STOCK TITAN

Getty Realty invests $297M across 68 properties in Q3

The company invested $297.4 million during the quarter and raised 2026 AFFO guidance to $2.53–$2.54 per diluted share.

(Very High)

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Form Type
8-K

Rhea-AI Filing Summary

Getty Realty Corp. (GTY) reported third-quarter 2026 total revenues of $62.990 million, versus $55.591 million a year earlier, and net earnings of $25.606 million, versus $23.348 million. Diluted net earnings per share were $0.40 in both periods; FFO per share was $0.61 versus $0.66, and AFFO per share was $0.64 versus $0.62. It raised 2026 AFFO guidance to $2.53–$2.54 per diluted share from $2.52–$2.54.

Quarter investments totaled $297.4 million across 68 properties at a 6.9% initial cash yield; an additional $46.3 million was invested after quarter-end at a 7.6% initial cash yield. Year-to-date investment was $502.3 million at a 7.2% initial cash yield. A committed pipeline exceeded $75 million for 29 properties as of October 21, 2026, with timing and amounts dependent on counterparties and project schedules.

Indebtedness was $1.2 billion as of September 30, 2026, including $1.0 billion of senior unsecured notes and $200.0 million outstanding on the Revolver. A post-quarter amendment provided a $200.0 million term loan at a 5.03% effective rate to repay Revolver borrowings; it matures October 16, 2028, with three optional 12-month extensions.

2 points · 0 major

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0 major · 1 point

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Positive

  • Moderate pointThird-quarter revenue: $62.990 million, versus $55.591 million in 2025.
  • Moderate pointThird-quarter net earnings: $25.606 million, versus $23.348 million in 2025.

Negative

  • Moderate pointThird-quarter FFO per share was $0.61, versus $0.66 in 2025.

Filing Explained

Getty reports settling about 5.1 million common shares under forward sale agreements for $164.6 million in net proceeds. Issuing additional shares reduces existing holders’ percentage ownership absent offsetting changes. As of September 30, 2026, 1.5 million shares remained subject to outstanding agreements, with $51.8 million in gross proceeds anticipated upon settlement.

Item 2.02 Results of Operations and Financial Condition Financial
Disclosure of earnings results, typically an earnings press release or preliminary financials.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, or exhibit attachments filed with this report.
Total revenues $62.990 million Three months ended September 30, 2026; $55.591 million in 2025
Net earnings $25.606 million Three months ended September 30, 2026; $23.348 million in 2025
Diluted net earnings per common share $0.40 Three months ended September 30, 2026 and 2025
FFO per diluted common share $0.61 Three months ended September 30, 2026; $0.66 in 2025
AFFO per diluted common share $0.64 Three months ended September 30, 2026; $0.62 in 2025
Quarterly investments $297.4 million Across 68 properties at a 6.9% initial cash yield
2026 AFFO guidance $2.53–$2.54 per diluted share Full-year range; prior range was $2.52–$2.54
Total indebtedness $1.2 billion As of September 30, 2026
Funds From Operations financial
"Funds From Operations (“FFO”)"
Funds from operations (FFO) measures the cash a real estate-focused company generates from its core property operations by adjusting net income to add back non-cash expenses like building depreciation and removing one-time gains or losses from property sales. Investors use FFO like a household’s monthly take-home pay—it's a clearer view of ongoing cash available to pay dividends, maintain properties and fund growth than raw accounting profit.
Adjusted Funds From Operations financial
"Adjusted Funds From Operations (“AFFO”)"
Adjusted funds from operations is a financial measure that shows how much cash a real estate company generates from its property operations, excluding certain non-recurring items and accounting adjustments. It helps investors understand the company’s true cash flow ability to pay dividends or fund growth. This figure offers a clearer picture of ongoing financial performance by removing irregular or one-time factors that can distort regular income.
initial cash yield financial
"at a 6.9% initial cash yield"
Initial cash yield is the expected cash income an investor receives in the first year from an investment—such as dividends, bond coupons or rental income—expressed as a percentage of the purchase price. It matters because it shows the immediate income-producing power of an investment and lets investors compare short-term income across options—like checking the first-year interest rate on different savings accounts—though it does not reflect future changes in income, capital gains or transaction costs.
sale leaseback financing financial
"providing sale leaseback financing"
A sale leaseback is a financing move where a company sells a physical asset—like a building or equipment—to a buyer and then immediately rents it back so it can keep using it. For investors, it matters because the company converts tied-up assets into cash without disrupting operations, which can improve short-term liquidity but also creates ongoing rental obligations that affect future cash flow and balance-sheet risk, similar to selling your home and continuing to live there as a renter.
forward sale agreements financial
"shares subject to outstanding forward sale agreements"
A forward sale agreement is a deal where two parties agree today to sell and buy an asset at a set price on a future date. It’s like promising to sell your car to a friend next month at today's price, regardless of how the car's value changes. These agreements help businesses lock in prices and reduce uncertainty about future costs or income.
SOFR financial
"based on the daily SOFR rate"
The Secured Overnight Financing Rate (SOFR) is a market benchmark that measures the cost of borrowing cash overnight using U.S. Treasury securities as collateral. Investors watch SOFR because it acts like a speedometer for short-term interest costs—affecting loan rates, bond yields and the pricing of interest-rate contracts—so movements change borrowing expenses, cash returns and the value of interest-sensitive investments.
Total revenues $62.990 million versus $55.591 million in third quarter 2025
Net earnings $25.606 million versus $23.348 million in third quarter 2025
Diluted net earnings per common share $0.40 unchanged from $0.40 in third quarter 2025
FFO per diluted common share $0.61 versus $0.66 in third quarter 2025
AFFO per diluted common share $0.64 versus $0.62 in third quarter 2025
Guidance

