Other Information
−Removed: In connection with our previously announced redemption of 3,509,555 shares of Series D Preferred Stock, which was completed on June 30, 2021, on August 5, 2021, we filed Articles Supplementary (the “Reclassification Articles Supplementary”) with the State Department of Assessments and Taxation of Maryland, pursuant to which our board of directors reclassified and designated the remaining 2,490,445 shares of authorized but unissued Series D Preferred Stock as additional shares of common stock.
−Removed: After giving effect to the filing of the Reclassification Articles Supplementary, our authorized capital stock consists of 62,290,000 shares of common stock, 6,760,000 shares of Series E Preferred Stock, 26,000,000 shares of Series F Preferred Stock, 4,000,000 shares of Series G Preferred Stock, and 950,000 shares of senior common stock.
−Removed: The Reclassification Articles Supplementary did not increase our authorized shares of capital stock.
−Removed: The foregoing description of the Reclassification Articles Supplementary is a summary and is qualified in its entirety by reference to the Reclassification Articles Supplementary, a copy of which is filed as Exhibit 3.8 to this Quarterly Report on Form 10-Q and is incorporated herein by reference.
Exhibit Index
2 unchanged sentences
001-33097), filed January 12, 2017.
−Removed: 3.2 Articles Supplementary, filed with the Maryland State Department of Assessments and Taxation on April 11, 2018, incorporated by reference to Exhibit 3.1 to the Registrant’s Current Report on Form 8-K (File No.
+Added: 3.2 Articles Supplementary, incorporated by reference to Exhibit 3.1 to the Registrant’s Current Report on Form 8-K (File No.
001-33097), filed April 12, 2018.
−Removed: 3.3 Articles of Amendment, filed with the Maryland State Department of Assessments and Taxation on April 11, 2018, incorporated by reference to Exhibit 3.2 to the Registrant’s Current Report on Form 8-K (File No.
+Added: 3.3 Articles of Amendment, incorporated by reference to Exhibit 3.2 to the Registrant’s Current Report on Form 8-K (File No.
001-33097), filed April 12, 2018.
7 unchanged sentences
001-33097), filed June 24, 2021.
−Removed: 3.8 Articles Supplementary, filed with the Maryland State Department of Assessments and Taxation on August 5, 2021 (filed herewith).
+Added: 3.8 Articles Supplementary, incorporated by reference to Exhibit 3.8 to the Registrant's Quarterly Report on Form 10-Q (File No.
+Added: 001-33097), filed August 9, 2021.
3.9 Bylaws of the Registrant, incorporated by reference to Exhibit 3.2 to the Registrant’s Registration Statement on Form S-11 (File No.
7 unchanged sentences
333-106024), filed August 8, 2003.
−Removed: 4.2 Form of Certificate for 7.00% Series D Cumulative Redeemable Preferred Stock of the Registrant, incorporated by reference to Exhibit 4.1 to the Registrant’s Current Report on Form 8-K (File No.
−Removed: 001-33097), filed May 25, 2016.
4.2 Form of Certificate for 6.625% Series E Cumulative Redeemable Preferred Stock of the Registrant, incorporated by reference to Exhibit 4.1 to the Registrant’s Current Report on Form 8-K (File No.
2 unchanged sentences
001-33097), filed February 20, 2020.
+Added: 4.4 Form of Certificate for 6.00% Series G Cumulative Redeemable Preferred Stock, incorporated by reference to Exhibit 4.1 to the Registrant’s Current Report on Form 8-K (File No.
+Added: 001-33097), filed June 24, 2021.
4.5 Form of Indenture, incorporated by reference to Exhibit 4.6 to the Registrant’s Registration Statement on Form S-3 (File No.
2 unchanged sentences
333-236143), filed January 29, 2020.
−Removed: 4.7 Form of Certificate for 6.00% Series G Cumulative Redeemable Preferred Stock, incorporated by reference to Exhibit 4.1 to the Registrant’s Current Report on Form 8-K (File No.
−Removed: 001-33097), filed June 24, 2021.
−Removed: 10.1 Third Amendment to the Second Amended and Restated Agreement of Limited Partnership of Gladstone Commercial Limited Partnership, including Exhibit SGP thereto, incorporated by reference to Exhibit 10.1 to the Registrant’s Current Report on Form 8-K (File No.
−Removed: 001-33097), filed June 24, 2021.
−Removed: 10.2 Fourth Amendment to the Second Amended and Restated Agreement of Limited Partnership of Gladstone Commercial Limited Partnership (filed herewith).
31.1* Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
2 unchanged sentences
32.2** Certification of Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
−Removed: 99.1* Estimated Value Methodology for Series F Cumulative Redeemable Preferred Stock as of June 30, 2021.
+Added: 99.1* Estimated Value Methodology for Series F Cumulative Redeemable Preferred Stock as of September 30, 2021.
101.INS*** XBRL Instance Document
8 unchanged sentences
*** Attached as Exhibit 101 to this Quarterly Report on Form 10-Q are the following materials, formatted in XBRL (eXtensible Business Reporting Language):
−Removed: (i) the Condensed Consolidated Balance Sheets as of June 30, 2021 and December 31, 2020, (ii) the Condensed Consolidated Statements of Operations and Comprehensive Income for the three and six months ended June 30, 2021 and 2020, (iii) the Condensed Consolidated Statements of Cash Flows for the six months ended June 30, 2021 and 2020 and (iv) the Notes to Condensed Consolidated Financial Statements.
+Added: (i) the Condensed Consolidated Balance Sheets as of September 30, 2021 and December 31, 2020, (ii) the Condensed Consolidated Statements of Operations and Comprehensive Income for the three and nine months ended September 30, 2021 and 2020, (iii) the Condensed Consolidated Statements of Cash Flows for the nine months ended September 30, 2021 and 2020 and (iv) the Notes to Condensed Consolidated Financial Statements.
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.
Gladstone Commercial Corporation
−Removed: August 9, 2021 By:
+Added: November 1, 2021 By:
/s/ Gary Gerson
Chief Financial Officer
−Removed: August 9, 2021 By:
+Added: November 1, 2021 By:
/s/ David Gladstone
3 unchanged sentences
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.