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Creative Media & Community Trust Corp

For the period ended Aug 1, 2025. Filed Jun 27, 2025.

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What shareholders are asked to vote on at a company's meeting. It is where to find what directors and top executives are paid, and who owns the most shares.

Aug 1, 2025 · Filed Jun 27, 2025

CMCT$3.69+3.1%Stored close · as of Nov 6, 2026
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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 14A INFORMATION

Proxy Statement Pursuant to Section 14(a) of the

Securities Exchange Act of 1934

Filed by the Registrantx
Filed by a Party other than the Registranto

Check the appropriate box:

oPreliminary Proxy Statement
oConfidential, For Use of the Commission Only (as Permitted by Rule 14a-6(e)(2))
xDefinitive Proxy Statement
oDefinitive Additional Materials
oSoliciting Material Pursuant to §240.14a-12

(Name of Registrant as Specified in Its Charter)

(Name of Person(s) Filing Proxy Statement, if Other Than the Registrant)

Payment of Filing Fee (Check the appropriate box):

xNo fee required.
oFee paid previously with preliminary materials.
oFee computed on table in exhibit required by item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11

5956 SHERRY LANE, SUITE 700

DALLAS, TEXAS 75225

Dear Creative Media & Community Trust Corporation Common Stockholders:

You are cordially invited to attend the 2025 Annual Meeting of Stockholders of Creative Media & Community Trust Corporation, a Maryland corporation (the “Company”), to be held at 11:00 a.m. Pacific Time on August 1, 2025 (and any postponement or adjournment thereof) if you are a common stockholder of record as of the close of business on June 6, 2025. The meeting will be held as a virtual meeting conducted exclusively via live webcast. You will be able to attend the annual meeting as well as vote and submit your questions during the live webcast of the meeting by visiting (www.virtualshareholdermeeting.com/CMCT2025) and entering the 16‐digit control number included in our notice of Internet availability of the proxy materials, on your proxy card or in the instructions that accompanied your proxy materials. For procedures to attend the virtual meeting, please refer to Question 6 of the proxy statement.

At the annual meeting, the Company’s common stockholders will be asked to consider and vote upon each of the seven directors nominated in the proxy statement to serve until the next annual meeting of stockholders of the Company, and until their successors are duly elected and qualify. In addition, the Company will ask common stockholders to consider and vote upon (i) the approval, by a non-binding advisory vote, of a resolution on our executive compensation as described in our proxy statement, (ii) the ratification of the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2025, (iii) the amendment of the Company’s charter (the “Charter”) to effect a reverse stock split of the Company’s common stock, $0.001 par value per share (the “Common Stock”), by a ratio of 1:4 at any time prior to August 1, 2026 (iv) the amendment of the Charter to effect a reverse stock split of the Common Stock by a ratio of 1:7 at any time prior to August 1, 2026 and (v) the amendment of the Charter to effect a reverse stock split of the Common Stock by a ratio of 1:10 at any time prior to August 1, 2026.

The recommendation of the Board of Directors of the Company with respect to each of these proposals is set forth in the proxy statement. These foregoing items of business are more fully described in the proxy statement. We urge you to carefully review the proxy statement.

Your vote is very important. If you were a common stockholder of record as of the close of business on June 6, 2025, please authorize a proxy to vote your shares as soon as possible using one of the following methods to ensure that your vote is counted, regardless of whether you expect to attend the virtual annual meeting: (1) complete, sign, date and return the enclosed proxy card in the postage‑paid envelope provided or (2) as otherwise described herein. If you hold your shares in “street name” through a bank, broker or other nominee, you will need to follow the instructions provided to you by your bank, broker or other nominee regarding how to instruct your bank, broker or other nominee to vote your shares at the annual meeting or, to the extent permitted, regarding how to vote your shares yourself at the annual meeting. If you are a common stockholder of record and you attend the virtual annual meeting and wish to vote at the annual meeting, you may withdraw your proxy and vote online at the annual meeting.

On behalf of our Board of Directors, I thank you for your continued support.

Sincerely,

David Thompson

Chief Executive Officer

June 27, 2025

This proxy statement is first being sent or given to the common stockholders of the Company on or about June 27, 2025.

5956 SHERRY LANE, SUITE 700

DALLAS, TEXAS 75225

NOTICE OF ANNUAL MEETING

OF STOCKHOLDERS OF CREATIVE MEDIA & COMMUNITY TRUST CORPORATION

TO BE HELD ON AUGUST 1, 2025

Dear Creative Media & Community Trust Corporation Common Stockholder:

You are cordially invited to attend the annual meeting of stockholders (the “Annual Meeting”) of Creative Media & Community Trust Corporation, a Maryland corporation (the “Company”), to be held at 11:00 a.m. Pacific Time on August 1, 2025 (and any postponement or adjournment thereof) if you are a common stockholder of record as of the close of business on June 6, 2025. The Annual Meeting will be held as a virtual meeting conducted exclusively via live webcast. You will be able to attend the annual meeting as well as vote and submit your questions during the live webcast of the meeting by visiting (www.virtualshareholdermeeting.com/CMCT2025) and entering the 16‐digit control number included in our notice of Internet availability of the proxy materials, on your proxy card or in the instructions that accompanied your proxy materials. For procedures to attend the virtual meeting, please refer to Question 6 of the proxy statement.

