Medalist Diversified REIT Inc

Additional Information Regarding Participants in the Solicitation

Under applicable SEC rules and regulations, members of the Boards of Directors, certain officers and certain other employees of the Company are considered “participants” with respect to the Company’s solicitation of proxies in connection with the Annual Meeting. The following sets forth certain information about the persons who are considered “participants.”

**1.**Directors and Nominees

The principal occupations or employment of each of the Company’s directors are set forth under the heading “Proposal No. 1 Election of Directors” in this proxy statement. The name of each director is listed below, and the business address for all the directors is P.O. Box 8436, Richmond, Virginia 23226.

Neil P. Farmer

Alfred Lee Finley

David Lunin

Emanuel D. Neuman

**2.**Certain Officers

The following table sets forth the name and principal occupation of the Company’s officers who are considered “participants.” The principal occupation refers to such person’s position with the Company, and the principal business address of each such person is P.O. Box 8436, Richmond, Virginia 23226.

**3.**Information Regarding Ownership of the Company’s Securities by Participants

Except as described in this Appendix A or in this proxy statement, none of the persons listed above under “Directors and Nominees” or “Certain Officers” owns any Company securities of record that they do not own beneficially. The number of Company securities beneficially owned by directors and named executive officers as of July 9, 2024 is set forth under the heading “Security Ownership of Certain Beneficial Owners and Management” in this proxy statement.

**4.**Information Regarding Transactions in the Company’s Securities by Participants

The following table sets forth purchases and sales of the Company’s securities during the past two years by the persons listed above under “Directors and Nominees” and “Certain Officers.”

Company Securities Purchased or Sold (7/9/2022 through 7/9/2024)

Miscellaneous Information Concerning Participants. Except as described in this Appendix A or in this proxy statement, neither any participant nor any of their respective associates or affiliates (together, the “Participant Affiliates”) is either a party to any transaction or series of transactions since August 20, 2022 or has any knowledge of any current proposed transaction or series of proposed transactions (i) to which the Company or any of its subsidiaries was or is to be a participant, (ii) in which the amount involved exceeds $120,000 and (iii) in which any participant or Participant Affiliate had, or will have, a direct or indirect material interest. Furthermore, except as described in this Appendix A or in this proxy statement, (a) no participant or Participant Affiliate, directly or indirectly, beneficially owns any securities of the Company or any securities of any subsidiary of the Company, and (b) no participant owns any securities of the Company of record but not beneficially.

Except as described in this Appendix A or in this proxy statement, no participant or Participant Affiliate has entered into any agreement or understanding with any person with respect to (i) any future employment by the Company or any of its affiliates or (ii) any future transactions to which the Company or any of its affiliates will or may be a party.

Except as described in this Appendix A or in this proxy statement, there are no contracts, arrangements or understandings by any participant or Participant Affiliate since January 1, 2023 with any person with respect to any securities of the Company, including, but not limited to, joint ventures, loan or option arrangements, puts or calls, guarantees against loss or guarantees of profit, division of losses or profits, or the giving or withholding of proxies.

Except as described in this Appendix A or in this proxy statement, and excluding any director or executive officer of the Company acting solely in that capacity, no person who is a party to an arrangement or understanding pursuant to which a nominee for election as director is proposed to be elected has any substantial interest, direct or indirect, by security holdings or otherwise, in any matter to be acted upon at the Annual Meeting.

