{"filing":{"accession_number":"0001104659-26-075174","cik":"0001654595","ticker":"MDRR","company_name":"Medalist Diversified, Inc.","form":"8-K","filing_date":"2026-06-17","report_date":null,"primary_document":"mdrr-20260616x8k.htm","primary_document_url":"https://www.sec.gov/Archives/edgar/data/1654595/000110465926075174/mdrr-20260616x8k.htm"},"events":[{"id":11588,"run_id":10177,"accession_number":"0001104659-26-075174","anchor_item_number":"1.01","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.95,"summary":"Medalist Diversified entered into a definitive agreement to sell Brookfield Center, a commercial real property, for $10.25 million. This disposition of a material asset is substantial relative to the registrant's size and will materially affect its asset base and financial position.","company_name":"Medalist Diversified, Inc.","ticker":"MDRR","filing_date":"2026-06-17","submitted_at":null,"items":[{"id":8218,"accession_number":"0001104659-26-075174","item_number":"1.01","item_title":null,"event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.95,"reasoning":"This disclosure reports entry into a material definitive agreement for the sale of a commercial real property (Brookfield Center) for $10.25 million. The filing is properly categorized under Item 1.01 (Entry into a Material Definitive Agreement), and the transaction constitutes a disposition of a material asset. The $10.25 million consideration is substantial relative to typical small-cap registrant valuations, and the property sale would materially affect the registrant's asset base and financial position.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-17T20:33:24.891028+00:00","company_name":"","ticker":null,"filing_date":""}]},{"id":11589,"run_id":10177,"accession_number":"0001104659-26-075174","anchor_item_number":"5.07","event_type":"shareholder_vote_results","event_domain":"governance","is_material":true,"confidence":0.98,"summary":"At the Annual Meeting of stockholders, four proposals were voted on and all passed with substantial majorities: election of two Class III directors (Kavanaugh and Farmer), advisory approval of named executive officer compensation, ratification of Cherry Bekaert LLP as independent auditor, and approval of a charter amendment to protect net operating loss and net capital loss carryforwards through transfer restrictions.","company_name":"Medalist Diversified, Inc.","ticker":"MDRR","filing_date":"2026-06-17","submitted_at":null,"items":[{"id":8219,"accession_number":"0001104659-26-075174","item_number":"5.03","item_title":null,"event_type":"other_material","event_domain":"catchall","is_material":true,"confidence":0.72,"reasoning":"The filing discloses a stockholder-approved amendment to the Company's Articles of Incorporation that imposes transfer restrictions on common stock to protect net operating loss (NOL) and net capital loss (NCL) carryforwards. While this is a charter amendment (Item 5.03), it is material because it restricts transferability of equity and protects valuable tax assets; however, it does not fit neatly into the more specific event categories (e.g., it is not an earnings release, executive change, M\u0026A activity, or restatement). The restriction mechanism—blocking transfers that would increase ownership to 4.9% or more—is a substantive governance change that would affect investor assessment of the company's capital structure and tax position.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-17T20:33:24.891028+00:00","company_name":"","ticker":null,"filing_date":""},{"id":8220,"accession_number":"0001104659-26-075174","item_number":"5.07","item_title":null,"event_type":"shareholder_vote_results","event_domain":"governance","is_material":true,"confidence":0.98,"reasoning":"This is a classic Item 5.07 disclosure reporting the results of an Annual Meeting of stockholders. The filing presents voting outcomes for four proposals: election of two Class III directors (Kavanaugh and Farmer), advisory approval of named executive officer compensation, ratification of Cherry Bekaert LLP as independent auditor, and approval of a charter amendment related to tax benefit strategy. All proposals passed with substantial majorities, making this a material shareholder vote results disclosure.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-17T20:33:24.891028+00:00","company_name":"","ticker":null,"filing_date":""}]}],"classifications":[{"id":8218,"accession_number":"0001104659-26-075174","item_number":"1.01","item_title":null,"event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.95,"reasoning":"This disclosure reports entry into a material definitive agreement for the sale of a commercial real property (Brookfield Center) for $10.25 million. The filing is properly categorized under Item 1.01 (Entry into a Material Definitive Agreement), and the transaction constitutes a disposition of a material asset. The $10.25 million consideration is substantial relative to typical small-cap registrant valuations, and the property sale would materially affect the registrant's asset base and financial position.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-17T20:33:24.891028+00:00","company_name":"Medalist Diversified, Inc.","ticker":"MDRR","filing_date":"2026-06-17"},{"id":8219,"accession_number":"0001104659-26-075174","item_number":"5.03","item_title":null,"event_type":"other_material","event_domain":"catchall","is_material":true,"confidence":0.72,"reasoning":"The filing discloses a stockholder-approved amendment to the Company's Articles of Incorporation that imposes transfer restrictions on common stock to protect net operating loss (NOL) and net capital loss (NCL) carryforwards. While this is a charter amendment (Item 5.03), it is material because it restricts transferability of equity and protects valuable tax assets; however, it does not fit neatly into the more specific event categories (e.g., it is not an earnings release, executive change, M\u0026A activity, or restatement). The restriction mechanism—blocking transfers that would increase ownership to 4.9% or more—is a substantive governance change that would affect investor assessment of the company's capital structure and tax position.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-17T20:33:24.891028+00:00","company_name":"Medalist Diversified, Inc.","ticker":"MDRR","filing_date":"2026-06-17"},{"id":8220,"accession_number":"0001104659-26-075174","item_number":"5.07","item_title":null,"event_type":"shareholder_vote_results","event_domain":"governance","is_material":true,"confidence":0.98,"reasoning":"This is a classic Item 5.07 disclosure reporting the results of an Annual Meeting of stockholders. The filing presents voting outcomes for four proposals: election of two Class III directors (Kavanaugh and Farmer), advisory approval of named executive officer compensation, ratification of Cherry Bekaert LLP as independent auditor, and approval of a charter amendment related to tax benefit strategy. All proposals passed with substantial majorities, making this a material shareholder vote results disclosure.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-17T20:33:24.891028+00:00","company_name":"Medalist Diversified, Inc.","ticker":"MDRR","filing_date":"2026-06-17"}]}
