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MacKenzie Realty Capital, Inc.

For the period ended Jun 30, 2026. Filed Sep 28, 2026.

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A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.

FY2026 · Filed Sep 28, 2026

MKZR$0.93-3.1%Stored close · as of Nov 10, 2026

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Contents

Item 15. EXHIBITS AND CONSOLIDATED FINANCIAL STATEMENT SCHEDULES

The following documents are filed as part of this annual report on Form 10-K:

  1. The Consolidated Financial Statements listed in the Index to Consolidated Financial Statements on Page F-1.

  2. Consolidated Financial Statement Schedule: Schedule III- Real Estate Operating Properties and Accumulated Depreciation is set forth beginning on page S-1 hereof.

  3. The Exhibits listed in the Exhibit Index below.

Exhibit No.Description of Document
2.1Contribution Agreement by and between MacKenzie Realty Operating Partnership, LP and the Addison Group, dated June 8, 2020 (incorporated by reference to the Registrant’s Form 8-K (File No. 814-00961), filed on June 9, 2020)
2.2Membership Interest Purchase Agreement with The Wiseman Company, LLC, dated April 12, 2022 (incorporated by reference to the Registrant’s Form 8-K (File No. 000-55006), filed on April 18, 2022)
2.3Contribution Agreement by and between MacKenzie Realty Capital, Inc., MacKenzie Realty Operating Partnership, LP and MacKenzie Apartment Communities, Inc., dated January 1, 2026 (incorporated by reference to Registrant’s Form 10-Q, filed on May 15, 2026)
3.1(i)Series A Preferred Articles Supplementary (incorporated by reference to Registrant’s Form 1-A (File No. 000-55006), filed on April 12, 2021)
3.1(ii)Series B Preferred Articles Supplementary (incorporated by reference to Registrant’s Form 1-A POS (File No. 024-11503), filed on November 13, 2023)
3.1(iii)Articles of Amendment and Restatement of MacKenzie Realty Capital, Inc., effective as of January 10, 2025 (incorporated by reference to the Registrant’s Form 8-K/A, filed on January 10, 2025)
3.1(iv)Articles Supplementary for the Series C Preferred Stock (incorporated by reference to the Registrant’s Offering Statement on Form 1-A, filed June 6, 2025)
3.2Third Amended and Restated Bylaws of MacKenzie Realty Capital, Inc., effective as of January 8, 2025 (incorporated by reference to the Registrant’s Form 8-K/A, filed on January 10, 2025)
3.3(i)First Amendment of Charter Dated August 1, 2025 (incorporated by reference to Registrant’s Form 8-K (File No. 000-55006), filed on August 1, 2025)
3.3(ii)Second Amendment of Charter Dated August 1, 2025 (incorporated by reference to Registrant’s Form 8-K (File No. 000-55006), filed on August 1, 2025)
4.1*Description of Securities
4.2Partnership Unit Designation of the Series A Preferred Limited Partnership Units of MacKenzie Realty Operating Partnership, LP (incorporated by reference to Registrant’s Form 10-K (File No. 000-55006), filed on September 28, 2022)
10.1Agreement of general financial advisory and investment banking services with Maxim Group LLC (incorporated by reference to Registrant’s Form 8-K (File No. 000-55006), filed on August 27, 2024)
10.2Agreement of Limited Partnership of MacKenzie Realty Operating Partnership, LP, Dated May 20, 2020 (incorporated by reference to the Registrant’s Form 8-K (File No. 814-00961 filed on June 9, 2020)
10.3Operating Agreement of PVT-Madison Partners LLC (incorporated by reference to Registrant’s Form 8-K (File No. 000-55006), filed on March 11, 2021)
10.4Operating Agreement of Madison-PVT Partners LLC (incorporated by reference to Registrant’s Form 8-K (File No. 000-55006), filed on March 11, 2021)
10.5Form of Investment Adviser Introducing Agreement (pre-December 2016) (incorporated by reference to the Registration Statement on Form N-2 (File No. 333-212804) filed on August 1, 2016)
10.6Amended Administration Agreement with MacKenzie Capital Management, LP (incorporated by reference to Registrant’s Form 10-K (File No. 000-55006), filed on September 28, 2021)
10.7Form of Investor Services Agreement with MacKenzie Capital Management, LP dated November 1, 2018 (incorporated by reference to Post-Effective Amendment No. 6 to the Registration Statement on Form N-2 (File No. 333-212804), filed on May 10, 2019)
10.8**First Amendment to Advisory Management Agreement with MacKenzie Real Estate Advisers, LP (incorporated by reference to Exhibit 10.22 of the Registrant’s Form 8-K, filed on December 30, 2025)
10.9Amended And Restated Investment Advisory Agreement (incorporated by reference to Registrant’s Form 8-K (File No. 000-55006), filed on January 27, 2021)
10.10Operating Agreement by and between MacKenzie Realty Operating Partnership, LP and the Hollywood Hillview Owner LLC, dated October 4, 2021 (incorporated by reference to the Registrant’s Form 8-K (File No. 000-55006 filed on October 5, 2021)
10.11Dividend Reinvestment Plan (incorporated by reference to Registrant’s Form S-3 (File No. 000-55006), filed on December 22, 2021)
10.12Operating Agreement by and between MacKenzie Realty Operating Partnership, LP and the MacKenzie-BAA IG Shoreline LLC, dated January 25, 2022 (incorporated by reference to the Registrant’s Form 8-K (File No. 000-55006 filed on May 20, 2022)
