Here are the 8-K filings from Gyrodyne, LLC (GYRO) in our archive since June 2025, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.
An 8-K covers material events a company has to report between its quarterly reports, so if you follow GYRO and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full GYRO filings page.
Gyrodyne, LLC reported a preliminary, unaudited estimate of net assets in liquidation of $10.75 per share as of September 30, 2026, down $1.55 per share, or approximately $3.4 million in aggregate, from $12.30 per share as of June 30, 2026. The company attributed the decrease mainly to the lower estimated value, net of termination costs, of a potential sale of Flowerfield acreage to New York State compared with the B2K transaction.
Gyrodyne is negotiating a sale to New York State and termination of the B2K agreement contingent on that sale; neither agreement is definitive, and it believes a state sale could close in the second half of 2027. The B2K agreement covers approximately 49 undeveloped acres at a purchase price of $24.0 million to $28.74 million, with an approximately $4.0 million closing credit; the company said the transaction may not close by the end of 2028, if at all. The five-year Cortlandt Manor loan extension leaves an approximately $4 million balance at a fixed 7.28% rate. The Chief Operating Officer's termination is expected to save approximately $620,000 over the remaining liquidation period.
Gyrodyne, LLC extended the maturity of GSD Cortlandt, LLC’s loan, originally made in the principal amount of $4,950,000, by five years to October 10, 2031. GSD Cortlandt, a wholly owned subsidiary, and Gyrodyne as guarantor entered into an extension agreement with SIG CRE 2023 Venture LLC, the lender, effective October 10, 2026. The loan is secured by a mortgage on GSD Cortlandt’s property at 1985 Crompond Road in Cortlandt Manor, New York.
The loan’s interest rate reset to 7.28% per annum, and GSD Cortlandt made a $431,411.38 principal paydown as a condition of the extension. After that paydown and giving effect to the scheduled payment of principal and interest, the outstanding principal balance was $4,041,482.21. Gyrodyne reaffirmed its obligations under its limited guaranty and environmental indemnity agreement; GSD Cortlandt and Gyrodyne also provided a customary release of claims in favor of the lender and related parties.
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.
Gyrodyne, LLC, through its wholly owned subsidiary GSD Flowerfield LLC, entered into a Second Amendment dated January 6, 2026 to its Purchase and Sale Agreement effective July 30, 2025 with B2K Smithtown LLC. The amendment confirms that, except as expressly changed, all other terms of the original purchase agreement remain in full force and effect.
The company notes an unresolved third-party covenant issue connected to this transaction and states it is premature to determine how this will affect the timeline or the value of its net assets in liquidation. Gyrodyne also highlights a broad set of risks around selling its remaining Flowerfield and Cortlandt Manor properties, ongoing litigation including an Article 78 proceeding, regulatory contingencies, activist shareholder activity, and macro factors such as inflation, higher interest rates, and the recent banking crisis.
Gyrodyne, LLC reported voting results from its 2025 annual meeting. Shareholder participation was 66.50% of the 2,199,308 shares eligible to vote.
Richard B. Smith was elected to a three-year term with 1,394,282 votes for, 29,759 withheld, and 38,531 broker non-votes. Shareholders approved the non-binding advisory vote on named executive officer compensation with 1,392,477 for, 31,202 against, 362 abstain, and 38,531 broker non-votes. Shareholders also ratified Baker Tilly US, LLP as the independent public accounting firm for fiscal 2025 with 1,438,045 for, 284 against, and 24,243 abstain.
Gyrodyne, LLC (GYRO) furnished a Regulation FD update, noting that its President and CEO Gary Fitlin delivered prepared remarks at the 2025 Annual Shareholders Meeting held on November 5, 2025. The text of the remarks is included as Exhibit 99.1 and incorporated by reference.
The company states that the information provided under Item 7.01, including Exhibits 99.1 and 99.2, is furnished and not deemed filed under the Exchange Act, and therefore not subject to Section 18 liabilities.
Gyrodyne, LLC entered into governance agreements with Star Equity Fund and Leap Tide Capital to resolve proxy matters and align voting. Star Equity withdrew its June 4, 2025 nomination notice and agreed to vote its shares in line with the Board’s recommendations until December 31, 2026, or December 31, 2027 if both Nader G.M. Salour and Jan H. Loeb are re-nominated for 2026 and accept. Limited exceptions permit discretionary voting on certain extraordinary transactions and following ISS recommendations at a special meeting after the Annual Meeting.
Gyrodyne will nominate only Richard B. Smith for a new three‑year term at the 2025 Annual Meeting and reduce the Board from five to four directors, with a defined process for a mutually acceptable independent replacement if a continuing director departs. The Company capped aggregate Chairman fees at $65,000 and established mutual non‑disparagement through the Termination Date. The Leap Tide agreement adds coordinated voting and customary standstill through the lead‑up to the 2028 nomination window.
Gyrodyne (GYRO) 8-K: Subsidiary GSD Flowerfield LLC signed a definitive agreement (30-Jul-25) to sell an ~49-acre vacant parcel at the Flowerfield complex in St. James, NY to B2K Smithtown LLC for $24.0-$28.74 million, with the final price tied to the number of market-rate units ultimately approved.
Key deal terms: (i) $250k earnest deposit; (ii) 90-day due-diligence period permitting full refund; (iii) closing deadline on the earlier of 8 months after town site-plan approval or 60 days after waiver, with a latest estimated closing of Dec-2027 (Aug-2028 if options exercised); (iv) purchase is contingent upon subdivision and other approvals within 18 months, after which the buyer may terminate or waive.
Management extended the estimated company liquidation date to 31-Dec-2027 and projects Net Asset Value in liquidation at $32.6 million, or $14.83 per share, as of 30-Jun-25, inclusive of expected transaction proceeds and additional carrying costs.
Full agreement (Ex 10.1) and related press release (Ex 99.1) filed.