Getty raised 2026 AFFO guidance to $2.53 to $2.54 per diluted share from $2.52 to $2.54. The outlook includes completed transaction activity as of October 21, 2026, but excludes prospective acquisitions, dispositions, or capital markets activities, including settlement of outstanding forward sale agreements.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What were GTY’s third-quarter 2026 earnings and per-share results?

Getty Realty reported third-quarter net earnings of $25.606 million, or $0.40 per diluted share. FFO was $0.61 per share and AFFO was $0.64 per share; total revenues were $62.990 million.

What is GTY’s 2026 AFFO guidance?

Getty raised 2026 AFFO guidance to $2.53 to $2.54 per diluted share from $2.52 to $2.54. The outlook includes completed transaction activity as of October 21, 2026, but excludes prospective acquisitions, dispositions, and capital-markets activities, including settlement of outstanding forward sale agreements.

What is in Getty Realty’s committed investment pipeline?

As of October 21, 2026, Getty had a committed pipeline of more than $75 million for 29 properties. Agreements were fully executed for each transaction, but the timing and amount of each investment depend on counterparties and their schedules for completing development projects and certain business acquisitions for which Getty is providing sale leaseback financing.

How many shares are covered by GTY’s forward sale agreements?

During the quarter, Getty settled approximately 5.1 million shares under outstanding forward sale agreements for net proceeds of approximately $164.6 million and entered agreements to sell approximately 0.8 million shares for anticipated gross proceeds of $28.0 million. As of September 30, 2026, approximately 1.5 million shares remained subject to outstanding agreements, with anticipated gross proceeds of approximately $51.8 million upon settlement.

What are the terms of Getty Realty’s new term loan?

The $200.0 million senior unsecured term loan bears interest at an effective rate of 5.03%, based on the daily SOFR rate and Getty’s BBB- credit rating at the amendment’s closing. It matures October 16, 2028, subject to three twelve-month extensions exercisable at Getty’s option, and its proceeds were used to repay Revolver borrowings.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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false0001052752GETTY REALTY CORP /MD/00010527522026-10-212026-10-21

 

 

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 21, 2026

GETTY REALTY CORP.

(Exact name of Registrant as Specified in Its Charter)

Maryland

001-13777

11-3412575

(State or Other Jurisdiction

of Incorporation)

(Commission

File Number)

(IRS Employer

Identification No.)

292 Madison Avenue, 9th Floor,

New York, New York

10017-6318

(Address of Principal Executive Offices)

(Zip Code)

Registrant’s Telephone Number, Including Area Code: (646) 349-6000

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 (see General Instructions A.2. below):

 

☐

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

 

GTY

 

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 2.02. Results of Operations and Financial Condition.

On October 21, 2026, Getty Realty Corp. issued a press release announcing its results of operations for the quarter ended September 30, 2026. A copy of the press release is furnished herewith as Exhibit 99.1 and incorporated in this Item 2.02 by reference.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits:

 

Exhibit

Number

 

Description

 

 

 

99.1

 

Press release issued by Getty Realty Corp. on October 21, 2026.

 

 

 

104

 

Cover Page Interactive Data File (embedded within the inline XBRL document)

 

The information contained in Item 2.02 and Exhibit 99.1 to this Current Report on Form 8-K is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section. Such information in this Current Report on Form 8-K shall not be incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in any such filing.

 


 

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 thereunto duly authorized.

 

GETTY REALTY CORP.

