Newtyn TE now under 5% in City Office REIT (CIO) ownership filing

Rhea-AI Filing Summary

City Office REIT, Inc. received an updated ownership report from Newtyn Management, LLC and Newtyn TE Partners, LP on an amended Schedule 13G. Newtyn Management may be deemed to beneficially own 2,800,000 shares of City Office REIT common stock, representing 6.9% of the outstanding shares, based on 40,363,640 shares outstanding as of November 4, 2025.

Within that total, Newtyn TE Partners directly holds 1,758,400 shares, or 4.4% of the company, and Newtyn Partners, LP holds 1,041,600 shares. The filing is described as an exit filing for Newtyn TE Partners, reflecting ownership of 5% or less while confirming the investment is held in the ordinary course and not for the purpose of influencing control.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 2)

City Office Reit, Inc.

(Name of Issuer)

Common Stock, $0.01 Par Value

(Title of Class of Securities)

178587101

(CUSIP Number)

12/31/2025

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

Rule 13d-1(b)

Rule 13d-1(c)

Rule 13d-1(d)

SCHEDULE 13G

CUSIP No. 178587101

1

Names of Reporting Persons

Newtyn Management, LLC

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

NEW YORK

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 2,800,000.00
6	Shared Voting Power 0.00
7	Sole Dispositive Power 2,800,000.00
8	Shared Dispositive Power 0.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

2,800,000.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

6.9 %

12

Type of Reporting Person (See Instructions)

IA

Comment for Type of Reporting Person: See Item 2 for additional information.

SCHEDULE 13G

CUSIP No. 178587101

1

Names of Reporting Persons

NEWTYN TE PARTNERS, LP

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 1,758,400.00
6	Shared Voting Power 0.00
7	Sole Dispositive Power 1,758,400.00
8	Shared Dispositive Power 0.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

1,758,400.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

4.4 %

12

Type of Reporting Person (See Instructions)

PN

Comment for Type of Reporting Person: See Item 2 for additional information.

SCHEDULE 13G

Item 1.
(a)	Name of issuer: City Office Reit, Inc.
(b)	Address of issuer's principal executive offices: 666 Burrard Street Suite 3210 Vancouver, BC V6C 2X8
Item 2.
(a)	Name of person filing: This report on Schedule 13G is being filed by (i) Newtyn Management, LLC, a New York limited liability company ("Newtyn Management"), and (ii) Newtyn TE Partners, LP, a Delaware limited partnership ("NTE", and collectively with Newtyn Management, the "Reporting Persons"). Newtyn Management is the investment manager to NTE and Newtyn Partners, LP, a Delaware limited partnership ("NP"). As of December 31, 2025, NTE held 1,758,400 shares of Common Stock (the "Common Stock") of City Office REIT, Inc. (the "Issuer") and NP held 1,041,600 shares of Common Stock of the Issuer. Newtyn Management, as the investment manager to NTE and NP, may be deemed to beneficially own these securities. Accordingly, as of December 31, 2025, Newtyn Management may be deemed to beneficially own the 2,800,000 shares of Common Stock of the Issuer held in the aggregate by NTE and NP. Beneficial ownership percentages are based upon approximately 40,363,640 shares of Common Stock issued and outstanding as of November 4, 2025, based on information reported by the Issuer in its Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on November 7, 2025. Pursuant to Item 5 below, this Schedule 13G is an exit filing solely with respect to NTE.
(b)	Address or principal business office or, if none, residence: The address for the Reporting Persons is 60 East 42nd Street, 12th Floor, New York, NY 10165.
(c)	Citizenship: Newtyn Management is organized under the laws of the State of New York. NTE is organized under the laws of the State of Delaware.
(d)	Title of class of securities: Common Stock, $0.01 Par Value
(e)	CUSIP No.: 178587101
Item 4.	Ownership
(a)	Amount beneficially owned: Newtyn Management - 2,800,000.00 NTE - 1,758,400.00
(b)	Percent of class: Newtyn Management - 6.9 % NTE - 4.4 %
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: Newtyn Management - 2,800,000.00 NTE - 1,758,400.00
	(ii) Shared power to vote or to direct the vote: Newtyn Management - 0.00 NTE - 0.00
	(iii) Sole power to dispose or to direct the disposition of: Newtyn Management - 2,800,000 NTE - 1,758,400.00
	(iv) Shared power to dispose or to direct the disposition of: Newtyn Management - 0.00 NTE - 0.00
Item 5.	Ownership of 5 Percent or Less of a Class.
	Ownership of 5 percent or less of a class
Item 6.	Ownership of more than 5 Percent on Behalf of Another Person.
	Not Applicable
Item 7.	Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
	Not Applicable
Item 8.	Identification and Classification of Members of the Group.
	Not Applicable
Item 9.	Notice of Dissolution of Group.
	Not Applicable

Item 10.

Certifications:

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under ?? 240.14a-11.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Newtyn Management, LLC

Signature:	/s/ Eugene Dozortsev
Name/Title:	Eugene Dozortsev, Authorized Signatory
Date:	02/17/2026

NEWTYN TE PARTNERS, LP

Signature:	/s/ Eugene Dozortsev
Name/Title:	Eugene Dozortsev, Authorized Signatory of Newtyn Management, LLC, the Investment Manager
Date:	02/17/2026

Comments accompanying signature: 1. Joint Filing Agreement, dated November 14, 2024, by and among Newtyn Management, LLC and Newtyn TE Partners, LP (incorporated by reference to Exhibit 1 to the Schedule 13G/A filed with the Securities and Exchange Commission on November 14, 2024).

FAQ

What stake does Newtyn Management report in City Office REIT (CIO)?

Newtyn Management, LLC reports beneficial ownership of 2,800,000 City Office REIT common shares, representing 6.9% of the class. This percentage is based on 40,363,640 shares outstanding as of November 4, 2025, as disclosed in the company’s Form 10-Q.

How many City Office REIT shares does Newtyn TE Partners directly hold?

Newtyn TE Partners, LP directly holds 1,758,400 City Office REIT common shares. This position represents 4.4% of the outstanding common stock, based on the issuer’s reported 40,363,640 shares outstanding as of November 4, 2025 in its Form 10-Q.

Why is this Schedule 13G/A described as an exit filing for Newtyn TE Partners?

The filing states it is an exit filing solely with respect to Newtyn TE Partners because that entity’s ownership is now 5 percent or less of the class. Schedule 13G exit filings are used when a holder falls below key ownership thresholds.

How is Newtyn Management’s beneficial ownership in CIO structured?

Newtyn Management is investment manager to Newtyn TE Partners and Newtyn Partners, LP. As of December 31, 2025, Newtyn TE held 1,758,400 shares and Newtyn Partners held 1,041,600 shares, so Newtyn Management may be deemed to beneficially own 2,800,000 shares in total.

Does Newtyn seek to influence control of City Office REIT in this filing?

The filing certifies the securities were acquired and are held in the ordinary course of business, not for changing or influencing control of City Office REIT. It also states they are not held in connection with any control-related transaction, except certain nomination activities under Rule 240.14a-11.

What voting and dispositive powers does Newtyn report over CIO shares?

Newtyn Management reports sole voting power and sole dispositive power over 2,800,000 City Office REIT shares, with no shared voting or dispositive power. Newtyn TE Partners reports sole voting and dispositive power over 1,758,400 shares and no shared powers over any shares.