SCHEDULE 14A
Proxy Statement Pursuant to Section 14(a)
of the Securities Exchange Act of 1934
Filed by the Registrant ☐
Filed by a Party other than the Registrant þ
Check the appropriate box:
| ☐ | Preliminary Proxy Statement |
| ☐ | Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) |
| ☐ | Definitive Proxy Statement |
| ☐ | Definitive Additional Materials |
| þ | Soliciting Material Under Rule 14a-12 |
UMH Properties, Inc.
(Name of Registrant as Specified In Its Charter)
Erez REIT Opportunities LP
Erez Asset Management LLC
(Name of Person(s) Filing Proxy Statement, if other than the Registrant)
Payment of Filing Fee (Check all boxes that apply):
| þ | No fee required. |
| ☐ | Fee paid previously with preliminary materials. |
| ☐ | Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a6(i)(1) and 0-11. |
On September 28, 2026, Erez Asset Management LLC launched a campaign website (the “Website”) located at www.saveUMH.com, the contents of which are filed herewith as Exhibit 1; and posted a message to its X account (the “Tweet”), reproduced herein as Exhibit 2. The Website and the Tweet contained a link to a presentation to the shareholders of UMH Properties, Inc. (the “Company”), reproduced herein as Exhibit 3.
Information regarding the Participants (as defined in Exhibit 4) in any future solicitation of proxies from the shareholders of the Company is filed herewith as Exhibit 4.
Exhibit 1
Exhibit 2
Exhibit 3
Exhibit 4
Erez Asset Management LLC (“Erez Asset Management”), Erez REIT Opportunities LP (“Erez Opportunities”) and Bruce Schanzer (“Mr. Schanzer,” and together with Erez Asset Management and Erez Opportunities, the “Participants”) intend to seek board change and file a definitive proxy statement and accompanying form of proxy with the Securities and Exchange Commission (the “SEC”) to be used in conjunction with a solicitation of proxies from the shareholders of UMH Properties, Inc. (the “Company”) in connection with the Company’s 2027 annual meeting of shareholders. The Company’s shareholders are advised to read the definitive proxy statement and other documents related to the solicitation of proxies with respect to the Company by the Participants as they become available because they will contain important information. They will be made available at no charge on the SEC’s website, http://www.sec.gov/.
As of the date hereof, the Participants may be deemed to beneficially own (within the meaning of Rule 13d-3 under the Securities Exchange Act of 1934), in the aggregate, 4,270,000 shares of the Company’s common stock, $0.10 par value per share (the “Common Shares”). Of the 4,270,000 Common Shares owned in the aggregate by the Participants, such Common Shares may be deemed to be beneficially owned as follows: (a) 4,270,000 Common Shares may be deemed to be beneficially owned by Erez Asset Management by virtue of its status as the investment manager of various funds and accounts; (b) 3,451,421 Common Shares may be deemed to be beneficially owned by Erez Opportunities which directly holds such Common Shares; and (b) 4,270,000 Common Shares may be deemed to be beneficially owned by Mr. Schanzer by virtue of his status as the Chairman, Chief Investment Officer and sole member of Erez Asset Management.