Date: October 21, 2026

By:

/s/ Brian R. Dickman

Brian R. Dickman

Executive Vice President

Chief Financial Officer and Treasurer

 

 


Exhibit 99.1

FOR IMMEDIATE RELEASE

GETTY REALTY CORP. ANNOUNCES THIRD QUARTER 2026 RESULTS

- Completes More Than $500 Million of Year-to-Date Investment Activity -

- Increases 2026 Full Year Earnings Guidance -

NEW YORK, NY, October 21, 2026 — Getty Realty Corp. (NYSE: GTY) (“Getty” or the “Company”), a net lease REIT focused on convenience and automotive retail real estate, announced today its financial and operating results for the quarter ended September 30, 2026.

Third Quarter 2026 Highlights

•
Net earnings: $0.40 per share
•
Funds From Operations (“FFO”): $0.61 per share
•
Adjusted Funds From Operations (“AFFO”): $0.64 per share
•
Invested $297.4 million across 68 properties at a 6.9% initial cash yield, plus an additional $46.3 million at a 7.6% initial cash yield subsequent to quarter end
•
Committed investment pipeline of more than $75 million for the development and/or acquisition of 29 convenience and automotive retail properties, as of October 21, 2026

“Getty has delivered strong results thus far in 2026, highlighted by a 5.0% increase in year-to-date AFFO per share, and more than $500 million of year-to-date investments,” stated Christopher J. Constant, Getty’s President & Chief Executive Officer. “While the recently announced $261 million Refuel transaction was a milestone transaction for the Company, I am pleased that we continue to make investments and expand tenant relationships across all our target convenience and automotive retail sectors. The durability of our portfolio and strength of our balance sheet position us well as we reassess our investment pipeline and take a disciplined approach to capital allocation in the current market environment.”

Net Earnings, FFO and AFFO

All per share amounts are presented on a fully diluted per common share basis, unless stated otherwise. FFO and AFFO are “Non-GAAP Financial Measures” which are defined and reconciled to net earnings at the end of this release.

 

($ in thousands)

 

Three Months Ended September 30,

 

 

Nine Months Ended September 30,

 

 

 

2026

 

 

2025

 

 

2026

 

 

2025

 

Net earnings

 

$

25,606

 

 

$

23,348

 

 

$

74,820

 

 

$

52,148

 

Net earnings per share

 

$

0.40

 

 

$

0.40

 

 

$

1.18

 

 

$

0.89

 

 

 

 

 

 

 

 

 

 

 

 

 

 

FFO

 

$

38,865

 

 

$

38,697

 

 

$

118,639

 

 

$

98,193

 

FFO per share

 

$

0.61

 

 

$

0.66

 

 

$

1.89

 

 

$

1.70

 

 

 

 

 

 

 

 

 

 

 

 

 

 

AFFO

 

$

41,149

 

 

$

36,102

 

 

$

118,978

 

 

$

103,866

 

AFFO per share

 

$

0.64

 

 

$

0.62

 

 

$

1.89

 

 

$

1.80

 

 

1

 


 

Select Financial Results

Revenues from Rental Properties

 

($ in thousands)

 

Three Months Ended September 30,

 

 

Nine Months Ended September 30,

 

 

 

2026

 

 

2025

 

 

2026

 

 

2025

 

Rental income (a)

 

$

60,807

 

 

$

53,477

 

 

$

174,511

 

 

$

155,384

 

Tenant reimbursement income

 

 

1,458

 

 

 

1,682

 

 

 

3,698

 

 

 

4,205

 

Revenues from rental properties

 

$

62,265

 

 

$

55,159

 

 

$

178,209

 

 

$

159,589

 

 

(a)
Rental income includes base rental income, additional rental income, if any, and certain non-cash revenue recognition adjustments.

For the quarter ended September 30, 2026, base rental income grew 13.8% to $59.3 million, as compared to $52.1 million for the same period in 2025. For the nine months ended September 30, 2026, base rental income grew 13.2% to $171.7 million, as compared to $151.7 million for the same period in 2025.

The growth in base rental income was driven by incremental revenue from recently acquired properties and contractual rent increases for in-place leases, partially offset by property dispositions.

Interest (Income) on Notes and Mortgages Receivable

 

($ in thousands)

 

Three Months Ended September 30,

 

 

Nine Months Ended September 30,

 

 

 

2026

 

 

2025

 

 

2026

 

 

2025

 

Interest on notes and mortgages receivable

 

$

725

 

 

$

432

 

 

$

1,676

 

 

$

1,589

 

 

The change in interest earned on notes and mortgages receivable in both periods was due to a net increase in average notes and mortgages receivable outstanding as compared to the prior year.

