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Orion Properties Inc. 8-K Filings

ONL NYSE

Every 8-K that Orion Properties Inc. (ONL) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.

A 8-K covers material events a company has to report between its quarterly reports, so if you follow ONL 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 ONL filings page.

Rhea-AI Summary

Orion Properties Inc. reported second‑quarter 2026 total revenues of $34.3 million and net income attributable to common stockholders of $24.6 million, or $0.42 per diluted share, compared with a net loss of $(25.1) million, or $(0.45) per share, a year earlier. The improvement was mainly driven by $28.8 million of gains on real estate dispositions and the absence of prior‑year impairment charges.

Core FFO was $11.8 million, or $0.20 per diluted share, roughly unchanged from $11.5 million and $0.20 per share in the prior‑year quarter. Year‑to‑date the company completed 673,000 square feet of leasing, sold four properties and the 37.4‑acre Deerfield, Illinois campus for $83.7 million, and reduced debt obligations by $60.7 million, bringing Net Debt to Annualized Adjusted EBITDA to 5.4x.

As of June 30, 2026, Orion owned 57 operating properties with Annualized Base Rent of $108.0 million, a portfolio occupancy rate of 78.1% and a weighted average remaining lease term of 6.2 years. Management raised 2026 Core FFO guidance to $0.72–$0.77 per diluted share and lowered the targeted Net Debt to Adjusted EBITDA range to 6.0x–6.8x while continuing an ongoing strategic review that may include asset or corporate transactions.

Rhea-AI Summary

Orion Properties Inc. reported the results of its 2026 Annual Meeting of Stockholders. Shareholders elected five directors — Paul H. McDowell, Reginald H. Gilyard, Kathleen R. Allen, Richard J. Lieb and Gregory J. Whyte — to serve until the next annual meeting. As of the March 13, 2026 record date, there were 56,830,068 shares of common stock outstanding. Shareholders also ratified the appointment of KPMG LLP as independent registered public accounting firm for the fiscal year ending December 31, 2026. Director nominees received around 23.1–23.4 million votes for, while KPMG’s ratification received 36,442,566 votes for, with no broker non-votes on that proposal.

Rhea-AI Summary

Orion Properties Inc. reported first quarter 2026 results showing lower revenue but higher core cash earnings. Total revenues were $36.3 million, down from $38.0 million a year earlier, while net loss attributable to common stockholders widened to $13.6 million, or $(0.24) per share, from $(9.4) million, or $(0.17) per share.

Core Funds From Operations rose to $11.7 million, or $0.21 per diluted share, up from $10.7 million, or $0.19 per diluted share, helped by lower property operating costs and non-cash adjustments. Adjusted EBITDA was $17.2 million, producing a Net Debt to Annualized Adjusted EBITDA ratio of 6.36x and interest coverage of 2.68x.

Orion completed 355,000 square feet of leasing, sold or agreed to sell multiple non-core properties, and acquired a fully leased 75,000 square foot asset for $15.0 million. The board declared a $0.02 per share cash dividend for the second quarter of 2026, and the company reaffirmed 2026 guidance for Core FFO per share of $0.69–$0.76. Management also highlighted an ongoing strategic review and noted that a joint venture mortgage default remains in workout discussions, with Orion’s joint venture investment already written down to zero and its related loan fully reserved.

Rhea-AI Summary

Orion Properties Inc. reported weaker 2025 results while actively reshaping its office-focused REIT portfolio and extending key debt maturities. Full-year revenues were $147.6 million versus $164.9 million in 2024, and net loss attributable to common stockholders widened to $(139.3) million, or $(2.48) per share, driven by significant real estate and joint venture impairments.

The company generated 2025 Core FFO of $43.7 million, or $0.78 per diluted share, down from $56.8 million, and Funds Available for Distribution turned negative at $(29.9) million, reflecting heavy capital expenditures and leasing costs. Orion completed 924,000 square feet of leasing, sold 10 properties for $80.7 million, and, after year-end, disposed of another $13.1 million of non-operating assets and acquired a fully leased dedicated use asset in Northbrook, Illinois for $15.0 million.

