Sachem Capital Corp. 10-K

Item 5. Market for Common Equity, and Related Shareholder Matters and Small Business Issuer Purchases of Equity Securities Market Information On February 10, 2017, our common shares listed on the NYSE American LLC and began trading under the symbol “SACH”. Prior to its listing on the NYSE American LLC, our common shares were not publicly traded. On March 25, 2021, the last reported sale price of our common shares on the NYSE American was $5.18 per share. Holders As of March 25, 2021, we had 61 shareholders of record of our common shares. Computershare Trust Company, N.A. serves as transfer agent for our common shares. Dividends and Distribution Policy The holders of our common shares are entitled to receive dividends as may be declared from time to time by the board of directors. Payments of future dividends are within the discretion of the board of directors and depend on, among other factors, our retained earnings, capital requirements, operations and financial condition. As a REIT, we will be required, before the end of any REIT taxable year in which we have accumulated earnings and profits attributable to a non-REIT year, to declare a dividend to our shareholders to distribute such accumulated earnings and profits (a “Purging Distribution”). As of December 31, 2016, we did not have any accumulated earnings and profits attributable to a non-REIT year. From and after the effective date of our REIT election, we intend to pay regular quarterly distributions to holders of our common shares in an amount not less than 90% of our REIT taxable income (determined before the deduction for dividends paid and excluding any net capital gains). U.S. federal income tax law generally requires that a REIT distribute annually at least 90% of its REIT taxable income, without regard to the deduction for dividends paid and excluding net capital gains, and that it pay tax at regular corporate rates to the extent that it annually distributes less than 100% of its taxable income. We intend to make distributions to our shareholders to comply with the REIT requirements of the Code. 36 Table of Contents The table below sets forth all dividends paid since 2017: ​ ​ ​ ​ ​ ​ ​ ​ Amount Payment Date ​ Per Share 2021 ​ ​ ​ ​ January 8 ¥ ​ ​ $ 0.12 ​ ​ ​ ​ ​ 2020 ​ ​ ​ ​ November 4 ​ ​ $ 0.12 August 7*** ​ ​ $ 0.12 January 27* ​ ​ $ 0.12 ​ ​ ​ ​ ​ 2019 ​ ​ October 22 ​ ​ $ 0.12 July 29 ​ ​ $ 0.12 April 18 ​ ​ $ 0.12 January 10** ​ ​ $ 0.17 ​ ​ ​ ​ ​ 2018 ​ ​ November 6 ​ ​ $ 0.12 July 27 ​ ​ $ 0.11 April 27*** ​ ​ $ 0.105 February 27**** ​ ​ $ 0.105 ​ ​ ​ ​ ​ 2017 ​ ​ November 17 ​ ​ $ 0.105 July 27 ​ ​ $ 0.105 April 27 ​ ​ $ 0.05 ¥ A portion represents a distribution of 2020 income. * A portion represents a distribution of 2019 income. ** Represents a distribution of 2018 income. *** A portion represents a distribution of 2017 income. **** Represents a distribution of 2017 income. Our ability to pay dividends, the amount of the dividend and the frequency at which we will pay dividends is subject to numerous factors, many of which are discussed elsewhere herein including under the caption “Risk Factors”. The payment of dividends (including the amount and frequency) will depend on numerous factors, including the following: ● how quickly we can deploy the net proceeds from the sale of equity and debt securities to make new loans; ● our ability to increase the interest rate on our loans; ● our ability to manage and control our operating and administrative expenses, particularly those relating to our status as a public reporting REIT; ● defaults by our borrowers; ● the rate of prepayments on our outstanding loans and our ability to reinvest those payments in new loans; ● regional and national economic conditions; ● competition from banks and other financing sources; 37 Table of Contents ● our cash flow from operations; ● unanticipated developments, write-offs or liabilities; ● restrictions and limitations imposed by the BCL; and ● restrictions in our existing and future credit facilities. For information regarding securities authorized under the equity compensation plan, see Item 12. Item 6. Selected Financial Data We are a “smaller reporting company” as defined by Regulations S-K and as such, are not required to provide the information contained in this item pursuant to Regulation S-K.