Property Costs

 

($ in thousands)

 

Three Months Ended September 30,

 

 

Nine Months Ended September 30,

 

 

 

2026

 

 

2025

 

 

2026

 

 

2025

 

Property operating expenses

 

$

2,171

 

 

$

2,251

 

 

$

5,810

 

 

$

6,361

 

Leasing and redevelopment expenses

 

 

53

 

 

 

155

 

 

 

445

 

 

 

470

 

Property costs

 

$

2,224

 

 

$

2,406

 

 

$

6,255

 

 

$

6,831

 

 

The improvement in property operating expenses in both periods was due to a decrease in rent expense, as well as lower reimbursable and non-reimbursable expenses. The reduction in leasing and redevelopment expenses for both periods was primarily due to a decrease in professional fees and write-offs for redevelopment projects, partially offset by an increase in demolitions costs for the nine months ended September 30, 2026.

Other Expenses

 

($ in thousands)

 

Three Months Ended September 30,

 

 

Nine Months Ended September 30,

 

 

 

2026

 

 

2025

 

 

2026

 

 

2025

 

Environmental expenses

 

$

320

 

 

$

(3,356

)

 

$

(6,889

)

 

$

2,101

 

General and administrative expenses

 

 

8,327

 

 

 

6,441

 

 

 

24,680

 

 

 

20,161

 

Impairments

 

 

373

 

 

 

647

 

 

 

4,350

 

 

 

2,271

 

 

2

 


 

The change in environmental expenses in both periods was driven by changes in environmental estimates, including the removal of unknown reserve liabilities that had previously been accrued for certain properties. The change in environmental expenses for the nine months ended September 30, 2026 also included a decrease in environmental litigation accruals. Environmental expenses vary from period to period and, accordingly, undue reliance should not be placed on the magnitude or the direction of changes in reported environmental expenses for any one period, or a comparison to prior periods.

The change in general and administrative expenses in both periods was driven by non-recurring costs related to the departure of former executive officers, as well as an increase in professional fees.

Impairment charges result from (i) the accumulation of asset retirement costs at certain properties due to changes in estimated environmental liabilities, which increases the carrying values of these properties in excess of their fair values, and (ii) decreases in the carrying value of certain properties based on third-party indications of potential selling prices or reductions in estimated undiscounted cash flows expected to be received during the assumed holding period.

Portfolio Activities

Acquisitions and Development Funding

During the quarter ended September 30, 2026, the Company invested $297.4 million at a 6.9% initial cash yield, including:

•
The acquisition of 53 properties for $286.0 million, including 42 convenience stores, nine auto service centers, and two drive-thru quick service restaurants.
•
Incremental development funding of $11.3 million for the construction of new-to-industry auto service centers, drive-thru quick service restaurants, and convenience stores. As of September 30, 2026, the Company had advanced aggregate funding of $23.3 million for the development of new-to-industry properties that are either owned by the Company and under construction by its tenants, or which the Company expects to acquire via sale-leaseback transactions at the end of the respective construction periods.

Subsequent to quarter end, the Company invested $46.3 million at a 7.6% initial cash yield, and year-to-date, has invested a total of $502.3 million at a 7.2% initial cash yield.

Investment Pipeline

As of October 21, 2026, the Company had a committed investment pipeline of more than $75 million for the development and/or acquisition of 29 convenience and automotive retail properties. While the Company has fully executed agreements for each transaction, the timing and amount of each investment is dependent on its counterparties and the schedules under which they are able to complete development projects and certain business acquisitions for which the Company is providing sale leaseback financing.

Redevelopments

As of September 30, 2026, the Company had signed leases for four redevelopment projects, including two sites under construction and two sites pending recapture from its net lease portfolio. Other potential projects are in various stages of feasibility planning.

3

 


 

Dispositions

During the quarter ended September 30, 2026, the Company sold eight properties for gross proceeds of $11.6 million, and recorded a gain of $3.4 million on the dispositions. During the nine months ended September 30, 2026, the Company sold 14 properties for gross proceeds of $23.5 million, and recorded a gain of $9.8 million on the dispositions.

Balance Sheet and Capital Markets

As of September 30, 2026, the Company had $1.2 billion of total indebtedness, including (i) $1.0 billion of senior unsecured notes with a weighted average interest rate of 4.5% and a weighted average maturity of 5.5 years, and (ii) $200.0 million outstanding on the Company’s $450.0 million unsecured revolving credit facility (the “Revolver”).

Debt Capital Markets

Subsequent to quarter end, the Company amended the terms of its existing credit agreement to, among other items, provide for a new $200.0 million senior unsecured term loan (the “Term Loan”).

