Gladstone Commercial names Stelljes lead independent director

Gladstone Commercial names Stelljes lead independent director

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Q: Who will replace GOOD director Walter H. Wilkinson Jr. as Lead Independent Director?

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Who will replace GOOD director Walter H. Wilkinson Jr. as Lead Independent Director?

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Who will replace GOOD director Walter H. Wilkinson Jr. as Lead Independent Director?

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George “Chip” Stelljes, III was elected to succeed Walter H. Wilkinson Jr. as Lead Independent Director, effective October 26, 2026.

Gladstone Commercial Corporation (GOOD) said Walter H. Wilkinson Jr. resigned from its Board of Directors effective immediately on October 22, 2026.

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8-K

Gladstone Commercial Corporation (GOOD) said Walter H. Wilkinson Jr. resigned from its Board of Directors effective immediately on October 22, 2026. Wilkinson had served as a director since 2014 and as Lead Independent Director since 2024. The Board elected George “Chip” Stelljes, III to succeed him as Lead Independent Director effective October 26, 2026. Following Wilkinson’s resignation, the Board fixed the number of directors at seven, effective October 26, 2026.

Item 5.02 — Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers

1 item

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers Governance

Key personnel changes including departures, elections, or appointments of directors and executive officers.

Board size: 7 directors Director service: Since 2014 Lead Independent Director service: Since 2024

3 metrics

Board size 7 directors Effective October 26, 2026

Director service Since 2014 Walter H. Wilkinson Jr.

Lead Independent Director service Since 2024 Walter H. Wilkinson Jr.

Lead Independent Director, Cumulative Redeemable Preferred Stock, par value

3 terms

Lead Independent Director technical

"as Lead Independent Director since 2024"

A lead independent director is a board member who is not part of company management and is chosen to coordinate and represent the other independent directors, often running sessions without the CEO, helping set meeting agendas, and serving as a liaison between shareholders and the board. For investors, this role signals stronger, more balanced oversight—like a neutral referee who helps ensure decisions are fair, transparent and focused on protecting shareholder interests.

Cumulative Redeemable Preferred Stock financial

"6.625% Series E Cumulative Redeemable Preferred Stock"

Cumulative redeemable preferred stock is a type of investment that gives shareholders priority over common stockholders to receive dividends and get their money back if the company is sold or closes. If the company misses dividend payments, it must pay them later before any dividends can go to other shareholders. This makes it a more secure and flexible option for investors seeking steady income with some ability to redeem their shares in the future.

par value financial

"Common Stock, $0.001 par value per share"

Par value is the fixed amount printed on a bond or stock that represents its original value when issued. It’s like the face value of a coin or bill—what the issuer promises to pay back or the starting price of a stock—though it often doesn’t change with market prices. It matters because it helps determine certain financial details, like how much the company will pay back at maturity.

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George “Chip” Stelljes, III was elected to succeed Walter H. Wilkinson Jr. as Lead Independent Director, effective October 26, 2026.

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Available on EDGAR 10/26/2026 - 04:16 PM EDT Accepted by SEC EDGAR 10/26/2026 - 04:15 PM EDT

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): October 26, 2026 (October 22, 2026)

Gladstone Commercial Corporation

(Exact Name of Registrant as Specified in Charter)

Maryland

001-33097

02-0681276

(State or Other Jurisdiction

of Incorporation)

(Commission

File Number)

(I.R.S. Employer

Identification Number)

1521 Westbranch Drive, Suite 100, McLean, Virginia 22102

(Address of Principal Executive Offices) (Zip Code)

(703) 287-5800

(Registrant’s telephone number, including area code)

Not Applicable

(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, $0.001 par value per share	GOOD	The Nasdaq Stock Market LLC
6.625% Series E Cumulative Redeemable Preferred Stock, par value $0.001 per share	GOODN	The Nasdaq Stock Market LLC
6.00% Series G Cumulative Redeemable Preferred Stock, par value $0.001 per share	GOODO	The Nasdaq Stock Market LLC

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 5.02

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On October 22, 2026, Walter H. Wilkinson Jr. notified Gladstone Commercial Corporation (the “Company”) that he is resigning from the Company’s Board of Directors, effective immediately. Mr. Wilkinson has served as a director since 2014 and as Lead Independent Director since 2024. The Board has elected George “Chip” Stelljes, III to succeed Mr. Wilkinson as Lead Independent Director, effective October 26, 2026. Following Mr. Wilkinson’s resignation, the Board fixed the number of directors at seven, effective October 26, 2026.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Source: View Original Filing on SEC EDGAR

4 documents

Gladstone Commercial Corporation

(Registrant)

October 26, 2026

/s/ Gary Gerson

(Gary Gerson, Executive Vice President and Chief Financial Officer)