Common use of EXPERTS Clause in Contracts

EXPERTS. The consolidated financial statements and schedules of UMH Properties, Inc. as of December 31, 2022 and 2021 and for each of the three years in the period ended December 31, 2022, included in our Annual Report on Form 10-K for the year ended December 31, 2022, have been incorporated by reference herein in reliance upon the report of PKF ▇’▇▇▇▇▇▇ ▇▇▇▇▇▇, LLP, our independent registered public accounting firm, incorporated by reference herein, and upon the authority of said firm as experts in accounting and auditing. We have filed with the SEC a shelf registration statement under the Securities Act with respect to the securities offered hereunder. As permitted by the rules and regulations of the SEC, this prospectus does not contain all the information set forth in the registration statement. For further information regarding our company and our securities, please refer to the registration statement and the contracts, agreements and other documents filed as exhibits to the registration statement. Additionally, we file annual, quarterly and current reports, proxy statements and other information with the SEC. You may read and copy all or any portion of the registration statement or any other materials that we file with the SEC at the SEC’s Public Reference Room at ▇▇▇ ▇ ▇▇▇▇▇▇, ▇.▇., ▇▇▇▇▇▇▇▇▇▇, ▇.▇. ▇▇▇▇▇. Please call the SEC at ▇-▇▇▇-▇▇▇-▇▇▇▇ for further information on the operation of the public reference rooms. Our SEC filings, including the registration statement, are also available to you on the SEC’s website (▇▇▇▇://▇▇▇.▇▇▇.▇▇▇). We also have a website (▇▇▇.▇▇▇.▇▇▇▇) through which you may access our recent SEC filings. Information contained on our website is not a part of this prospectus. In addition, you may look at our SEC filings at the offices of the NYSE which is located at ▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇. Our SEC filings are available at the NYSE because our Common Stock and Series D Preferred Stock are listed and traded on the NYSE. Our Common Stock is also listed and traded on the TASE.

EXPERTS. The consolidated financial statements and schedules of UMH Properties, Inc. as of December 31, 2022 and 2021 and for each management’s assessment of the three years in the period ended December 31, 2022, effectiveness of internal control over financial reporting (which is included in our Report of Management on Internal Control over Financial Reporting) incorporated in this prospectus supplement by reference to the Annual Report on Form 10-K for the year ended December 31, 2022, 2022 have been so incorporated in reliance on the report of PricewaterhouseCoopers LLP, an independent registered public accounting firm, given on the authority of said firm as experts in auditing and accounting. SEC rules allow us to “incorporate by reference” the information we file with the SEC, which means that we can disclose important information to you by referring you to those documents filed separately with the SEC. The information incorporated by reference herein in reliance upon this prospectus supplement and the report accompanying prospectus is considered to be part of PKF this prospectus supplement and the accompanying prospectus, and the information we file subsequently with the SEC prior to the completion of this offering will automatically update and supersede such information. We previously filed the following documents with the SEC and such filings are incorporated by reference into this prospectus supplement and the accompanying prospectus: • Annual Report on Form 10-K for the fiscal year ended December 31, 2022, filed February 22, 2023 (including portions of our definitive Proxy Statement for the 2023 Annual Meeting of Stockholders incorporated therein by reference); • Current Reports on Form 8-K, filed January 10, 2023, February 7, 2023, February 9, 2023, and March 3, 2023; and • The description of our common stock contained in our Registration Statement onForm 8-A, filed August 12, 2003, as updated through subsequently filed reports. We also incorporate by reference into this prospectus supplement additional documents that we may file with the SEC under Section 13(a), 13(c), 14 or 15(d) of the Exchange Act, from the date of this prospectus supplement until all of the securities offered by this prospectus supplement have been sold or the offering of these securities is otherwise terminated, provided, however, that information “furnished” under Item 2.02 or Item 7.01 of Form 8-K or other information “furnished” to the SEC which is not deemed filed is not incorporated by reference in this prospectus supplement and in the accompanying prospectus. Information that we subsequently file with the SEC as aforesaid will automatically update and may supersede information in this prospectus supplement and the accompanying prospectus and information that we previously filed with the SEC. You may obtain copies of any of these filings from us as described below, through the SEC’s website as described above. Documents incorporated by reference are available without charge, excluding all exhibits unless an exhibit has been specifically incorporated by reference into this prospectus supplement, by writing or calling our Investor Relations Department at the following address and telephone number: Investor Relations Gladstone Commercial Corporation ▇’▇▇▇ ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇, LLP, ▇▇▇▇ ▇▇▇ Copies of our independent registered public accounting firm, incorporated by reference herein, and upon the authority of said firm as experts in accounting and auditing. We have filed with the SEC a shelf registration statement under the Securities Act with respect to the securities offered hereunder. As permitted by the rules and regulations of the SEC, this prospectus does not contain all the information set forth in the registration statement. For further information regarding our company and our securities, please refer to the registration statement and the contracts, agreements and other documents filed as exhibits to the registration statement. Additionally, we file annualannual report on Form 10-K, quarterly and reports on Form 10-Q, current reportsreports on Form 8-K, proxy statements and other information with the SEC. You may read and copy all amendments, if any, to those reports filed or any portion of the registration statement or any other materials that we file furnished with the SEC at pursuant to Section 13(a) or 15(d) of the SEC’s Public Reference Room Exchange Act are available free of charge through our website at ▇▇▇ ▇ ▇▇▇▇▇▇, ▇.▇., ▇▇▇▇▇▇▇▇▇▇, ▇.▇. ▇▇▇▇▇▇▇▇▇.▇▇▇. Please call the SEC A request for any of these reports may also be submitted to us by sending a written request addressed to Investor Relations, Gladstone Commercial Corporation, ▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇, ▇▇▇▇▇▇, VA 22102, or by calling our toll-free investor relations line at ▇-▇▇▇-▇▇▇-▇▇▇▇ for further ▇. The information on located on, or accessible from, our website is not, and shall not be deemed to be, except as described below, a part of this prospectus supplement or the operation of the public reference rooms. Our SEC filings, including the registration statement, are also available to you on accompanying prospectus or incorporated into any other filings that we make with the SEC’s . The SEC also maintains a website (▇▇▇▇://that contains reports, proxy and information statements, and other information regarding issuers that file electronically with the SEC at ▇▇▇.▇▇▇.▇▇▇). We also have filed with the SEC a website (▇▇▇.▇▇▇.▇▇▇▇) through which you “shelf” registration statement on Form S-3 under the Securities Act relating to the securities that may access our recent SEC filingsbe offered by the accompanying prospectus. Information contained on our website Such prospectus is not a part of this that registration statement, but does not contain all of the information in the registration statement. We have omitted parts of the registration statement in accordance with the rules and regulations of the SEC. For more detail about us and any securities that may be offered by such prospectus. In addition, you may look at our SEC filings examine the registration statement on Form S-3 and the exhibits filed with it at the offices of locations listed in the NYSE which is located at ▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇. Our SEC filings are available at the NYSE because our Common Stock and Series D Preferred Stock are listed and traded on the NYSE. Our Common Stock is also listed and traded on the TASEprevious paragraph.

EXPERTS. The consolidated financial statements and schedules of UMH Properties, Inc. as of December 31, 2022 2018 and 2021 2017 and for each of the three years in the period ended December 31, 2022, 2018 and management’s assessment of the effectiveness of internal control over financial reporting (which is included in our Management’s Annual Report on Form 10-K for the year ended Internal Control over Financial Reporting) as of December 31, 2022, 2018 included in this prospectus supplement have been incorporated by reference herein so included in reliance upon on the report of PKF ▇’▇▇▇▇▇▇ ▇▇▇▇▇▇, PricewaterhouseCoopers LLP, our an independent registered public accounting firm, incorporated by reference herein, and upon given on the authority of said firm as experts in accounting auditing and auditingaccounting. We have filed with the SEC a shelf registration statement on Form N-2, together with all amendments and related exhibits, under the Securities Act Act, with respect to the our securities offered hereunder. As permitted by the rules and regulations of the SEC, this prospectus does not contain all supplement and the accompanying prospectus. The registration statement contains additional information set forth in the registration statement. For further information regarding our company about us and our securities, please refer to the registration statement securities being offered by this prospectus supplement and the contracts, agreements and other documents filed as exhibits to the registration statementaccompanying prospectus. Additionally, we We file annual, quarterly and current periodic reports, proxy statements and other information with the SECSEC under the Exchange Act. You may read The SEC maintains an Internet website that contains reports, proxy and copy all or any portion of the registration statement or any information statements and other materials that we file information filed electronically by us with the SEC at the SEC’s Public Reference Room at ▇▇▇ ▇ ▇▇▇▇▇▇, ▇.▇., ▇▇▇▇▇▇▇▇▇▇, ▇.▇. ▇▇▇▇▇. Please call the SEC at ▇-▇▇▇-▇▇▇-▇▇▇▇ for further information on the operation of the public reference rooms. Our SEC filings, including the registration statement, which are also available to you on the SEC’s Internet website (at ▇▇▇▇://▇▇▇.▇▇▇.▇▇▇). We also have Copies of these reports, proxy and information statements and other information may be obtained, after paying a website (duplicating fee, by electronic request at the following E-mail address: ▇▇▇▇▇▇▇▇▇▇@▇▇▇.▇▇▇.▇▇▇▇) through which you may access our recent SEC filings. Information contained on our website is not a part AUDITED FINANCIAL STATEMENTS Report of this prospectus. In additionIndependent Registered Public Accounting Firm S-66 Consolidated Statements of Assets and Liabilities as of December 31, you may look at our SEC filings at 2018 and 2017 S-68 Consolidated Statements of Operations for the offices three years ended December 31, 2018 S-70 Consolidated Statements of Changes in Net Assets for the NYSE which is located at ▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇three years ended December 31, ▇▇▇ ▇▇▇▇2018 S-71 Consolidated Statements of Cash Flows for the three years ended December 31, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇. Our SEC filings are available at 2018 S-72 Consolidated Schedule of Investments as of December 31, 2018 S-74 Consolidated Schedule of Investments as of December 31, 2017 S-92 Consolidated Schedule of Investments in and Advances to Affiliates as of December 31, 2018 S-158 To the NYSE because our Common Stock Board of Directors and Series D Preferred Stock are listed and traded on the NYSE. Our Common Stock is also listed and traded on the TASE.Shareholders of Hercules Capital, Inc.

EXPERTS. The consolidated financial statements and schedules of UMH PropertiesiBio, Inc. and Subsidiaries as of December 31June 30, 2022 2019 and 2021 2018, and for each the years then ended, incorporated by reference in this prospectus and the registration statement of the three years in the period ended December 31, 2022, included in our Annual Report on Form 10-K for the year ended December 31, 2022which this prospectus is a part, have been incorporated by reference herein so included in reliance upon on the report audit report, which includes an explanatory paragraph relating to the Company’s ability to continue as a going concern, of PKF ▇’▇▇▇▇▇▇ ▇▇▇▇▇▇, CohnReznick LLP, our an independent registered public accounting firm, incorporated by reference hereinin this prospectus and the registration statement of which this prospectus is a part, and upon given the authority of said that firm as experts in accounting and auditing. We have filed with the SEC a shelf registration statement under the Securities Act with respect to the securities offered hereunder. As permitted by the rules and regulations of the SEC, this prospectus does not contain all the information set forth in the registration statement. For further information regarding our company and our securities, please refer to the registration statement and the contracts, agreements and other documents filed as exhibits to the registration statement. Additionally, we file annual, quarterly and current reports, proxy statements and other information with the Securities and Exchange Commission, or the SEC. You may read can inspect and copy all or any portion these reports, proxy statements and other information without charge at the public reference facilities of the registration statement or any other materials that we file with the SEC at the SEC’s Public Reference Room located at the SEC’s principal office at Room ▇▇▇▇, ▇▇▇ ▇ ▇▇▇▇▇▇, ▇.▇., ▇▇▇▇▇▇▇▇▇▇, ▇.▇. ▇▇▇▇▇. Please call You may obtain information on the SEC at operation of this public reference room by calling ▇-▇▇▇-▇▇▇-▇▇▇▇ for further ▇. The SEC maintains an Internet site that contains reports, proxy and information on statements, and other information regarding issuers that file electronically with the operation SEC and state the address of the public reference rooms. Our SEC filings, including the registration statement, are also available to you on the SEC’s website that site (▇▇▇▇://▇▇▇.▇▇▇.▇▇▇). We also have a website (The Registration Statement, including all exhibits and schedules and amendments, has been filed with the SEC through the Electronic Data Gathering Analysis and Retrieval system and is available to the public from the SEC’s web site at ▇▇▇▇://▇▇▇.▇▇▇.▇▇▇▇) through which you may access . We also make our recent SEC filings. Information contained annual, quarterly and current reports, proxy statements and other information free of charge on our website is not a part of this prospectus. In addition, you may look at our SEC filings at the offices of the NYSE which is located at ▇▇ investor website,▇▇▇▇▇ ▇://▇▇.▇▇▇▇▇▇, ▇▇▇ .▇▇▇▇/sec-filings, ▇▇▇ ▇▇▇▇ as soon as reasonably practicable after we electronically file these materials with, or furnish them to, the SEC. We use our website as a channel of distribution for material company information. Important information, including financial information, analyst presentations, financial news releases, and other material information about us is routinely posted on and accessible at ▇▇▇▇▇. Our SEC filings are available at the NYSE because our Common Stock and Series D Preferred Stock are listed and traded on the NYSE. Our Common Stock is also listed and traded on the TASE://▇▇.▇▇▇▇▇▇▇.▇▇▇/.

EXPERTS. The consolidated financial statements and schedules of UMH Properties, Inc. as of December 31, 2022 2018 and 2021 2017, and for each of the three years in the period ended December 31, 2022then ended, included in our Annual Report on Form 10-K for the year ended December 31, 2022, this Prospectus have been incorporated by reference herein so included in reliance upon on the report of PKF ▇’▇▇▇▇▇▇ ▇▇▇▇▇▇, BPM LLP, our an independent registered public accounting firm, incorporated by reference herein, and upon given on the authority of said firm as experts in accounting auditing and auditingaccounting. We have filed with the SEC a this shelf registration statement on Form S-3 under the Securities Act with respect to the securities offered hereunderour Common Stock we are offering by this prospectus. As permitted by the rules and regulations of the SEC, this This prospectus does not contain all of the information set forth included in the registration statement. For further information regarding our company pertaining to us and our securitiesCommon Stock, please you should refer to the registration statement and the to its exhibits. Whenever we make reference in this prospectus to any of our contracts, agreements or other documents, the references are not necessarily complete, and other documents filed as you should refer to the exhibits attached to the registration statementstatement for copies of the actual contract, agreement or other document. Additionally, we We file annual, quarterly and current reports, information statements and proxy statements and other information with the SEC. You can read our SEC filings, including the registration statement, at the SEC’s website at ▇▇▇.▇▇▇.▇▇▇. You may also read and copy all or any portion of the registration statement or any other materials that document we file with the SEC at its public reference facility at ▇▇▇ ▇ ▇▇▇▇▇▇, ▇.▇., ▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇, ▇.▇. ▇▇▇▇▇. We also maintain a website at ▇▇▇▇://▇▇▇.▇▇▇▇▇▇▇▇▇.▇▇▇. You may access, free of charge, our annual reports on Form 10-K, quarterly reports on Form 10- Q, current reports on Form 8-K and amendments to those reports filed or furnished pursuant to Section 13(a) or 15(d) of the Exchange Act as soon as reasonably practicable after such material is electronically filed with, or furnished to, the SEC’s . The information contained on, or that can be accessed through, our website is not a part of, and should not be construed as being incorporated by reference into, this prospectus or the accompanying prospectus supplement. You may also obtain copies of the documents at prescribed rates by writing to the Public Reference Room Section of the SEC at ▇▇▇ ▇ ▇▇▇▇▇▇, ▇.▇., ▇▇▇▇▇▇▇▇▇▇, ▇.▇. ▇▇▇▇▇. Please call the SEC at ▇-▇▇▇-▇▇▇-▇▇▇▇ for further information on the operation of the public reference rooms. Our SEC filings, including the registration statement, are also available to you on the SEC’s website (▇▇▇▇://▇▇▇facilities.▇▇▇.▇▇▇). We also have a website (▇▇▇.▇▇▇.▇▇▇▇) through which you may access our recent SEC filings. Information contained on our website is not a part of this prospectus. In addition, you may look at our SEC filings at the offices of the NYSE which is located at ▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇. Our SEC filings are available at the NYSE because our Common Stock and Series D Preferred Stock are listed and traded on the NYSE. Our Common Stock is also listed and traded on the TASE.

