Getty Realty Confirms Non-Emerging Growth Status in 8-K Filing

TL;DR

**GTY is NOT an emerging growth company, meaning full SEC reporting rules apply.**

AI Summary

Getty Realty Corp. (GTY) filed an 8-K on January 31, 2024, reporting an event that occurred on January 29, 2024. This filing indicates that the company is not an 'emerging growth company' as defined by SEC rules, which means it is subject to full public company reporting requirements. This matters to investors because it confirms GTY operates under standard, more stringent regulatory oversight, potentially offering greater transparency and stability compared to emerging growth companies.

Why It Matters

This filing clarifies Getty Realty Corp.'s regulatory status, confirming it is subject to standard public company reporting, which can imply greater transparency and investor protection.

Risk Assessment

Risk Level: low — This filing is purely administrative, confirming the company's regulatory status, and does not introduce new financial or operational risks.

Analyst Insight

This filing is administrative and confirms existing regulatory status. A smart investor would note this as a baseline for understanding the company's compliance obligations, but it doesn't warrant immediate action.

Key Players & Entities

• GETTY REALTY CORP. (company) — the registrant filing the 8-K
• GTY (company) — the trading symbol for Getty Realty Corp.
• New York Stock Exchange (company) — where GTY's Common Stock is registered

Forward-Looking Statements

• Getty Realty Corp. will continue to operate under standard SEC reporting requirements. (GETTY REALTY CORP.) — high confidence, target: 2025-01-31

FAQ

Filing Documents

• gty-20240129.htm (8-K) — 48KB
• gty-ex3_1.htm (EX-3.1) — 150KB
• 0000950170-24-009149.txt ( ) — 347KB
• gty-20240129.xsd (EX-101.SCH) — 31KB
• gty-20240129_htm.xml (XML) — 5KB

03. Amendment to Articles of Incorporation or Bylaws; Change in Fiscal Year

Item 5.03. Amendment to Articles of Incorporation or Bylaws; Change in Fiscal Year. On January 29, 2024, the Board of Directors (the "Board") of Getty Realty Corp. (the "Company"), amended and restated the Company's Bylaws (as so amended and restated, the "Amended and Restated Bylaws"). The Amended and Restated Bylaws were amended in order to update the Company's Bylaws to reflect certain procedural requirements related to the U.S. Securities and Exchange Commission's recently adopted "universal proxy" rules, as well as certain technical, conforming and clarifying changes in connection therewith. In particular, the Amended and Restated Bylaws provide that, among other things, with respect to shareholder nominees to the Company's Board, (i) no shareholder or associated person may solicit proxies in support of any nominee(s) unless such shareholder complies with Rule 14a-19 under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), in connection with the solicitation of such proxies, (ii) the scope of disclosures required by a proposing shareholder seeking to submit a director nomination have been clarified to require the background information regarding the proposed director nominee required to be included pursuant to Regulation 14A (or any successor provision) of the Exchange Act, along with disclosures regarding any other business to be proposed and the interests in the Company's securities of the proposing shareholders, proposed nominees, and other persons associated with a shareholder's solicitation of proxies, (iii) shareholders are not entitled to submit more nominees than the number of directors to be elected and may not submit substitute or replacement nominees after the nomination deadline described above, and (iv) certain other procedures, representations, and information requirements apply to shareholder nominations of directors. Additionally, the Amended and Restated Bylaws clarify that annual shareholder meetings may be held virtuall

01. Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits. (d) Exhibits: Exhibit Number Description 3.1 Amended and Restated Bylaws 104 Cover Page Interactive Data File (embedded within the inline XBRL document) The information contained in Item 2.02 and Exhibit 99.1 to this Current Report on Form 8-K is being furnished and shall not be deemed "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section. Such information in this Current Report on Form 8-K shall not be incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in any such filing.

SIGNATURES

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. GETTY REALTY CORP. Date: January 31, 2024 By: /s/ Brian R. Dickman Brian R. Dickman Executive Vice President Chief Financial Officer and Treasurer

View Full Filing

View this 8-K filing on SEC EDGAR