Welcome to our dedicated page for Gyrodyne SEC filings (Ticker: GYRO), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
The Gyrodyne, LLC (NASDAQ: GYRO) SEC filings page on Stock Titan provides structured access to the company’s regulatory disclosures as a New York limited liability company with common shares of limited liability company interests listed on the Nasdaq Capital Market. Gyrodyne files periodic and current reports that describe its real estate portfolio, governance matters, capital structure and ongoing liquidation strategy.
Investors can review current reports on Form 8-K that detail material events such as the execution of a purchase and sale agreement for approximately 49 acres of vacant land within the Flowerfield complex, agreements with activist shareholders like Star Equity Fund, LP and Leap Tide Capital Management LLC, and updates related to its rights offering. Other 8-K filings cover the results of annual shareholder meetings, including director elections, advisory votes on executive compensation and ratification of the independent public accounting firm.
Through proxy statements on Schedule 14A, Gyrodyne outlines proposals presented at its annual meetings, board recommendations, compensation policies and information about its strategy to realize shareholder value. These documents also describe the company’s ownership and management structure and provide additional context on its plan to sell properties and address liquidation contingencies.
Annual and quarterly reports, including Forms 10-K and 10-Q referenced in company communications, contain narrative and financial information about Gyrodyne’s real estate holdings, such as the 63-acre Flowerfield site and the Cortlandt Manor medical office park, as well as discussions of risks related to entitlements, litigation and regional real estate markets.
Stock Titan enhances access to these filings with AI-powered summaries that highlight key points from lengthy documents, helping users quickly understand items like changes in estimated net asset value in liquidation, terms of rights offerings, or the implications of zoning and subdivision decisions. Real-time updates from EDGAR allow users to track new filings as they appear, including Forms 4 and other ownership reports that may be relevant to monitoring insider transactions and governance dynamics at Gyrodyne.
Amendment No. 2 to Schedule 13G updates the ownership disclosure for Gyrodyne, LLC. The filing reports that Neil S. Subin beneficially owns 107,188 Common Shares, representing 4.9% of the outstanding class based on 2,199,308 shares. The Amendment states Mr. Subin has ceased to be the beneficial owner of more than 5% of the Common Shares and constitutes an exit filing. The filing also notes Mr. Subin's roles as President and Manager of MILFAM LLC and trustee for certain Miller family trusts, which relate to his management and trustee relationships to entities holding securities.
Gyrodyne (GYRO) continues to report under the liquidation basis. As of 30 Jun 2025, net assets in liquidation rose 6.6 % to $32.6 m (vs. $30.6 m at 31 Dec 2024) driven chiefly by a $4.5 m upward revaluation of real estate, partially offset by a $2.6 m increase in estimated liquidation/operating costs. Estimated shareholder distributions improved to $14.83 per share from $13.91.
Balance sheet: Real estate held for sale increased to $54.9 m (+9 %), cash slipped to $5.5 m (-7 %). Total liabilities edged up to $27.9 m, with loans outstanding at $11.0 m; all debt covenants remain compliant.
Strategy & milestones: Management still targets full liquidation by year-end 2027. A key catalyst is the July 2025 Purchase & Sale Agreement to dispose of 49 acres at Flowerfield for $24-28.74 m, contingent on subdivision and site-plan approvals; closing could extend into 2028. Entitlement work on both Flowerfield and Cortlandt Manor continues amid pending Article 78 appeals.
Risks & liquidity: Cash on hand covers roughly 18 months of projected burn; further asset sales or financing will be required if timelines slip. Operating losses are expected until closings occur. Activist shareholder Star Equity has nominated two directors for the 2025 AGM, introducing governance uncertainty.
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.