Welcome to our dedicated page for Orion Properties SEC filings (Ticker: ONL), 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.
Orion Properties Inc. filings document the formal disclosures of a Maryland REIT with NYSE-listed common stock and a portfolio of single-tenant net lease office properties and Dedicated Use Assets. Form 8-K reports include furnished operating results, supplemental property and financial information, Regulation FD presentations and material agreement disclosures.
The company’s SEC record also covers credit facility and CMBS loan modifications, termination of an equity distribution agreement, cooperation and governance matters, annual meeting proxy materials and registered-security details. Proxy filings address stockholder voting, board matters and governance procedures, while periodic event filings identify Orion as an emerging growth company for reporting purposes.
Orion Properties Inc. executive Christopher Haviland Day reported a tax-withholding share disposition tied to a restricted stock unit vesting. On the event date, 6,375 shares of common stock were withheld at $2.56 per share to cover taxes on 20,141 newly vested RSUs.
After this non-open-market transaction, Day directly owned 180,024.587 shares of Orion Properties common stock.
Orion Properties Inc. officer Brandon Gavin reported a tax-related share disposition under a Form 4. On the tax-withholding transaction dated February 26, 2026, 8,055 shares of common stock were withheld at a price of $2.56 per share to cover obligations arising from 27,694 vested restricted stock units. After this transaction, Gavin directly owned 242,084 common shares.
Orion Properties Inc. director and officer Paul H. McDowell reported a tax-related share disposition. On February 26, he surrendered 23,245 shares of common stock at $2.56 per share to satisfy withholding obligations tied to restricted stock units that vested on that date.
The transaction reflects the withholding rate applied to 64,451 vested restricted stock units, using the New York Stock Exchange closing price. After this tax-withholding disposition, McDowell directly owned 569,779 Orion Properties common shares.
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.
Par Sanda and Sand Capital Associates, LLC filed Amendment No. 4 to a Schedule 13G reporting significant ownership in Orion Properties Inc. common stock. As of December 31, 2025, Par Sanda beneficially owns 3,380,546 shares, representing 6.0% of the class, including shares held by Sand Capital Associates, LLC.
Sand Capital Associates, LLC separately reports beneficial ownership of 2,795,533 shares, or 5.0% of the common stock. The ownership percentages are based on Orion Properties Inc.’s shares outstanding as disclosed in its Form 10-Q filed on November 6, 2025. The reporting persons certify the securities are not held to change or influence control of the issuer.
Orion Properties Inc. and Kawa Capital Management entered a cooperation agreement on January 26, 2026, under which the company will conduct a strategic review of options, including potential acquisitions, mergers, a possible sale, or continuing independently. Kawa reports beneficial ownership of 5,474,027 common shares, representing 9.7% of the outstanding common stock, largely with shared voting and dispositive power. The agreement includes standstill and non-disparagement provisions through September 1, 2026, requires Kawa to support the Board’s director nominees at the 2026 annual meeting, and gives Kawa the opportunity to participate in the strategic review on substantially the same terms as other participants. In connection with the agreement, Kawa’s fund withdrew its prior director nomination notice and related materials, and earlier nomination agreements with four individuals were terminated.
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.
Orion Properties Inc. reported an insider equity award for officer Revea Lynn Schmidt, who serves as Chief Accounting Officer. On January 15, 2026, Schmidt acquired 2,734 shares of common stock at $0 upon settlement of vested performance-based restricted stock unit awards (PRSUs) under the company’s equity plan. The PRSUs were tied to operational performance metrics for a period from January 1, 2023 through December 31, 2025, with the payout finalized on January 15, 2026.
On the same date, 867 shares of common stock were withheld (transaction code F) at $2.13 per share to cover applicable tax withholding related to the vested PRSUs, based on the New York Stock Exchange closing price. After these transactions, Schmidt directly beneficially owned 125,179 shares of Orion Properties common stock.
Orion Properties Inc. Executive Vice President and Chief Operating Officer Christopher Haviland Day reported several equity transactions in Orion Properties Inc. common stock. During 2025, he acquired small incremental share amounts through de minimis dividend reinvestment transactions coded "L," increasing his holdings at prices between $1.6305 and $3.9511 per share. On January 15, 2026, 10,938 shares of common stock were acquired at $0 per share upon settlement of vested performance-based restricted stock units, based on operational performance metrics for a period from January 1, 2023 to December 31, 2025. On the same date, 3,464 shares were disposed of in a transaction coded "F" at $2.13 per share, reflecting shares withheld at the applicable withholding rate, using the New York Stock Exchange closing sale price on January 15, 2026. After these transactions, he beneficially owned 186,399.587 shares of Orion Properties Inc. common stock directly.
Orion Properties Inc. General Counsel & Secretary Paul C. Hughes reported routine equity compensation activity involving the company’s common stock. On January 15, 2026, 8,204 shares were acquired at $0 per share upon settlement of vested performance-based restricted stock units, with the payout tied to operational performance metrics for a period from January 1, 2023 to December 31, 2025. On the same date, 3,819 shares were withheld at $2.13 per share to cover applicable taxes related to this vesting. After these transactions, Hughes directly beneficially owned 139,646 shares of Orion Properties common stock.