Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

Effective March 22, 2023, Urstadt Biddle Properties Inc. (the "Company") amended its Amended and Restated Restricted Stock Plan (the "Plan") to (i) increase the maximum number of shares of restricted stock available for issuance thereunder by 1,000,000 shares which, at the discretion of the Compensation Committee administering the Plan, may be any combination of Class A Common Stock and Common Stock and (ii) eliminate the designation of 350,000 shares each of Common Stock and Class A Common Stock, so all shares issuable under the Plan may be any combination of Class A Common Stock and Common Stock at the discretion of the Compensation Committee.

The forgoing summary does not purport to be complete and is qualified in its entirety by reference to the full text of the Plan, which is filed as Exhibit 10.1 hereto and incorporated herein by reference herein.

Item 5.07 Submission of Matters to a Vote of Security Holders.

The 2023 Annual Meeting of Stockholders of the Company was held on March 22, 2023. At the meeting, stockholders were asked to vote on the following matters:

1. For the election of the three director nominees to serve for three years as

Class II directors, as follows:

Nominees to serve for three years as Class II directors --


                      For     Against  Abstain Broker Non-Votes

Kevin J. Bannon 8,649,424 1,303,564 12,080 820,218 Richard Grellier 8,794,744 1,159,282 11,042 820,218 Charles D. Urstadt 9,595,325 358,243 11,500 820,218

2. To ratify the appointment of PKF O'Connor Davies, LLP as the Company's


   independent registered public accounting firm for fiscal year 2023.  The vote
   with respect to this proposal was:


   For     Against Abstain Broker Non-Votes
10,753,739 20,607  10,939         0

3. For the approval, on an advisory basis, of the compensation of the Company's

named executive officers:




   For    Against Abstain Broker Non-Votes
9,171,660 750,844 42,565      820,218

4. To vote, on an advisory basis, on the frequency the Company should hold the


   advisory vote on executive compensation (every 1, 2 or 3 years).  The vote
   with respect to this proposal was:

1 Year 2 Years 3 Years Abstain Broker Non-Votes 1,717,742 13,493 8,210,787 23,046 0

The Board of Directors has considered the results of the advisory vote on the frequency of the advisory vote on executive compensation and determined that an advisory vote on executive compensation will be held every three years, with the next such vote to be held at the 2026 Annual Meeting of Stockholders.

5. To approve an amendment of the Company's Amended and Restated Restricted Stock


   Award Plan:



   For     Against  Abstain Broker Non-Votes
8,621,156 1,314,612 29,300      820,218

Item 9.01 Financial Statements and Exhibits.



(a)  Not applicable

(b)  Not applicable

(c)  Not applicable

(d) The following exhibits are filed as part of this report:



       10.1 Urstadt Biddle Properties Inc. Amended and Restated Restricted Stock
     Award Plan (as amended March 22, 2023).

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