{"url_path":"/sec/cmrf/8-k/2026-06-29/item-5-03","section_key":"item-5-03","section_title":"Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.","topic":"sec","document":{"doc_type":"8-K","doc_date":"2026-06-29","source_url":"https://www.sec.gov/Archives/edgar/data/1498547/0001193125-26-286851-index.html","accession_number":"0001193125-26-286851","cik":"0001498547","ticker":"CMRF","issuer_name":"CIM GROUP, INC.","edgar_url":"https://www.sec.gov/Archives/edgar/data/1498547/0001193125-26-286851-index.html","primary_entity_key":"0001498547","primary_entity_name":"CIM REAL ESTATE FINANCE TRUST, INC."},"word_count":369,"has_tables":true,"body_markdown":"Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.\n\nOn June 23, 2026, the Registrant filed Articles of Amendment (the “Authorized Shares Articles of Amendment”) with the State Department of Assessments and Taxation of Maryland (“SDAT”) to increase the number of authorized but unissued shares of capital stock of the Registrant to 3,100,000,000, consisting of 2,000,000,000 Common Shares and 1,100,000,000 shares of preferred stock, $0.01 par value per share (“Preferred Stock”).\n\nOn June 23, 2026, the Registrant also filed Articles Supplementary with SDAT classifying 1,000,000,000 authorized but unissued shares of Preferred Stock as Special Voting Preferred Shares. Pursuant to the Articles Supplementary, any Special Voting Preferred Shares issued by the Registrant will entitle the holders thereof to a number of votes equal to the number of New OP Class A LP Units issued concurrently with such Special Voting Preferred Shares on all matters submitted to a vote of the Registrant’s stockholders, subject to the terms of the Articles Supplementary. The Special Voting Preferred Shares do not confer on their holders any economic rights or entitlements.\n\nIn addition, on June 26, 2026, the Registrant filed Articles of Amendment with SDAT providing for the change of the Registrant’s name from “CIM Real Estate Finance Trust, Inc.” to “CIM Group, Inc.” (the “Name Change Articles of Amendment”).\n\nThe Registrant also amended and restated its bylaws (the “Third Amended and Restated Bylaws”), effective on June 24, 2026, to provide that, until the earlier of the first anniversary of a Listing or the consummation of a liquidity transaction, any related-party transaction required to be disclosed under Item 404 of Regulation S-K must be approved by both (i) a majority of the disinterested directors and either (ii) a majority of the independent directors or a committee comprised solely of at least two independent directors.\n\nThe foregoing descriptions of the Authorized Shares Articles of Amendment, Articles Supplementary, Name Change Articles of Amendment and Third Amended and Restated Bylaws do not purport to be complete and are subject to, and qualified in each case in their entirety by, the full text of such documents, copies of which are attached hereto as Exhibits 3.1, 3.2, 3.3 and 3.4 and are incorporated herein by reference."}