STOCK TITAN

Gyrodyne (Nasdaq: GYRO) COO exit, one employee to finish liquidation

(Moderate)
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Gyrodyne, LLC disclosed that it entered into a Separation Agreement with Chief Operating Officer Peter Pitsiokos, under which his employment will terminate effective October 2, 2026. He will receive base salary through that date plus a $100,000 six‑month severance, payable in a lump sum after the Separation Agreement and a general release become effective, and has agreed to confidentiality and non‑disparagement obligations.

After the termination, Gyrodyne will have one full-time employee to manage property entitlements, marketing, asset sales and completion of its liquidation. The company expects the termination to generate approximately $620,000 in savings over the remaining liquidation timeline and continues to expect liquidation to be completed by the end of 2028. It also outlines multiple risks that could affect property sales, capital raising efforts through 2028, litigation outcomes and its reliance on a single employee.

Positive

  • Termination expected to save $620,000 over the remaining liquidation timeline, which could modestly increase net cash available for distribution as the company winds down.
  • Liquidation completion target remains end of 2028, providing investors with a stated time frame for selling remaining properties and distributing proceeds, subject to the many risks described.

Negative

  • COO departure leaves Gyrodyne with one full-time employee to manage entitlements, property sales and liquidation, and the company explicitly notes risks from relying on a single employee.
  • Company highlights need for additional capital through end of 2028 if property-sale proceeds and credit facility modifications are insufficient to fund operations during the liquidation.
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.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
COO severance payment $100,000 Six-months’ severance payable in a lump sum after agreement and release effectiveness
Termination Date October 2, 2026 Effective date of Chief Operating Officer’s employment termination
Expected cost savings $620,000 Estimated savings over the remaining liquidation timeline from terminating the COO role
Remaining full-time employees 1 Number of full-time employees after the COO’s termination
Liquidation completion target End of 2028 Management’s expectation for completing the company’s liquidation
Separation Agreement regulatory
"executed a Separation Agreement dated August 3, 2026"
A separation agreement is a written contract that spells out the financial and legal terms when an employee and a company part ways, such as final pay, severance, continued benefits, confidentiality, and any release of claims. For investors, it matters because these agreements determine immediate costs, potential future liabilities, and whether departing staff are restricted from competing or disclosing information—factors that can affect a company’s cash flow, risk profile, and leadership continuity.
general release regulatory
"to deliver a general release to the Company following the Termination Date"
forward-looking information regulatory
"contain "forward-looking information" within the meaning of the Private Securities"
Forward-looking information are predictions, plans, estimates or expectations about a company’s future performance, results or events, such as sales forecasts, project timelines, or anticipated costs. It matters to investors because these statements guide expectations but rely on assumptions and uncertain factors—like a weather forecast for a business—so investors should treat them as informed guesses rather than guarantees and consider the risks and possible changes behind the numbers.
Article 78 Proceeding regulatory
"risks associated with the Article 78 Proceeding against the Company"
proxy contests regulatory
"community activism risk, proxy contests and other actions of activist shareholders"
A proxy contest is a battle for control of a company's board where opposing groups ask shareholders to vote for different director candidates at a meeting. Think of it like rival teams convincing neighbors to back different rules for a shared property: the winners can change the company’s strategy, leadership, dividend policy or sale plans, so the outcome can materially affect future returns and risk for investors.

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

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FAQ

What did Gyrodyne (GYRO) announce regarding COO Peter Pitsiokos?

Gyrodyne announced a Separation Agreement with COO Peter Pitsiokos, under which his employment will terminate on October 2, 2026. He will receive salary through that date plus severance and has agreed to confidentiality, non-disparagement and a general release.

How much severance will the Gyrodyne (GYRO) COO receive and when is it paid?

Under the Separation Agreement, the COO will receive a $100,000 severance, equal to six months of pay. It will be paid in a single lump sum within three business days after both the Separation Agreement and the post-termination release become effective.

How will the COO’s departure affect Gyrodyne (GYRO)’s staffing and liquidation plan?

Following the COO’s October 2, 2026 termination, Gyrodyne will have one full-time employee remaining to oversee entitlements, marketing and asset sales. The company still expects to complete its overall liquidation by the end of 2028, subject to numerous risks.

What cost savings does Gyrodyne (GYRO) expect from the COO termination?

Gyrodyne expects the termination of its COO to result in approximately $620,000 of savings over the remaining liquidation timeline. These savings relate to reduced compensation costs as the company continues efforts to sell its remaining properties and wind up operations.

What key risks tied to Gyrodyne (GYRO)’s liquidation are described?

The company cites risks involving its ability to enhance and sell remaining properties, secure additional capital through 2028, ongoing and potential litigation including an Article 78 proceeding, reliance on one full-time employee, marketing efforts, real estate conditions, inflation, interest rates and broader economic uncertainty.
false 0001589061 0001589061 2026-08-03 2026-08-03
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):  August 3, 2026
 

 
GYRODYNE, LLC
 

 
(Exact name of Registrant as Specified in its Charter)
 
New York
 
001-37547
 
46-3838291
(State or other jurisdiction
 
(Commission File
 
(I.R.S. Employer
of incorporation)
 
Number)
 
Identification No.)
 
