Safehold Inc. New filed SEC Form 8-K: Other Events, Financial Statements and Exhibits
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| Item 8.01. | Other Events. |
On March 25, 2026, Safehold Inc. (the “Company”) filed with the U.S. Securities and Exchange Commission (the “SEC”) an automatic shelf registration statement on Form S-3ASR (File No. 333-294583) (the “New Registration Statement”) to replace the automatic shelf registration statement on Form S-3ASR (File No. 333-271113) filed with the SEC on April 4, 2023 (the “Prior Registration Statement”). The Prior Registration Statement was terminated upon the effectiveness of the New Registration Statement on March 25, 2025.
In connection with the filing of the New Registration Statement, the Company filed (i) a prospectus supplement, dated March 25, 2026, to the prospectus forming part of the New Registration Statement covering the resale of up to 6,105,389 shares of the Company’s common stock, par value $0.01 per share (“Common Stock”), held by certain selling stockholders and (ii) a prospectus supplement, dated March 25, 2026, to the prospectus forming part of the New Registration Statement covering the resale of up to 4,248,435 shares of Common Stock held by certain other selling stockholders. The Company is filing this Current Report on Form 8-K to provide legal opinions of its counsel, Venable LLP, regarding the legality of the securities covered by the prospectus supplements described in clause (i) and clause (ii), which opinions are attached here to as Exhibits 5.1 and 5.2, respectively.
| Item 9.01 | Financial Statements and Exhibits. |
| (d) | Exhibits |
| Exhibit No. | Description |
| Exhibit 5.1 | Opinion of Venable LLP |
| Exhibit 5.2 | Opinion of Venable LLP |
| Exhibit 23.1 | Consent of Venable LLP (contained in opinion filed as Exhibit 5.1 hereto) |
| Exhibit 23.2 | Consent of Venable LLP (contained in opinion filed as Exhibit 5.2 hereto) |
| Exhibit 104 | Cover Page Interactive File (the cover page tags are embedded with 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.
| Safehold Inc. | |||
| By: | /s/ Brett Asnas | ||
| Name: | Brett Asnas | ||
| Title: | Chief Financial Officer | ||
| Date: | March 25, 2026 |