As of December 31, 2025, net debt was $467.9 million and Net Debt to Full Year Adjusted EBITDA was 6.79x. The company refinanced its credit facility and extended its $355.0 million CMBS loan to February 2029, but its Arch Street joint venture debt is in payment default and the related equity investment was written down to zero with a $5.9 million loan loss reserve. Orion’s operating portfolio had $111.3 million of Annualized Base Rent, 78.7% occupancy and a 5.7-year weighted average remaining lease term, with 66.7% of rent from investment-grade tenants. The board declared a $0.02 per share dividend for first quarter 2026 and issued 2026 Core FFO guidance of $0.69–$0.76 per diluted share while a strategic review of options, including a potential sale or continued standalone operation, remains ongoing.

Rhea-AI Summary

Orion Properties Inc. extended a $355.0 million fixed-rate CMBS loan and put in place a new $215.0 million senior secured revolving credit facility, significantly pushing out debt maturities while keeping its interest costs controlled.

The CMBS loan’s maturity moved from February 2027 to February 11, 2029, with options to extend to February 11, 2030 and then August 11, 2030, at an unchanged 4.971% fixed rate, alongside a $2.05 million principal prepayment and creation of an all-purpose reserve funded with $37.7 million of existing reserves plus an additional $7.74 million. The new $215.0 million revolver, secured by 28 properties, replaces a $350.0 million facility, matures in February 2028 with two six‑month extension options, lowers the margin to SOFR plus 2.75% or base rate plus 1.75%, and had $113.0 million drawn and $102.0 million of additional borrowing capacity, contributing to total liquidity of about $119.9 million.

Rhea-AI Summary

Orion Properties Inc. entered into a cooperation agreement with The Kawa Fund Limited and Kawa Capital Management, Inc. after discussions about Kawa’s planned director nominations and the company’s future direction. In exchange for this agreement, Kawa withdrew its notice to nominate director candidates at Orion’s 2026 annual stockholder meeting and agreed to support the Board’s nominees by having its shares counted for quorum and not voting against them.

Under the agreement, Orion is commencing a Strategic Review Process, which may consider acquisitions, mergers, a potential sale of the company, or continuing as an independent public company. The Board is not obligated to complete any transaction and remains bound by its legal duties. The agreement includes customary standstill and non-disparagement provisions, runs through September 1, 2026, and allows Kawa to participate in the review on substantially the same terms as other participants.

Rhea-AI Summary

Orion Properties Inc. terminated its Equity Distribution Agreement on November 10, 2025. The agreement, originally dated November 15, 2022, involved multiple agents and forward purchasers, including J.P. Morgan, Mizuho, Scotia, TD Securities, and Wells Fargo affiliates.

The company stated there are no termination penalties associated with ending the agreement. This change means Orion no longer has this at‑the‑market equity distribution facility in place; any future capital-raising approach would need to use other methods.

Rhea-AI Summary

Orion Properties Inc. (ONL) furnished quarterly materials under Item 2.02. On November 6, 2025, the company furnished a press release on its third quarter 2025 results (Exhibit 99.1) and supplemental information for the quarter ended September 30, 2025 (Exhibit 99.2). The materials are designated as “furnished,” not “filed,” under the Exchange Act.

ONL’s common stock trades on the New York Stock Exchange under the symbol ONL. The company also provided the Cover Page Interactive Data File as Exhibit 104.

Rhea-AI Summary

Orion Properties Inc. furnished a current report describing an updated investor presentation posted on its website. The presentation, dated September 22, 2025, adds more detail on the company’s business plan, particularly on slides 9 and 10. The full investor presentation is included as Exhibit 99.1 and is treated as furnished rather than filed, meaning it is not subject to certain Exchange Act liabilities and is not automatically incorporated into other SEC filings.