The Term Loan matures October 16, 2028, subject to three twelve-month extensions exercisable at the Company's option, and bears interest at an effective rate of 5.03% based on the daily SOFR rate and Company’s BBB- credit rating at the closing of the amendment. Proceeds from the Term Loan were used to repay borrowings under the Revolver.

The amendment also removed the additional 10 basis point SOFR credit spread adjustment from the effective interest rate charged for borrowings under the Revolver, and allowed the Company to elect for borrowings under the Term Loan and the Revolver to be priced off a ratings-based grid with the receipt of one investment grade rating, which the Company elected upon the closing of the amendment.

Equity Capital Markets

During the quarter ended September 30, 2026, the Company settled approximately 5.1 million shares of common stock subject to outstanding forward sale agreements for net proceeds of approximately $164.6 million, and entered into new forward sale agreements to sell approximately 0.8 million shares of common stock for anticipated gross proceeds of $28.0 million.

As of September 30, 2026, the Company had a total of approximately 1.5 million shares of common stock subject to outstanding forward sales agreements which, upon settlement, are anticipated to raise gross proceeds of approximately $51.8 million.

2026 Guidance

The Company is increasing its 2026 AFFO guidance to a range of $2.53 to $2.54 per diluted share from the prior range of $2.52 to $2.54 per diluted share. The Company’s outlook includes completed transaction activity as of the date of this release, but does not include prospective acquisitions, dispositions, or capital markets activities (including the settlement of outstanding forward sale agreements).

The guidance is based on current assumptions and is subject to risks and uncertainties more fully described in this press release and the Company’s periodic reports filed with the SEC.

AFFO per share is a non-GAAP financial measure. The Company does not provide a reconciliation of such forward-looking non-GAAP measure to the most directly comparable GAAP financial measure

4

 


 

because doing so would require unreasonable efforts due to the nature of the adjustments, which rely on assumptions and estimates that are subject to significant change throughout the year, necessary to calculate the non-GAAP measure.

Webcast Information

Getty Realty Corp. will host a conference call and webcast on Thursday, October 22 2026, at 8:30 a.m. EST. To participate in the call, please dial 1-877-423-9813, or 1-201-689-8573 for international participants, ten minutes before the scheduled start. Participants may also access the call via live webcast by visiting the investors section of the Company's website at ir.gettyrealty.com.

If you cannot participate in the live event, a replay will be available on Thursday, October 22, 2026, beginning at 11:30 a.m. EST through 11:59 p.m. EST, Thursday, November 5, 2026. To access the replay, please dial 1-844-512-2921, or 1-412-317-6671 for international participants, and reference pass code 13762493.

About Getty Realty Corp.

Getty Realty Corp. is a publicly traded, net lease REIT specializing in the acquisition, financing and development of convenience, automotive and other single tenant retail real estate. As of September 30, 2026, the Company’s portfolio included 1,269 freestanding properties located in 46 states across the United States and Washington, D.C.

5

 


 

Non-GAAP Financial Measures

In addition to measurements defined by accounting principles generally accepted in the United States of America (“GAAP”), the Company also focuses on Funds From Operations (“FFO”) and Adjusted Funds From Operations (“AFFO”) to measure its performance.

FFO and AFFO are generally considered by analysts and investors to be appropriate supplemental non-GAAP measures of the performance of REITs. FFO and AFFO are not in accordance with, or a substitute for, measures prepared in accordance with GAAP. In addition, FFO and AFFO are not based on any comprehensive set of accounting rules or principles. Neither FFO nor AFFO represent cash generated from operating activities calculated in accordance with GAAP and therefore these measures should not be considered an alternative for GAAP net earnings or as a measure of liquidity. These measures should only be used to evaluate the Company’s performance in conjunction with corresponding GAAP measures.

FFO is defined by the National Association of Real Estate Investment Trusts (“NAREIT”) as GAAP net earnings before (i) depreciation and amortization of real estate assets, (ii) gains or losses on dispositions of real estate assets, (iii) impairment charges, and (iv) the cumulative effect of accounting changes.

The Company defines AFFO as FFO excluding (i) certain revenue recognition adjustments (defined below), (ii) certain environmental adjustments (defined below), (iii) stock-based compensation, (iv) amortization of debt issuance costs and (v) other non-cash and/or unusual items that are not reflective of the Company’s core operating performance.

Other REITs may use definitions of FFO and/or AFFO that are different than the Company’s and, accordingly, may not be comparable.