EXPERTS. The consolidated financial statements and schedules of UMH Properties, Inc. as of December 31, 2022 and 2021 and for each management’s assessment of the three years effectiveness of internal control over financial reporting (which is included in the period ended December 31, 2022, included Report of Management on Internal Control over Financial Reporting) incorporated in our this prospectus supplement by reference to the Annual Report on Form 10-K for the year ended December 31, 2022, 2023 have been so incorporated in reliance on the report of PricewaterhouseCoopers LLP, an independent registered public accounting firm, given on the authority of said firm as experts in auditing and accounting. SEC rules allow us to “incorporate by reference” the information we file with the SEC, which means that we can disclose important information to you by referring you to those documents filed separately with the SEC. The information incorporated by reference herein in reliance upon this prospectus supplement and the report accompanying prospectus is considered to be part of PKF this prospectus supplement and the accompanying prospectus, and the information we file subsequently with the SEC prior to the completion of this offering will automatically update and supersede such information. We previously filed the following documents with the SEC and such filings are incorporated by reference into this prospectus supplement and the accompanying prospectus: • Annual Report on Form 10-K for the fiscal year ended December 31, 2023, filed February 21, 2024 (including portions of ourDefinitive Proxy Statement for the 2024 Annual Meeting of Stockholders incorporated therein by reference); and • The description of our common stock, which is filed as Exhibit 4.7 to our Annual Report on Form10-K for the fiscal year ended December 31, 2023, which updates the description contained in our Registration Statement on Form 8-A, filed August 12, 2003, as updated through subsequently filed reports. We also incorporate by reference into this prospectus supplement additional documents that we may file with the SEC under Section 13(a), 13(c), 14 or 15(d) of the Exchange Act, from the date of this prospectus supplement until all of the securities offered by this prospectus supplement have been sold or the offering of these securities is otherwise terminated, provided, however, that information “furnished” under Item 2.02 or Item 7.01 of Form 8-K or other information “furnished” to the SEC which is not deemed filed is not incorporated by reference in this prospectus supplement and in the accompanying prospectus. Information that we subsequently file with the SEC as aforesaid will automatically update and may supersede information in this prospectus supplement and the accompanying prospectus and information that we previously filed with the SEC. You may obtain copies of any of these filings from us as described below, through the SEC’s website as described above. Documents incorporated by reference are available without charge, excluding all exhibits unless an exhibit has been specifically incorporated by reference into this prospectus supplement, by writing or calling our Investor Relations Department at the following address and telephone number: Investor Relations Gladstone Commercial Corporation ▇’▇▇▇ ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇, LLP, ▇▇▇▇ ▇▇▇ Copies of our independent registered public accounting firm, incorporated by reference herein, and upon the authority of said firm as experts in accounting and auditing. We have filed with the SEC a shelf registration statement under the Securities Act with respect to the securities offered hereunder. As permitted by the rules and regulations of the SEC, this prospectus does not contain all the information set forth in the registration statement. For further information regarding our company and our securities, please refer to the registration statement and the contracts, agreements and other documents filed as exhibits to the registration statement. Additionally, we file annualannual report on Form 10-K, quarterly and reports on Form 10-Q, current reportsreports on Form 8-K, proxy statements and other information with the SEC. You may read and copy all amendments, if any, to those reports filed or any portion of the registration statement or any other materials that we file furnished with the SEC at pursuant to Section 13(a) or 15(d) of the SEC’s Public Reference Room Exchange Act are available free of charge through our website at ▇▇▇ ▇ ▇▇▇▇▇▇, ▇.▇., ▇▇▇▇▇▇▇▇▇▇, ▇.▇. ▇▇▇▇▇▇▇▇▇.▇▇▇. Please call the SEC A request for any of these reports may also be submitted to us by sending a written request addressed to Investor Relations, Gladstone Commercial Corporation, ▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇, ▇▇▇▇▇▇, VA 22102, or by calling our toll-free investor relations line at ▇-▇▇▇-▇▇▇-▇▇▇▇ for further ▇. The information on located on, or accessible from, our website is not, and shall not be deemed to be, except as described below, a part of this prospectus supplement or the operation of the public reference rooms. Our SEC filings, including the registration statement, are also available to you on accompanying prospectus or incorporated into any other filings that we make with the SEC’s . The SEC also maintains a website (▇▇▇▇://that contains reports, proxy and information statements, and other information regarding issuers that file electronically with the SEC at ▇▇▇.▇▇▇.▇▇▇. We have filed with the SEC a “shelf” registration statement on Form S-3 under the Securities Act relating to the securities that may be offered by the accompanying prospectus. Such prospectus is a part of that registration statement, but does not contain all of the information in the registration statement. We have omitted parts of the registration statement in accordance with the rules and regulations of the SEC. For more detail about us and any securities that may be offered by such prospectus, you may examine the registration statement on Form S-3 and the exhibits filed with it at the locations listed in the previous paragraph. We may offer and sell, from time to time, one or more series or classes of common stock, preferred stock, debt securities, depositary shares and subscription rights (collectively, the “securities”). We may offer these securities with an aggregate initial public offering price of up to $1.3 billion, or its equivalent in a foreign currency based upon the exchange rate at the time of sale, in amounts, at initial prices and on terms determined at the time of the offering. We may offer these securities separately or together, in separate series or classes and in amounts, at prices and on terms described in one or more supplements to this prospectus. We may offer and sell these securities to or through one or more underwriters, dealers and agents, or directly to purchasers, on a continuous or delayed basis. If any underwriters, dealers or agents are involved in the sale of any of the securities, their names, and any applicable purchase price, fee, commission or discount arrangement with, between or among them, will be set forth, or will be calculable from the information set forth, in an accompanying prospectus supplement. For more detailed information, see “Plan of Distribution” in this prospectus. No securities may be sold without delivery of an accompanying prospectus supplement describing the method and terms of the offering of those securities. Accordingly, we will deliver this prospectus together with an accompanying prospectus supplement setting forth the specific terms of the securities that we are offering. The specific terms may include limitations on direct or beneficial ownership and restrictions on transfer of the securities offered by this prospectus, in each case as may be appropriate to preserve our status as a real estate investment trust for federal income tax purposes, among other purposes. The prospectus supplement may also have a website (▇▇▇.▇▇▇.▇▇▇▇) through which add, update or change information contained in this prospectus. You should read both this prospectus and any prospectus supplement together with the additional information described under the heading “Incorporation of Certain Documents by Reference” before you may access make your investment decision. Our shares of common stock, par value $0.001 per share, 6.625% Series E Cumulative Redeemable Preferred Stock, par value $0.001 per share, and 6.00% Series G Cumulative Redeemable Preferred Stock, par value $0.001 per share, trade on the Nasdaq Global Select Market under the trading symbols “GOOD,” “GOODN,” and “GOODO,” respectively. Investing in our recent SEC filingssecurities involves substantial risks. Information contained See “Risk Factors” on our website is not a part page 7 of this prospectus, and any similar section contained in the applicable prospectus supplement concerning factors you should consider before investing in our securities. In additionNeither the U.S. Securities and Exchange Commission (the “SEC”) nor any state securities commission has approved or disapproved of these securities or determined if this prospectus is truthful or complete. Any representation to the contrary is a criminal offense. ABOUT THIS PROSPECTUS 1 FORWARD-LOOKING STATEMENTS 2 PROSPECTUS SUMMARY 4 RISK FACTORS 7 USE OF PROCEEDS 8 DESCRIPTION OF CAPITAL STOCK 9 DESCRIPTION OF DEBT SECURITIES 20 DESCRIPTION OF DEPOSITARY SHARES 27 DESCRIPTION OF SUBSCRIPTION RIGHTS 30 BOOK ENTRY PROCEDURES AND SETTLEMENT 31 CERTAIN PROVISIONS OF MARYLAND LAW AND OF OUR CHARTER AND BYLAWS 32 MATERIAL U.S. FEDERAL INCOME TAX CONSIDERATIONS 38 PLAN OF DISTRIBUTION 62 LEGAL MATTERS 66 EXPERTS 66 WHERE YOU CAN FIND MORE INFORMATION 66 INCORPORATION OF CERTAIN INFORMATION BY REFERENCE 67 This prospectus is part of a registration statement on Form S-3 that we filed with the SEC, using a “shelf” registration process for the delayed offering and sale of securities pursuant to Rule 415 under the Securities Act of 1933, as amended (the “Securities Act”). Under this shelf registration statement, we may, over time, sell any combination of the securities described in this prospectus in one or more offerings. Under the shelf registration process, we may, over time, sell any combination of the securities described in this prospectus in one or more offerings up to a total dollar amount of $1.3 billion, as described in this prospectus. This prospectus only provides you with a general description of the securities that we may offer. As allowed by SEC rules, this prospectus does not contain all of the information that you can find in the registration statement or the exhibits thereto. For further information, we refer you to the registration statement, including any amendments thereto, including its exhibits. We will not use this prospectus to offer and sell securities unless it is accompanied by a prospectus supplement that more fully describes the securities being offered and the terms of such offering. Any accompanying prospectus supplement or free writing prospectus may also update, amend or supersede other information contained in this prospectus. Before purchasing any securities, you may look at our SEC filings at should carefully read this prospectus, any accompanying prospectus supplement and any free writing prospectus together with the offices of information incorporated or deemed to be incorporated by reference herein as described under the NYSE which is located at ▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇. Our SEC filings are available at the NYSE because our Common Stock and Series D Preferred Stock are listed and traded on the NYSE. Our Common Stock is also listed and traded on the TASEheading “Where You Can Find More Information” below.

EXPERTS. The consolidated financial statements and schedules of UMH Properties, Inc. as of December 31, 2022 2018 and 2021 2017, and for each of the three years in the period ended December 31, 2022then ended, included in our Annual Report on Form 10-K for the year ended December 31, 2022, this Prospectus have been incorporated by reference herein so included in reliance upon on the report of PKF ▇’▇▇▇▇▇▇ ▇▇▇▇▇▇, BPM LLP, our an independent registered public accounting firm, incorporated by reference herein, and upon given on the authority of said firm as experts in accounting auditing and auditingaccounting. We have filed with the SEC a this shelf registration statement on Form S-3 under the Securities Act with respect to the securities offered hereunderour Common Stock we are offering by this prospectus. As permitted by the rules and regulations of the SEC, this This prospectus does not contain all of the information set forth included in the registration statement. For further information regarding our company pertaining to us and our securitiesCommon Stock, please you should refer to the registration statement and the to its exhibits. Whenever we make reference in this prospectus to any of our contracts, agreements or other documents, the references are not necessarily complete, and other documents filed as you should refer to the exhibits attached to the registration statementstatement for copies of the actual contract, agreement or other document. Additionally, we We file annual, quarterly and current reports, information statements and proxy statements and other information with the SEC. You can read our SEC filings, including the registration statement, at the SEC’s website at ▇▇▇.▇▇▇.▇▇▇. You may also read and copy all or any portion of the registration statement or any other materials that document we file with the SEC at its public reference facility at ▇▇▇ ▇ ▇▇▇▇▇▇, ▇.▇., ▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇, ▇.▇. ▇▇▇▇▇. We also maintain a website at ▇▇▇▇://▇▇▇.▇▇▇▇▇▇▇▇▇.▇▇▇. You may access, free of charge, our annual reports on Form 10-K, quarterly reports on Form 10- Q, current reports on Form 8-K and amendments to those reports filed or furnished pursuant to Section 13(a) or 15(d) of the Exchange Act as soon as reasonably practicable after such material is electronically filed with, or furnished to, the SEC’s . The information contained on, or that can be accessed through, our website is not a part of, and should not be construed as being incorporated by reference into, this prospectus or the accompanying prospectus supplement. You may also obtain copies of the documents at prescribed rates by writing to the Public Reference Room Section of the SEC at ▇▇▇ ▇ ▇▇▇▇▇▇, ▇.▇., ▇▇▇▇▇▇▇▇▇▇, ▇.▇. ▇▇▇▇▇20549. Please call the SEC at ▇-▇▇▇-▇▇▇-▇▇▇▇ for further information on the operation of the public reference rooms. Our SEC filings, including the registration statement, are also available to you on the SEC’s website (▇▇▇▇://▇▇▇facilities.▇▇▇.▇▇▇). We also have a website (▇▇▇.▇▇▇.▇▇▇▇) through which you may access our recent SEC filings. Information contained on our website is not a part of this prospectus. In addition, you may look at our SEC filings at the offices of the NYSE which is located at ▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇. Our SEC filings are available at the NYSE because our Common Stock and Series D Preferred Stock are listed and traded on the NYSE. Our Common Stock is also listed and traded on the TASE.