The purpose of the Annual Meeting is to consider and vote on the following proposals:

  1. Proposal 1: The election of the seven directors nominated in the proxy statement to serve until the next annual meeting of stockholders of the Company, and until their successors are duly elected and qualify;

  2. Proposal 2: The approval, by a non-binding advisory vote, of an advisory resolution on the Company’s executive compensation as described in the accompanying proxy statement;

  3. Proposal 3: The ratification of the appointment of Deloitte and Touche LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2025;

  4. Proposal 4: The amendment of the Company’s charter (the “Charter”) to effect a reverse stock split of the Company’s

common stock, $0.001 par value per share (the “Common Stock”), by a ratio of 1:4 at any time prior to August 1, 2026;

  1. Proposal 5: The amendment of the Charter to effect a reverse stock split of the Common Stock by a ratio of 1:7 at any time prior to August 1, 2026;

  2. Proposal 6: The amendment of the Charter to effect a reverse stock split of the Common Stock by a ratio of 1:10 at any time prior to August 1, 2026; and

  3. The consideration of any other business properly presented at the Annual Meeting and any postponement or adjournment thereof.

If each of Proposal No. 4, Proposal No. 5, and Proposal No. 6 are approved at the Annual Meeting, the Company may elect,

in its sole discretion, to implement any one of the approved proposals at any time prior to August 1, 2026, or to implement none of the

proposals, but it cannot implement more than one of the approved proposals.

The Board of Directors of the Company has fixed the close of business on June 6, 2025 as the record date for determining stockholders entitled to notice of and to vote at the Annual Meeting. The proxy card is enclosed with this notice of Annual Meeting and proxy statement.

Your vote is important to us and our business. I encourage you to complete, date, sign and return the accompanying proxy card whether or not you plan to attend the virtual Annual Meeting. If you plan to attend the virtual Annual Meeting to vote and your shares are in the name of a broker, bank or other nominee, please contact your broker, bank or other nominee for instructions.

Sincerely,

Barry N. Berlin

Chief Financial Officer, Treasurer and

Secretary

June 27, 2025

Important Notice Regarding the Availability of Proxy Materials for our Annual Meeting of

Stockholders to be Held on August 1, 2025.

Our proxy statement and our Annual Report on Form 10-K for the year ended December 31, 2024 are available on our website at https://shareholders.creativemediacommunity.com/financials/sec-filings

PROXY STATEMENT

FOR

2025 ANNUAL MEETING OF COMMON STOCKHOLDERS

TO BE HELD ON AUGUST 1, 2025

This proxy statement, with the enclosed proxy card, is being furnished to the common stockholders of Creative Media & Community Trust Corporation, a Maryland corporation (together with its subsidiaries, the “Company,” “we,” “us” or “our”), in connection with the solicitation by the Board of Directors of the Company (the “Board”) of proxies to be voted at the 2025 Annual Meeting of Stockholders of the Company (the “Annual Meeting”) to be held at 11:00 a.m. Pacific Time on August 1, 2025 (and any postponement or adjournment thereof) exclusively via live webcast.

The Notice of Annual Meeting, this proxy statement, and the accompanying proxy card are being mailed to all common stockholders of record as of the below record date on or about June 13, 2025. The proxy statement and our Annual Report on Form 10-K for the year ended December 31, 2024 are available on our website athttps://shareholders.creativemediacommunity.com/financials/sec-filings.

Only common stockholders of record as of the close of business on June 6, 2025 (the "record date") are entitled to notice of and to vote at the Annual Meeting. As of the record date, we had 754,607 shares of common stock, $0.001 par value per share (“Common Stock”), outstanding. Each holder of record of Common Stock as of the close of business on the record date is entitled to one vote on each matter properly brought before the Annual Meeting for each share of Common Stock held.

TABLE OF CONTENTS

Page

QUESTIONS AND ANSWERS ABOUT THE ANNUAL MEETING AND VOTING3
SECURITY OWNERSHIP OF THE COMPANY’S BOARD OF DIRECTORS AND EXECUTIVE OFFICERS AND CURRENT BENEFICIAL OWNERS9
PROPOSAL 1: ELECTION OF DIRECTORS11
PROPOSAL 2: ADVISORY VOTE ON EXECUTIVE COMPENSATION12
PROPOSAL 3: RATIFICATION OF THE APPOINTMENT OF DELOITTE & TOUCHE LLP AS INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM14
PROPOSAL 4: TO APPROVE THE AMENDMENT OF OUR CHARTER TO EFFECT THE 1:4 REVERSE STOCK SPLIT15
PROPOSAL 5: TO APPROVE THE AMENDMENT OF OUR CHARTER TO EFFECT THE 1:7 REVERSE STOCK SPLIT23
PROPOSAL 6: TO APPROVE THE AMENDMENT OF OUR CHARTER TO EFFECT THE 1:10 REVERSE STOCK SPLIT30
CORPORATE GOVERNANCE37
AUDIT COMMITTEE REPORT45
EXECUTIVE COMPENSATION47
RELATED PERSON TRANSACTIONS52
INDEPENDENT PUBLIC ACCOUNTING FIRM58
OTHER MATTERS58
STOCKHOLDER PROPOSALS FOR THE 2025 ANNUAL MEETING58
AVAILABILITY OF DOCUMENTS59
REDUCE DUPLICATE MAILINGS59
WHERE YOU CAN FIND MORE INFORMATION59
APPENDIX A: PROPOSED 1:4 ARTICLES OF AMENDMENT63
APPENDIX B: PROPOSED 1:7 ARTICLES OF AMENDMENT65
APPENDIX C: PROPOSED 1:10 ARTICLES OF AMENDMENT67
ContentsView on SEC.gov

The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.