Medalist Diversified, Inc. filed an amendment on October 19, 2026, with the Maryland State Department of Assessments and Taxation (SDAT) to withdraw a previously approved amendment to its charter.
The filing states that the amendment, which was originally filed on June 17, 2026, is now of no force or effect. The amendment had been proposed at the company's annual meeting of stockholders held on June 16, 2026. The proposal aimed to protect the tax benefits of the company's net operating losses (NOLs) and net capital losses (NCLs) by restricting the transfer of common stock.
The proposed restrictions would have invalidated any direct or indirect transfer of common stock that would increase an individual's ownership from less than 4.9% to 4.9% or more of the company's shares. The proposal was supported by over 95% of the votes cast at the meeting.
Despite the high vote count, the company determined that the amendment did not receive the requisite vote required by its charter and Maryland law. Consequently, the filing serves as a correction to reinstate the company's charter as it existed prior to the June 17 filing.
The company’s Board of Directors believes the amendment is in the best interests of the company and intends to seek stockholder approval again at a special meeting.