EXPERTS. The consolidated financial statements and schedules of UMH Properties, Inc. as of December 31, 2022 2012 and 2021 2011 and for each of the three years in the period ended December 31, 2022, 2012 and management’s assessment of the effectiveness of internal control over financial reporting (which is included in our Annual Management’s Report on Form 10-K for the year ended Internal Control over Financial Reporting) as of December 31, 2022, 2012 included in the accompanying prospectus have been incorporated by reference herein so included in reliance upon on the report of PKF ▇’▇▇▇▇▇▇ ▇▇▇▇▇▇, PricewaterhouseCoopers LLP, our an independent registered public accounting firm, incorporated by reference herein, and upon given on the authority of said firm as experts in accounting auditing and auditingaccounting. We have filed with the SEC a shelf registration statement on Form N-2, together with all amendments and related exhibits, under the Securities Act Act, with respect to the our securities offered hereunder. As permitted by the rules and regulations of the SEC, this prospectus does not contain all supplement and the accompanying prospectus. The registration statement contains additional information set forth in the registration statement. For further information regarding our company about us and our securities, please refer to the registration statement securities being offered by this prospectus supplement and the contracts, agreements and other documents filed as exhibits to the registration statementaccompanying prospectus. Additionally, we We file annual, quarterly and current periodic reports, proxy statements and other information with the SECSEC under the Exchange Act. You may read inspect and copy all or any portion of these reports, proxy statements and other information, as well as the registration statement or any other materials that we file with of which this prospectus supplement and accompanying prospectus form a part and the SEC related exhibits and schedules, at the SEC’s Public Reference Room of the SEC at ▇▇▇ ▇ ▇▇▇▇▇▇, ▇.▇., ▇▇▇▇▇▇▇▇▇▇, ▇.▇. ▇▇▇▇▇-▇▇▇▇. Please call You may obtain information on the operation of the Public Reference Room by calling the SEC at ▇-▇▇▇-▇▇▇-▇▇▇▇ for further ▇. The SEC maintains an Internet website that contains reports, proxy and information on statements and other information filed electronically by us with the operation of the public reference rooms. Our SEC filings, including the registration statement, which are also available to you on the SEC’s Internet website (at ▇▇▇▇://▇▇▇.▇▇▇.▇▇▇). We also have Copies of these reports, proxy and information statements and other information may be obtained, after paying a website (duplicating fee, by electronic request at the following E-mail address: ▇▇▇▇▇▇▇▇▇▇@▇▇▇.▇▇▇.▇▇▇▇, or by writing the SEC’s Public Reference Section, Washington, D.C. 20549-0102. UNAUDITED CONSOLIDATED INTERIM FINANCIAL STATEMENTS Consolidated Schedule of Investments as of June 30, 2013 (unaudited) through which you may access S-60 Investments: Non-control/Non-affiliate investments (cost of $1,032,780 and $896,031, respectively) $ 1,027,555 $ 894,428 Affiliate investments (cost of $17,222 and $18,307, respectively) 13,565 11,872 Total investments, at value (cost of $1,050,002 and $914,338, respectively) 1,041,120 906,300 Cash and cash equivalents 133,944 182,994 Restricted Cash 1,658 — Interest receivable 10,245 9,635 Other assets 23,886 24,714 Total assets $ 1,210,853 $ 1,123,643 Accounts payable and accrued liabilities $ 11,402 $ 11,575 Long-term Liabilities (Convertible Senior Note) 71,977 71,436 Asset-Backed Notes 110,270 129,300 2019 Notes 170,364 170,364 Long-term SBA Debentures 225,000 225,000 Total liabilities $ 589,013 $ 607,675 Commitments and Contingencies (Note 9) Common stock, par value 62 53 Capital in excess of par value 662,818 564,508 Unrealized depreciation on investments and other assets (7,204) (7,947) Accumulated realized losses on investments (32,732) (36,916) Distributions in excess of investment income (1,104) (3,730) Total net assets $ 621,840 $ 515,968 Total liabilities and net assets $ 1,210,853 $ 1,123,643 Shares of common stock outstanding ($0.001 par value, 100,000,000 authorized) 61,637 52,925 Net asset value per share $ 10.09 $ 9.75 The following table presents the assets and liabilities of our recent SEC filingsconsolidated variable interest entity (“VIE”). Information contained on our website is not a part of this prospectus. In addition, you may look at our SEC filings at the offices The assets of the NYSE which is located VIE can only be used to settle obligations of the consolidated VIE, and the creditors (or beneficial interest holders) do not have recourse to our general credit. These assets and liabilities are included in the Consolidated Statements of Assets and Liabilities above. Restricted Cash $ 1,658 $ — Total investments, at ▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇value (cost of $206,594 and $0, ▇▇▇ ▇▇▇▇respectively) 203,869 226,997 Total assets $ 205,527 $ 226,997 Asset-Backed Notes $ 110,270 $ 129,300 Total liabilities $ 110,270 $ 129,300 Investment income: Non-Control/Non-Affiliate investments $ 29,780 $ 20,934 $ 58,099 $ 40,989 Affiliate investments 514 205 1,124 450 Total interest income 30,294 21,139 59,223 41,439 Fees Non-Control/Non-Affiliate investments 4,227 2,706 6,255 4,760 Affiliate investments 4 — 4 — Control investments — 13 — 26 Total fees 4,231 2,719 6,259 4,786 Total investment income 34,525 23,858 65,482 46,225 Operating expenses: Interest 7,570 4,507 15,202 8,403 Loan fees 1,191 731 2,269 1,808 General and administrative 2,403 1,864 4,655 3,681 Employee Compensation: Compensation and benefits 4,164 3,251 7,962 6,647 Stock-based compensation 1,587 1,195 2,753 2,002 Total employee compensation 5,751 4,446 10,715 8,649 Total operating expenses 16,915 11,548 32,841 22,541 Net investment income 17,610 12,310 32,641 23,684 Net realized gain on investments Non-Control/Non-Affiliate investments 2,192 8,263 4,184 11,140 Total net realized gain on investments 2,192 8,263 4,184 11,140 Net unrealized appreciation (depreciation) on investments and other assets Non-Control/Non-Affiliate investments 1,987 (21,295 ) 2,087 (19,761) Affiliate investments (910 ) 1,083 (1,344 ) 2,377 Control investments — (313 ) — (287) Total net unrealized appreciation (depreciation) on investments and other assets 1,077 (20,525 ) 743 (17,671) Total net realized (unrealized) gain (loss) 3,269 (12,262 ) 4,927 (6,531) Net increase in net assets resulting from operations $ 20,879 $ 48 $ 37,568 17,153 Net investment income before investment gains and losses per common share: Basic $ 0.29 $ 0.25 $ 0.56 $ 0.48 Change in net assets per common share: Basic $ 0.34 $ — $ 0.65 $ 0.35 Diluted $ 0.34 $ — $ 0.64 $ 0.35 Weighted average shares outstanding Basic 60,339 48,616 57,029 47,817 Diluted 61,145 48,687 57,802 47,948 Balance at December 31, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇2011 43,853 $ 44 $ 484,244 $ (3,431) $ (43,042) $ (6,432) $ (342) $431,041 Net increase in net assets resulting from operations — — — (17,671) 11,140 23,684 — 17,153 Issuance of common stock 490 — 2,674 — — — — 2,674 Issuance of common stock under restricted stock plan 575 1 (1) — — — — — Issuance of common stock as stock dividend 117 — 1,230 — — — — 1,230 Retired shares from net issuance (292) — (3,670) — — — — (3,670) Public Offering 5,000 5 47,649 — — — — 47,654 Dividends declared — — — — — (23,340) — (23,340) Stock-based compensation — — 2,039 — — — — 2,039 Balance at June 30, 2012 49,743 $ 50 $ 534,165 $ (21,102) $ (31,902) $ (6,088) $ (342) $474,781 Balance at December 31, 2012 52,925 $ 53 $ 564,509 $ (7,947) $ (36,916) $ (3,389) $ (342) $515,968 Net increase in net assets resulting from operations — — — 743 4,184 32,641 — 37,568 Issuance of common stock 612 1 7,250 — — — — 7,251 Issuance of common stock under restricted stock plan 501 1 (1) — — — — — Issuance of common stock as stock dividend 93 0 1,189 — — — — 1,189 Retired shares from net issuance (544) (1 ) (8,390) — — — — (8,391) Public Offering 8,050 8 95,469 — — — — 95,477 Dividends declared — — — — — (30,014) — (30,014) Stock-based compensation — — 2,792 — — — — 2,792 Balance at June 30, 2013 61,637 $ 62 $ 662,818 $ (7,204) $ (32,732) $ (762) $ (342) $621,840 Net increase in net assets resulting from operations $ 37,568 $ 17,153 Adjustments to reconcile net increase in net assets resulting from operations to net cash used in operating activities: Purchase of investments (341,678) (177,725) Principal payments received on investments 203,357 99,596 Proceeds from sale of investments 11,401 18,257 Net unrealized (appreciation) / depreciation on investments and other assets (743) 17,671 Net realized gain on investments (4,184) (11,140) Accretion of paid-in-kind principal (1,420) (584) Accretion of loan discounts (2,702) (2,783) Accretion of loan discount on Convertible Senior Notes 541 541 Accretion of loan exit fees (4,465) (2,111) Change in deferred loan origination revenue 2,929 269 Unearned fees related to unfunded commitments 1,459 (1,280) Amortization of debt fees and issuance costs 1,988 1,374 Depreciation 88 141 Stock-based compensation and amortization of restricted stock grants 2,792 2,040 Change in operating assets and liabilities: Interest receivable (610) (1,292) Prepaid expenses and other assets 153 (1,420) Accounts payable 655 41 Accrued liabilities (721) (1,429) Net cash used in operating activities (93,593) (42,681) Purchases of capital equipment (157) (40) Investment in restricted cash (1,658) — Other long-term assets (30) — Net cash used in investing activities (1,845) (40) Proceeds from issuance of common stock, net 94,250 46,658 Dividends paid (28,825) (22,110) Issuance of 2019 Notes — 43,000 Borrowings of credit facilities — 15,000 Repayments of credit facilities (19,036) (46,307) Cash paid for debt issuance costs — (1,854) Net cash provided by financing activities 46,389 34,387 Net decrease in cash and cash equivalents (49,049) (8,334) Cash and cash equivalents at beginning of period 182,994 64,474 Cash and cash equivalents at end of period $ 133,944 $ 56,140 Paratek Pharmaceuticals, Inc.(9) Drug Discovery & Development Senior Debt Matures upon liqudation Interest rate Fixed 10.00% $ 45 $ 45 $ 45 Senior Debt Matures upon liqudation Interest rate Fixed 10.00% $ Senior Debt Matures upon liqudation No intial interest rate $ 28 28 28 Total Paratek Pharmaceuticals, Inc. 104 104 Chroma Therapeutics, Ltd.(5)(10) Drug Discovery & Development Senior Debt Matures November 2013 Interest rate Prime + 7.75% or Floor rate of 12.00% $ 2,290 3,003 3,003 ADMA Biologics, Inc. Drug Discovery & Development Senior Debt Matures April 2016 Interest rate Prime + 2.75% or Floor rate of 8.50% $ 5,000 4,881 4,703 Anacor Pharmaceuticals, Inc.(3) Drug Discovery & Development Senior Debt Matures July 2017 Interest rate Prime + 6.40% or Floor rate of 11.65% $ 30,000 28,890 28,890 Aveo Pharmaceuticals, Inc. (3)(11) Drug Discovery & Development Senior Debt Matures September 2015 Interest rate Prime + 7.15% or Floor rate of 11.90% $ 24,206 24,206 24,448 Cell Therapeutics, Inc. (3) Drug Discovery & Development Senior Debt(11) Matures October 2016 Interest rate Prime + 9.00% or Floor rate of 12.25% $ 10,000 9,780 9,780 Cempra, Inc.(3) Drug Discovery & Development Senior Debt(11) Matures June 2017 Interest rate Prime + 6.30% or Floor rate of 9.55% $ 15,000 14,675 14,559 Concert Pharmaceuticals, Inc. Drug Discovery & Development Senior Debt(4) Matures October 2015 Interest rate Prime + 3.25% or Floor rate of 8.50% $ 18,799 18,542 17,942 Coronado BioSciences, Inc.(3) Drug Discovery & Development Senior Debt(11) Matures March 2016 Interest rate Prime + 6.00% or Floor rate of 9.25% $ 15,000 14,916 14,389 Dicerna Pharmaceuticals, Inc. Drug Discovery & Development Senior Debt Matures January 2015 Interest rate Prime + 4.40% or Floor rate of 10.15% $ 7,148 7,051 6,922 Insmed, Inc. Drug Discovery & Development Senior Debt(11) Matures January 2016 Interest rate Prime + 4.75% or Floor rate of 9.25% $ 20,000 19,584 19,426 Merrimack Pharmaceuticals, Inc.(3) Drug Discovery & Development Senior Debt Matures May 2016 Interest rate Prime + 5.30% or Floor rate of 10.55% $ 40,000 40,013 38,974 See notes to consolidated financial statements. Our SEC filings are available at the NYSE because our Common Stock and Series D Preferred Stock are listed and traded on the NYSE. Our Common Stock is also listed and traded on the TASE.Portfolio Company Sub-Industry Type of Investment (1) Principal Amount Cost(2) Value(3) Neuralstem, Inc.(3) Drug Discovery & Development Senior Debt Matures June 2016 Interest rate Prime + 7.75% or Floor rate of 11.00% $ 8,000 $ 7,726 $ 7,726 NeurogesX, Inc. Drug Discovery & Development Senior Debt Matures February 2015 Interest rate Prime + 7.50% or Floor rate of 10.75% $ 3,876 4,285 4,285 UniQure Biopharma B.V.(5)(10) Drug Discovery & Development Senior Debt Matures October 2016 Interest rate Prime + 8.60% or Floor rate of 11.85% $ 10,000 9,831 9,831 Total Debt Drug Discovery & Development (32.96%)* 207,487 204,982 Bridgewave Communications Communications & Networking Senior Debt Matures March 2016 Interest rate Prime + 8.00% or PIK Interest 8.00% $ 7,500 7,451 3,911 OpenPeak, Inc. Communications & Networking Senior Debt(11) Matures July 2015 Interest rate Prime + 8.75% or Floor rate of 12.00% $ 12,805 13,187 13,315 Spring Mobile Solutions, Inc. Communications & Networking Senior Debt Matures November 2016 Interest rate Prime + 8.00% or Floor rate of 11.25% Deferred Interest 2.50% $ 20,000 19,381 19,381 UPH Holdings, Inc.(8) Communications & Networking Senior Debt Matures April 2015 Interest rate Libor + 11.00% or Floor rate of 13.50% $ 5,971 5,859 5,500 Floor rate of 13.50% $ 338 334 — Senior Debt Matures January 2017 Interest rate Libor + 11.00% or Floor rate of 13.50% $ 3,594 3,594 — Total UPH Holdings, Inc. 9,787 5,500 Clustrix, Inc. Electronics & Computer Hardware Senior Debt Matures December 2015 Interest rate Prime + 6.50% or Floor rate of 9.75% $ 639 622 622 Identive Group, Inc. (3) Electronics & Computer Hardware Senior Debt(11) Matures November 2015 Interest rate Prime + 7.75% or Floor rate 11.00% $ 7,284 7,326 7,134 OCZ Technology Group, Inc. (3) Electronics & Computer Hardware Senior Debt Matures April 2016 Interest rate Prime + 8.75% or Floor rate of 12.50%, PIK Interest 3.00% $ 10,000 9,449 9,359 Plures Technologies, Inc.(3) Electronics & Computer Hardware Senior Debt Matures October 2016 Interest rate Prime + 12.75% or Floor rate of 16.00%, PIK Interest 4.00% $ 2,000 $ 1,895 $ 1,895 Total Debt Electronics & Computer Hardware (3.06%) 19,292 19,010