The Company believes that FFO and AFFO are helpful to analysts and investors in measuring the Company’s performance because both FFO and AFFO exclude various items included in GAAP net earnings that do not relate to, or are not indicative of, the core operating performance of the Company’s portfolio. Specifically, FFO excludes items such as depreciation and amortization of real estate assets, gains or losses on dispositions of real estate assets, and impairment charges. With respect to AFFO, the Company further excludes the impact of (i) deferred rental revenue (straight-line rent), the net amortization of above-market and below-market leases, adjustments recorded for the recognition of rental income from direct financing leases, and the amortization of deferred lease incentives (collectively, “Revenue Recognition Adjustments”), (ii) environmental accretion expenses, environmental litigation accruals, insurance reimbursements, legal settlements and judgments, and changes in environmental remediation estimates (collectively, “Environmental Adjustments”), (iii) stock-based compensation expense, (iv) amortization of debt issuance costs and (v) other items, which may include allowances for credit losses on notes and mortgages receivable and direct financing leases, losses on extinguishment of debt, retirement and severance costs, and other items that do not impact the Company’s recurring cash flow and which are not indicative of its core operating performance.

The Company pays particular attention to AFFO which it believes provides the most useful depiction of the core operating performance of its portfolio. By providing AFFO, the Company believes it is presenting information that assists analysts and investors in their assessment of the Company’s core operating performance, as well as the sustainability of its core operating performance with the sustainability of the core operating performance of other real estate companies. For a tabular reconciliation of FFO and AFFO to GAAP net earnings, see the table captioned “Reconciliation of Net Earnings to Funds From Operations and Adjusted Funds From Operations” included herein.

6

 


 

Forward-Looking Statements

Certain statements contained herein may constitute “forward-looking statements” within the meaning of the private securities litigation reform act of 1995. When the words “believes,” “expects,” “plans,” “projects,” “estimates,” “anticipates,” “predicts,” “outlook” and similar expressions are used, they identify forward-looking statements. These forward-looking statements are based on management’s current beliefs and assumptions and information currently available to management and involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of the company to be materially different from any future results, performance or achievements expressed or implied by these forward-looking statements. Examples of forward-looking statements include, but are not limited to, those regarding the company’s 2026 AFFO per share guidance, those made by Mr. Constant, statements regarding the recapture and transfer of certain net lease retail properties, statements regarding the ability to obtain appropriate permits and approvals, and statements regarding AFFO as a measure best representing core operating performance and its utility in comparing the sustainability of the company’s core operating performance with the sustainability of the core operating performance of other REITs.

Information concerning factors that could cause the company’s actual results to differ materially from these forward-looking statements can be found elsewhere from this press release, including, without limitation, those statements in the company’s periodic reports filed with the securities and exchange commission. The company undertakes no obligation to publicly release revisions to these forward-looking statements to reflect future events or circumstances or reflect the occurrence of unanticipated events.

-more-

 

7

 


 

GETTY REALTY CORP.

CONSOLIDATED BALANCE SHEETS

(Unaudited)

(in thousands, except per share amounts)

 

 

 

September 30,

 

 

December 31,

 

 

 

2026

 

 

2025

 

ASSETS:

 

 

 

 

 

 

Real Estate:

 

 

 

 

 

 

Land

 

$

1,252,726

 

 

$

1,050,611

 

Buildings and improvements

 

 

1,289,457

 

 

 

1,141,467

 

Lease intangible assets

 

 

267,243

 

 

 

209,184

 

Investment in direct financing leases, net

 

 

34,788

 

 

 

38,853

 

Construction in progress

 

 

144

 

 

 

73

 

Real estate held for use

 

 

2,844,358

 

 

 

2,440,188

 

Less accumulated depreciation and amortization

 

 

(441,455

)

 

 

(405,908

)

Real estate held for use, net

 

 

2,402,903

 

 

 

2,034,280

 

Real estate held for sale, net

 

 

1,057

 

 

 

1,896

 

Real estate, net

 

 

2,403,960

 

 

 

2,036,176

 

Notes and mortgages receivable

 

 

34,270

 

 

 

19,466

 

Cash and cash equivalents

 

 

8,834

 

 

 

8,361

 

Restricted cash

 

 

3,786

 

 

 

4,419

 

Deferred rent receivable

 

 

77,558

 

 

 

70,325

 

Accounts receivable

 

 

3,155

 

 

 

2,366

 

Right-of-use assets - operating

 

 

10,819

 

 

 

10,190

 

Right-of-use assets - finance

 

 

25

 

 

 

60

 

Prepaid expenses and other assets

 

 

29,741

 

 

 

22,005

 

Total assets

 

$

2,572,148

 

 

$

2,173,368

 

LIABILITIES AND STOCKHOLDERS’ EQUITY:

 

 

 

 

 

 

Credit Facility

 

$

200,000

 

 

