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UNITED STATES
SECURITIES AND
EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported):
September 18, 2025
Global Net Lease, Inc.
(Exact name of registrant as specified in its
charter)
Maryland |
|
001-37390 |
|
45-2771978 |
(State
or other jurisdiction
of
incorporation) |
|
(Commission File Number) |
|
(IRS
Employer
Identification
No.) |
650
Fifth Avenue, 30th Floor |
|
|
New York, New York |
|
10019 |
(Address of principal executive offices) |
|
(Zip Code) |
Registrant’s telephone number, including
area code: (332) 265-2020
(Former name or former address, if changed
since last report.)
Check the appropriate box below if the Form 8-K
filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
¨ |
Written communications pursuant to Rule 425 under the Securities
Act (17 CFR 230.425) |
|
|
¨ |
Soliciting material pursuant to Rule 14a-12 under the Exchange
Act (17 CFR 240.14a-12) |
|
|
¨ |
Pre-commencement communications pursuant to Rule 14d-2(b) under
the Exchange Act (17 CFR 240.14d-2(b)) |
|
|
¨ |
Pre-commencement communications pursuant to Rule 13e-4(c) under
the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered
pursuant to Section 12(b) of the Act:
Title of each class |
|
Trading
Symbol(s) |
|
Name of each exchange
on
which registered |
Common
Stock, $0.01 par value per share |
|
GNL |
|
New
York Stock Exchange |
7.25%
Series A Cumulative Redeemable Preferred Stock, $0.01 par value per share |
|
GNL
PR A |
|
New
York Stock Exchange |
6.875%
Series B Cumulative Redeemable Perpetual Preferred Stock, $0.01 par value per share |
|
GNL
PR B |
|
New
York Stock Exchange |
7.50%
Series D Cumulative Redeemable Perpetual Preferred Stock, $0.01 par value per share |
|
GNL
PR D |
|
New
York Stock Exchange |
7.375%
Series E Cumulative Redeemable Perpetual Preferred Stock, $0.01 par value per share |
|
GNL
PR E |
|
New
York Stock Exchange |
Indicate
by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405
of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company
¨
If
an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying
with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨
Item 7.01 Regulation FD Disclosure.
Preferred Stock Dividends
On September 18, 2025,
Global Net Lease, Inc. (the “Company”) issued a press release announcing the declaration of a dividend of $0.453125 per share
payable on October 15, 2025 to holders of record of shares of the Company’s 7.25% Series A Cumulative Redeemable Preferred Stock
at the close of business on October 3, 2025.
The Company also announced
the declaration of a dividend of $0.4296875 per share payable on October 15, 2025 to holders of record of shares of the Company’s
6.875% Series B Cumulative Redeemable Perpetual Preferred Stock at the close of business on October 3, 2025.
In addition, the Company
announced the declaration of a dividend of $0.46875 per share payable on October 15, 2025 to holders of record of shares of the Company’s
7.50% Series D Cumulative Redeemable Perpetual Preferred Stock at the close of business on October 3, 2025.
Additionally, the Company
announced the declaration of a dividend of $0.4609375 per share payable on October 15, 2025 to holders of record of shares of the Company’s
7.375% Series E Cumulative Redeemable Perpetual Preferred Stock at the close of business on October 3, 2025.
A copy of the press release
is attached as Exhibit 99.1 to this Current Report on Form 8-K. Such press release shall not be deemed “filed” for any purpose,
including for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise
subject to the liabilities of that Section. The information in Item 7.01, including Exhibit 99.1, shall not be deemed incorporated by
reference into any filing under the Exchange Act or the Securities Act of 1933, as amended, regardless of any general incorporation language
in such filing.
The statements
in this Current Report on Form 8-K that are not historical facts may be forward-looking statements within the meaning of the Private
Securities Litigation Reform Act of 1995. These forward-looking statements involve risks and uncertainties that could cause the outcome
to be materially different. The words such as “may,” “will,” “seeks,” “anticipates,” “believes,”
“expects,” “estimates,” “projects,” “potential,” “predicts,” “plans,”
“intends,” “would,” “could,” “should” and similar expressions are intended to identify
forward-looking statements, although not all forward-looking statements contain these identifying
words. These forward-looking statements are subject to a number of risks, uncertainties and other factors, many of which are outside of
the Company’s control, which could cause actual results to differ materially from the results contemplated by the forward-looking
statements. These risks and uncertainties include the risks that any potential future acquisition or disposition by the Company is subject
to market conditions, capital availability and timing considerations and may not be identified or completed on favorable terms, or at
all. Some of the risks and uncertainties, although not all risks and uncertainties, that could cause the Company’s actual results
to differ materially from those presented in its forward-looking statements are set forth in the “Risk Factors” and “Quantitative
and Qualitative Disclosures About Market Risk” sections in the Company’s Annual Report on Form 10-K, its Quarterly Reports
on Form 10-Q, and all of its other filings with the U.S. Securities and Exchange Commission, as such risks, uncertainties and other important
factors may be updated from time to time in the Company’s subsequent reports. Further, forward-looking statements speak only as
of the date they are made, and the Company undertakes no obligation to update or revise any forward-looking statement to reflect changed
assumptions, the occurrence of unanticipated events or changes to future operating results over time, unless required by law.
Item 9.01 Financial Statements
and Exhibits.
(d) Exhibits.
Exhibit
Number |
|
Description |
99.1 |
|
Press Release dated September 18, 2025. |
104 |
|
Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document. |
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 hereunto duly authorized.
|
GLOBAL NET LEASE, INC. |
|
|
|
Date: September 18, 2025 |
By: |
/s/ Edward M. Weil, Jr. |
|
Name: |
Edward M. Weil, Jr. |
|
Title: |
Chief Executive Officer and President (Principal Executive Officer) |