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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): March 7, 2025

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

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 Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On March 7, 2025, Jeffrey P. Caira, a member of the Board of Trustees (the “Board”) of Centerspace (the “Company”), notified the Company that he declined to stand for re-election to the Board at the Company’s 2025 Annual Meeting of Shareholders, to be held on May 14, 2025 (the “Annual Meeting”) because he is retiring from his work on the Board upon the expiration of his term immediately following the Annual Meeting.

Item 7.01. Regulation FD Disclosure

On March 13, 2025, the “Company issued a press release relating to the foregoing. A copy of the press release is filed as Exhibit 99.1 to this Current Report on Form 8-K and incorporated herein by reference. The press release will also appear on the Company’s website.

The information set forth in this Item 7.01, including Exhibit 99.1, is being furnished pursuant to Item 7.01 and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section, and it shall not be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or under the Exchange Act, except as expressly provided by specific reference in such a filing.

ITEM 9.01 Financial Statements and Exhibits

(d)Exhibits



Exhibit
Number			Description

99.1			Press Release, dated March 13, 2025
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: March 13, 2025		President and Chief Executive Officer

EX-99.1 2 ex991boardrefreshpr.htm EX-99.1 Document

FOR IMMEDIATE RELEASE Contact Information

Josh Klaetsch

Phone: (952) 401-6600

Email: IR@centerspacehomes.com

CENTERSPACE ANNOUNCES CHANGE TO BOARD OF TRUSTEES

MINNEAPOLIS, MN, March 13, 2025 – Centerspace (NYSE: CSR) announced today that Jeff Caira, a member of the Company’s Board of Trustees, will retire as a trustee, chair of the Nominating and Governance Committee and member of the Audit Committee effective upon the expiration of his annual term at the conclusion of the 2025 Annual Meeting of Shareholders to be held on May 14, 2025.

“Jeff has provided consistent and invaluable leadership to the Company since his appointment in 2015,” commented Board Chair John Schissel, “We greatly appreciate his contributions, and his guidance of Company’s transition to pure-play multifamily has set the stage for excellence in operations and continued growth of the platform.”

President and Chief Executive Officer Anne Olson said, “During his tenure, Jeff served as Board Chair, Chair of the Nominating and Governance Committee, and a member of the Audit Committee. His unwavering commitment to improvement has made our management team, Board and Company better.”

Centerspace has refreshed its Board of Trustees by adding a new member in January 2024 and a second new member in July 2024, and through the retirement of a Trustee in May 2024.

Forward Looking Statements

Certain statements in this presentation are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Such statements involve known and unknown risks, uncertainties, and other factors that may cause actual results to differ materially from expected results. These statements may be identified by our use of words such as “expects,” “plans,” “estimates,” “anticipates,” “projects,” “intends,” “believes,” and similar expressions that do not relate to historical matters. Such risks, uncertainties, and other factors include, but are not limited to, changes in general and local economic and real estate market conditions, rental conditions in our markets, fluctuations in interest rates, the effect of government regulations, the availability and cost of capital and other financing risks, risks associated with our value-add and redevelopment opportunities, the failure of our property acquisition and disposition activities to achieve expected results, competition in our markets, our ability to attract and retain skilled personnel, our ability to maintain our tax status as a real estate investment trust (REIT), and those risks and uncertainties detailed from time to time in our filings with the Securities and Exchange Commission, including the “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and “Risk Factors” contained in our Form 10-K for the period ended December 31, 2024. We assume no obligation to update or supplement forward-looking statements that become untrue due to subsequent events.

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 71 apartment communities consisting of 13,012 homes located in Colorado, Minnesota, Montana, Nebraska, North

Dakota, and South Dakota. Centerspace was named a top workplace for the fifth consecutive year in 2024 by the Minneapolis Star Tribune. For more information, please visit www.centerspacehomes.com.

If you would like more information about this topic, please contact Josh Klaetsch, Director of Investor Relations, at (952) 401-6600, or IR@centerspacehomes.com.