ONE FLOWERFIELD
SUITE 24
ST. JAMESNew York 11780

(Address of principal executive
offices) (Zip Code)
 
(631584-5400

Registrant’s telephone number,
including area code
 
N/A

(Former name or former address, if changed since last report.)
 
Securities registered pursuant to Section 12(b) of the Exchange Act:
 
Title of each class
Trading Symbol(s)
Name of each exchange on which registered
Common   Shares of   Limited Liability   Company   Interests
GYRO
Nasdaq   Capital   Market  
 
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))
 
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 August 7, 2026, Gyrodyne, LLC, a New York limited liability company (the “Company” “we” and “us”), and Peter Pitsiokos, our Chief Operating Officer, executed a Separation Agreement dated August 3, 2026 (the “Separation Agreement”) with respect to the termination of Mr. Pitsiokos’ employment with the Company effective October 2, 2026 (the “Termination Date”).
 
Pursuant to the Separation Agreement, we agreed to pay Mr. Pitsiokos his base salary through the Termination Date, as well as a six-months’ severance payment of $100,000, as required by the terms of Mr. Pitsiokos’ employment agreement for terminations without cause. Also under the Separation Agreement, Mr. Pitsiokos agreed to certain standard confidentiality and non-disparagement obligations and to deliver a general release to the Company (the “Release”) following the Termination Date. The $100,000 severance amount will be paid in a single lump sum within three business days following the later of the effective date of the Separation Agreement and the effective date of the Release.
 
Following the Termination Date, the Company will have one full-time employee remaining to oversee the Company's efforts to seek entitlements, market and sell its remaining properties, and wind up its affairs through the completion of the liquidation. The Company expects the termination of Mr. Pitsiokos' employment will result in approximately $620,000 of savings over the remaining liquidation timeline, which the Company currently expects to be completed by the end of 2028.
 
The description of the Separation Agreement above is not complete and is qualified in its entirety by the full text of the Separation Agreement, which is filed herewith as Exhibit 10.1 and incorporated by reference into this Item 5.02 in its entirety.
 
Item 9.01. Financial Statements and Exhibits.
 
(d) Exhibits:
 
Exhibit No.
 
Description
 
 
 
10.1*
 
Separation Agreement dated August 3, 2026, by and between Gyrodyne, LLC and Peter Pitsiokos.
104 
 
Cover page Interactive Data File (formatted as Inline XBRL document)
 
* Filed herewith.         
 

 
Forward-Looking Statement Safe Harbor
 
The statements made in this Current Report on Form 8-K and other materials the Company has filed or may file with the SEC, in each case that are not historical facts, contain "forward-looking information" within the meaning of the Private Securities Litigation Reform Act of 1995, and Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934, both as amended, which can be identified by the use of forward-looking terminology such as "may," "will," "anticipates," "expects," "projects," "estimates," "believes," "seeks," "could," "should," or "continue," the negative thereof, and other variations or comparable terminology as well as statements regarding the evaluation of strategic alternatives and liquidation contingencies. These forward-looking statements are based on the current plans and expectations of management and are subject to a number of risks and uncertainties that could cause actual results to differ materially from those reflected in such forward-looking statements. Such risks and uncertainties include, but are not limited to, risks and uncertainties generally relating to our efforts to enhance the values of our remaining properties and seek the orderly, strategic sale of such properties as soon as reasonably practicable, the Company’s efforts to secure additional capital to properly fund operations through the end of 2028 absent sufficient working capital raised through the combination of property sales or the modification of its existing credit facilities and or new credit facilities, risks associated with the Article 78 Proceeding against the Company and any other litigation that may develop in connection with our efforts to enhance the value of and sell our properties, risks relating to our national marketing campaign led by JLL for the sale of our Flowerfield and Cortlandt Manor properties, risks associated with our purchase and sale agreement with B2K (and future purchase and sale agreements for our remaining properties that may be contingent on years-long regulatory contingencies) in light of our financial condition, risks relating to the recent termination of employment of our Chief Operating Officer and the Company's resulting reliance on a single full-time employee to complete the entitlement, marketing, sale and liquidation process, community activism risk, proxy contests and other actions of activist shareholders, regulatory enforcement risk, risks inherent in the real estate markets of Suffolk and Westchester Counties in New York, the potential residual effects of the COVID-19 pandemic, lingering risks relating to the 2023 banking crisis and closure of two major banks (including one with whom we indirectly had a mortgage loan which the FDIC transferred in December 2023 to a new holder following the banks closure), ongoing inflation risk, ongoing interest rate uncertainty, recession uncertainty and supply chain constraints or disruptions and other risks detailed from time to time in the Company’s SEC reports. These and other matters the Company discusses in this Current Report on Form 8-K may cause actual results to differ from those the Company describes.
 
 
 
SIGNATURE
 
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.
 
 
GYRODYNE, LLC
 
 
 
 
 
 
By:
 /s/ Gary Fitlin
 
 
Gary Fitlin
 
 
President, Chief Executive Officer, Chief Financial Officer and Treasurer
 
Date:  August 7, 2026
 
 

Filing Exhibits & Attachments

5 documents