EXPERTS. The consolidated financial statements and schedules of UMH Properties, Inc. as of December 31, 2022 and 2021 and for each management’s assessment of the three years effectiveness of internal control over financial reporting (which is included in the period ended December 31, 2022, included Report of Management on Internal Controls over Financial Reporting) incorporated in our this Prospectus by reference to the Annual Report on Form 10-K for the year ended December 31, 2022, 2021 have been so incorporated in reliance on the report of PricewaterhouseCoopers LLP, an independent registered public accounting firm, given on the authority of said firm as experts in auditing and accounting. SEC rules allow us to “incorporate by reference” the information we file with the SEC, which means that we can disclose important information to you by referring you to those documents filed separately with the SEC. The information incorporated by reference herein in reliance upon this prospectus supplement and the report accompanying prospectus is considered to be part of PKF this prospectus supplement and the accompanying prospectus, and the information we file subsequently with the SEC prior to the completion of this offering will automatically update and supersede such information. We previously filed the following documents with the SEC and such filings are incorporated by reference into this prospectus supplement and the accompanying prospectus: • Annual Report on Form 10-K for the fiscal year ended December31, 2021, filed February 15, 2022 (including portions of our definitive Proxy Statement, to be filed no later than April 30, 2022, for the 2022 Annual Meeting of Stockholders incorporated therein by reference); • the information specifically incorporated by reference into our Annual Report on Form 10-K for the fiscal year ended December 31, 2020 from our definitive proxy statement on Schedule 14A (other than information furnished rather than filed), which was filed with the SEC on March 19, 2021; • Current Reports on Form 8-K, filed January 10, 2022, January 13, 2022 and February 22, 2022; and • The description of our common stock contained in our Registration Statement onForm 8-A, filed August 12, 2003, as updated through subsequently filed reports. We also incorporate by reference into this prospectus supplement additional documents that we may file with the SEC under Section 13(a), 13(c), 14 or 15(d) of the Exchange Act, from the date of this prospectus supplement until all of the securities offered by this prospectus supplement have been sold or the offering of these securities is otherwise terminated, provided, however, that information “furnished” under Item 2.02 or Item 7.01 of Form 8-K or other information “furnished” to the SEC which is not deemed filed is not incorporated by reference in this prospectus supplement and in the accompanying prospectus. Information that we subsequently file with the SEC as aforesaid will automatically update and may supersede information in this prospectus supplement and the accompanying prospectus and information that we previously filed with the SEC. You may obtain copies of any of these filings from us as described below, through the SEC’s website as described above. Documents incorporated by reference are available without charge, excluding all exhibits unless an exhibit has been specifically incorporated by reference into this prospectus supplement, by writing or calling our Investor Relations Department at the following address and telephone number: Investor Relations Gladstone Commercial Corporation ▇’▇▇▇ ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇, LLP, our independent registered ▇▇▇▇ ▇▇▇ We are a public accounting firm, incorporated by reference herein, and upon the authority of said firm as experts in accounting and auditing. We have filed with the SEC a shelf registration statement under the Securities Act with respect to the securities offered hereunder. As permitted by the rules and regulations of the SEC, this prospectus does not contain all the information set forth in the registration statement. For further information regarding our company and our securities, please refer to the registration statement and the contracts, agreements and other documents filed as exhibits to the registration statement. Additionally, we file annual, quarterly and current reports, proxy statements and other information with the SEC. You may read and copy all or any portion of Our SEC filings are also available to the registration statement or any other materials that we file with the SEC public at the SEC’s Public Reference Room website at ▇▇▇ ▇ ▇▇▇▇▇▇, ▇.▇., ▇▇▇▇▇▇▇▇▇▇, ▇.▇. ▇▇▇▇▇. Please call the SEC at ▇-▇▇▇-▇▇▇-▇▇▇▇ for further information on the operation of the public reference rooms. Our SEC filings, including the registration statement, are also available to you on the SEC’s website (▇▇▇▇://▇▇▇.▇▇▇.▇▇▇). We also have a make available free of charge through our website (▇▇▇.our Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K and amendments to those reports filed or furnished pursuant to Section 13(a) or 15(d) of the Exchange Act as well as our definitive proxy statement and Section 16 reports on Forms 3, 4 and 5. Our website address is ▇▇▇.▇▇▇▇) through which you may access our recent SEC filings. Information contained on our website is not a part of this prospectus. In addition, you may look at our SEC filings at the offices of the NYSE which is located at ▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇▇▇.▇▇▇. The information located on, or accessible from, our website is not, and shall not be deemed to be, except as described below, a part of this prospectus supplement or the accompanying prospectus or incorporated into any other filings that we make with the SEC. This prospectus supplement, and the accompanying prospectus, comprises only part of a registration statement on FormS-3 that we have filed with the SEC under the Securities Act and, therefore, omits some of the information contained in the registration statement. We have also filed exhibits and schedules to the registration statement which are excluded from this prospectus supplement and the accompanying prospectus, and you should refer to the applicable exhibit or schedule for a complete description of any statement referring to any contract or other document. You may inspect or obtain a copy of the registration statement, including the exhibits and schedules, as described in the previous paragraph. We may offer and sell, from time to time, one or more series or classes of common stock, preferred stock, debt securities, depositary shares and subscription rights (collectively, the “securities”). We may offer these securities with an aggregate initial public offering price of up to $800,000,000, or its equivalent in a foreign currency based upon the exchange rate at the time of sale, in amounts, at initial prices and on terms determined at the time of the offering. We may offer these securities separately or together, in separate series or classes and in amounts, at prices and on terms described in one or more supplements to this prospectus. We may offer and sell these securities to or through one or more underwriters, dealers and agents, or directly to purchasers, on a continuous or delayed basis. If any underwriters, dealers or agents are involved in the sale of any of the securities, their names, and any applicable purchase price, fee, commission or discount arrangement with, between or among them, will be set forth, or will be calculable from the information set forth, in an accompanying prospectus supplement. For more detailed information, see “Plan of Distribution” in this prospectus. No securities may be sold without delivery of an accompanying prospectus supplement describing the method and terms of the offering of those securities. Accordingly, we will deliver this prospectus together with an accompanying prospectus supplement setting forth the specific terms of the securities that we are offering. The specific terms may include limitations on direct or beneficial ownership and restrictions on transfer of the securities offered by this prospectus, in each case as may be appropriate to preserve our status as a real estate investment trust for federal income tax purposes, among other purposes. The prospectus supplement may also add, update or change information contained in this prospectus. You should read both this prospectus and any prospectus supplement together with the additional information described under the heading “Incorporation of Certain Documents by Reference” before you make your investment decision. Our SEC filings are available at the NYSE because our Common Stock and shares of common stock, par value $0.001 per share, 7.00% Series D Cumulative Redeemable Preferred Stock are listed Stock, par value $0.001 per share, and traded 6.625% Series E Cumulative Redeemable Preferred Stock, par value $0.001 per share, trade on the NYSENasdaq Global Select Market under the trading symbols “GOOD,” “GOODM,” and “GOODN,” respectively. Our Common Stock Investing in our securities involves substantial risks. See “Risk Factors” on page 5 of this prospectus, as well as the “Risk Factors” incorporated by reference herein from our most recent Annual Report on Form 10-K, our Quarterly Reports on Form 10-Q and other reports and information that we file with the Securities and Exchange Commission from time to time. ABOUT THIS PROSPECTUS 1 FORWARD-LOOKING STATEMENTS 1 THE COMPANY 4 RISK FACTORS 5 USE OF PROCEEDS 5 DESCRIPTION OF CAPITAL STOCK 5 DESCRIPTION OF DEBT SECURITIES 13 DESCRIPTION OF DEPOSITARY SHARES 19 DESCRIPTION OF SUBSCRIPTION RIGHTS 22 BOOK ENTRY PROCEDURES AND SETTLEMENT 22 CERTAIN PROVISIONS OF MARYLAND LAW AND OF OUR CHARTER AND BYLAWS 23 MATERIAL U.S. FEDERAL INCOME TAX CONSIDERATIONS 28 PLAN OF DISTRIBUTION 52 LEGAL MATTERS 56 EXPERTS 56 WHERE YOU CAN FIND MORE INFORMATION 56 INCORPORATION OF CERTAIN DOCUMENTS BY REFERENCE 56 This prospectus is part of a registration statement on Form S-3 that we filed with the SEC, using a “shelf” registration process for the offering and sale of securities pursuant to Rule 415 under the Securities Act of 1933, as amended (the “Securities Act”). Under the shelf registration process, we may, over time, sell any combination of the securities described in this prospectus in one or more offerings. This prospectus only provides you with a general description of the securities that we may offer. As allowed by SEC rules, this prospectus does not contain all of the information that you can find in the registration statement or the exhibits thereto. For further information, we refer you to the registration statement, including any amendments thereto, including its exhibits. We will not use this prospectus to offer and sell securities unless it is accompanied by a prospectus supplement that more fully describes the securities being offered and the terms of such offering. Any accompanying prospectus supplement or free writing prospectus may also listed update, amend or supersede other information contained in this prospectus. Before purchasing any securities, you should carefully read this prospectus, any accompanying prospectus supplement and traded on any free writing prospectus together with the TASEinformation incorporated or deemed to be incorporated by reference herein as described under the heading “Where You Can Find More Information” below.

EXPERTS. The consolidated financial statements and schedules of UMH Properties, Inc. as of December 31, 2022 2013 and 2021 2012 and for each of the three years in the period ended December 31, 2022, 2013 and management’s assessment of the effectiveness of internal control over financial reporting (which is included in our Annual Management’s Report on Form 10-K for the year ended Internal Control over Financial Reporting) as of December 31, 2022, 2013 included in the accompanying prospectus have been incorporated by reference herein so included in reliance upon on the report of PKF ▇’▇▇▇▇▇▇ ▇▇▇▇▇▇, PricewaterhouseCoopers LLP, our an independent registered public accounting firm, incorporated by reference herein, and upon given on the authority of said firm as experts in accounting auditing and auditingaccounting. We have filed with the SEC a shelf registration statement on Form N-2, together with all amendments and related exhibits, under the Securities Act Act, with respect to the our securities offered hereunder. As permitted by the rules and regulations of the SEC, this prospectus does not contain all supplement and the accompanying prospectus. The registration statement contains additional information set forth in the registration statement. For further information regarding our company about us and our securities, please refer to the registration statement securities being offered by this prospectus supplement and the contracts, agreements and other documents filed as exhibits to the registration statementaccompanying prospectus. Additionally, we We file annual, quarterly and current periodic reports, proxy statements and other information with the SECSEC under the Exchange Act. You may read inspect and copy all or any portion of these reports, proxy statements and other information, as well as the registration statement or any other materials that we file with of which this prospectus supplement and accompanying prospectus form a part and the SEC related exhibits and schedules, at the SEC’s Public Reference Room of the SEC at ▇▇▇ ▇ ▇▇▇▇▇▇, ▇.▇., ▇▇▇▇▇▇▇▇▇▇, ▇.▇. ▇▇▇▇▇-▇▇▇▇. Please call You may obtain information on the operation of the Public Reference Room by calling the SEC at ▇-▇▇▇-▇▇▇-▇▇▇▇ for further ▇. The SEC maintains an Internet website that contains reports, proxy and information on statements and other information filed electronically by us with the operation of the public reference rooms. Our SEC filings, including the registration statement, which are also available to you on the SEC’s Internet website (at ▇▇▇▇://▇▇▇.▇▇▇.▇▇▇). We also have Copies of these reports, proxy and information statements and other information may be obtained, after paying a website (duplicating fee, by electronic request at the following E-mail address: ▇▇▇▇▇▇▇▇▇▇@▇▇▇.▇▇▇.▇▇▇▇, or by writing the SEC’s Public Reference Section, Washington, D.C. 20549-0102. UNAUDITED CONSOLIDATED INTERIM FINANCIAL STATEMENTS Consolidated Statements of Assets and Liabilities as of September 31, 2014 (unaudited) through which you may access and December 31, 2013 S-62 Consolidated Statements of Operations for the three and nine-month periods ended September 30, 2014 and 2013 (unaudited) S-64 Consolidated Statements of Changes in Net Assets for the nine-month periods ended September 30, 2014 and 2013 (unaudited) S-65 Consolidated Statements of Cash Flows for the nine-month periods ended September 30, 2014 and 2013 (unaudited) S-66 Consolidated Schedule of Investments as of September 30, 2014 (unaudited) S-67 Consolidated Schedule of Investments as of December 31, 2013 S-82 Notes to Consolidated Financial Statements (unaudited) S-98 Investments: Non-control/Non-affiliate investments (cost of $996,338 and $891,059, respectively) $ 990,068 $ 899,314 Affiliate investments (cost of $15,959 and $15,238, respectively) 8,845 10,981 Total investments, at value (cost of $1,012,297 and $906,297, respectively) 998,913 910,295 Cash and cash equivalents 158,627 268,368 Restricted cash 2,096 6,271 Interest receivable 9,146 8,962 Other assets 30,556 27,819 Total assets $ 1,199,338 $ 1,221,715 Accounts payable and accrued liabilities $ 11,613 $ 14,268 Long-term Liabilities (Convertible Senior Notes) 40,012 72,519 Asset-Backed Notes 27,951 89,557 2019 Notes 170,364 170,364 2024 Notes 103,000 — Long-term SBA Debentures 190,200 225,000 Total liabilities $ 543,140 $ 571,708 Commitments and Contingencies (Note 10) Common stock, par value 65 62 Capital in excess of par value 670,711 656,594 Unrealized appreciation (depreciation) on investments (14,706) 3,598 Accumulated realized losses on investments (2,233) (15,240) Undistributed net investment income 2,361 4,993 Total net assets $ 656,198 $ 650,007 Total liabilities and net assets $ 1,199,338 $ 1,221,715 Shares of common stock outstanding ($0.001 par value, 100,000,000 authorized) 64,182 61,837 Net asset value per share $ 10.22 $ 10.51 The following table presents the assets and liabilities of our recent SEC filings. Information contained on our website is not a part of this prospectus. In additionconsolidated securitization trust for asset-backed notes (see Note 4), you may look at our SEC filings at the offices of the NYSE which is located a variable interest entity (“VIE”). The assets of our securitization VIE can only be used to settle obligations of our consolidated securitization VIE, these liabilities are only the obligations of our consolidated securitization VIE, and the creditors (or beneficial interest holders) do not have recourse to our general credit. These assets and liabilities are included in the Consolidated Statements of Assets and Liabilities above. September 30, December 31, Restricted Cash $ 2,096 $ 6,271 Total investments, at ▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇value (cost of $87,405 and $166,513, ▇▇▇ ▇▇▇▇respectively) 85,233 165,445 Total assets $ 87,329 $ 171,716 LIABILITIES Asset-Backed Notes $ 27,951 $ 89,557 Total liabilities $ 27,951 $ 89,557 Investment income: Non-Control/Non-Affiliate investments $ 33,210 $ 35,623 $ 92,975 $ 93,722 Affiliate investments 130 561 1,747 1,684 Total interest income 33,340 36,184 94,722 95,406 Fees Non-Control/Non-Affiliate investments 3,671 4,832 12,037 11,088 Affiliate investments 8 5 30 9 Total fees 3,679 4,837 12,067 11,097 Total investment income 37,019 41,021 106,789 106,503 Operating expenses: Interest 6,495 7,587 20,177 22,788 Loan fees 1,364 1,072 4,531 3,341 General and administrative 2,397 2,176 6,984 6,831 Employee Compensation: Compensation and benefits 3,922 7,030 11,375 14,992 Stock-based compensation 2,823 1,596 6,849 4,349 Total employee compensation 6,745 8,626 18,224 19,341 Total operating expenses 17,001 19,461 49,916 52,301 Loss on debt extinguishment (Long-term Liabilities—Convertible Senior Notes) (1,023) — (1,023) — Net investment income 18,995 21,560 55,850 54,202 Net realized gain on investments Non-Control/Non-Affiliate investments 5,664 7,125 13,007 11,309 Total net realized gain on investments 5,664 7,125 13,007 11,309 Net increase in unrealized appreciation (depreciation) on investments Non-Control/Non-Affiliate investments (10,029) 9,288 (15,447) 10,506 Affiliate investments 547 (992) (2,857) (1,468) Total net unrealized appreciation (depreciation) on investments (9,482) 8,296 (18,304) 9,038 Total net realized and unrealized gain (loss) (3,818) 15,421 (5,297) 20,347 Net increase in net assets resulting from operations $ 15,177 $ 36,981 $ 50,553 $ 74,549 Net investment income before investment gains and losses per common share: Basic $ 0.30 $ 0.35 $ 0.89 $ 0.91 Change in net assets per common share: Basic $ 0.24 $ 0.61 $ 0.80 $ 1.26 Diluted $ 0.23 $ 0.59 $ 0.78 $ 1.23 Weighted average shares outstanding Basic 62,356 60,522 61,444 58,206 Diluted 63,779 60,750 63,554 58,396 Dividends declared per common share: Balance at December 31, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇. Our SEC filings are available 2012 52,925 $ 53 $564,508 $ (7,947) $ (36,916) $ (3,388) $ (342) $515,968 Net increase in net assets resulting from operations — — — 9,038 11,309 54,202 — 74,549 Issuance of common stock 1,337 1 16,542 — — — — 16,543 Issuance of common stock under restricted stock plan 472 1 (1) — — — — — Issuance of common stock as stock dividend 142 — 1,923 — — — — 1,923 Retired shares from net issuance (1,170) (1 ) (18,259) — — — — (18,260) Public offering 8,050 8 95,529 — — — — 95,537 Dividends declared — — — — — (47,292) — (47,292) Stock-based compensation — — 4,408 — — — — 4,408 Balance at September 30, 2013 61,756 $ 62 $664,650 $ 1,091 $ (25,607) $ 3,522 $ (342) $643,376 Balance at December 31, 2013 61,837 $ 62 $656,594 $ 3,598 $ (15,240) $ 5,335 $ (342) $650,007 Net increase (decrease) in net assets resulting from operations — — — (18,304) 13,007 55,850 — 50,553 Issuance of common stock 256 — 2,873 — — — — 2,873 Issuance of common stock under restricted stock plan 632 1 (1) — — — — — Issuance of common stock as stock dividend 76 — 1,152 — — — — 1,152 Retired shares from net issuance (193) — (5,992) — — — — (5,992) Public offering 1,574 2 9,180 — — — — 9,182 Dividends declared — — — — — (58,482) — (58,482) Stock-based compensation — — 6,905 — — — — 6,905 Balance at September 30, 2014 64,182 $ 65 $670,711 $ (14,706) $ (2,233) $ 2,703 $ (342) $656,198 Net increase in net assets resulting from operations $ 50,553 $ 74,549 Adjustments to reconcile net increase in net assets resulting from operations to net cash provided by (used in) operating activities: Purchase of investments (415,399) (411,515) Principal payments received on investments 316,543 336,438 Proceeds from the NYSE because our Common Stock sale of investments 17,977 29,459 Net unrealized depreciation (appreciation) on investments 18,304 (9,038) Net realized gain on investments (13,007) (11,309) Accretion of paid-in-kind principal (1,990) (2,269) Accretion of loan discounts (7,690) (4,556) Accretion of loan discount on Convertible Senior Notes 738 812 Loss on conversion of Convertible Senior Notes 1,023 — Accretion of loan exit fees (754) (10,031) Change in deferred loan origination revenue (616) 2,540 Unearned fees related to unfunded commitments (7,789) (364) Amortization of debt fees and Series D Preferred Stock are listed issuance costs 4,131 2,918 Depreciation 161 162 Stock-based compensation and traded on the NYSE. Our Common Stock is also listed amortization of restricted stock grants 6,905 4,408 Change in operating assets and traded on the TASE.liabilities: Interest and fees receivable (184) (641) Prepaid expenses and other assets 59 570 Accounts payable 1,126 (63) Accrued liabilities (4,203) 2,588 Net cash provided by (used in) operating activities (34,112) 4,658 Purchases of capital equipment (94) (240) Reduction of (investment in) restricted cash 4,175 (3,632) Other long-term assets — (30) Net cash provided by (used in) investing activities 4,081 (3,902) Proceeds from issuance (repurchase of employee shares due to restricted stock vesting) of common stock, net 6,734 93,443 Dividends paid (57,330) (45,368) Issuance of 2024 Notes, net 99,655 — Repayments of Asset-Backed Notes (61,606) (26,832) Repayments of Long-Term SBA Debentures (34,800) — Cash paid for redemption of Convertible Senior Notes (31,577) — Fees paid for credit facilities and debentures (786) — Net cash provided by (used in) financing activities (79,710) 21,243 Net decrease in cash and cash equivalents (109,741) 21,999 Cash and cash equivalents at beginning of period 268,368 182,994 Cash and cash equivalents at end of period $ 158,627 $ 204,993 Dividends Reinvested $ 1,152 $ 1,923 Paid-in-Kind Principal $ 1,990 $ 2,269 Labcyte, Inc.(11)(13)(14) Biotechnology Tools Senior Secured June 2016 Interest rate PRIME + 6.70% or Floor rate of 9.95% $ 3,104 $ 3,252 $ 3,262

