UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): September 26, 2003
Getty Realty Corp.
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(Exact name of registrant as specified in charter)
Maryland 001-13777 11-3412575
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(State of (Commission (IRS Employer
Organization) File Number) Identification No.)
125 Jericho Turnpike, Suite 103
Jericho, New York 11753
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(Address of principal executive offices) (Zip Code)
Registrant's Telephone Number, including area code: (516) 478-5400
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Former name or former address, if changed since last report: Not Applicable
Item 5. Other Events
Getty Realty Corp., a Maryland corporation ("Getty") announced on
September 26, 2003, that shareholders of 98% of the Series A Participating
Convertible Redeemable Preferred Stock (NYSE - GTY PrA) exercised their right to
convert their shares into shares of the Company's Common Stock (NYSE - GTY)
prior to redemption. These shareholders converted 2,816,919 shares of Preferred
Stock into 3,186,355 shares of Common Stock at the conversion rate of 1.1312
shares of Common Stock for each share of Preferred Stock so converted, and
received cash in lieu of fractional shares of Common Stock.
The remaining 48,849 shares of the issued and outstanding Preferred
Stock were redeemed as of September 24, 2003 for an aggregate amount, including
accrued dividends through the call date, of approximately $1,234,000. Holders of
redeemed Preferred Stock will receive $25.00 for each share plus a mandatory
redemption dividend of $.27118 per share. The Preferred Stock has ceased
accruing dividends and trading on the NYSE.
Separately, Mr. Liebowitz commented he is pleased that, as the Company
anticipated, almost all of the preferred shareholders have elected to convert
their preferred shares into common shares, continuing their investment in the
Company.
On September 26, 2003, Getty issued a press release announcing the
results of redemption of its Series A Preferred Shares, which press release is
attached hereto as Exhibit 99.1 and incorporated herein by reference.
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 thereunto duly authorized.
Getty Realty Corp.
(Registrant)
Date: September 26, 2003 By: /s/ Thomas J. Stirnweis
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Thomas J. Stirnweis
Vice President, Treasurer and
Chief Financial Officer
INDEX TO EXHIBITS
Exhibit Description
Exhibit 99.1 Press Release, dated September 26, 2003, issued by Getty
Realty Corp.