Form 8-K

8-K — FIRST REAL ESTATE INVESTMENT TRUST OF NEW JERSEY, INC.

Accession: 0001174947-26-000906

Filed: 2026-09-30

Period: 2026-09-29

CIK: 0000036840

SIC: 6798 (REAL ESTATE INVESTMENT TRUSTS)

Item: Submission of Matters to a Vote of Security Holders

Item: Other Events

Item: Financial Statements and Exhibits

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8-K — form8k-36384_frevs.htm (Primary)

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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):

September 29, 2026

FIRST REAL ESTATE

INVESTMENT TRUST OF NEW JERSEY, INC.

(Exact name of registrant as specified in

charter)

Maryland

000-25043

22-1697095

(State or other

jurisdiction of incorporation)

(Commission

File Number)

(IRS

Employer

Identification No.)

505 Main

Street, Suite 400, Hackensack, New Jersey

07601

(Address of principal executive offices)

(Zip Code)

Registrant’s telephone number, including area

code: (201) 488-6400

(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 (see General Instruction

A.2. below):

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2 (b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4 (c) under the Exchange Act (17 CFR 240.13e-4 (c))

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

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common stock, par value $0.01 per share

FREVS

OTC Pink Limited

Market

Preferred Stock Purchase Rights (1)

(1) Registered pursuant to Section 12 (b) of

the Act pursuant to a form

8-A filed by the registrant on August 3, 2023. Until the Distribution Date (as defined in the registrant’s Stockholder

Rights Agreement dated July 31, 2023 and amended as of May 13, 2026) the Preferred Stock Purchase Rights will be transferred with

and only with the shares of the registrant’s Common Stock to which the Preferred Stock Purchase Rights are

attached.

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

☐

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. ☐

Section 5 – Corporate Governance and Management

Item 5.07 Submission of Matters to a Vote of Security Holders

A special meeting of stockholders (the “Special Meeting”) of

First Real Estate Investment Trust of New Jersey, Inc. (the “Trust”) was held on September 29, 2026. The following matters

were submitted to the stockholders of the Trust at the Special Meeting for their approval:

Plan of Liquidation Proposal: The stockholders of the Trust approved

the Plan of Voluntary Liquidation providing for the winding up and complete liquidation of the Trust, including the sale of all assets

of the Trust or the transfer of assets to a liquidating trust, and the dissolution of the Trust. The voting results are set forth below:

Votes For

Votes Against

Abstentions

Broker Non-Votes

5,085,293

6,503

22,260

Adjournment Proposal: The stockholders of the Trust approved a proposal

to adjourn the Special Meeting, if necessary, to solicit additional votes to approve the Plan of Liquidation. Because there were sufficient

votes to approve the Plan of Liquidation, no adjournment of the Special Meeting was determined to be necessary, appropriate or advisable,

and accordingly, the Special Meeting was not adjourned and proceeded to conclusion. The voting results are set forth below:

Votes For

Votes Against

Abstentions

Broker Non-Votes

4,871,887

207,213

34,956

Section 8 – Other Events

Item 8.01. Other Events

On September 30, 2026, the Trust issued a press release to announce the

declaration of an initial liquidating distribution of $3.20 per share, payable on October 29, 2026 to stockholders of record as of October

14, 2026. The press release is included as Exhibit 99.1 to this Form 8-K.

Section 9 – Financial Statements and Exhibits.

Item 9.01. Financial Statements and Exhibits

(d) Exhibits

99.1 Registrant’s press release dated September 30, 2026.

The statements in this report,

which relate to future earnings or performance, are forward-looking. Actual results may differ materially and be adversely affected by

such factors as market and economic conditions, longer than anticipated lease-up periods, the inability of certain tenants to pay rents,

changes in the amount and timing of the total liquidating distributions, including as a result of unexpected levels of transaction costs,

delayed or terminated closings, liquidation costs or unpaid or additional liabilities and obligations; the resolution of actual and contingent

liabilities; the possibility of converting to a liquidating trust and the occurrence of any event, change or other circumstances that

could give rise to the termination of the plan of voluntary liquidation. Additional information about these factors is contained in the

Company’s filings with the SEC including the Company’s most recently filed reports on Form 10-K and Form 10-Q.

SIGNATURES

Pursuant to the requirements

of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned

hereunto duly authorized.

FIRST REAL ESTATE INVESTMENT

TRUST OF NEW JERSEY, INC.

(Registrant)

By:

/s/ Robert S. Hekemian, Jr.

