Item 1.01. Entry into Material Definitive Agreement.

Effective January 24, 2022, Chino Valley Properties, LLC ("Chino Valley"), a wholly owned subsidiary of Zoned Properties, Inc. (the "Company"), and Broken Arrow Herbal Center, Inc. ("Broken Arrow") entered into the Fourth Amendment (the "Fourth Chino Valley Amendment") to the Licensed Medical Marijuana Facility Triple Net (NNN) Lease Agreement dated May 1, 2018, between Chino Valley and CJK, Inc. ("CJK"), as amended (the "Chino Valley Lease").

Pursuant to the terms of the Fourth Chino Valley Amendment, the parties acknowledge that an additional 30,000 square feet have become operational, increasing the premises to a total of 97,312 square feet of operational space. Chino Valley agreed to provide Broken Arrow with $500,000 as an initial tenant improvement allowance for investment into the premises.

Pursuant to the terms of the Fourth Chino Valley Amendment, effective March 1, 2022, the monthly base rent was increased to $87,581, representing an increase from $0.82 per square foot to $0.90 per square foot, for all current and future operational square footage that may be developed as the premises continues to expand. In addition, Broken Arrow agreed that it would provide audited financial statements to Chino Valley on an annual basis no later than March 20th of each calendar year.

Also, in the Fourth Chino Valley Amendment, the parties acknowledged that the premises had received approval for a plan that authorizes additional operational square footage that can be constructed. If built to full capacity, the rental payments would increase to $141,580 base rental payment monthly, plus additional rental payments. Broken Arrow is under no contractual obligation to complete this additional expansion, however.

The foregoing description of the Fourth Chino Valley Amendment is qualified in its entirety by reference to the complete terms and conditions of the Fourth Chino Valley Amendment, a copy of which is filed as Exhibit 10.1 to this Current Report on Form 8-K, and is incorporated by reference into this Item 1.01.

Item 7.01. Regulation FD Disclosure.

On January 25, 2022, the Company issued a press release announcing completion of expansion at the Chino Valley cultivation facility and entry into the Fourth Chino Valley Amendment. The press release is attached hereto as Exhibit 99.1.

The information included in this Item 7.01, including Exhibit 99.1, shall not be deemed to be "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing. The information set forth under this Item 7.01 shall not be deemed an admission as to the materiality of any information herein.

Item 9.01. Financial Statements and Exhibits.





(d) Exhibits.



Exhibit No.   Description
   10.1         Fourth Amendment to Regulated Medical Marijuana Facility Triple Net
              (NNN) Lease Agreement dated May 1, 2018, between Chino Valley and CJK,
              Inc., as amended, entered into on January 24, 2022.
   99.1         Press release issued by the registrant on January 25, 2022.
    104       Cover Page Interactive Data File (embedded within the Inline XBRL
              document)




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