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Form 8-K

sec.gov

8-K — Greystone Housing Impact Investors LP

Accession: 0001193125-26-261840

Filed: 2026-06-08

Period: 2026-06-02

CIK: 0001059142

SIC: 6199 (FINANCE SERVICES)

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

Item: Financial Statements and Exhibits

Documents

8-K — ghi-20260602.htm (Primary)

EX-99.1 (ghi-ex99_1.htm)

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8-K

8-K (Primary)

Filename: ghi-20260602.htm · Sequence: 1

8-K

0001059142false00010591422026-06-022026-06-02

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): June 2, 2026

Greystone Housing Impact Investors LP

(Exact name of Registrant as Specified in Its Charter)

Delaware

001-41564

47-0810385

(State or Other Jurisdiction

of Incorporation)

(Commission File Number)

(IRS Employer

Identification No.)

14301 FNB Parkway, Suite 211

Omaha, Nebraska

68154

(Address of Principal Executive Offices)

(Zip Code)

Registrant’s Telephone Number, Including Area Code: 402 952-1235

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading

Symbol(s)

Name of each exchange on which registered

Beneficial Unit Certificates representing assignments of limited partnership interests in Greystone Housing Impact Investors LP

GHI

New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

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

On June 2, 2026, Jesse A. Coury informed Greystone Housing Impact Investors LP (the “Partnership”) of his resignation as Chief Financial Officer of the Partnership effective as of June 30, 2026. Mr. Coury’s resignation is not related to any disagreement with the Partnership or its general partner regarding any financial, accounting, or other matters.

In conjunction with Mr. Coury’s departure, on June 5, 2026, the Board of Managers of Greystone AF Manager LLC (“Greystone Manager”), which is the general partner of the general partner of the Partnership, appointed Eric R. Nielsen to serve as the Partnership’s interim Chief Financial Officer, effective as of July 1, 2026. Mr. Nielsen will serve in this capacity until a permanent Chief Financial Officer is appointed.

Mr. Nielsen, who is 43 years old, has served as the Partnership’s Corporate Controller since 2020. Mr. Nielsen previously held progressive leadership roles and ultimately served as the Director and Corporate Controller of Oriental Trading Company, a Berkshire Hathaway Company from 2011 to 2020. Mr. Nielsen also held various positions with Deloitte & Touche LLP from 2006 to 2011, with his last position as an Audit & Assurance Manager. Mr. Nielsen received his Bachelor of Science in Business Administration – Accounting and Master of Public Accountancy degrees from the University of Nebraska-Lincoln. Mr. Nielsen did not enter into any plan, contract, or arrangement in connection with his appointment as interim Chief Financial Officer.

There is no arrangement or understanding between Mr. Nielsen and any other persons or entities pursuant to which Mr. Nielsen was appointed as the interim Chief Financial Officer of the Partnership. There is no family relationship between Mr. Nielsen and any member of the Board of Managers of Greystone Manager or any executive officer of the Partnership, and there are no transactions between the Partnership and Mr. Nielsen that require disclosure under Item 404(a) of Regulation S-K.

On June 8, 2026, the Partnership issued a press release announcing Mr. Coury’s resignation and the appointment of Mr. Nielsen as interim Chief Financial Officer. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K and incorporated by reference herein.

Forward-Looking Statements

Certain statements in this report are intended to be covered by the safe harbor for “forward-looking statements” provided by the Private Securities Litigation Reform Act of 1995. These forward-looking statements generally can be identified by use of statements that include, but are not limited to, phrases such as “believe,” “expect,” “future,” “anticipate,” “intend,” “plan,” “foresee,” “may,” “should,” “will,” “estimates,” “potential,” “continue,” or other similar words or phrases. Similarly, statements that describe objectives, plans, or goals also are forward-looking statements. Such forward-looking statements involve inherent risks and uncertainties, many of which are difficult to predict and are generally beyond the control of the Partnership. The Partnership cautions readers that a number of important factors could cause actual results to differ materially from those expressed in, implied, or projected by such forward-looking statements. Risks and uncertainties include, but are not limited to: the intended executive officer changes will not occur as currently expected; and the other risks detailed in the Partnership’s SEC filings (including but not limited to, the Partnership’s Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, and Current Reports on Form 8-K). Readers are urged to consider these factors carefully in evaluating the forward-looking statements.

