1-U

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

____________________________

FORM 1-U

CURRENT REPORT

Pursuant Regulation A of the Securities Act of 1933

February 3, 2020

(Date of Report (Date of earliest event reported))

GENERATION INCOME PROPERTIES, INC.

(Exact name of registrant as specified in its charter)

Maryland	47-4427295
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)

401 East Jackson Street, Suite 3300

Tampa, FL 33602

(Full mailing address of principal executive offices)

Telephone: (813)-448-1234

(Issuer’s telephone number, including area code)

Common Shares

(Title of each class of securities issued pursuant to Regulation A)

Item 9. Other Events

On February 5, 2020, Generation Income Properties, Inc. (the “Company”) announced the appointment of Ms. Betsy Peck and Mr. Stuart Eisenberg to our board of directors.

Betsy Peck was appointed a board member on February 3, 2020. She retired in 2018 from Jones Lang LaSalle (“JLL”) a publicly held professional services firm specializing in real estate and investment management. Ms. Peck served in various positions from July 2008 to March 2018 with the latest position being Chief Operating Officer, Markets where she was responsible for managing a $2 billion operation with more than 1,000 sales professionals for maximum efficiency and effectiveness, driving ongoing growth. Prior to this role, Ms. Peck served as JLL’s Chief Administrative Officer, Brokerage from July 2008 to December 2012. Ms. Peck also served as Chief Administrative Officer at The Staubach Company where she worked from June 1996 to July 2008, she was a senior partner who drove strategy and execution for optimum integration of finance, human resources, IT and administration. She was also an integral member of the team during the company’s merger with Jones Lang LaSalle. Prior to that, Ms. Peck served in a variety of companies in various finance and accounting functions.

Ms. Peck obtained a Bachelor of Science in Accounting from the University of Scranton and is a certified public accountant. She is a member of the American Institute of Certified Public Accountants and a member of the National Association of Corporate Directors. Ms. Peck also serves or has served as an advisory board member for several companies including Forge, Patrocinium and BB&T. Ms. Peck’s experience serving publicly-held companies brings to our Board of Directors an understanding of public company operations, financial reporting, disclosure, and corporate governance. With her accounting education and experience, she also brings an understanding of accounting principles, internal accounting control and financial presentation and analysis.

Stuart Eisenberg was appointed a board member on February 3, 2020. He recently retired from BDO USA, LLP where he was a partner in the real estate services group from July, 1997 until June 2019. Mr. Eisenberg served as the firm’s national real estate and construction industry practice leader and a member of the firm’s international real estate and construction industry steering committee.  His experience includes consulting in connection with the formation, structuring and development of REITs and real estate operating companies. He also provided financial reporting and due-diligence services in numerous initial and follow-on public offerings and in connection with the acquisition, financing and dispositions of commercial real estate.

Mr. Eisenberg has a bachelor’s degree from Adelphi University and is a member of the American Institute of Certified Public Accountants and the New York State Society of Certified Public Accountants. Mr. Eisenberg’s experience serving publicly-held companies brings to our Board of Directors a comprehensive understanding of public company operations, financial reporting, and corporate governance, as well as perspective regarding potential acquisitions. With his public accounting background, he also brings a sophisticated understanding of accounting principles, auditing standards, and internal accounting controls.

Safe Harbor Statement

This Current Report on Form 1-U contains forward-looking statements within the meaning of the federal securities laws. You can identify these forward-looking statements by the use of words such as “outlook,” “believes,” “expects,” “potential,” “continues,” “may,” “will,” “should,” “could,” “seeks,” “projects,” “predicts,” “intends,” “plans,” “estimates,” “anticipates” or the negative version of these words or other comparable words. Such forward-looking statements are subject to various risks and uncertainties, including those described under the section entitled “Risk Factors” in our Offering Circular, as such factors may be updated from time to time in our periodic filings and Offering Circular supplements filed with the SEC, which are accessible on the SEC’s website at www.sec.gov. Accordingly, there are or will be important factors that could cause actual outcomes or results to differ materially from those indicated in these statements. These factors should not be construed as exhaustive and should be read in conjunction with the other cautionary statements that are included in our filings with the SEC. We undertake no obligation to publicly update or review any forward-looking statement, whether as a result of new information, future developments or otherwise, except as required by law.