EXPERTS. The consolidated financial statements and schedules balance sheets of UMH PropertiesMatinas BioPharma Holdings, Inc. and Subsidiaries (the “Company”) as of December 31, 2022 2019 and 2021 2018, and the related consolidated statements of operations and comprehensive loss, stockholders’ equity, and cash flows for each of the three years in the two-year period ended December 31, 20222019, included in our and the effectiveness of the Company’s internal control over financial reporting have been audited by EisnerAmper LLP, an independent registered public accounting firm. Such financial statements and the effectiveness of the Company’s internal control over financial reporting, have been incorporated herein by reference to the Company’s Annual Report on Form 10-K for the year ended December 31, 20222019, and have been so incorporated by reference herein in reliance on the reports (which contain an adverse opinion on the effectiveness of the Company’s internal control over financial reporting because of material weaknesses) of such firm given upon the report of PKF ▇’▇▇▇▇▇▇ ▇▇▇▇▇▇, LLP, our independent registered public accounting firm, incorporated by reference herein, and upon the their authority of said firm as experts in accounting and auditing. We have filed with the SEC This prospectus constitutes a shelf part of a registration statement on Form S-3 filed under the Securities Act with respect to the securities offered hereunderAct. As permitted by the rules and regulations of the SEC’s rules, this prospectus does and any prospectus supplement, which form a part of the registration statement, do not contain all the information set forth that is included in the registration statement. For further You will find additional information regarding our company and our securities, please refer to about us in the registration statement statement. Any statements made in this prospectus or any prospectus supplement concerning legal documents are not necessarily complete and you should read the contracts, agreements and other documents that are filed as exhibits to the registration statementstatement or otherwise filed with the SEC for a more complete understanding of the document or matter. Additionally, we We file annual, quarterly and current reports, proxy statements and other information with the SEC. You may read read, without charge, and copy all or any portion of the registration statement or any other materials that documents we file with the SEC at the SEC’s Public Reference Room public reference rooms in Washington, D.C. at ▇▇▇ ▇ ▇▇▇▇▇▇, ▇.▇., ▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇, ▇.▇. ▇ ▇▇▇▇▇. You can request copies of these documents by writing to the SEC and paying a fee for the copying cost. Please call the SEC at ▇-▇▇▇-▇▇▇-▇▇▇▇ for further information on the operation of the public reference rooms. Our SEC filings, including the registration statement, filings are also available to you on the public at no cost from the SEC’s website (at ▇▇▇▇://▇▇▇.▇▇▇.▇▇▇). We also have a website (▇▇▇.▇▇▇.▇▇▇▇) through which you may access our recent SEC filings. Information contained on our website is not a part of this prospectus. In addition, you may look at our SEC filings at the offices of the NYSE which is located at ▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇. Our SEC filings are available at the NYSE because our Common Stock and Series D Preferred Stock are listed and traded on the NYSE. Our Common Stock is also listed and traded on the TASE.

EXPERTS. The consolidated financial statements and schedules of UMH PropertiesCompass Therapeutics, Inc. and subsidiaries as of December 31, 2022 2020 and 2021 and for each of 2019 incorporated in this registration statement by reference from the three years in the period ended December 31, 2022, included in our Company’s Annual Report on Form 10-K for the year ended December 31, 2022, 2020 have been incorporated audited by reference herein in reliance upon the report of PKF ▇’▇▇▇▇▇▇ ▇▇▇▇▇▇, CohnReznick LLP, our an independent registered public accounting firm, as set forth in their report thereon, included therein, and incorporated herein by reference. Such consolidated financial statements are incorporated herein by reference herein, and in reliance upon such report given on the authority of said such firm as experts in accounting and auditing. We have filed with the SEC a shelf this registration statement on Form S-3 under the Securities Act with respect to the securities shares of common stock being offered hereunderby this prospectus. As permitted by the rules and regulations This prospectus, which constitutes a part of the SECthis registration statement, this prospectus does not contain all of the information set forth in the this registration statementstatement and its exhibits. For further information regarding our company with respect to us and our securitiesthe common stock offered by this prospectus, please you should refer to the this registration statement and the contracts, agreements and other documents exhibits filed as exhibits part of this document. Statements contained in this prospectus as to the contents of any contract or any other document referred to are not necessarily complete, and in each instance, we refer you to the copy of the contract or other document filed as an exhibit to this registration statement. Additionally, we Each of these statements is qualified in all respects by this reference. We are subject to the informational requirements of the Exchange Act and file annual, quarterly and current reports, proxy statements and other information with the SEC. You may can read and copy all or any portion of the registration statement or any other materials that we file with the SEC at the SEC’s Public Reference Room at ▇▇▇ ▇ ▇▇▇▇▇▇, ▇.▇., ▇▇▇▇▇▇▇▇▇▇, ▇.▇. ▇▇▇▇▇. Please call the SEC at ▇-▇▇▇-▇▇▇-▇▇▇▇ for further information on the operation of the public reference rooms. Our our SEC filings, including the this registration statement, are also available to you over the Internet on the SEC’s website (at ▇▇▇▇://▇▇▇.▇▇▇.▇▇▇). We You may also have request a website (▇▇▇.▇▇▇.▇▇▇▇) through which you may access our recent SEC copy of these filings. Information contained on our website is not a part of this prospectus. In addition, you may look at our SEC filings at the offices of the NYSE which is located at no cost, by writing or telephoning us at: ▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇, ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, (▇▇▇) ▇▇▇-▇▇▇▇ We have elected to incorporate the following documents into this prospectus, together with all exhibits filed therewith or incorporated therein by reference, to the extent not otherwise amended or superseded by the contents of this prospectus: • our Annual Report on Form 10-K for the fiscal year ended December 31, 2020, as filed with the SEC on March 5, 2021; • our Quarterly Report on Form 10-Q for the quarter ended March 31, 2021, as filed with the SEC on April 30, 2021; • our definitive proxy statement on Schedule 14A, as filed with the SEC on April 29, 2021; and • our Current Reports on Form 8-K filed with the SEC on April 19, 2021, May 13, 2021, June 4, 2021 and June 30, 2021 (other than any reports or portions thereof that are furnished under Item 2.02 or Item 7.01 and any exhibits included with such Items). Our The information incorporated by reference is an important part of this prospectus. In addition, we incorporate by reference in this prospectus any future filings we make with the SEC under Sections 13(a), 13(c), 14, or 15(d) of the Exchange Act (excluding any information furnished and not filed with the SEC) after the date on which the registration statement that includes this prospectus was initially filed with the SEC (including all such documents we may file with the SEC after the date of the initial registration statement and prior to the effectiveness of the registration statement) and until all offerings under this prospectus are terminated. Any statement contained in a document incorporated by reference herein shall be deemed to be modified or superseded for all purposes to the extent that a statement contained in this prospectus or in any other subsequently filed document which is also incorporated or deemed to be incorporated by reference, modifies or supersedes such statement. Any statement so modified or superseded shall not be deemed, except as so modified or superseded, to constitute a part of this prospectus. You may request a copy of these filings are available (other than an exhibit to a filing unless that exhibit is specifically incorporated by reference into that filing) at no cost by writing, telephoning or e-mailing us at the NYSE because our Common Stock and Series D Preferred Stock are listed and traded following address or telephone number: You may also access these documents, free of charge on the NYSESEC’s website at ▇▇▇.▇▇▇.▇▇▇ or on our website at ▇▇▇.▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇. Our Common Stock Information contained on our website is also listed not incorporated by reference into this prospectus, and traded on the TASEyou should not consider any information on, or that can be accessed from, our website as part of this prospectus or any accompanying prospectus supplement.

EXPERTS. The consolidated financial statements and schedules of UMH Properties, Inc. as of December 31, 2022 and 2021 and for each of the three years in the period ended December 31, 2022, included in our Annual Report on Form 10-K for the year ended December 31, 2022, have been incorporated by reference herein in reliance upon the report of PKF ▇’▇▇▇▇▇▇ ▇▇▇▇▇▇O’Connor Davies, LLP, our independent registered public accounting firm, incorporated by reference herein, and upon the authority of said firm as experts in accounting and auditing. We have filed with the SEC a shelf registration statement under the Securities Act with respect to the securities offered hereunder. As permitted by the rules and regulations of the SEC, this prospectus does not contain all the information set forth in the registration statement. For further information regarding our company and our securities, please refer to the registration statement and the contracts, agreements and other documents filed as exhibits to the registration statement. Additionally, we file annual, quarterly and current reports, proxy statements and other information with the SEC. You may read and copy all or any portion of the registration statement or any other materials that we file with the SEC at the SEC’s Public Reference Room at ▇▇▇ ▇ ▇▇▇▇▇▇100 F Street, ▇.▇.N.E., ▇▇▇▇▇▇▇▇▇▇Washington, ▇.▇. ▇▇▇▇▇D.C. 20549. Please call the SEC at ▇1-▇▇▇800-▇▇▇-▇▇▇▇ SEC-0330 for further information on the operation of the public reference rooms. Our SEC filings, including the registration statement, are also available to you on the SEC’s website (▇▇▇▇://▇▇▇.▇▇▇.▇▇▇http://www.sec.gov). We also have a website (▇▇▇.▇▇▇.▇▇▇▇www.umh.reit) through which you may access our recent SEC filings. Information contained on our website is not a part of this prospectus. In addition, you may look at our SEC filings at the offices of the NYSE which is located at ▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇20 Broad Street, ▇▇▇ ▇▇▇▇New York, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇New York 10005. Our SEC filings are available at the NYSE because our Common Stock and Series D Preferred Stock are listed and traded on the NYSE. Our Common Stock is also listed and traded on the TASE.

