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Board member at Getty Realty (NYSE: GTY) awarded 7,000 RSUs

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Malanoski Mary Louise reported acquisition or exercise transactions in this Form 4 filing.

Getty Realty Corp. director Mary Louise Malanoski received a grant of 7,000 Restricted Stock Units (RSUs). The RSUs were awarded for no cash consideration and were reported as directly owned. Following this award, she holds a total of 59,000 RSUs.

The RSUs vest in equal installments over 5 years starting on the 1st anniversary of the 2026-03-02 grant date, generally requiring continued board service. Unvested RSUs fully vest upon death or certain involuntary departures, and may vest upon retirement at the Compensation Committee’s discretion. Each RSU is settled in either cash or common stock, at the Compensation Committee’s discretion, within 30 days after each vesting date.

Positive

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Insider Malanoski Mary Louise
Role Director
Type Security Shares Price Value
Grant/Award Restricted Stock Unit 7,000 $0.00 --
Holdings After Transaction: Restricted Stock Unit — 59,000 shares (Direct)
Footnotes (1)
  1. Each Restricted Stock Unit (RSU) is settled at the discretion of the Compensation Committee in one share of common stock or in cash in an amount equal to the fair market value of one share of common stock on the settlement date noted in footnote (2) below. RSUs vest ratably over 5 years commencing on the 1st anniversary of the grant date, subject to continued service with the Issuer on each vesting date, except that to the extent unvested, RSUs fully vest upon death or upon termination of service for any reason other than the Reporting Person voluntarily electing to resign from the Board, voluntarily electing not to stand for re-election, or being involuntarily removed from the Board (excluding a failure to be re-elected by the stockholders). RSUs may also vest in the discretion of the Compensation Committee upon retirement from the Board, subject to the terms of the Issuer's Third Amended and Restated 2004 Omnibus Incentive Compensation Plan and the applicable grant agreement. RSUs are settled in cash or common stock, in the discretion of the Compensation Committee within thirty (30) days following the applicable vesting date. The RSUs were received by reporting person for no consideration.
SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Malanoski Mary Louise

(Last) (First) (Middle)
C/O GETTY REALTY CORP.
292 MADISON AVE., 9TH FLOOR

(Street)
NEW YORK NY 10017

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
GETTY REALTY CORP /MD/ [ GTY ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
03/02/2026
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Restricted Stock Unit (1)(2) 03/02/2026 03/02/2026 A 7,000 (2) (2) Common Stock 7,000 (3) 59,000 D
Explanation of Responses:
1. Each Restricted Stock Unit (RSU) is settled at the discretion of the Compensation Committee in one share of common stock or in cash in an amount equal to the fair market value of one share of common stock on the settlement date noted in footnote (2) below.
2. RSUs vest ratably over 5 years commencing on the 1st anniversary of the grant date, subject to continued service with the Issuer on each vesting date, except that to the extent unvested, RSUs fully vest upon death or upon termination of service for any reason other than the Reporting Person voluntarily electing to resign from the Board, voluntarily electing not to stand for re-election, or being involuntarily removed from the Board (excluding a failure to be re-elected by the stockholders). RSUs may also vest in the discretion of the Compensation Committee upon retirement from the Board, subject to the terms of the Issuer's Third Amended and Restated 2004 Omnibus Incentive Compensation Plan and the applicable grant agreement. RSUs are settled in cash or common stock, in the discretion of the Compensation Committee within thirty (30) days following the applicable vesting date.
3. The RSUs were received by reporting person for no consideration.
/s/ Mary Louise Malanoski 03/03/2026
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What insider transaction did Getty Realty (GTY) director Mary Louise Malanoski report?

She reported receiving a grant of 7,000 Restricted Stock Units (RSUs). These units were awarded for no cash consideration and increased her directly held RSU balance to 59,000, according to the latest insider disclosure.

How do the new RSUs granted to Getty Realty (GTY) director vest?

The 7,000 RSUs vest ratably over 5 years starting on the first anniversary of the 2026-03-02 grant date. Vesting generally requires continued board service, with special provisions for death, qualifying terminations, and possible retirement treatment.

How will the Getty Realty (GTY) RSUs granted to the director be settled?

Each RSU will be settled, at the Compensation Committee’s discretion, in either one share of common stock or cash equal to the share’s fair market value. Settlement occurs within 30 days after each applicable vesting date.

Did the Getty Realty (GTY) director pay anything for the 7,000 RSU grant?

No. The filing states that the 7,000 RSUs were received for no consideration. This means the director did not pay cash to acquire them; they represent a form of equity-based compensation from Getty Realty.

What happens to unvested Getty Realty (GTY) RSUs if the director dies or leaves the board?

Unvested RSUs generally fully vest upon death or termination for reasons other than specified voluntary departures or certain removals. The Compensation Committee may also allow vesting upon retirement, subject to the company’s incentive plan and the grant agreement.