Form 8-K - Current report

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

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): January 23, 2024

CENTERSPACE

(Exact name of Registrant as specified in its charter)

North Dakota

001-35624

45-0311232

(State or Other Jurisdiction
of Incorporation or Organization)

(Commission File Number)

(I.R.S. Employer Identification No.)

3100 10th Street SW, Post Office Box 1988, Minot, ND 58702-1988

(Address of principal executive offices) (Zip code)

(701) 837-4738

(Registrant’s telephone number, including area code)

Not Applicable

(Former name or former address, if changed from 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

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act

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

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

Securities registered pursuant to Section 12(b) of the Securities Exchange Act of 1934:


Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Shares of Beneficial Interest, no par value	CSR	New York Stock Exchange
Series C Cumulative Redeemable Preferred Shares	CSR -PRC	New York Stock Exchange

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

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 5.02. Departure of Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

Effective January 23, 2024, the Board of Trustees (the “Board”) of Centerspace (the “Company”) appointed Ola Oyinsan Hixon as a Trustee. The Company has not determined on which, if any, committees of the Board Ola will serve, but the Board will reevaluate her potential service in connection with its annual appointment determinations. The Board has determined that Ola is independent for purposes of serving on the Board under the applicable rules of the Securities and Exchange Commission and the New York Stock Exchange. Ola brings with her extensive asset management experience in the real estate industry.

Ola will receive cash and equity compensation as an outside Trustee of the Company under the Trustee compensation programs adopted by the Board from time to time. There are no arrangements or understandings between Ola and any other person, pursuant to which she was selected as a Trustee. There are no transactions with Ola that would require disclosure under Item 404(a) of Regulation S-K.

Item 7.01. Regulation FD Disclosure.

On January 25, 2024, the Company issued a press release announcing the matters described under Item 5.02 of this Current Report on Form 8-K. Pursuant to Item 7.01 of Form 8-K, a copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

The information in Item 7.01 and Item 9.01, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, or otherwise subject to the liability of such section, nor shall it be deemed incorporated by reference in any filing of the Company under the Securities Act of 1933 or the Securities Exchange Act of 1934, regardless of any general incorporation language in such filing, unless expressly incorporated by specific reference in such filing.

Item 9.01. Financial Statements and Exhibits

(d)Exhibits



Exhibit
Number			Description

99.1			Press Release, dated January 25, 2024
104			Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL Document.

SIGNATURE

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.



	Centerspace

	By	/s/ Anne Olson
		Anne Olson
Date: January 25, 2024		President and Chief Executive Officer

FOR IMMEDIATE RELEASE

Contact Information

Josh Klaetsch, Investor Relations

Phone: (701) 837-7104

E-mail : IR@centerspacehomes.com

CENTERSPACE APPOINTS OLA OYINSAN HIXON TO BOARD OF TRUSTEES

MINNEAPOLIS, MN, January 25, 2024 – Centerspace (NYSE: CSR) announced today the appointment of Ola Oyinsan Hixon to its Board of Trustees on January 23, 2024.

“We are very excited to welcome Ola as a Trustee,” said Centerspace President and CEO Anne Olson. “Her extensive portfolio and asset management experience within the real estate space will allow her to provide valuable insight as we scale and position our Company in the coming years.”

Ms. Hixon is an executive director at PGIM Real Estate and portfolio manager on the U.S. Value-Add equity team where she is responsible for investment strategy, transactions, asset management, and investor relations primarily for the affordable housing and impact fund strategies. Prior to joining PGIM Real Estate, she was a principal at KKR & Co., with responsibility for portfolio and asset management functions of real estate private equity funds with properties located across the country. Previously, Ola worked at The Blackstone Group where she managed the multifamily portfolio company, LivCor, as well as the single-family home portfolio company, Invitation Homes.

Earlier, Ola worked at The JBG Companies, UBS, and the investment banking division of Citigroup. Ola earned a bachelor’s degree in business administration from The Stephen M. Ross School of Business at the University of Michigan and a master’s degree in business administration from The Wharton School of the University of Pennsylvania.

Ola serves on ULI’s Multifamily Gold Council and is a member of Real Estate Executive Council (REEC). In addition, Hixon serves as a board member of the non-profit City Parks Foundation, which transforms parks into vibrant community centers of urban life for all New Yorkers.

“We are pleased to welcome Ola to our Board. She brings a wealth of knowledge and experience, particularly in multifamily real estate, portfolio strategy, and capital markets. Her perspectives will further strengthen the expertise of our Board, and I’m excited for her contributions to our continued success,” said Centerspace Board Chair John Schissel.

About Centerspace

Centerspace is an owner and operator of apartment communities committed to providing great homes by focusing on integrity and serving others. Founded in 1970, the company currently owns 72 apartment communities consisting of 13,088 homes located in Colorado, Minnesota, Montana, Nebraska, North Dakota, and South Dakota. In 2022, Centerspace was named the National Apartment Association’s Leading Organization in Diversity, Equity, and Inclusion. For more information, please visit https://www.centerspacehomes.com.

If you would like more information about this topic, please contact Josh Klaetsch, Director of Investor Relations, at 701-837-7104, or IR@centerspacehomes.com.

Cover	Jan. 23, 2024
Entity Information [Line Items]
Document Type	8-K
Document Period End Date	Jan. 23, 2024
Entity Registrant Name	CENTERSPACE
Entity Incorporation, State or Country Code	ND
Entity File Number	001-35624
Entity Tax Identification Number	45-0311232
Entity Address, Address Line One	3100 10th Street SW
Entity Address, Address Line Two	Post Office Box 1988
Entity Address, City or Town	Minot
Entity Address, State or Province	ND
Entity Address, Postal Zip Code	58702
City Area Code	701
Local Phone Number	837-4738
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Entity Emerging Growth Company	false
Entity Central Index Key	0000798359
Amendment Flag	false
Common Shares of Beneficial Interest, no par value
Entity Information [Line Items]
Title of 12(b) Security	Common Shares of Beneficial Interest, no par value
Trading Symbol	CSR
Security Exchange Name	NYSE
Common Shares of Beneficial Interest, no par value
Entity Information [Line Items]
Title of 12(b) Security	Series C Cumulative Redeemable Preferred Shares
Trading Symbol	CSR -PRC
Security Exchange Name	NYSE