$

250,000

 

Senior Unsecured Notes, net

 

 

997,047

 

 

 

748,351

 

Environmental remediation obligations

 

 

8,226

 

 

 

15,928

 

Dividends payable

 

 

33,341

 

 

 

29,828

 

Lease liability - operating

 

 

11,766

 

 

 

11,300

 

Lease liability - finance

 

 

72

 

 

 

174

 

Accounts payable and accrued liabilities

 

 

43,834

 

 

 

45,658

 

Total liabilities

 

 

1,294,286

 

 

 

1,101,239

 

Commitments and contingencies

 

 

—

 

 

 

—

 

Stockholders’ equity:

 

 

 

 

 

 

Preferred stock, $0.01 par value; 20,000,000 authorized; unissued

 

 

—

 

 

 

—

 

Common stock, $0.01 par value; 100,000,000 shares authorized;
   67,123,296 and 59,815,921 shares issued and outstanding, respectively

 

 

671

 

 

 

598

 

Accumulated other comprehensive income (loss)

 

 

—

 

 

 

—

 

Additional paid-in capital

 

 

1,454,686

 

 

 

1,229,340

 

Dividends paid in excess of earnings

 

 

(177,495

)

 

 

(157,809

)

Total stockholders’ equity

 

 

1,277,862

 

 

 

1,072,129

 

Total liabilities and stockholders’ equity

 

$

2,572,148

 

 

$

2,173,368

 

 

8

 


 

GETTY REALTY CORP.

CONSOLIDATED STATEMENTS OF OPERATIONS

(Unaudited)

(in thousands, except per share amounts)

 

 

 

Three Months Ended September 30,

 

 

Nine Months Ended September 30,

 

 

 

2026

 

 

2025

 

 

2026

 

 

2025

 

Revenues:

 

 

 

 

 

 

 

 

 

 

 

 

Revenues from rental properties

 

$

62,265

 

 

$

55,159

 

 

$

178,209

 

 

$

159,589

 

Interest on notes and mortgages receivable

 

 

725

 

 

 

432

 

 

 

1,676

 

 

 

1,589

 

Total revenues

 

 

62,990

 

 

 

55,591

 

 

 

179,885

 

 

 

161,178

 

Operating expenses:

 

 

 

 

 

 

 

 

 

 

 

 

Property costs

 

 

2,224

 

 

 

2,406

 

 

 

6,255

 

 

 

6,831

 

Impairments

 

 

373

 

 

 

647

 

 

 

4,350

 

 

 

2,271

 

Environmental

 

 

320

 

 

 

(3,356

)

 

 

(6,889

)

 

 

2,101

 

General and administrative

 

 

8,327

 

 

 

6,441

 

 

 

24,680

 

 

 

20,161

 

Depreciation and amortization

 

 

18,319

 

 

 

15,040

 

 

 

51,352

 

 

 

45,998

 

Total operating expenses

 

 

29,563

 

 

 

21,178

 

 

 

79,748

 

 

 

77,362

 

Gain on dispositions of real estate

 

 

5,433

 

 

 

338

 

 

 

11,883

 

 

 

2,224

 

Operating income

 

 

38,860

 

 

 

34,751

 

 

 

112,020

 

 

 

86,040

 

Other income, net

 

 

189

 

 

 

47

 

 

 

524

 

 

 

194

 

Interest expense

 

 

(13,443

)

 

 

(11,450

)

 

 

(37,724

)

 

 

(34,086

)

Net earnings

 

$

25,606

 

 

$

23,348

 

 

$

74,820

 

 

$

52,148

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic net earnings per common share:

 

$

0.40

 

 

$

0.40

 

 

$

1.18

 

 

$

0.89

 

Diluted net earnings per common share:

 

$

0.40

 

 

$

0.40

 

 

$

1.18

 

 

$

0.89

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Weighted average common shares outstanding:

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

 

62,412

 

 

 

56,693

 

 

 

60,962

 

 

 

55,767

 

Diluted

 

 

62,569

 

 

 

56,757

 

 

 

61,129

 

 

 

55,906

 

 

9

 


 

GETTY REALTY CORP.

