Modiv Industrial Shareholders Clear the Way for Merger Into Global Net Lease Vehicle

A net-lease is a rental contract where the tenant, not the landlord, pays property taxes, insurance, and maintenance costs on top of base rent. That structure is the load-bearing element of Modiv Industrial's portfolio of light manufacturing sites, warehouses, and distribution centers. Shareholders of Modiv Industrial (NYSE: MDV) voted at a special meeting to approve the company's merger with GNL Motion Merger Sub, LLC, a subsidiary tied to Global Net Lease, Inc. Preliminary results show all three proposals on the ballot passed; final tallies will be disclosed in a Current Report on Form 8-K filed with the Securities and Exchange Commission.

What the ballot actually covered

Three items were before shareholders. The primary proposal asked them to approve the merger of Modiv Industrial with and into GNL Motion Merger Sub, LLC, under a merger agreement dated May 3, 2026. Six entities are party to that agreement: Modiv Industrial, Modiv Operating Partnership, L.P., Global Net Lease, Inc., Global Net Lease Operating Partnership, L.P., GNL Motion Merger Sub, LLC, and GNL Motion OpCo Merger Sub, LLC.

The second item was a non-binding advisory vote on compensation that may become payable to Modiv Industrial's named executive officers in connection with the mergers. A third proposal would have allowed the meeting to adjourn if more votes were needed. Because the merger cleared the required threshold, the adjournment option was never exercised.

How the count was structured and who ran it

As of the June 22, 2026 record date, Modiv Industrial carried 10,323,670 Class C common shares outstanding, each entitled to one vote. The merger proposal required approval by a majority of those outstanding shares. The compensation and adjournment proposals each required only a majority of votes actually cast.

Aaron Halfacre, chief executive officer and president, chaired the virtual session. John Raney, who serves as chief financial officer, general counsel, and secretary, handled meeting administration. Jim Rate of American Election Services, LLC acted as inspector of election. Broadridge Financial Solutions, Inc. tabulated proxies and ballots. No shareholders submitted questions or comments during the meeting.

The next formal step

Halfacre announced that the inspector's preliminary count confirmed all three proposals approved. The final report will be filed with the meeting minutes. Modiv Industrial will then submit a Current Report on Form 8-K to the SEC containing the official vote totals. Until that filing lands, every figure from the special meeting remains preliminary.