VOTE BY INTERNET Go to http://www.vstocktransfer.com/proxy Click on Proxy Voter Login and log-on using the below control number. Voting will be open until 11:59 p.m. (Eastern Time) September 11, 2024. CONTROL # VOTE BY MAIL Mark, sign and date your proxy card and return it in the envelope we have provided. * SPECIMEN * 1 MAIN STREET ANYWHERE PA 99999-9999 VOTE BY EMAIL Mark, sign and date your proxy card and return it to vote@vstocktransfer.com VOTE BY FAX Mark, sign and date your proxy card and return it to 646-536-3179. Please Vote, Sign, Date and Return Promptly in the Enclosed Envelope. Annual Meeting of Stockholders Proxy Card - Medalist Diversified REIT, Inc. THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS DETACH PROXY CARD HERE TO VOTE BY MAIL 1. Elect one Class I director to hold office for a three-year term expiring in 2027 - Vote "FOR" only one nominee in total. If you vote "FOR" more than one nominee, all of your votes on Item 1 will be invalid and will not be counted. If you do not vote "FOR" any nominee, your shares will be voted in accordance with the Board of Directors' recommendation. ONLY VOTE FOR ONE NOMINEE COMPANY NOMINEE MR. WHEELER'S NOMINEES OPPOSED BY THE COMPANY The Board of Directors recommends a vote "FOR" the Board of Directors’ nominee. The Board of Directors recommends you do NOT vote for any of the following four (4) nominees of Mr. Wheeler. (1B) D. Ben Berry (1C) Bradley A. Hanenberg (1D) Kathy Meredith Jassem (1E) Jon S. Wheeler (1A) David Lunin FOR WITHHOLD FOR WITHHOLD FOR WITHHOLD FOR WITHHOLD FOR WITHHOLD The Board of Directors recommends a vote "FOR" the proposal. 2. To approve, in an advisory and non-binding vote, the compensation of our named executive officers as disclosed in the Proxy Statement. FOR AGAINST ABSTAIN The Board of Directors recommends a vote for the option of "ONE YEAR." 3. To vote, on an advisory and non-binding basis, on the frequency of future advisory votes on the compensation of our named executive officers. ONE YEAR TWO YEARS THREE YEARS ABSTAIN The Board of Directors recommends a vote "FOR" the proposal. 4. Ratify the appointment of Cherry Bekaert LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2024. FOR AGAINST ABSTAIN The Board of Directors recommends a vote "FOR" the proposal. 5. To approve an amendment to the Company’s Articles of Incorporation to effect a reverse stock split of the Company’s outstanding common stock by a ratio of any whole number in a range of 1-for-10 and 1-for-100, with such ratio to be determined in the discretion of the Board of Directors and with such action to be effected at such time and date, if at all, as determined by the Board of Directors within one year after the conclusion of the 2024 Annual Meeting of Stockholders. FOR AGAINST ABSTAIN (To be Signed on Reverse Side) ABSTAIN

Medalist Diversified REIT, Inc. ANNUAL MEETING OF STOCKHOLDERS TO BE HELD ON SEPTEMBER 12, 2024 Important Notice Regarding the Availability of Proxy Materials for the Annual Meeting: The Proxy Statement and the 2023 Annual Report to Stockholders are available at: https://ts.vstocktransfer.com/irhlogin/MDRR DETACH PROXY CARD HERE TO VOTE BY MAIL The undersigned stockholder of Medalist Diversified REIT, Inc., hereby appoints Francis P. Kavanaugh and Brent Winn and each of them as proxy and attorney-in-fact, with the power to appoint his substitute, on behalf and in the name of the undersigned, to represent the undersigned at the Annual Meeting of Stockholders to be held on September 12, 2024 at 10:00 AM Pacific Time at 22 Executive Park, Suite 250, Irvine,CA 92614, and at any adjournments or postponements thereof, and to vote all shares of common stock that the undersigned would be entitled to vote if personally present, as indicated below and otherwise in their discretion on such other matters as may properly come before the meeting. The undersigned hereby acknowledges receipt of the Notice of Annual Meeting of Stockholders, and of the accompanying Proxy Statement. The undersigned hereby revokes any proxy heretofore given with respect to such meeting. THIS PROXY, WHEN PROPERLY EXECUTED, WILL BE VOTED AS DIRECTED. IF NO DIRECTION IS MADE, THE PROXY SHALL BE VOTED "FOR" THE ELECTION OF THE BOARD OF DIRECTORS’ NOMINEE, “FOR” THE ADVISORY RESOLUTION APPROVING THE COMPENSATION OF OUR NAMED EXECUTIVE OFFICERS, “ONE YEAR” FOR THE FREQUENCY OF FUTURE ADVISORY VOTES ON THE COMPENSATION OF NAMED OFFICERS, “FOR” THE RATIFICATION OF THE APPOINTMENT OF CHERRY BEKAERT LLP, AND “FOR” THE REVERSE STOCK SPLIT PROPOSAL. IF YOU VOTE "FOR" MORE THAN ONE NOMINEE, ALL OF YOUR VOTES ON PROPOSAL 1 WILL BE INVALID AND WILL NOT BE COUNTED. Electronic Delivery of Future Proxy Materials. If you would like to reduce the costs incurred by Medalist Diversified REIT, Inc. in mailing materials, you can consent to receiving all future proxy statements, proxy cards and annual reports electronically via email or the internet. To sign up for electronic delivery, please provide your email address below and check here to indicate you consent to receive or access proxy materials electronically in future years. Email Address: ___________________________ PLEASE INDICATE YOUR VOTE ON THE REVERSE SIDE Date Signature Signature, if held jointly ________________ ________________________ ________________________ Note: This proxy must be signed exactly as the name appears hereon. When shares are held jointly, each holder should sign. When signing as executor, administrator, attorney, trustee or guardian, please give full title as such. If the signer is a corporation, please sign full corporate name by a duly authorized officer, giving full title as such. If signer is a partnership, please sign in partnership name by an authorized person. To change the address on your account, please check the box at right and indicate your new address. * SPECIMEN * AC:ACCT999 90.00