EXPERTS. The consolidated financial statements and schedules of UMH Properties, Inc. as of December 31, 2022 2017 and 2021 2016 and for each of the three years in the period ended December 31, 2022, 2017 and management’s assessment of the effectiveness of internal control over financial reporting (which is included in our Management’s Annual Report on Form 10-K for the year ended Internal Control over Financial Reporting) as of December 31, 2022, 2017 included in the accompanying prospectus have been incorporated by reference herein so included in reliance upon on the report of PKF ▇’▇▇▇▇▇▇ ▇▇▇▇▇▇, PricewaterhouseCoopers LLP, our an independent registered public accounting firm, incorporated by reference herein, and upon given on the authority of said firm as experts in accounting auditing and auditingaccounting. We have filed with the SEC a shelf registration statement on Form N-2, together with all amendments and related exhibits, under the Securities Act Act, with respect to the our securities offered hereunder. As permitted by the rules and regulations of the SEC, this prospectus does not contain all supplement and the accompanying prospectus. The registration statement contains additional information set forth in the registration statement. For further information regarding our company about us and our securities, please refer to the registration statement securities being offered by this prospectus supplement and the contracts, agreements and other documents filed as exhibits to the registration statementaccompanying prospectus. Additionally, we We file annual, quarterly and current periodic reports, proxy statements and other information with the SECSEC under the Exchange Act. You may read inspect and copy all or any portion of these reports, proxy statements and other information, as well as the registration statement or any other materials that we file with of which this prospectus supplement and accompanying prospectus form a part and the SEC related exhibits and schedules, at the SEC’s Public Reference Room of the SEC at ▇▇▇ ▇ ▇▇▇▇▇▇, ▇.▇., ▇▇▇▇▇▇▇▇▇▇Washington, ▇.▇D.C. 20549-0102. ▇▇▇▇▇. Please call You may obtain information on the operation of the Public Reference Room by calling the SEC at ▇-▇▇▇-▇▇▇-▇▇▇▇ for further ▇. The SEC maintains an Internet website that contains reports, proxy and information on statements and other information filed electronically by us with the operation of the public reference rooms. Our SEC filings, including the registration statement, which are also available to you on the SEC’s Internet website (at ▇▇▇▇://▇▇▇.▇▇▇.▇▇▇). We also have Copies of these reports, proxy and information statements and other information may be obtained, after paying a website (duplicating fee, by electronic request at the following E-mail address: ▇▇▇▇▇▇▇▇▇▇@▇▇▇.▇▇▇.▇▇▇▇, or by writing the SEC’s Public Reference Section, Washington, D.C. 20549-0102. UNAUDITED FINANCIAL STATEMENTS Consolidated Statements of Operations for the three and six months ended June 30, 2018 and 2017 (unaudited) through which you may access our recent SEC filings. Information contained S-50 Consolidated Statements of Changes in Net Assets for the six months ended June 30, 2018 and 2017 (unaudited) S-51 Consolidated Statements of Cash Flows for the six months ended June 30, 2018 and 2017 (unaudited) S-52 Consolidated Schedule of Investments as of June 30, 2018 (unaudited) S-54 Consolidated Schedule of Investments as of December 31, 2017 (unaudited) S-72 Notes to Consolidated Financial Statements (unaudited) S-89 Investments: Non-control/Non-affiliate investments (cost of $1,614,160 and $1,506,454, respectively) $ 1,616,515 $ 1,491,458 Control investments (cost of $59,337 and $25,419, respectively) 56,716 19,461 Affiliate investments (cost of $84,063 and $87,956, respectively) 28,705 31,295 Total investments in securities, at value (cost of $1,757,560 and $1,619,829, respectively) 1,701,936 1,542,214 Cash and cash equivalents 59,461 91,309 Restricted cash 15,886 3,686 Interest receivable 14,408 12,262 Other assets 906 5,244 Total assets $ 1,792,597 $ 1,654,715 Accounts payable and accrued liabilities $ 25,115 $ 26,896 SBA Debentures, net (principal of $190,200 and $190,200, respectively) (1) 188,457 188,141 2022 Notes, net (principal of $150,000 and $150,000, respectively) (1) 147,728 147,572 2024 Notes, net (principal of $83,510 and $183,510, respectively) (1) 81,694 179,001 2025 Notes, net (principal of $75,000 and $0, respectively) (1) 72,616 — 2021 Asset-Backed Notes, net (principal of $31,088 and $49,153, respectively) (1) 30,698 48,650 2022 Convertible Notes, net (principal of $230,000 and $230,000, respectively) (1) 224,269 223,488 Credit Facilities 58,323 — Total liabilities $ 828,900 $ 813,748 Common stock, par value 94 85 Capital in excess of par value 1,026,313 908,501 Unrealized appreciation (depreciation) on our website is not a part investments(2) (56,760) (79,760) Accumulated undistributed realized gains (losses) on investments (34,205) (20,374) Undistributed net investment income 28,255 32,515 Total net assets $ 963,697 $ 840,967 Total liabilities and net assets $ 1,792,597 $ 1,654,715 Shares of this prospectus. In additioncommon stock outstanding ($0.001 par value, you may look at our SEC filings at the offices of the NYSE which is located at ▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇. Our SEC filings are available at the NYSE because our Common Stock and Series D Preferred Stock are listed and traded on the NYSE. Our Common Stock is also listed and traded on the TASE.200,000,000 authorized) 94,260 84,424 Net asset value per share $ 10.22 $ 9.96

EXPERTS. The Ernst & Young LLP, our independent registered public accounting firm, has audited the consolidated financial statements and schedules financial statement schedule of UMH PropertiesBGC Partners, Inc. as of December 31, 2022 and 2021 and for each of the three years in the period ended December 31, 2022, included in our Annual Report on Form 10-K for the fiscal year ended December 31, 20222016, have been and the effectiveness of internal control over financial reporting of BGC Partners, Inc. as of December 31, 2016, as set forth in their reports, which are incorporated by reference herein herein. Such consolidated financial statements and financial statement schedule of BGC Partners, Inc. are incorporated by reference in reliance upon on the reports of such firm, given on their authority as experts in accounting and auditing. The audited historical financial statements and financial statement schedule of GFI Group Inc. incorporated in this prospectus by reference to BGC Partners, Inc.’s Current Report on Form 8-K dated March 1, 2017 have been so incorporated in reliance on the report of PKF ▇’▇▇▇▇▇▇ ▇▇▇▇▇▇, PricewaterhouseCoopers LLP, our an independent registered public accounting firm, incorporated by reference herein, and upon given on the authority of said firm as experts in accounting auditing and auditingaccounting. We have filed with the SEC a shelf registration statement under the Securities Act with respect to the securities offered hereunder. As permitted by the rules and regulations of the SEC, this prospectus does not contain all the information set forth in the registration statement. For further information regarding our company and our securities, please refer to the registration statement and the contracts, agreements and other documents filed as exhibits to the registration statement. Additionally, we file annual, quarterly and current reports, proxy statements and other information with the SEC. You may read and copy all or any portion of the registration statement or any other materials that document we file with the SEC at the SEC’s Public Reference Room located at ▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇ ▇ ▇▇▇▇▇▇, ▇.▇., ▇▇▇▇▇▇▇▇▇▇, ▇.▇. ▇▇▇▇▇. You can also request copies of the documents, upon payment of a duplicating fee, by writing the Public Reference Section of the SEC. Please call the SEC at ▇-▇▇▇-▇▇▇-▇▇▇▇ for further information on the operation of the public reference roomsPublic Reference Room. Our SEC filings, including the registration statement, These filings are also available to you on the public from the SEC’s website (▇▇▇▇://at ▇▇▇.▇▇▇.▇▇▇)▇ . We also have a Our website (▇▇▇.address is ▇▇▇.▇▇▇▇) through which you may access our recent SEC filings. Information contained on our website is not a part of this prospectus. In addition, you may look at our SEC filings at the offices of the NYSE which is located at ▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇, ▇.▇▇▇ ▇▇▇▇. Through our website, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇we make available, free of charge, the following documents as soon as reasonably practicable after they are electronically filed with, or furnished to, the SEC: our Annual Reports on Form 10-K; our proxy statements for our annual and special stockholder meetings; our Quarterly Reports on Form 10-Q; our Current Reports on Form 8-K; Forms 3, 4 and 5 and Schedules 13D with respect to our securities filed on behalf of Cantor, CFGM, our directors and our executive officers; and amendments to those documents. Our SEC filings are available at the NYSE because The information contained on, or that may be accessed through, our Common Stock website is not part of, and Series D Preferred Stock are listed and traded on the NYSE. Our Common Stock is also listed and traded on the TASEnot incorporated into, this prospectus supplement.

EXPERTS. The consolidated financial statements and schedules of UMH Properties, Inc. as of December 31, 2022 2017 and 2021 2016 and for each of the three years in the period ended December 31, 2022, 2017 and management’s assessment of the effectiveness of internal control over financial reporting (which is included in our Annual Management’s Report on Form 10-K for the year ended Internal Control over Financial Reporting) as of December 31, 2022, 2017 included in this prospectus supplement have been incorporated by reference herein so included in reliance upon on the report of PKF ▇’▇▇▇▇▇▇ ▇▇▇▇▇▇, PricewaterhouseCoopers LLP, our an independent registered public accounting firm, incorporated by reference herein, and upon given on the authority of said firm as experts in accounting auditing and auditingaccounting. We have filed with the SEC a shelf registration statement on Form N-2, together with all amendments and related exhibits, under the Securities Act Act, with respect to the our securities offered hereunder. As permitted by the rules and regulations of the SEC, this prospectus does not contain all supplement and the accompanying prospectus. The registration statement contains additional information set forth in the registration statement. For further information regarding our company about us and our securities, please refer to the registration statement securities being offered by this prospectus supplement and the contracts, agreements and other documents filed as exhibits to the registration statementaccompanying prospectus. Additionally, we We file annual, quarterly and current periodic reports, proxy statements and other information with the SECSEC under the Exchange Act. You may read inspect and copy all or any portion of these reports, proxy statements and other information, as well as the registration statement or any other materials that we file with of which this prospectus supplement and accompanying prospectus form a part and the SEC related exhibits and schedules, at the SEC’s Public Reference Room of the SEC at ▇▇▇ ▇ ▇▇▇▇▇▇, ▇.▇., ▇▇▇▇▇▇▇▇▇▇Washington, ▇.▇D.C. 20549-0102. ▇▇▇▇▇. Please call You may obtain information on the operation of the Public Reference Room by calling the SEC at ▇-▇▇▇-▇▇▇-▇▇▇▇ for further ▇. The SEC maintains an Internet website that contains reports, proxy and information on statements and other information filed electronically by us with the operation of the public reference rooms. Our SEC filings, including the registration statement, which are also available to you on the SEC’s Internet website (at ▇▇▇▇://▇▇▇.▇▇▇.▇▇▇). We also have Copies of these reports, proxy and information statements and other information may be obtained, after paying a website (duplicating fee, by electronic request at the following E-mail address: ▇▇▇▇▇▇▇▇▇▇@▇▇▇.▇▇▇.▇▇▇▇, or by writing the SEC’s Public Reference Section, Washington, D.C. 20549-0102. UNAUDITED FINANCIAL STATEMENTS Consolidated Statements of Assets and Liabilities as of March 31, 2018 and 2017 (unaudited) through which you may access our recent SEC filings. Information contained S-80 Consolidated Statements of Operations for the three months ended March 31, 2018 and 2017 (unaudited) S-82 Consolidated Statements of Changes in Net Assets for the three months ended March 31, 2018 and 2017 (unaudited) S-83 Consolidated Statements of Cash Flows for the three months ended March 31, 2018 and 2017 (unaudited) S-84 Consolidated Schedule of Investments as of March 31, 2018 (unaudited) S-86 Consolidated Schedule of Investments as of December 31, 2017 (unaudited) S-103 Notes to Consolidated Financial Statements (unaudited) S-120 Consolidated Schedule of Investments In and Advances to Affiliates as of March 31, 2018 S-159 Report of Independent Registered Public Accounting Firm S-161 Consolidated Statements of Assets and Liabilities as of December 31, 2017 and 2016 S-163 Consolidated Statements of Operations for the three years ended December 31, 2017 S-165 Consolidated Statements of Changes in Net Assets for the three years ended December 31, 2017 S-166 Consolidated Statements of Cash Flows for the three years ended December 31, 2017 S-167 Consolidated Schedule of Investments as of December 31, 2017 S-168 Consolidated Schedule of Investments as of December 31, 2016 S-185 Notes to Consolidated Financial Statements S-202 Consolidated Schedule of Investments in and Advances to Affiliates as of December 31, 2017 S-248 Investments: Non-control/Non-affiliate investments (cost of $1,427,863 and $1,506,454, respectively) $ 1,398,640 $ 1,491,458 Control investments (cost of $60,992 and $25,419, respectively) 54,413 19,461 Affiliate investments (cost of $87,423 and $87,956, respectively) 30,525 31,295 Total investments in securities, at value (cost of $1,576,278 and $1,619,829, respectively) 1,483,578 1,542,214 Cash and cash equivalents 118,228 91,309 Restricted cash 3,632 3,686 Interest receivable 11,087 12,262 Other assets 3,187 5,244 Total assets $ 1,619,712 $ 1,654,715 Accounts payable and accrued liabilities $ 18,789 $ 26,896 SBA Debentures, net (principal of $190,200 and $190,200, respectively) (1) 188,299 188,141 2022 Notes, net (principal of $150,000 and $150,000, respectively) (1) 147,698 147,572 2024 Notes, net (principal of $183,510 and $183,510, respectively) (1) 179,161 179,001 2021 Asset-Backed Notes, net (principal of $33,575 and $49,153, respectively) (1) 33,156 48,650 2022 Convertible Notes, net (principal of $230,000 and $230,000, respectively) (1) 223,878 223,488 Total liabilities $ 790,981 $ 813,748 Common stock, par value 85 85 Capital in excess of par value 916,738 908,501 Unrealized depreciation on our website is not a part investments (2) (94,957) (79,760) Accumulated undistributed realized gains (losses) on investments (25,294) (20,374) Undistributed net investment income 32,159 32,515 Total net assets $ 828,731 $ 840,967 Total liabilities and net assets $ 1,619,712 $ 1,654,715 Shares of this prospectus. In additioncommon stock outstanding ($0.001 par value, you may look at our SEC filings at the offices of the NYSE which is located at ▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇. Our SEC filings are available at the NYSE because our Common Stock and Series D Preferred Stock are listed and traded on the NYSE. Our Common Stock is also listed and traded on the TASE.200,000,000 authorized) 85,239 84,424 Net asset value per share $ 9.72 $ 9.96

