlake Collection. In certain circumstances, ~~2024~~if the purchaser fails to complete the acquisition, it may forfeit up to approximately $0.4 million of earnest money.

Ms. Robinette, is as Principal at L3 Capital LLC (“L3 Capital”), an affiliate of the Company’s external advisor, where she is responsible for overseeing L3 Capital’s asset and development management teams. In her position she is involved in the leasing, construction management, debt procurement, and investor relations functions while supporting acquisition efforts. Prior to joining L3 Capital in April 2013, Ms. Robinette served as Senior Portfolio Accountant in the Investor Accounting department at Heitman, a global investment management firm. In this role, she was primarily responsible for the reporting and valuation of one of the firm’s largest national retail, office, and residential portfolios. Ms. Robinette is an active member of the International Council of Shopping Centers. She graduated from the University of Illinois Urbana-Champaign with a BS in Accountancy.

Except through her officer position with L3 Capital, Ms. Robinette has no direct or indirect material interest in any transaction, or series of similar transactions, nor is she a party to any currently proposed transaction, or series of similar transactions, to which the Company or any of its subsidiaries was or is to be a party, in which the amount involved exceeds $120,000. Ms. Robinette does not receive any compensation directly from the Company for her services as an officer or director of the Company.

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.

STRATEGIC REALTY TRUST, INC.

Dated: October 8, 2024

By:

/s/ Ryan Hess

Dated: December 23, 2024

By:

/s/ Ryan Hess

Ryan Hess

Chief Financial Officer

Filing Compare · Strategic Realty Trust, Inc.