Item 10. Exhibits

Number	Description of Exhibit
15.1	Press release dated February 5, 2020 - Appointment of New Directors

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SIGNATURE

Pursuant to the requirements of Regulation A, the issuer has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

	GENERATION INCOME PROPERTIES, INC.
Date: February 5, 2020	By:	/s/ Richard Russell
		Richard Russell
		Chief Financial Officer

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EX1U-15 ADD EXHB

Exhibit 15.1

GENERATION INCOME PROPERTIES, INC.

ANNOUNCES NEW DIRECTORS

FOR IMMEDIATE RELEASE

Tampa, FL – February 5, 2020 - Generation Income Properties, Inc. (OTCQB: GIPR) (“GIP” or the “Company”) announced today the appointment of two new independent Directors to its Board of Directors, effective immediately; Betsy Peck and Stuart Eisenberg.

Betsy Peck is the recently retired Chief Operating Officer, Markets of Jones Lang Lasalle (NYSE: JLL), a leading commercial real estate company, where she managed a $2 billion operation, including leasing, property management, construction project development services and capital markets. She was also the Chief Administrative Officer of The Staubach Company which was acquired by JLL in 2008.

Ms. Peck has over 30 years of experience as a strategic leader, with financial and operating expertise in diverse industries including technology, communications and real estate. Ms. Peck has worked with start-up companies and mid-cap companies as well as organizations which have achieved mature market penetration.

Ms. Peck will chair GIP’s Board of Director’s Governance Committee as well as sit on its Audit Committee.

Stuart Eisenberg, CPA is a recently retired partner with BDO USA, LLP, one of the world’s largest accounting firms, and has over 30 years of experience in providing accounting and advisory services to both public and privately held real estate companies. Mr. Eisenberg served as BDO’s national real estate and construction industry practice leader and as a member of the firm’s international real estate and construction industry steering committee. From 1989 until his retirement in June 2019, his experience includes consulting in connection with the formation, structuring and development of REITs and real estate operating companies. He also provided financial reporting and due-diligence services in numerous initial and follow- on public offerings and in connection with the acquisition, financing and dispositions of commercial real estate.

Mr. Eisenberg will chair GIP’s Board of Director’s Audit Committee as well as sit on its Compensation Committee.

David Sobelman, President and Chief Executive Officer, stated, “I am absolutely honored that both Betsy and Stuart have agreed to be a part of the growth of Generation Income Properties. Their impressive backgrounds speak for themselves and it is a privilege to be able to take advice, guidance and counsel from them as we continue to grow the company. Betsy and Stuart bring extraordinary leadership from the real estate public markets which ultimately strengthens and brings new perspectives to the company. I look forward to their contributions and appreciate their belief in our growth trajectory.”

gipreit.com

About Generation Income Properties

Generation Income Properties, Inc., located in Tampa, Florida, is an internally managed real estate investment trust formed to acquire and own, directly and jointly, real estate investments focused on retail, office and industrial net lease properties located primarily in major United States cities, with an emphasis on the major coastal markets. GIP invests primarily in freestanding, single-tenant commercial retail, office and industrial properties.

Additional information about Generation Income Properties, Inc. can be found at the Company’s corporate website: www.gipreit.com.

Forward-Looking Statements:

This press release, whether or not expressly stated, may contain “forward-looking” statements as defined in the Private Securities Litigation Reform Act of 1995. It reflects the company’s expectations regarding future events and economic performance and are forward-looking in nature and, accordingly, are subject to risks and uncertainties. Such forward-looking statements include risks and uncertainties that could cause actual results to differ materially from those expressed or implied by such forward-looking statements which are, in some cases, beyond the Company’s control which could have a material adverse effect on the company’s business, financial condition, and results of operations. Some of these risks and uncertainties are identified in the company’s most recent Annual Report on Form 1-K and its other filings with the SEC, which are available at www.sec.gov. The occurrence of any of these risks and uncertainties could have a material adverse effect on the company’s business, financial condition, and results of operations. For these reasons, among others, investors are cautioned not to place undue reliance upon any forward-looking statements in this press release The Company undertakes no obligation to publicly revise these forward- looking statements to reflect events or circumstances that arise after the date hereof.

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gipreit.com