FrontView REIT Inc. filed SEC Form 8-K: Leadership Update, Regulation FD Disclosure, Financial Statements and Exhibits

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

FrontView REIT, Inc.

(Exact name of Registrant as Specified in Its Charter)

(Former Name or Former Address, if Changed Since 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:

Securities registered pursuant to Section 12(b) of the Act:

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

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.

Resignation of Chief Financial Officer

On April 29, 2025, Timothy Dieffenbacher notified FrontView REIT, Inc. (the “Company”) of his decision to resign from his role as Chief Financial Officer, Treasurer, and Secretary of the Company, effective May 5, 2025. Mr. Dieffenbacher’s resignation was not the result of any disagreement with the Company.

Appointment of Chief Financial Officer

On April 30, 2025, the Company appointed Randall Starr, age 47, to serve as the Company’s Chief Financial Officer, Treasurer, and Secretary, effective May 5, 2025. Mr. Starr will continue to serve as Co-Chief Executive Officer and Co-President of the Company, positions he has held since October 2024. From 2015 to 2024, Mr. Starr served as our predecessor’s President and Chief Executive Officer. Mr. Starr holds a Bachelor of Arts degree from Duke University.

There is no arrangement or understanding between Mr. Starr and any other persons or entities pursuant to which Mr. Starr was appointed to serve as Chief Financial Officer. Mr. Starr does not have any family relationship with the Company’s executive officers or directors nor are there any related party transactions between the Company and Mr. Starr that would require disclosure under Item 404(a) of Regulation S-K.

Appointment of Chief Accounting Officer

On April 30, 2025, the Company appointed Sean Fukumura, age 42, to serve as the Company’s Chief Accounting Officer, effective May 5, 2025. Mr. Fukumura joined our predecessor in 2018, and served as Director of Accounting and Tax from 2018 to 2021. From 2021 to 2024, Mr. Fukumura served as our predecessor's Vice President, Accounting and Tax. Since October 2024, Mr. Fukumura has served as the Company’s Vice President, Accounting and Tax. Prior to joining our predecessor in 2018, Mr. Fukumura was a Corporate Controller with Venterra Realty, a multi-family real estate and investment company from 2012 to 2018. Prior to that from 2010 to 2012, Mr. Fukumura was a Manager of External Reporting at Reliance Home Comfort. From 2006 to 2010, Mr. Fukumura worked in public accounting in the audit and assurance group of Ernst & Young. Mr. Fukumura is a Chartered Professional Accountant (CPA, CA) and holds a Bachelor of Commerce degree from York University in Toronto.

There is no arrangement or understanding between Mr. Fukumura and any other persons or entities pursuant to which Mr. Fukumura was appointed to serve as Chief Accounting Officer. Mr. Fukumura does not have any family relationship with the Company’s executive officers or directors nor are there any related party transactions between the Company and Mr. Fukumura that would require disclosure under Item 404(a) of Regulation S-K.

Item 7.01 Regulation FD Disclosure.

A copy of the press release containing the announcement of Mr. Dieffenbacher’s resignation, Mr. Starr’s appointment and Mr. Fukumura’s appointment is attached hereto as Exhibit 99.1 to this current report on Form 8-K.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

INDEX TO EXHIBITS

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.