Every 8-K that CITY OFFICE REIT, INC. (CIO) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.
A 8-K covers material events a company has to report between its quarterly reports, so if you follow CIO and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full CIO filings page.
City Office REIT, Inc. completed its previously announced merger with MCME Carell Merger Sub, LLC, an affiliate of MCME Carell Holdings, LP, on January 9, 2026. The company merged with and into the merger subsidiary, which now survives as a wholly owned subsidiary of MCME Carell Holdings, LP, resulting in a change of control and the end of City Office REIT’s separate corporate existence.
At the effective time, each share of common stock was cancelled and converted into the right to receive $7.00 in cash per share, subject to applicable withholding. Each share of 6.625% Series A Cumulative Redeemable Preferred Stock was redeemed for $25.00 in cash per share, plus any accrued and unpaid distributions, also subject to withholding.
All outstanding restricted stock units and performance stock units vested as specified in the merger agreement and were converted into cash based on the same $7.00 per-share merger price. The company’s incentive plan was terminated, its credit agreement obligations were paid off, its directors resigned, and its securities are being delisted from the NYSE as the company moves to suspend SEC reporting.
City Office REIT, Inc. (CIO) announced that, in connection with its previously disclosed merger with MCME Carell Holdings, it has sent formal redemption notices for all outstanding shares of its 6.625% Series A Cumulative Redeemable Preferred Stock. Each preferred share is expected to be redeemed for $25.00 in cash per share plus any accrued and unpaid distributions, subject to any required tax withholding.
The company currently anticipates completing the preferred stock redemption on January 9, 2026, consistent with the terms of the merger agreement, which calls for all preferred shares to be redeemed before the merger becomes effective. The notice emphasizes that this report itself is not the official notice of redemption; holders must instead rely on the separate redemption notices that outline the detailed terms, conditions and procedures. The company also includes standard forward-looking statement language noting that completion of the merger and redemption remains subject to various risks and closing conditions.
City Office REIT, Inc. reported that its Chairman of the Board, John Sweet, passed away on November 23, 2025. To address this leadership change, existing director Sabah Mirza has been appointed as Chairwoman of the Board of Directors. The company also appointed current director Michael Mazan to the Compensation Committee of the Board, filling the vacancy created by Mr. Sweet’s death. These moves keep board leadership and key committee responsibilities in the hands of current directors, aiming to maintain continuity in oversight and governance.
City Office REIT, Inc. approved its merger with MCME Carell Merger Sub, LLC at a special meeting on October 16, 2025. The Merger Proposal received 26,148,345 votes for, 198,064 against, and 123,832 abstentions, meeting the majority of outstanding shares standard. As of the September 5, 2025 record date, 40,363,640 common shares were outstanding; 26,470,241 shares were voted, representing approximately 65.58% of eligible votes, constituting a quorum.
The Advisory Compensation Proposal was not approved, with 11,281,397 votes for and 14,895,213 against. The adjournment proposal was not needed. Closing of the merger remains subject to satisfaction or waiver of the Merger Agreement conditions, and the company anticipates completion in the fourth quarter of 2025.
City Office REIT (CIO) has disclosed additional information regarding its pending merger transaction, including details about shareholder litigation and the merger negotiation process. The company faces two lawsuits (Johnson v. City Office REIT and Thompson v. City Office REIT) alleging omissions in the proxy statement. During the deal process, multiple parties including Morning Calm conducted due diligence and property tours across Dallas, Raleigh, Orlando, Tampa, and Phoenix markets.
The merger agreement includes typical provisions like "no-shop" clauses, requirements for debt financing cooperation, and conditions around property dispositions. JLL Securities conducted a valuation analysis using a Gordon Growth Method with 1.25-1.75% perpetuity growth rates and 7.2-8.2% discount rates, yielding an implied equity value range of $606-752 million.
Notably, Raymond James, which is advising on the transaction, disclosed potential conflicts of interest, including prior business relationships with Morning Calm Parent that generated $435,000 in fees, and senior deal team members having approximately $600,000 invested in Morning Calm-affiliated funds.
City Office REIT, Inc. (CIO) announced it has entered into a Merger Agreement, disclosed in an 8-K filed July 24, 2025. The filing notifies shareholders that a preliminary and then definitive proxy statement describing the Merger and the Merger Agreement will be prepared and mailed to shareholders entitled to vote. Shareholders are urged to read those proxy materials when available because they will contain important information about the transaction. The company provides contact details for obtaining the proxy without charge and states the documents will also be available on the SEC website.