Robert S. Hekemian, Jr.

President and Chief Executive Officer

Date: September 30, 2026

EXHIBIT INDEX

Exhibit

Number

Description

99.1

Registrant’s press release dated September 30, 2026.

EX-99.1

Filename: ex99-1.htm · Sequence: 2

FREIT Announces Stockholder Approval of Plan of

Liquidation

and

FREIT Board of Directors Declares Liquidating Distribution

of $3.20 per share

HACKENSACK, NJ, September 30, 2026

– First Real Estate Investment Trust of New Jersey, Inc. (“FREIT” or the “Company”), a real estate

investment trust, today announced that its stockholders have approved the Company's previously announced voluntary Plan of Liquidation

(the "Plan") at a special meeting of stockholders held on September 29, 2026.

Based on the final voting results, stockholders

representing approximately 68.0% of the Company's outstanding shares voted in favor of the Plan, exceeding the approval threshold required

under applicable law and the Company's governing documents.

"We appreciate the support of our

stockholders throughout this process," said Robert S. Hekemian, Jr., CEO of FREIT. "Approval of the Plan represents an

important milestone as we work to maximize value and efficiently return capital to stockholders."

Pursuant to the Plan, the Company intends

to continue the orderly disposition of its remaining assets, satisfy or reserve for outstanding liabilities and obligations, and distribute

net proceeds to stockholders in one or more liquidating distributions. The timing and number of future distributions will depend on several

factors, including asset sale proceeds, operating results, market conditions, and the resolution of known and contingent liabilities.

The Company expects to file the final

voting results on a Form 8-K with the U.S. Securities and Exchange Commission and will continue to provide updates regarding the liquidation

process as appropriate.

Voting Results

Proposal

Votes For

Votes Against

Abstentions

Approval of the Plan of Liquidation

5,085,293

6,503

22,260

Initial Liquidating Distribution

On September 30, 2026, after obtaining

stockholder approval of the Plan, the Board of Directors declared an initial liquidating distribution of $3.20 per share, payable

on October 29, 2026 to stockholders of record as of October 14, 2026.

The initial liquidating distribution,

in accordance with the Plan, represents the first return of capital to stockholders under the Plan and is expected to be funded from proceeds

generated through the Company's asset sale activities and available cash resources. Following the payment of this distribution, the Company

intends to continue executing its liquidation strategy, including the sale of remaining assets, the satisfaction or reservation of funds

for liabilities and obligations, and the distribution of any remaining net proceeds to stockholders through one or more additional liquidating

distributions.

"The declaration of this initial

liquidating distribution marks a significant milestone in the Company's liquidation process and demonstrates our commitment to returning

capital to stockholders in an efficient and orderly manner," said Ronald J. Artinian, Chairman of FREIT’s Board.

The Company currently estimates that

stockholders may receive aggregate liquidating distributions between $24.44 to $30.03 per share, inclusive of the initial distribution

announced today. These estimates are subject to numerous assumptions and uncertainties, including the timing and value of remaining asset

sales, operating performance, market conditions, expenses, and the resolution of actual and contingent liabilities. Accordingly, there

can be no assurance regarding the amount or timing of future liquidating distributions.

Distribution Details

· Distribution Amount: $3.20 per share

· Record Date: October 14, 2026

· Payment Date: October 29, 2026

· Stock transfer books will remain open

· Remaining Liquidating Distributions are estimated to be in the range of: $20.95 - $28.68 per share

The statements in this report, which relate

to future earnings or performance, are forward-looking. Actual results may differ materially and be adversely affected by such factors

as market and economic conditions, longer than anticipated lease-up periods or the inability of certain tenants to pay rents, changes

in the amount and timing of the total liquidating distributions, including as a result of unexpected levels of transaction costs, delayed

or terminated closings, liquidation costs or unpaid or additional liabilities and obligations; the resolution of actual and contingent

liabilities; the possibility of converting to a liquidating trust and the occurrence of any event, change or other circumstances that

could give rise to the termination of the plan of voluntary liquidation. Additional information about these factors is contained in the

Company’s filings with the SEC including the Company’s most recently filed reports on Form 10-K and Form 10-Q.

First Real Estate Investment Trust of

New Jersey, Inc. is a publicly traded (over-the-counter – symbol FREVS) REIT organized in 1961.

Its portfolio of residential and commercial properties is located in New Jersey and New York, with the largest concentration in northern

New Jersey.

For additional information, contact Investor

Relations at (201) 488-6400.

Visit us on the web: www.freitnj.com

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