AHH-A Armada Hoffler Properties Inc

On February 28, 2023, Armada Hoffler Properties, Inc. (the “Company”) and Armada Hoffler, L.P. entered into an amendment (the “Amendment”) to the ATM Equity Offering Sales Agreement, dated March 10, 2020 (as amended, the “Sales Agreement”), with Jefferies LLC, Robert W. Baird & Co. Incorporated, and Regions Securities LLC, for the offering, from time to time, of shares of the Company’s common stock, $0.01 par value per share, and shares of the Company’s 6.75% Series A Cumulative Redeemable Perpetual Preferred Stock, $0.01 par value per share, having an aggregate offering price of up to $300,000,000 (the “Offered Shares”). The purpose of the Amendment was, among other things, to reference the Company’s shelf registration statement on Form S-3 (File No. 333-270080) that was filed with the Securities and Exchange Commission on February 28, 2023 and to reference the most recently filed prospectus supplement relating to the Offered Shares. As of the date of the Amendment, Offered Shares having an aggregate gross sales price of up to $205 million remain to be sold under the Sales Agreement.

A copy of the Amendment is filed as Exhibit 1.1 to this Current Report on Form 8-K. The description of the Amendment does not purport to be complete and is qualified in its entirety by reference to the copy of the Amendment filed as an exhibit to this Current Report on Form 8-K and incorporated herein by reference.