UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
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CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): June 3, 2022
GTJ REIT, INC.
(Exact name of registrant as specified in its charter)
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Maryland | 333-136110 | 20-5188065 |
(State or Other Jurisdiction | (Commission | (I.R.S. Employer |
of Incorporation) | File Number) | Identification No.) |
1399 Franklin Avenue, Suite 100, Garden City, New York 11530
(Address of Principal Executive Office) (Zip Code)
(516) 693-5500
(Registrant’s telephone number, including area code)
Not Applicable
(Former name or former address, if changed since last report)
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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 (see General Instruction A.2. below):
☐ | 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)) |
Securities registered pursuant to Section 12(b) of the Act: None
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Title of each class |
| Trading Symbols(s) |
| Name of each exchange on which registered |
None |
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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 8.01 Other Events.
Pursuant to the Share Redemption Program (the “Program”) of GTJ REIT, Inc. (the “Company”), on June 3, 2022, the Company redeemed 49,925 shares of the Company’s common stock, $0.0001 par value per share (“Shares”), at a redemption price of $20.03 per Share, for aggregate consideration of $999,997.75. The Company received redemption requests during the most recent semi-annual period (December 1, 2021 to May 31, 2022) exceeding the Program’s $1 million per year limit. As a result, the Company was unable to purchase all Shares presented for redemption. The Company honored the requests it received on a pro rata basis, subject to giving priority for redemptions upon death or disability in accordance with the policy on priority of redemptions set forth in the Program.
Redemptions under the Program are limited to an aggregate of $1 million during any calendar year. Because this limit has been met for the 2022 calendar year, the Company will not redeem any Shares during the next semi-annual period (June 1, 2022 to November 30, 2022). The Company will resume redemptions under the Program for the semi-annual period running from December 1, 2022 to May 31, 2023. Any unsatisfied portions of redemption requests received during the most recently completed semi-annual period will be treated as requests for redemption for the semi-annual period running from December 1, 2022 to May 31, 2023, unless such requests are withdrawn in accordance with the terms of the Program.
SIGNATURES
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, hereunto duly authorized.
| GTJ REIT, Inc. By: /s/ Louis Sheinker Louis Sheinker President and Chief Operating Officer |
Date: June 3, 2022