18 unchanged sentences
Directors, Executive Officers and Corporate Governance.
−Removed: The information required by Item 10 is hereby incorporated by reference from our 2024 Proxy Statement under the captions “ Election of Directors to Class of 2027, ” “ Information Regarding the Board of Directors and Corporate Governance, ” “ Compensation Committee Report, ” “ Executive Officers ,” and sub-caption “ Code of Ethics and Business Conduct, ” as well as from the information disclosed under the caption “Code of Ethics” included in Part I, Item 1 of this Annual Report on Form 10-K.
+Added: The information required by Item 10 is hereby incorporated by reference from our 2025 Proxy Statement under the captions “ Election of Directors to the Class of 2028, ” “ Information Regarding the Board of Directors and Corporate Governance, ” “ Compensation Committee Report, ” “ Executive Officers ,” and sub-captions “ Code of Ethics and Business Conduct ” and “ Insider Trading Policy ” as well as from the information disclosed under the caption “Code of Ethics” included in Part I, Item 1 of this Annual Report on Form 10-K.
+Added: Our Insider Trading Policy is filed as Exhibit 19 with this Annual Report on Form 10-K.
Executive Compensation.
13 unchanged sentences
Consolidated Statements of Operations and Comprehensive Income for the years ended December 31, 2024, 2023 and 2022
−Removed: Consolidated Statements of Stockholders’ Equity for the years ended December 31, 2023, 2022 and 2021
+Added: Consolidated Statements of Equity for the years ended December 31, 2024, 2023 and 2022
Consolidated Statements of Cash Flows for the years ended December 31, 2024, 2023 and 2022
42 unchanged sentences
4.6 Description of the Registrant’s securities registered pursuant to Section 12 of the Exchange Act (filed herewith).
+Added: 4.7 Form of 6.47% Senior Guaranteed Notes due December 18, 2029, included as Schedule 1 to the Note Purchase Agreement, incorporated by reference to Exhibit 10.1 to the Registrant’s Current Report on Form 8-K (File No.
+Added: 001-33097), filed December 19, 2024.
10.1 Administration Agreement between the Registrant and Gladstone Administration, LLC, dated January 1, 2007, incorporated by reference to Exhibit 99.2 to the Registrant’s Current Report on Form 8-K (File No.
19 unchanged sentences
001-33097), filed August 19, 2022.
+Added: 10.11 First Amendment to Fourth Amended and Restated Credit Agreement and Other Loan Documents, dated as of January 18, 2023, by and among Gladstone Commercial Limited Partnership, as borrower, Gladstone Commercial Corporation and certain of its wholly owned subsidiaries, as guarantors, each of the financial institutions initially a signatory thereto together with their successors and assignees, as lenders, and KeyBank National Association, as lender and agent, incorporated by reference to Exhibit 10.1 to the Registrant's Quarterly Report on Form 10-Q (File No.
+Added: 001-33097), filed November 4, 2024.
10.12 Sixth Amended and Restated Investment Advisory Agreement, dated as of July 14, 2020, by and between the Registrant and Gladstone Management Corporation.
5 unchanged sentences
001-33097), filed August 8, 2023.
+Added: 10.15 Note Purchase Agreement, dated December 18, 2024 by and among Gladstone Commercial Limited Partnership, Gladstone Commercial Corporation and the Purchasers party thereto, incorporated by reference to Exhibit 10.1 to the Registrant’s Current Report on Form 8-K (File No.
+Added: 001-33097), filed December 19, 2024.
+Added: 10.16 Unconditional Guaranty of Payment and Performance, dated December 18, 2024, between Gladstone Commercial Corporation and the other guarantors party thereto, incorporated by reference to Exhibit 10.2 to the Registrant’s Current Report on Form 8-K (File No.
+Added: 001-33097), filed December 19, 2024.
+Added: 19 Insider Trading Policy (filed herewith).
21 List of Subsidiaries of the Registrant (filed herewith).
4 unchanged sentences
32.2 Certification of Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (furnished herewith).
−Removed: 97.1 Gladstone Commercial Corporation Compensation Recoupment Policy (filed herewith).
+Added: 97.1 Gladstone Commercial Corporation Compensation Recoupment Policy, incorporated by reference to Exhibit 97.1 to the Registrant’s Annual Report on Form 10-K (File No.
+Added: 001-33097), filed February 21, 2024.
99.1 Estimated Value Methodology for Series F Cumulative Redeemable Preferred Stock as of December 31, 2024 (filed herewith).
27 unchanged sentences
February 18, 2025 By:
−Removed: /s/ Terry Lee Brubaker
−Removed: Terry Lee Brubaker
−Removed: Chief Operating Officer and Director
−Removed: February 21, 2024 By:
/s/ Gary Gerson
2 unchanged sentences
February 18, 2025 By:
−Removed: /s/ Anthony W.
−Removed: February 21, 2024 By:
/s/ Michela A.
February 18, 2025 By:
−Removed: /s/ Paul Adelgren
−Removed: Paul Adelgren
+Added: /s/ Katharine C.
February 18, 2025 By:
+Added: /s/ Paula Novara
+Added: February 18, 2025 By:
/s/ John Outland
February 18, 2025 By:
+Added: /s/ Anthony W.
+Added: February 18, 2025 By:
/s/ Walter H.
1 unchanged sentence
Wilkinson, Jr.
−Removed: February 21, 2024 By:
−Removed: /s/ Paula Novara
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.