nlop-20250616
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): June 16, 2025
Net Lease Office Properties
(Exact Name of Registrant as Specified in its Charter)
| Maryland | 001-41812 | 92-0887849 | |||||||||
| (State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) | |||||||||
| One Manhattan West, 395 9th Avenue, 58th Floor | |||||||||||
| New York, | New York | 10001 | |||||||||
| (Address of principal executive offices) | (Zip Code) | ||||||||||
Registrant’s telephone number, including area code: (844) 656-7348
(Former name or former address, if changed since last report)
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 | ||||||||||||
| Common Shares of Beneficial Interest, par value $0.001 per share | NLOP | 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. ☐
Item 5.07 — Submission of Matters to a Vote of Security Holders.
The annual meeting of the shareholders of Net Lease Office Properties (the “Company”) was held on June 16, 2025 (the “Annual Meeting”). The Company previously filed its definitive proxy statement on Schedule 14A (the “Proxy Statement”) and related materials pertaining to this meeting with the Securities and Exchange Commission on April 17, 2025. The shareholders of the Company voted on the following two proposals at the Annual Meeting, each of which is more fully described in the Proxy Statement. On the record date of April 14, 2025, 14,814,075 common shares were outstanding and entitled to vote at the Annual Meeting.
Set forth below are the final voting results from the Annual Meeting.
Proposal One. The election of two Class I Trustees for a Two-Year Term listed in the Company’s Proxy Statement and set forth below to the Board of Trustees of the Company, each to serve until the 2027 annual meeting of shareholders.
| NAME OF NOMINEE | FOR | AGAINST | ABSTAIN | BROKER NON-VOTES | ||||||||||
| Axel K.A. Hansing | 8,076,184 | 146,920 | 14,807 | 3,248,112 | ||||||||||
| Jean Hoysradt | 8,073,243 | 147,396 | 17,272 | 3,248,112 | ||||||||||
Proposal Two. The ratification of the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2025.
| FOR | AGAINST | ABSTAIN | BROKER NON-VOTES | ||||||||
| 11,410,126 | 39,745 | 36,152 | 0 | ||||||||
Item 9.01 — Financial Statements and Exhibits.
(d) Exhibits
| Exhibit No. | Description | |||||||
| 104 | Cover Page Interactive Data File (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, thereunto duly authorized.
| Net Lease Office Properties | |||||||||||
| Date: | June 17, 2025 | By: | /s/ Susan C. Hyde | ||||||||
| Susan C. Hyde | |||||||||||
| Chief Administrative Officer and Corporate Secretary | |||||||||||