Power REIT
10.00%
34,000
1532619
73933H200
Feb 5, 2026
Feb 10, 2026, 03:02 PM
Reporting Persons (1)
| Name | Type | % of Class | Aggregate | Sole Voting | Shared Voting |
|---|---|---|---|---|---|
| POSNER HENRY III | Individual | 10.00% | 34,000 | 34,000 | 0 |
Disclosure Items (7)
Series A Cumulative Redeemable Perpetual Preferred Stock Liquidation Preference $25 per Share
Power REIT
301 WINDING ROAD, OLD BETHPAGE, NY, 11804
This Schedule 13D is being filed by Henry Posner III, an individual and citizen of the United States of America (the "Reporting Person").
The business address of the Reporting Person is 535 Smithfield Street, Suite 960, Pittsburgh, Pennsylvania 15222.
The principal occupation of the Reporting Person is Chairman of Railroad Development Corporation, with an address of 535 Smithfield Street, Suite 960, Pittsburgh, Pennsylvania 15222.
During the past five years, the Reporting Person has not been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction, as a result of which he has become or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to them.
USA
The aggregate purchase price of the 34,000 shares of Series A Preferred Stock reported on this Schedule 13D as beneficially owned by the Reporting Person is approximately $237,208, including brokerage commissions. Such shares were acquired with the Reporting Person's personal funds.
The Reporting Person may be deemed to beneficially own 34,000 shares of the Issuer's Series A Preferred Stock, representing 10% of the Issuer's outstanding Series A Preferred Stock, which is calculated based on 336,944 shares of Series A Preferred Stock outstanding as of September 30, 2025, as disclosed by the Issuer in its Quarterly Report on Form 10-Q for the quarter ended September 30, 2025, filed with the SEC on October 24, 2025. The Series A Preferred stock may be convertible into shares of the Common Stock of the Issuer only upon the occurrence of certain material events outside the control of the Reporting Person, including a "Change of Control" and a "Delisting Event" (each as defined in the Series A Preferred Stock Articles Supplementary), provided that the Issuer has not earlier delivered notice of the Issuer's election to redeem such shares of Series A Preferred Stock. As of the date hereof, the Series A Preferred Stock is not convertible into Common Stock, and the Reporting disclaims beneficial ownership of any Common Stock as a result of the Reporting Person's ownership of Series A Preferred Stock.
The Reporting Person has sole voting and dispositive power of 34,000 shares of Series A Preferred Stock. The Reporting Person does not share any voting or dispositive power with respect to his ownership of the Series A Preferred Stock.
The transactions in the shares of the Series A Preferred Stock by the Reporting Person during the past 60 days are set forth in Exhibit 99.1 hereto and are incorporated herein by reference. All such transactions were effected in the open market, including through multiple open market purchase transactions that occurred on the same day at different prices, which transactions are reported in the aggregate within a one dollar price range.
Not applicable.
Not applicable.
Not applicable.
Exhibit 99.1 - Transactions in the Issuer's Series A Preferred Stock During the Past 60 Days Exhibit 99.2 - Power of Attorney by Henry Posner III for Executing Schedule 13D and Schedule 13G (incorporated by reference from Exhibit 99.2 to the Schedule 13D of Reporting Person dated November 24, 2025 and filed with the SEC on December 1, 2025)