EXPERTS. The consolidated financial statements and schedules of UMH Properties, Inc. as of December 31, 2022 2017 and 2021 2016 and for each of the three years in the period ended December 31, 2022, 2017 and management’s assessment of the effectiveness of internal control over financial reporting (which is included in our Annual Management’s Report on Form 10-K for the year ended Internal Control over Financial Reporting) as of December 31, 2022, 2017 included in the accompanying prospectus have been incorporated by reference herein so included in reliance upon on the report of PKF ▇’▇▇▇▇▇▇ ▇▇▇▇▇▇, PricewaterhouseCoopers LLP, our an independent registered public accounting firm, incorporated by reference herein, and upon given on the authority of said firm as experts in accounting auditing and auditingaccounting. We have filed with the SEC a shelf registration statement on Form N-2, together with all amendments and related exhibits, under the Securities Act Act, with respect to the our securities offered hereunder. As permitted by the rules and regulations of the SEC, this prospectus does not contain all supplement and the accompanying prospectus. The registration statement contains additional information set forth in the registration statement. For further information regarding our company about us and our securities, please refer to the registration statement securities being offered by this prospectus supplement and the contracts, agreements and other documents filed as exhibits to the registration statementaccompanying prospectus. Additionally, we We file annual, quarterly and current periodic reports, proxy statements and other information with the SECSEC under the Exchange Act. You may read inspect and copy all or any portion of these reports, proxy statements and other information, as well as the registration statement or any other materials that we file with of which this prospectus supplement and accompanying prospectus form a part and the SEC related exhibits and schedules, at the SEC’s Public Reference Room of the SEC at ▇▇▇ ▇ ▇▇▇▇▇▇, ▇.▇., ▇▇▇▇▇▇▇▇▇▇Washington, ▇.▇D.C. 20549-0102. ▇▇▇▇▇. Please call You may obtain information on the operation of the Public Reference Room by calling the SEC at ▇-▇▇▇-▇▇▇-▇▇▇▇ for further ▇. The SEC maintains an Internet website that contains reports, proxy and information on statements and other information filed electronically by us with the operation of the public reference rooms. Our SEC filings, including the registration statement, which are also available to you on the SEC’s Internet website (at ▇▇▇▇://▇▇▇.▇▇▇.▇▇▇). We also have Copies of these reports, proxy and information statements and other information may be obtained, after paying a website (duplicating fee, by electronic request at the following E-mail address: ▇▇▇▇▇▇▇▇▇▇@▇▇▇.▇▇▇, or by writing the SEC’s Public Reference Section, Washington, D.C. 20549-0102. This prospectus relates to the offer, from time to time, in one or more offerings or series, up to $750,000,000 of shares of our common stock, par value $0.001 per share, preferred stock, par value $0.001 per share, warrants representing rights to purchase shares of our common stock, preferred stock or debt securities, subscription rights or debt securities, which we refer to, collectively, as the “securities.▇▇▇▇) ” The preferred stock, debt securities, subscription rights and warrants offered hereby may be convertible or exchangeable into shares of our common stock. We may sell our securities through which you underwriters or dealers, “at-the-market” to or through a market maker into an existing trading market or otherwise directly to one or more purchasers, including existing stockholders in a rights offering, or through agents or through a combination of methods of sale, including auctions. The identities of such underwriters, dealers, market makers or agents, as the case may access our recent SEC filingsbe, will be described in one or more supplements to this prospectus. Information contained The securities may be offered at prices and on our website is not a part of terms to be described in one or more supplements to this prospectus. In the event we offer common stock, the offering price per share will not be less than the net asset value per share of our common stock at the time we make the offering except (1) in connection with a rights offering to our existing stockholders, (2) with the consent of the holders of the majority of our voting securities and approval of our Board of Directors, or (3) under such circumstances as the Securities and Exchange Commission may permit. See “Risk Factors” for more information. We are a specialty finance company focused on providing senior secured loans to high-growth, innovative venture capital-backed companies in a variety of technology, life sciences and sustainable and renewable technology industries. We primarily finance privately-held companies backed by leading venture capital and private equity firms and publicly-traded companies that lack access to public capital or are sensitive to equity ownership dilution. We source our investments through our principal office located in Palo Alto, CA, as well as through additional offices in Boston, MA, New York, NY, Washington, DC, Hartford, CT and San Diego, CA. Our goal is to be the leading structured debt financing provider for venture capital-backed companies in technology-related industries requiring sophisticated and customized financing solutions. We invest primarily in structured debt with warrants and, to a lesser extent, in senior debt and equity investments. We use the term “structured debt with warrants” to refer to any debt investment, such as a senior or subordinated secured loan, that is coupled with an equity component, including warrants, options or other rights to purchase common or preferred stock. Our structured debt with warrants investments typically are secured by some or all of the assets of the portfolio company. We invest primarily in private companies but also have investments in public companies. Our investment objective is to maximize our portfolio total return by generating current income from our debt investments and capital appreciation from our warrant and equity-related investments. We are an internally-managed, non-diversified closed-end investment company that has elected to be regulated as a business development company under the Investment Company Act of 1940, as amended. Our common stock is traded on the New York Stock Exchange, or NYSE, under the symbol “HTGC.” On May 29, 2018, the last reported sale price of a share of our common stock on the NYSE, was $12.40. The net asset value per share of our common stock at March 31, 2018 (the last date prior to the date of this prospectus on which we determined net asset value) was $9.72. An investment in our securities may be speculative and involves risks including a heightened risk of total loss of investment. In addition, the companies in which we invest are subject to special risks. See “Risk Factors” beginning on page 14 to read about risks that you may look at should consider before investing in our SEC filings at securities, including the offices risk of leverage. Please read this prospectus before investing and keep it for future reference. It contains important information about us that a prospective investor ought to know before investing in our securities. We file annual, quarterly and current reports, proxy statements and other information about us with the NYSE which Securities and Exchange Commission. The information is located available free of charge by contacting us at ▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, Suite 310, Palo Alto, California 94301 or by telephone calling collect at (▇▇▇) ▇▇▇-▇▇▇▇ or on our website at ▇▇▇.▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇.▇▇▇. Our The SEC filings are available also maintains a website at the NYSE because our ▇▇▇.▇▇▇.▇▇▇ that contains such information. Summary 1 Fees and Expenses 10 Selected Consolidated Financial Data 12 Risk Factors 14 Forward-Looking Statements 63 Use of Proceeds 65 Price Range of Common Stock and Series D Distributions 66 Ratio of Earnings to Fixed Charges 69 Management’s Discussion and Analysis of Financial Condition and Results of Operations 70 Business 113 Portfolio Companies 126 Senior Securities 149 Management 152 Corporate Governance 164 Executive Compensation 170 Control Persons and Principal Stockholders 192 Certain Relationships and Related Transactions 194 Certain United States Federal Income Tax Considerations 195 Regulation 205 Determination of Net Asset Value 211 Sales of Common Stock Below Net Asset Value 215 Dividend Reinvestment Plan 220 Description of Capital Stock 221 Description of Our Preferred Stock 228 Description of Our Subscription Rights 230 Description of Warrants 232 Description of Our Debt Securities 234 Plan of Distribution 247 Brokerage Allocation and Other Practices 249 Custodian, Transfer and Dividend Paying Agent and Registrar 249 Legal Matters 249 Experts 249 Available Information Index to Financial Statements 250 F-1 Hercules Capital, Inc., our logo and other trademarks of Hercules Capital, Inc. mentioned in this prospectus are listed the property of Hercules Capital, Inc. All other trademarks or trade names referred to in this prospectus are the property of their respective owners. This prospectus is part of a registration statement that we have filed with the Securities and traded Exchange Commission using the “shelf” registration process. Under the shelf registration process, which constitutes a delayed offering in reliance on Rule 415 under the Securities Act of 1933, as amended (the “Securities Act”), we may offer, from time to time, up to $750,000,000 of our common stock, preferred stock, warrants representing rights to purchase shares of our common stock, preferred stock or debt securities, subscription rights or debt securities on the NYSEterms to be determined at the time of the offering. Our Common Stock is We may sell our securities through underwriters or dealers, “at-the-market” to or through a market maker, into an existing trading market or otherwise directly to one or more purchasers, including existing stockholders in a rights offering, or through agents or through a combination of methods of sale. The identities of such underwriters, dealers, market makers or agents, as the case may be, will be described in one or more supplements to this prospectus. The securities may be offered at prices and on terms described in one or more supplements to this prospectus. This prospectus provides you with a general description of the securities that we may offer. Each time we use this prospectus to offer securities, we will provide a prospectus supplement that will contain specific information about the terms of that offering. Please carefully read this prospectus and any such supplements together with the additional information described under “Available Information” in the “Summary” and “Risk Factors” sections before you make an investment decision. A prospectus supplement may also listed and traded on the TASEadd to, update or change information contained in this prospectus.

EXPERTS. The consolidated financial statements and schedules of UMH Properties, Inc. as of December 31, 2022 and 2021 and for each of the three fiscal years in the period ended December 31, 2022, included in our Annual Report on Form 10-K for the year ended December 31, 2022, have been 2018 and 2017 incorporated by reference herein into this prospectus have been so incorporated in reliance upon on the report of PKF ▇’▇▇▇▇▇▇ ▇▇& ▇▇▇▇, LLPP.A., our an independent registered public accounting firm, incorporated by reference herein, and upon given on the authority of said firm as experts in accounting auditing and auditingaccounting. We have filed with are subject to the SEC a shelf registration statement under informational requirements of the Securities Exchange Act with respect to the securities offered hereunder. As permitted by the rules of 1934, as amended, and regulations of the SEC, this prospectus does not contain all the information set forth in the registration statement. For further information regarding our company and our securities, please refer to the registration statement and the contracts, agreements and other documents filed as exhibits to the registration statement. Additionally, we accordance therewith file annual, quarterly and current reports, proxy statements and other information with the SECSecurities and Exchange Commission. You may read The Securities and copy all or any portion Exchange Commission maintains a website that contains reports, proxy and information statements and other information regarding registrants that file electronically with the Securities and Exchange Commission. The address of the registration statement or any other materials that we file with the SEC at the SEC’s Public Reference Room at ▇▇▇ ▇ ▇▇▇▇▇▇, ▇.▇., ▇▇▇▇▇▇▇▇▇▇, ▇.▇. ▇▇▇▇▇. Please call the SEC at ▇-▇▇▇-▇▇▇-▇▇▇▇ for further information on the operation of the public reference rooms. Our SEC filings, including the registration statement, are also available to you on the SECSecurities and Exchange Commission’s website (▇▇▇▇://is ▇▇▇.▇▇▇.▇▇▇). We also make available free of charge on or through our website at ▇▇▇.▇▇▇▇▇▇▇▇▇▇.▇▇▇, our Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K and amendments to those reports filed or furnished pursuant to Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended, as soon as reasonably practicable after we electronically file such material with or otherwise furnish it to the Securities and Exchange Commission. We have filed with the Securities and Exchange Commission a website (registration statement under the Securities Act of 1933, as amended, relating to the offering of these securities. The registration statement, including the attached exhibits, contains additional relevant information about us and the securities. This prospectus does not contain all of the information set forth in the registration statement. You can obtain a copy of the registration statement for free at ▇▇▇.▇▇▇.▇▇▇▇) through which you may access our recent SEC filings. The registration statement and the documents referred to below under “Incorporation of Certain Information contained By Reference” are also available on our website is not a part of this prospectus. In additionwebsite, you may look at our SEC filings at the offices of the NYSE which is located at ▇▇ ▇▇▇▇▇ .▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇.▇▇▇. Our SEC filings are available at We have not incorporated by reference into this prospectus the NYSE because information on our Common Stock website, and Series D Preferred Stock are listed and traded on the NYSE. Our Common Stock is also listed and traded on the TASEyou should not consider it to be a part of this prospectus.

EXPERTS. The consolidated balance sheet of Platinum Underwriters Holdings, Ltd. and the combined statements of identifiable underwriting assets and liabilities, underwriting results, identifiable underwriting cash flows and combined financial statement schedules of The St. Paul Companies, Inc. Reinsurance Underwriting Segment (Predecessor) included in the Registration Statement have been audited by KPMG LLP, independent auditors, as set forth in their reports appearing herein. The statements and combined financial statement schedules of UMH Properties, Inc. as of December 31, 2022 and 2021 and for each of the three years in the period ended December 31, 2022, referred to above are included in our Annual Report on Form 10-K for the year ended December 31, 2022, have been incorporated by reference herein in reliance upon the report such reports of PKF ▇’▇▇▇▇▇▇ ▇▇▇▇▇▇, KPMG LLP, our independent registered public accounting firm, incorporated by reference herein, and given upon the authority of said such firm as experts in accounting and auditing. We have filed with The audit report covering Predecessor's December 31, 2001, 2000 and 1999 combined statements contains an explanatory paragraph that states that the SEC combined statements are not intended to be a shelf registration statement under the Securities Act with respect to the securities offered hereundercomplete presentation of Predecessor's or St. Paul's financial position, results of operations, or cash flows. As permitted by the rules and regulations AVAILABLE INFORMATION Upon completion of the SEC, this prospectus does not contain all the information set forth in the registration statement. For further information regarding our company and our securities, please refer to the registration statement and the contracts, agreements and other documents filed as exhibits to the registration statement. Additionallyoffering, we will file annual, quarterly and current reports, proxy statements and other information with the SEC. You may read and copy all or any portion of the registration statement or any other materials that we file with the SEC documents filed by us at the SEC’s Public Reference Room 's public reference room at ▇▇▇ ▇ ▇▇▇▇▇▇450 Fifth Street, ▇.▇.N.W., ▇▇▇▇▇▇▇▇▇▇Washington, ▇.▇. ▇▇▇▇▇D.C. 20549. Please call the SEC at ▇1-▇▇▇800-▇▇▇-▇▇▇▇ SEC-0330 for further information on the operation of the public reference roomsroom. Our SEC filings, including filings will also be available over the registration statement, are also available to you on internet at the SEC’s 's website (at ▇▇▇▇://▇▇▇.▇▇▇.▇▇▇). We intend to list the Common Shares on the NYSE. Upon listing, periodic reports, proxy statements and other information concerning Platinum Holdings will be available for review at the New York Stock Exchange, Inc., 20 Broad Street, New York, New York 10005. After the completion of the Public Offering, we expect to provide annual reports to our shareholders that include financial information reported on by our independent public accountants and quarterly reports containing unaudited interim financial information for the first three fiscal quarters of each fiscal year. We have filed a registration statement on Form S-1 with the SEC (File No. 333-86906) relating to the Public Offering. This prospectus is a part of the registration statement and does not contain all of the information in the registration statement. Whenever a reference is made in this prospectus to one of our contracts or other documents, please be aware that the reference is not necessarily complete and that you should refer to the exhibits that are a part of the registration statement for a copy of the contract or other document. You may review a copy of the registration statement at the SEC's public reference room in Washington, D.C. as well as through the SEC's internet site. We also have filed a website registration statement on Form S-1 with the SEC (▇▇▇File Nos. 333-99019 and 333-99019-01) relating to the ESU Offering. You also may review a copy of that registration statement at the SEC's public reference room in Washington, D.C. as well as through the SEC's internet site. 172 ENFORCEABILITY OF CIVIL LIABILITIES UNDER UNITED STATES FEDERAL SECURITIES LAWS AND OTHER MATTERS Platinum Holdings is a Bermuda company, and certain of its officers and directors are or will be residents of various jurisdictions outside the United States. A substantial portion of the assets of Platinum Holdings and of such officers and directors, at any one time, are or may be located in jurisdictions outside the United States. In particular, Platinum Bermuda is also a Bermuda corporation. Therefore, it ordinarily could be difficult for investors to effect service of process within the United States on Platinum Holdings or any of these officers and directors who reside outside the United States or to recover against Platinum Holdings or any such individuals on judgments of courts in the United States, including judgments predicated upon civil liability under the U.S. federal securities laws. Notwithstanding the foregoing, Platinum Holdings has irrevocably agreed that it may be served with process with respect to actions against us arising out of violations of the U.S. federal securities laws in any federal or state court in the U.S. relating to the transactions covered by this prospectus by serving CT Corporation System, 1633 Broadway, 30th Fl.▇▇▇.▇▇▇▇, New York, New York 10019, telephone (800) through 624-0909, its United States agent appointed for that purpose. Nevertheless, it may be difficult for you to effect service of process within the United States upon Platinum Holdings' directors, officers and experts who reside outside the United States or to enforce in the United States judgments of U.S. courts obtained in actions against Platinum Holdings or its directors and officers, as well as the experts named in this document, who reside outside the United States. Platinum Holdings has been advised by Conyers, Dill & Pearman, its Bermuda counsel, that there is doubt as to whether the courts of Bermuda would enforce (1) judgments of United States courts obtained in actions against such persons or Platinum Holdings predicated upon the civil liability provisions of the United States federal securities laws and (2) original actions brought in Bermuda against such persons or Platinum Holdings predicated solely upon United States federal securities laws. There is no treaty in effect between the United States and Bermuda providing for such enforcement, and there are grounds upon which you Bermuda courts may access not enforce judgments of United States courts. Certain remedies available under the laws of U.S. jurisdictions, including certain remedies available under the U.S. federal securities laws, would not be allowed in Bermuda courts as contrary to Bermuda's public policy. THE PREDECESSOR BUSINESS We present below selected historical combined financial data of St. Paul Re. Our pro forma underwriting results presented under "Management's Discussion and Analysis of Pro Forma Financial Condition and Underwriting Results" in this prospectus show that our recent SEC filings2001 net premiums written, as adjusted for the business not transferred and the exclusion of the St. Paul corporate aggregate excess-of-loss reinsurance program, represent approximately 82% of St. Paul Re's net premiums written for the same period. Information contained Also, we are assuming no premium or loss development on business entered into prior to January 1, 2002. Accordingly, we caution that St. Paul Re's underwriting results and St. Paul Re's combined statements presented in this prospectus are not indicative of the actual results that we will achieve once we commence operations. For a detailed discussion of our website is pro forma combined statements of underwriting results, see "Pro Forma Financial Information". In addition to the effect of the non-transfer of certain portions of St. Paul Re's business to us and the exclusion of the St. Paul corporate aggregate excess-of-loss reinsurance program, other factors may cause our actual results to differ materially from St. Paul Re's results. For example, although we continue to be afforded the benefits of St. Paul Re's retrocessional program for the remainder of 2002, we may enter into reinsurance contracts with significantly different terms and conditions from those that have been made available to St. Paul Re from St. Paul and which form the basis of St. Paul Re's results. Furthermore, the additional premiums recorded in 2001 by St. Paul Re's finite risk business primarily associated with the September 11, 2001 terrorist attack were exceedingly high and not a part necessarily indicative of this prospectusthe recurring premium volume we expect to write in that business segment. In addition, you may look at our SEC filings at St. Paul Re's combined statements reflect the offices discounting of the NYSE liability for certain assumed reinsurance contracts using rates up to 7.5%, based on its return on invested assets or, in many cases, on yields contractually guaranteed to it on funds held by the ceding company, as permitted by the state of domicile of a company included in St. Paul Re. It is our current intention to make arrangements to permit such discounting to a similar extent as St. Paul Re, which is located at ▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇may include the organization and licensing of a U.S. subsidiary in addition to Platinum U.S. If arrangements permitting us to discount reserves to the same extent as St. Paul Re are not made, ▇▇▇ ▇▇▇▇reinsurance contracts of a similar type entered into in the future would be reported on an undiscounted basis. As further discussed in the Notes under "Pro Forma Combined Statements of Underwriting Results for the six months ended June 30, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇. Our SEC filings are available at 2002 and 2001, and the NYSE because our Common Stock year ended December 31, 2001", the following table illustrates the difference between Platinum's pro forma financial information and Series D Preferred Stock are listed and traded on St. Paul Re's for the NYSE. Our Common Stock is also listed and traded on the TASEyear ended December 31, 2001.

