Current Report Filing (8-k)
12 August 2022 - 12:17PM
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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): August 12, 2022
New
York City REIT, Inc.
(Exact Name of Registrant as Specified in Charter)
Maryland |
001-39448 |
46-4380248 |
(State or other jurisdiction
of incorporation) |
(Commission File Number) |
(I.R.S. Employer
Identification No.) |
|
|
|
650
Fifth Avenue, 30th Floor
New
York, New
York 10019 |
(Address,
including zip code, of Principal Executive Offices) |
|
Registrant’s telephone
number, including area code: (212)
415-6500 |
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:
| ¨ | 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:
Title
of each class: |
Trading
Symbol(s) |
Name
of each exchange on which
registered |
Class
A common stock, $0.01 par value per share |
NYC |
New
York Stock Exchange |
Class
A Preferred Stock Purchase Rights |
|
New
York Stock Exchange |
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. ¨
Common
Stock [Member]
| Item 7.01. | Regulation FD Disclosure. |
Investor Presentation
On
August 12, 2022, New York City REIT, Inc. (the “Company”) prepared an investor
presentation that the Company intends to present at conferences and meetings. A copy of the investor presentation is furnished as Exhibit 99.1
of this Current Report on Form 8-K. The information set forth in Item 7.01 of this Current Report on Form 8-K and in the attached
Exhibit 99.1 is deemed to be “furnished” and shall not be deemed to be “filed” for purposes of Section 18
of the Exchange Act or otherwise subject to the liabilities of that Section. The information set forth in Item 7.01 of this Current Report
on Form 8-K, including Exhibit 99.1, shall not be deemed incorporated by reference into any filing under the Exchange Act or the
Securities Act, regardless of any general incorporation language in such filing.
The
statements in this Current Report on Form 8-K that are not historical facts may be forward-looking statements. These forward-looking
statements involve risks and uncertainties that could cause actual results or events to be materially different. The words “may,”
“will,” “seeks,” “anticipates,” “believes,” “expects,” “estimates,”
“projects,” “plans,” “intends,” “should” and similar expressions are intended to identify
forward-looking statements, although not all forward-looking statements contain these identifying words. These forward-looking statements
are subject to a number of risks, uncertainties and other factors, many of which are outside of the Company’s control, which could
cause actual results to differ materially from the results contemplated by the forward-looking statements. These risks and uncertainties
include (a) the potential adverse effects of (i) the ongoing global COVID-19 pandemic, including actions taken to contain or treat COVID-19,
and (ii) the geopolitical instability due to the ongoing military conflict between Russia and Ukraine, including related sanctions and
other penalties imposed by the U.S. and European Union, and the related impact on the Company, the Company’s tenants, and the global
economy and financial markets, and (b) that any potential future acquisition is subject to market conditions and capital availability
and may not be identified or completed on favorable terms, or at all, as well as those risks and uncertainties set forth in the Risk Factors
section of the Company’s Annual Report on Form 10-K for the year ended December 31, 2021 filed on March 18, 2022 and all other filings
with the SEC after that date as such risks, uncertainties and other important factors may be updated from time to time in the Company’s
subsequent reports. Forward looking statements speak only as of the date they are made, and the Company undertakes no obligation to update
or revise any forward-looking statement to reflect changed assumptions, the occurrence of unanticipated events or changes to future operating
results, unless required to do so by law
| Item
9.01. | Financial
Statements and Exhibits. |
Exhibit No. |
Description |
99.1 |
Investor Presentation |
104 |
Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document |
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.
|
New York City REIT, Inc. |
|
|
|
Date: August 12, 2022 |
By: |
/s/ Edward M. Weil, Jr. |
|
|
Edward M. Weil, Jr. |
|
|
Chief Executive Officer, President, and Secretary |
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