UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
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| Item 5.03. | Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year. |
Upon authorization of its board of directors, Innovative Industrial Properties, Inc. (the “Company”) filed Articles of Amendment (the “Articles of Amendment”) with the State Department of Assessments and Taxation of Maryland to amend the Company’s Second Articles of Amendment and Restatement (the “Charter”) to increase the total number of shares of stock that the Company has authority to issue from 100,000,000 shares to 175,000,000 shares, with the number of authorized shares of common stock, par value $0.001 per share, increasing from 50,000,000 to 100,000,000 and the number of authorized shares of preferred stock, par value $0.001 per share, increasing from 50,000,000 to 75,000,000, effective as of 12:01 a.m. Eastern Time on September 25, 2026. Under the Charter, the Company’s board of directors has the authority, without any action by the Company’s shareholders, to increase the number of shares of stock that the Company is authorized to issue.
A copy of the Articles of Amendment is attached hereto as Exhibit 3.1 and is incorporated herein by reference.
| Item 9.01. | Financial Statements and Exhibits. |
(d) Exhibits.
| Exhibit No. | Description of Exhibit |
| 3.1 | Articles of Amendment to Second Articles of Amendment and Restatement of Innovative Industrial Properties, Inc. |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
SIGNATURES
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.
| Date: September 25, 2026 | INNOVATIVE INDUSTRIAL PROPERTIES, INC. | |
| By: | /s/ David Smith | |
| Name: David Smith | ||
| Title: Chief Financial Officer | ||