MacKenzie Realty Capital, Inc. 8-K

What Happened
MacKenzie Realty Capital, Inc. announced in an 8-K that its Board unanimously approved an amendment to the Advisory Management Agreement with MacKenzie Real Estate Advisers, LP on December 29, 2025, effective January 1, 2026. The amendment resets the fee structure and contract term between the company and its Real Estate Adviser.

Key Details

• Base Management Fee: 1.25% of Gross Assets Under Management (excluding depreciation and amortization).
• Incentive/Bonus: replaces the prior subordinated incentive fee with a Bonus Management Fee equal to 5% of adjusted funds from operations (AFFO) each quarter.
• Transaction Fees Eliminated: Acquisition Fee removed; the company will not pay Acquisition Fees, Debt Financing Fees, or Disposition Fees to the Real Estate Adviser.
• Term & Termination: establishes a rolling five-year term and includes fees for non‑renewal or termination other than for cause.
• The Amendment is filed as Exhibit 10.22 to the Form 8-K.

Why It Matters
These changes materially alter how the adviser is paid and how management is incentivized. Lower or eliminated transaction fees (acquisition, financing, disposition) generally reduce costs that previously could be paid to the adviser and may preserve more cash for shareholders. Tying a quarterly bonus to AFFO (5%) links part of adviser compensation to operating cash performance, which can affect portfolio and capital decisions. The rolling five-year term gives the adviser a defined multi-year engagement while specifying fees if the agreement is not renewed or is terminated for reasons other than cause—important for investors assessing management continuity and fee risk.