If any of these risks or uncertainties materializes or if any of the assumptions underlying such forward-looking statements proves to be incorrect, the developments and future events concerning the Partnership set forth in this report may differ materially from those expressed or implied by these forward-looking statements. You are cautioned not to place undue reliance on these statements, which speak only as of the date of this document. We anticipate that subsequent events and developments will cause our expectations and beliefs to change. The Partnership assumes no obligation to update such forward-looking statements to reflect events or circumstances after the date of this document or to reflect the occurrence of unanticipated events, unless obligated to do so under the federal securities laws.

Item 9.01 Financial Statements and Exhibits.

(a) Not applicable.

(b) Not applicable.

(c) Not applicable.

(d) Exhibits.

Exhibit

Number

Description

99.1

Press Release dated June 8, 2026.

104

Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

Greystone Housing Impact Investors LP

Date:

June 8, 2026

By:

/s/ Kenneth C. Rogozinski

Printed: Kenneth C. Rogozinski

Title: Chief Executive Officer

EX-99.1

EX-99.1

Filename: ghi-ex99_1.htm · Sequence: 2

EX-99.1

Exhibit 99.1

PRESS RELEASE

FOR IMMEDIATE RELEASE

Omaha, Nebraska

June 8, 2026

CONTACT:

Ken Rogozinski

Chief Executive Officer

402-952-1235

Andy Grier

Investor Relations

402-952-1235

Greystone Housing Impact Investors LP Announces Resignation of Chief Financial Officer and Appointment of Interim Chief Financial Officer

OMAHA, Nebraska - On June 2, 2026, Jesse A. Coury informed Greystone Housing Impact Investors LP (NYSE: GHI) (the “Partnership” or “GHI”) that he will be stepping down as Chief Financial Officer of the Partnership effective June 30, 2026. Mr. Coury has been a member of the Partnership's management team since 2016 and has served as the Partnership’s Chief Financial Officer since 2020.

On June 5, 2026, the Board of Managers of Greystone AF Manager LLC, the general partner of the general partner of the Partnership, appointed Eric R. Nielsen to serve as the Partnership’s interim Chief Financial Officer, effective as of July 1, 2026. Mr. Nielsen will serve in this capacity until a permanent Chief Financial Officer is appointed. Mr. Nielsen has served as the Partnership’s Corporate Controller since 2020.

“We are grateful for Jesse’s dedicated service and commitment to our unitholders over the past ten years at GHI,” said Ken Rogozinski, CEO of the Partnership. “I’m confident in Eric’s ability to serve as an effective interim Chief Financial Officer and that his detailed knowledge of GHI will be beneficial during this period of transition.”

About Greystone Housing Impact Investors LP

Greystone Housing Impact Investors LP was formed in 1998 under the Delaware Revised Uniform Limited Partnership Act for the primary purpose of acquiring, holding, selling and otherwise dealing with a portfolio of mortgage revenue bonds which have been issued to provide construction and/or permanent financing for affordable multifamily, seniors and student housing properties. The Partnership is pursuing a business strategy of acquiring additional mortgage revenue bonds and other investments on a leveraged basis. The Partnership expects and believes the interest earned on these mortgage revenue bonds is excludable from gross income for federal income tax purposes. The Partnership seeks to achieve its investment growth strategy by investing in additional mortgage revenue bonds and other investments as permitted by its Second Amended and Restated Limited Partnership Agreement, dated December 5, 2022, (the “Partnership Agreement”), taking advantage of attractive financing structures available in the securities market, and entering into interest rate risk management instruments. Greystone Housing Impact Investors LP press releases are available at www.ghiinvestors.com.

Safe Harbor Statement

Information contained in this press release contains “forward-looking statements,” which are based on current expectations, forecasts and assumptions that involve risks and uncertainties that could cause actual outcomes and results to differ materially. These risks and uncertainties include, but are not limited to: the intended executive officer changes will not occur as currently expected; and the other risks detailed in the Partnership’s SEC filings (including but not limited to, the Partnership’s Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, and Current Reports on Form 8-K). Readers are urged to consider these factors carefully in evaluating the forward-looking statements. The Partnership disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

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