10.14 (i)Equity Distribution Agreement dated January 15, 2025 by and between MacKenzie Realty Capital, Inc. and Maxim Group LLC (incorporated by reference to the Registrant’s Form 8-K, filed on January 15, 2025)
10.14 (ii)Amendment to the Equity Distribution Agreement, dated January 7, 2026, by and between MacKenzie Realty Capital, Inc. and Maxim Group LLC (incorporated by reference to the Registrant’s Form 8-K, filed on January 14, 2026)
10.15Agreement of Limited Partnership of MAC Operating Partnership, LP, dated March 4, 2026 (incorporated by reference to the Registrant’s Quarterly Report on Form 10Q, filed on May 15, 2026)
10.16Securities Purchase Agreement, dated November 18, 2024, between the company and purchaser (incorporated by reference to the Registrant’s Form 8-K, filed on March 3, 2025)
10.17Forbearance, Settlement, and Release Agreement dated March 25, 2025, related to Main Street West Property Indebtedness (incorporated by reference to the Registrant’s Form 8-K, filed on March 31, 2025)
10.18 (i)Note Purchase Agreement dated June 11, 2025 by and between the Company and Streeterville Capital, LLC (incorporated by reference to the Registrant’s Form 8-K, filed on June 11, 2025)
10.18 (ii)Secured Promissory Note #1 dated June 11, 2025 issued by the Company in favor of Streeterville Capital, LLC (incorporated by reference to the Registrant’s Form 8-K, filed on June 11, 2025)
10.18 (iii)Security Agreement dated June 11, 2025 by MRC QRS, Inc. in favor of Streeterville Capital, LLC (incorporated by reference to the Registrant’s Form 8-K, filed on June 11, 2025)
10.18 (iv)Guaranty dated June 11, 2025 by MRC QRS, Inc. for the benefit of Streeterville Capital, LLC (incorporated by reference to the Registrant’s Form 8-K, filed on June 11, 2025)
10.18 (v)Stock Pledge Agreement dated June 11, 2025 by and between the Company and Streeterville Capital, LLC (incorporated by reference to the Registrant’s Form 8-K, filed on June 11, 2025)
10.19Secured Promissory Note #2 dated August 1, 2025 issued by the Company in favor of Streeterville Capital, LLC (incorporated by reference to the Registrant’s Form 8-K, filed on January 21, 2026)
10.20Secured Promissory Note #3 dated January 15, 2026 issued by the Company in favor of Streeterville Capital, LLC (incorporated by reference to Exhibit 10.2 of the Registrant’s Form 8-K, filed on January 21, 2026)
10.21(i)Note Purchase Agreement dated March 6, 2026 by and between the Company and Streeterville Capital, LLC (incorporated by reference to the Registrant’s Form 8-K, filed on March 6, 2026)
10.21(ii)Secured Promissory Note dated March 6, 2026 issued by the Company in favor of Streeterville Capital, LLC (incorporated by reference to the Registrant’s Form 8-K, filed on March 6, 2026)
10.21(iii)Security Agreement dated March 6, 2026 by MRC QRS, Inc. in favor of Streeterville Capital, LLC (incorporated by reference to the Registrant’s Form 8-K, filed on March 6, 2026)
10.21(iv)Guaranty dated March 6, 2026 by MRC QRS, Inc. for the benefit of Streeterville Capital, LLC (incorporated by reference to the Registrant’s Form 8-K, filed on March 6, 2026)
10.21(v)Stock Pledge Agreement dated March 6, 2026 by and between the Company and Streeterville Capital, LLC (incorporated by reference to the Registrant’s Form 8-K, filed on March 6, 2026)
16.1Letter dated June 9, 2025 from Moss Adams to the Securities and Exchange Commission confirming the disclosures contained in Item 4.01 of the report on Form 8-K (incorporated by reference to the Registrant’s Form 8-K, filed on June 10, 2025)
19Insider Trading Policy of MacKenzie Realty Capital, Inc. contained in Item 10 of the report on Form 10-K (incorporated by reference to the Registrant’s Form 10-K, filed on September 29, 2025)
21.1*List of Subsidiaries of the Registrant
23.1*Consent of Independent Registered Public Accounting Firm
31.1*Section 302 Certification of Robert Dixon (President and Chief Executive Officer)
31.2*Section 302 Certification of Angche Sherpa (Treasurer and Chief Financial Officer)
32.1*Section 1350 Certification of Robert Dixon (President and Chief Executive Officer)
32.2*Section 1350 Certification of Angche Sherpa (Treasurer and Chief Financial Officer)
97.1MacKenzie Realty Capital, Inc. Executive Compensation Clawback Policy, effective as of October 2, 2023. (incorporated by reference to the Registrant’s Form 10-K, filed on September 29, 2025)
101.INS*Inline XBRL Instance Document (the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document)
101.SCH*Inline XBRL Taxonomy Extension Schema Documents
101.CAL*Inline XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF*Inline XBRL Taxonomy Extension Definition Linkbase Document
101.LAB*Inline XBRL Taxonomy Extension Label Linkbase Document
101.PRE *Inline XBRL Taxonomy Extension Presentation Linkbase Document
104*Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101)
  • Filed Herewith

** Management contract or compensatory plan or arrangement filed pursuant to Item 601(b) (10) (iii) of Regulation S-K.

All other exhibits for which provision is made in the applicable regulations of the Securities and Exchange Commission are not required under the related instruction or are inapplicable and therefore have been omitted.

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