EXPERTS. The consolidated financial statements and schedules of UMH Properties, Inc. Pacific Ethanol as of December 31, 2022 and 2021 and for each of the three years in the period ended December 31, 2022, included 2019 and 2018 appearing in our Pacific Ethanol’s Annual Report on Form 10-K for the year ended December 31, 20222019, have been incorporated audited by reference herein in reliance upon the report of PKF ▇’▇▇▇▇▇▇ ▇▇▇▇▇▇, RSM US LLP, our an independent registered public accounting firm, as stated in their report thereon, included therein, and incorporated herein by reference. Such consolidated financial statements are incorporated herein by reference herein, and in reliance upon such reports given on the authority of said such firm as experts in accounting and auditing. We have filed with the SEC Securities and Exchange Commission a shelf registration statement on Form S-3 under the Securities Act Act, and the rules and regulations promulgated under the Securities Act, with respect to the securities offered hereunderunder this prospectus supplement. As permitted by the rules and regulations This prospectus supplement, which constitutes a part of the SECregistration statement, this prospectus does not contain all of the information set forth contained in the registration statement. For further information regarding our company and our securities, please refer to the registration statement and the contracts, agreements exhibits and other schedules to the registration statement. Many of the contracts and documents described in this prospectus supplement are filed as exhibits to the registration statementstatements and you may review the full text of these contracts and documents by referring to these exhibits. AdditionallyFor further information with respect to us and the securities offered under this prospectus supplement, we reference is made to the registration statement and its exhibits and schedules. We file annualreports, including annual reports on Form 10-K, quarterly reports on Form 10-Q and current reports on Form 8-K with the Securities and Exchange Commission. The Securities and Exchange Commission maintains an Internet web site that contains reports, proxy and information statements and other information regarding issuers, including Pacific Ethanol, that file electronically with the SECSecurities and Exchange Commission. You may read The Securities and copy all or any portion of the registration statement or any other materials that we file with the SEC at the SECExchange Commission’s Public Reference Room at ▇▇▇ ▇ ▇▇▇▇▇▇, ▇.▇., ▇▇▇▇▇▇▇▇▇▇, ▇.▇. ▇▇▇▇▇. Please call the SEC at ▇-▇▇▇-▇▇▇-▇▇▇▇ for further information on the operation of the public reference rooms. Our SEC filings, including the registration statement, are also available to you on the SEC’s Internet website (address is ▇▇▇▇://▇▇▇.▇▇▇.▇▇▇). We also have a Our Internet website (address is ▇▇▇.▇://▇▇▇.▇▇▇▇) through which you may access our recent SEC filings. Information contained on our website is not a part of this prospectus. In addition, you may look at our SEC filings at the offices of the NYSE which is located at ▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇.▇▇▇. Our SEC filings We do not anticipate that we will send an annual report to our stockholders until and unless we are available at required to do so by the NYSE because our Common Stock rules of the Securities and Series D Preferred Stock Exchange Commission. All trademarks or trade names referred to in this prospectus supplement are listed and traded on the NYSE. Our Common Stock is also listed and traded on the TASEproperty of their respective owners.

EXPERTS. The consolidated financial statements and schedules balance sheets of UMH PropertiesMatinas BioPharma Holdings, Inc. and Subsidiaries (the “Company”) as of December 31, 2022 2019 and 2021 2018, and the related consolidated statements of operations and comprehensive loss, stockholders’ equity, and cash flows for each of the three years in the two-year period ended December 31, 20222019, included in our and the effectiveness of the Company’s internal control over financial reporting have been audited by EisnerAmper LLP, an independent registered public accounting firm. Such financial statements and the effectiveness of the Company’s internal control over financial reporting, have been incorporated herein by reference to the Company’s Annual Report on Form 10-K for the year ended December 31, 20222019, and have been so incorporated by reference herein in reliance on the reports (which contain an adverse opinion on the effectiveness of the Company’s internal control over financial reporting because of material weaknesses) of such firm given upon the report of PKF ▇’▇▇▇▇▇▇ ▇▇▇▇▇▇, LLP, our independent registered public accounting firm, incorporated by reference herein, and upon the their authority of said firm as experts in accounting and auditing. We have This prospectus supplement is part of the registration statement on Form S-3 we filed with the SEC a shelf registration statement Securities and Exchange Commission, or SEC, under the Securities Act with respect to the securities offered hereunder. As permitted by the rules Act, and regulations of the SEC, this prospectus does not contain all the information set forth in the registration statement. For further information regarding Whenever a reference is made in this prospectus supplement to any of our company contracts, agreements or other documents, the reference may not be complete, and our securities, please you should refer to the exhibits that are a part of the registration statement and or the contracts, agreements and other documents filed as exhibits to the reports or other documents incorporated by reference into this prospectus for a copy of such contract, agreement or other document. You may inspect a copy of the registration statement, including the exhibits and schedules, without charge, at the SEC’s public reference room mentioned below, or obtain a copy from the SEC upon payment of the fees prescribed by the SEC. Additionally, we We file annual, quarterly and current reports, proxy statements and other information with the SEC. You may read read, without charge, and copy all or any portion of the registration statement or any other materials that documents we file with the SEC at the SEC’s Public Reference Room public reference rooms in Washington, D.C. at ▇▇▇ ▇ ▇▇▇▇▇▇, ▇.▇., ▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇, ▇.▇. ▇ ▇▇▇▇▇. You can request copies of these documents by writing to the SEC and paying a fee for the copying cost. Please call the SEC at ▇-▇▇▇-▇▇▇-▇▇▇▇ for further information on the operation of the public reference rooms. Our SEC filings, including the registration statement, filings are also available to you on the public at no cost from the SEC’s website (at ▇▇▇▇://▇▇▇.▇▇▇.▇▇▇). We also have a website (▇▇▇.▇▇▇.▇▇▇▇) through which you may access our recent SEC filings. Information contained on our website is not a part of this prospectus. In addition, you may look at our SEC filings at the offices of the NYSE which is located at ▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇. Our SEC filings are available at the NYSE because our Common Stock and Series D Preferred Stock are listed and traded on the NYSE. Our Common Stock is also listed and traded on the TASE.

EXPERTS. The consolidated financial statements and schedules of UMH PropertiesVerb Technology Company, Inc. as of December 31, 2022 and 2021 and for each of the three years in the period ended December 31, 20222020 and 2019 appearing in Verb Technology Company, included in our Inc.’s Annual Report on Form 10-K for the year ended December 31, 2022, have been incorporated audited by reference herein in reliance upon the report of PKF ▇’▇▇▇▇▇▇▇ ▇▇▇▇▇▇& Company, LLPP.A., our an independent registered public accounting firm, as stated in their report thereon, included therein, and are incorporated by reference herein, in reliance upon such report and upon the authority of said such firm as experts in accounting and auditing. We have filed with the SEC a shelf registration statement on Form S-3 under the Securities Act Act, and the rules and regulations promulgated thereunder, with respect to the securities shares of common stock offered hereunderunder this prospectus. As permitted by the rules and regulations This prospectus, which constitutes a part of the SECregistration statement, this prospectus does not contain all of the information set forth contained in the registration statement. For further information regarding our company and our securities, please refer to the registration statement and the contracts, agreements exhibits and schedules thereto. Certain contracts and other documents described in this prospectus, and the documents incorporated by reference herein, are filed as exhibits to the registration statement, and you may review the full text of these contracts and documents by referring to these exhibits. AdditionallyFor further information with respect to us and the shares of common stock offered under this prospectus, we reference is made to the registration statement and its exhibits and schedules. We file annual, quarterly and current reports, proxy statements statements, and other information with the SEC. You may read The SEC maintains a website that contains these reports, proxy and copy all or any portion of the registration statement or any information statements, and other materials that information we file electronically with the SEC SEC. Our filings are available free of charge at the SEC’s Public Reference Room website at ▇▇▇ ▇ ▇.▇▇▇▇▇▇, ▇.▇., ▇▇▇▇▇▇▇▇▇▇, ▇.▇. ▇▇▇▇▇. Please call the SEC at Our website address is ▇-▇▇▇-▇▇▇-▇▇▇▇ for further information on the operation of the public reference rooms. Our SEC filings, including the registration statement, are also available to you on the SEC’s website (▇▇▇▇://▇▇▇.▇▇▇▇.▇▇▇). ▇/. We also have maintain a website (section on our website, ▇▇▇.▇▇://▇▇▇.▇▇▇▇) .▇▇▇▇/investor-relations/sec-filings, through which you may access can obtain copies of the reports, proxy and information statements, and other information we file electronically with the SEC. We use our recent SEC filingswebsite as a channel of distribution for material company information. Information contained Important information, including financial information, analyst presentations, financial news releases, and other material information about us is routinely posted on and accessible on our website. The information set forth on, or accessible from, our website is not a part of this prospectus. In addition, you may look at our SEC filings at the offices of the NYSE which is located at ▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇. Our SEC filings are available at the NYSE because our Common Stock and Series D Preferred Stock are listed and traded on the NYSE. Our Common Stock is also listed and traded on the TASE.

EXPERTS. The consolidated financial statements and schedules of UMH Properties, Inc. as of December 31, 2022 2013 and 2021 2012 and for each of the three years in the period ended December 31, 2022, 2013 and management’s assessment of the effectiveness of internal control over financial reporting (which is included in our Annual Management’s Report on Form 10-K for the year ended Internal Control over Financial Reporting) as of December 31, 2022, 2013 included in the accompanying prospectus have been incorporated by reference herein so included in reliance upon on the report of PKF ▇’▇▇▇▇▇▇ ▇▇▇▇▇▇, PricewaterhouseCoopers LLP, our an independent registered public accounting firm, incorporated by reference herein, and upon given on the authority of said firm as experts in accounting auditing and auditingaccounting. We have filed with the SEC a shelf registration statement on Form N-2, together with all amendments and related exhibits, under the Securities Act Act, with respect to the our securities offered hereunder. As permitted by the rules and regulations of the SEC, this prospectus does not contain all supplement and the accompanying prospectus. The registration statement contains additional information set forth in the registration statement. For further information regarding our company about us and our securities, please refer to the registration statement securities being offered by this prospectus supplement and the contracts, agreements and other documents filed as exhibits to the registration statementaccompanying prospectus. Additionally, we We file annual, quarterly and current periodic reports, proxy statements and other information with the SECSEC under the Exchange Act. You may read inspect and copy all or any portion of these reports, proxy statements and other information, as well as the registration statement or any other materials that we file with of which this prospectus supplement and accompanying prospectus form a part and the SEC related exhibits and schedules, at the SEC’s Public Reference Room of the SEC at ▇▇▇ ▇ ▇▇▇▇▇▇, ▇.▇., ▇▇▇▇▇▇▇▇▇▇, ▇.▇. ▇▇▇▇▇-▇▇▇▇. Please call You may obtain information on the operation of the Public Reference Room by calling the SEC at ▇-▇▇▇-▇▇▇-▇▇▇▇ for further ▇. The SEC maintains an Internet website that contains reports, proxy and information on statements and other information filed electronically by us with the operation of the public reference rooms. Our SEC filings, including the registration statement, which are also available to you on the SEC’s Internet website (at ▇▇▇▇://▇▇▇.▇▇▇.▇▇▇). We also have Copies of these reports, proxy and information statements and other information may be obtained, after paying a website (duplicating fee, by electronic request at the following E-mail address: ▇▇▇▇▇▇▇▇▇▇@▇▇▇.▇▇▇, or by writing the SEC’s Public Reference Section, Washington, D.C. 20549-0102. This prospectus relates to the offer, from time to time, in one or more offerings or series, up to $400,000,000 of shares of our common stock, par value $0.001 per share, preferred stock, par value $0.001 per share, warrants representing rights to purchase shares of our common stock, preferred stock or debt securities, subscription rights or debt securities, which we refer to, collectively, as the “securities.▇▇▇▇) ” The preferred stock, debt securities, subscription rights and warrants offered hereby may be convertible or exchangeable into shares of our common stock. We may sell our securities through which you underwriters or dealers, “at-the-market” to or through a market maker into an existing trading market or otherwise directly to one or more purchasers, including existing stockholders in a rights offering, or through agents or through a combination of methods of sale, including auctions. The identities of such underwriters, dealers, market makers or agents, as the case may access our recent SEC filings. Information contained on our website is not a part of be, will be described in one or more supplements to this prospectus. The securities may be offered at prices and on terms to be described in one or more supplements to this prospectus. Although we are not currently authorized to issue shares of our common stock at a price below our net asset value per share, we may seek stockholder approval of this proposal again at a special meeting of stockholders or our next annual meeting of stockholders. Our Board of Directors, subject to its fiduciary duties and regulatory requirements, has the discretion to determine the amount of the discount, and as a result, the discount could be up to 100% of net asset value per share. Sales of common stock at prices below net asset value per share dilute the interests of existing stockholders, have the effect of reducing our net asset value per share and may reduce our market price per share. In additionthe event we offer common stock, you may look at the offering price per share will not be less than the net asset value per share of our SEC filings common stock at the offices of time we make the NYSE which is located at ▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇. Our SEC filings are available at the NYSE because offering except (1) in connection with a rights offering to our Common Stock and Series D Preferred Stock are listed and traded on the NYSE. Our Common Stock is also listed and traded on the TASE.existing stockholders,