RECONCILIATION OF NET EARNINGS TO

FUNDS FROM OPERATIONS AND ADJUSTED FUNDS FROM OPERATIONS

(Unaudited)

(in thousands, except per share amounts)

 

 

 

Three Months Ended September 30,

 

 

Nine Months Ended September 30,

 

 

 

2026

 

 

2025

 

 

2026

 

 

2025

 

Net earnings

 

$

25,606

 

 

$

23,348

 

 

$

74,820

 

 

$

52,148

 

Depreciation and amortization of real estate assets

 

 

18,319

 

 

 

15,040

 

 

 

51,352

 

 

 

45,998

 

Gains on dispositions of real estate

 

 

(5,433

)

 

 

(338

)

 

 

(11,883

)

 

 

(2,224

)

Impairments

 

 

373

 

 

 

647

 

 

 

4,350

 

 

 

2,271

 

Funds from operations (FFO)

 

 

38,865

 

 

 

38,697

 

 

 

118,639

 

 

 

98,193

 

Revenue recognition adjustments

 

 

 

 

 

 

 

 

 

 

 

 

Deferred rental revenue (straight-line rent)

 

 

(3,068

)

 

 

(2,557

)

 

 

(7,413

)

 

 

(6,906

)

Amortization of above and below market leases, net

 

 

(59

)

 

 

(85

)

 

 

(178

)

 

 

(253

)

Amortization of investments in direct financing leases

 

 

1,407

 

 

 

1,190

 

 

 

4,066

 

 

 

3,436

 

Amortization of lease incentives

 

 

261

 

 

 

236

 

 

 

1,053

 

 

 

644

 

Total revenue recognition adjustments

 

 

(1,459

)

 

 

(1,216

)

 

 

(2,472

)

 

 

(3,079

)

Environmental Adjustments

 

 

 

 

 

 

 

 

 

 

 

 

Accretion expense

 

 

67

 

 

 

74

 

 

 

223

 

 

 

238

 

Changes in environmental estimates

 

 

(30

)

 

 

(4,155

)

 

 

(7,757

)

 

 

(4,382

)

Environmental litigation accruals

 

 

—

 

 

 

550

 

 

 

(25

)

 

 

5,616

 

Insurance reimbursements

 

 

(80

)

 

 

—

 

 

 

(86

)

 

 

(43

)

Total environmental adjustments

 

 

(43

)

 

 

(3,531

)

 

 

(7,645

)

 

 

1,429

 

Other Adjustments

 

 

 

 

 

 

 

 

 

 

 

 

Stock-based compensation expense

 

 

1,529

 

 

 

1,789

 

 

 

4,256

 

 

 

5,192

 

Amortization of debt issuance costs

 

 

407

 

 

 

363

 

 

 

1,206

 

 

 

2,131

 

Retirement and severance costs

 

 

1,850

 

 

 

—

 

 

 

4,994

 

 

 

—

 

Total other adjustments

 

 

3,786

 

 

 

2,152

 

 

 

10,456

 

 

 

7,323

 

Adjusted Funds from operations (AFFO)

 

$

41,149

 

 

$

36,102

 

 

$

118,978

 

 

$

103,866

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic per share amounts:

 

 

 

 

 

 

 

 

 

 

 

 

Net earnings

 

$

0.40

 

 

$

0.40

 

 

$

1.18

 

 

$

0.89

 

FFO (a)

 

 

0.61

 

 

 

0.66

 

 

 

1.89

 

 

 

1.71

 

AFFO (a)

 

 

0.64

 

 

 

0.62

 

 

 

1.90

 

 

 

1.81

 

Diluted per share amounts:

 

 

 

 

 

 

 

 

 

 

 

 

Net earnings

 

$

0.40

 

 

$

0.40

 

 

$

1.18

 

 

$

0.89

 

FFO (a)

 

 

0.61

 

 

 

0.66

 

 

 

1.89

 

 

 

1.70

 

AFFO (a)

 

 

0.64

 

 

 

0.62

 

 

 

1.89

 

 

 

1.80

 

Weighted average common shares outstanding:

 

 

 

 

 

 

 

 

 

 

 

 

      Basic

 

 

62,412

 

 

 

56,693

 

 

 

60,962

 

 

 

55,767

 

      Diluted

 

 

62,569

 

 

 

56,757

 

 

 

61,129

 

 

 

55,906

 

 

(a)
Dividends paid and undistributed earnings allocated, if any, to unvested restricted stockholders are deducted from FFO and AFFO for the computation of the per share amounts. The following amounts were deducted:

 

 

 

Three Months Ended September 30,

 

 

Nine Months Ended September 30,

 

 

 

2026

 

 

2025

 

 

2026

 

 

2025

 

FFO

 

$

1,061

 

 

$

1,121

 

 

$

3,373

 

 

$

2,891

 

AFFO

 

 

1,124

 

 

 

1,046

 

 

 

3,383

 

 

 

3,058

 

 

 

Contacts:

 

Brian Dickman

 

Investor Relations

 

 

Chief Financial Officer

 

(646) 349-0598

 

 

(646) 349-6000

 

ir@gettyrealty.com

 

10

 


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