Welcome to our dedicated page for City Office Reit SEC filings (Ticker: CIO), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
The SEC filings archive for City Office REIT, Inc. (CIO) provides detailed regulatory documentation of the company’s history as a publicly traded real estate investment trust and its eventual acquisition by MCME Carell Holdings, LP. As an internally managed REIT focused on acquiring, owning and operating office properties located predominantly in Sun Belt markets, City Office REIT used its filings to explain portfolio performance, capital structure, tax status and major corporate events.
Core filings such as annual reports on Form 10-K and quarterly reports on Form 10-Q (referenced in later 8-Ks) include discussions of rental and other revenues, net income or loss, funds from operations (FFO), core FFO, adjusted funds from operations (AFFO), net operating income (NOI) and same store cash NOI. These documents also describe the company’s election to be taxed as a REIT for U.S. federal income tax purposes and outline risk factors related to the office real estate market and the company’s financing arrangements.
Current reports on Form 8-K are especially important for understanding CIO’s strategic transactions. Filings dated July 24, 2025 and subsequent dates describe the Agreement and Plan of Merger with MCME Carell Holdings, LP and MCME Carell Merger Sub, LLC, the related Phoenix Portfolio Sale Transaction, amendments to the company’s credit agreements, the special meeting of stockholders to approve the merger, and the treatment of common and preferred equity in the transaction. A Form 8-K filed on January 9, 2026 confirms the completion of the merger, the cash consideration paid for each share of common stock and the redemption of the 6.625% Series A Cumulative Redeemable Preferred Stock.
Delisting and deregistration steps are documented through Form 25 filings dated January 9, 2026, submitted by the New York Stock Exchange to remove CIO’s common stock and Series A preferred stock from listing and registration under Section 12(b) of the Exchange Act. The same January 9, 2026 Form 8-K notes the company’s intention to file Form 15 to suspend its reporting obligations. Together, these filings trace CIO’s path from an exchange-listed REIT with common and preferred securities to a privately held entity following a change of control.
On Stock Titan, investors can use AI-powered tools to read and compare these filings more efficiently. Summaries can highlight how CIO’s FFO, AFFO and NOI definitions were applied, how its credit agreements evolved, and how the merger and Phoenix portfolio sale were structured in the official documents. The archive also supports research into historical dividend policies, preferred stock terms and the sequence of events leading to CIO’s delisting and termination of reporting obligations.
City Office REIT, Inc. has filed a definitive proxy statement seeking shareholder approval of a merger into MCME Carell Merger Sub, LLC for $7.00 per common share. The proxy describes solicitation and voting procedures for a Special Meeting on October 16, 2025, including telephone, internet and mail voting options.
The proxy discloses sale process activity: non-disclosure agreements with multiple bidders (including Bidder A and Morning Calm), due diligence access, an April 22 letter from Morning Calm proposing an all-cash transaction at $7.00 per share (stated as a 37% premium to 90-day VWAP), and a 60-day exclusivity/exclusivity amendment. The filing details compensation arrangements for named executives (total estimated payments shown, e.g., $9,131,921 in one table), tax and withholding guidance for non-U.S. holders (FIRPTA), and fairness analyses by JLL Securities and Raymond James with valuation ranges and DCF results summarized in the proxy.
City Office REIT, Inc. (CIO) is proposing a merger in which Morning Calm (and affiliated parties) offered an all-cash transaction of $7.00 per share, representing a 37% premium to the company’s 90-day VWAP as of April 2025. The proxy describes exclusivity and negotiation timelines including a 60-day diligence/negotiation period and an exclusivity agreement amended to permit up to $80 million of certain dispositions. Financial advisor analyses (JLL Securities and Raymond James) produced implied per-share equity value reference ranges and DCF-derived per-share ranges with midpoints around the $7.00 consideration. The proxy discloses potential cash and equity payments to named executives on a double-trigger basis aggregating approximately $9.13 million for one executive and material other amounts for peers, and describes withholding/tax implications for non-U.S. holders including potential FIRPTA withholding. The filing details proxy solicitation, voting methods, board recommendation mechanics, no-shop/no-solicitation exceptions for Superior Proposals, financing cooperation, and numerous closing conditions and termination rights.
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.
On 24 Jul 2025, City Office REIT (CIO) director Mark W. Murski received 306 restricted stock units (RSUs) via dividend-equivalent accrual under the company’s Equity Incentive Plan. Each RSU converts into one CIO common share upon vesting, which mirrors the original award’s schedule of three equal annual installments, contingent on continued service.
No shares were sold and no cash consideration was exchanged; the transaction simply increases the director’s equity exposure. After the grant, Murski beneficially owns 21,392 RSUs. The event is a routine insider equity adjustment with negligible effect on share count, liquidity or corporate operations.
City Office REIT (CIO) Form 4 — filed 07/25/2025 reports that director Michael Mazan acquired 269 Restricted Stock Units (RSUs) on 07/24/2025 under the company’s Equity Incentive Plan. The RSUs were issued as a dividend-equivalency payment tied to previously granted awards and convert to common stock on a 1-for-1 basis.
The new units will vest in three equal annual installments on each anniversary of the original grant date; vested shares will be delivered promptly upon vesting. After this transaction, Mazan directly holds 18,830 RSUs. No common shares were sold, no cash consideration was involved, and the filing reflects routine equity compensation rather than an active buy or sell decision.
Insider filing highlight: City Office REIT (CIO) Chief Financial Officer Anthony Maretic reported the grant of 884 Restricted Stock Units (RSUs) on 07/24/2025, as disclosed in a Form 4 filed 07/25/2025.
The RSUs were issued as a dividend-equivalency award under the company’s Equity Incentive Plan, convert to common stock on a 1-for-1 basis, and will vest on the same dates and terms as the underlying awards granted earlier (three equal annual installments, contingent on continued service).
Following this transaction, the executive’s derivative holdings rise to 61,886 RSUs, all recorded as directly owned. No open-market purchases or sales of common shares were reported, indicating this is routine, non-cash equity compensation rather than a discretionary investment.