Getty Realty Corp 2024年度报告

(Exact name of registrant as specified in its charter) Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.Yes☐No☐Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Exchange Act.Yes☐No☐ Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities ExchangeAct of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has beensubject to such filing requirements for the past 90 days.Yes☐No☐ Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant toRule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant wasrequired to submit such files).Yes☐No☐ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reportingcompany, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,”and “emerging growth company” in Rule 12b-2 of the Exchange Act. If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complyingwith any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.☐ Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of itsinternal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered publicaccounting firm that prepared or issued its report.☐If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements.☐ Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-basedcompensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b).☐Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).Yes☐No☐The aggregate market value of common stock held by non-affiliates (based on 49,219,371 shares of common stock at a closing price per shareof the registrant’s common stock on the New York Stock Exchange at $26.66) of the Company was $1,312,200,000 as of June 30, 2024.The registrant had outstanding 55,027,697 shares of common stock as of February 13, 2025. DOCUMENTPART OFFORM10-KSelected Portions of Definitive Proxy Statement for the 2025 Annual Meeting of Stockholders (the “Proxy Statement”), which willbe filed by the registrant on or prior to 120 days following the end of the registrant’s year ended December 31, 2024, pursuantto Regulation 14A.IIIAuditor’s PCAOB ID Number:238Auditor’s Name:PricewaterhouseCoopers LLPAuditor’s LocationNew York, New York TABLE OF CONTENTS ItemDescriptionPage Cautionary Note Regarding Forward-Looking Statements3 PART I 1Business51ARisk Factors91BUnresolved Staff Comments231CCybersecurity232Properties243Legal Proceedings264Mine Safety Disclosures29 PART II 5Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases ofEquity Securities306Reserved317Management’s Discussion and Analysis of Financial Condition and Results of Operations327AQuantitative and Qualitative Disclosures About Market Risk458Financial Statements and Supplementary Data469Changes in and Disagreements with Accountants on Accounting and Financial Disclosure789AControls and Procedures789BOther Information789CDisclosure Regarding Foreign Jurisdictions that Prevent Inspections78 PART III 10Directors, Executive Officers and Corporate Governance7911Executive Compensation7912Security Ownership of Certain Beneficial Owners and Management and Related Stockholder79 Matters13Certain Relationships and Related Transactions, and Director Independence7914Principal Accountant Fees and Services79 PART IV 15Exhibits and Financial Statement Schedules16Form 10-K SummaryExhibit IndexSignatures 8080101105 Cautionary Note Regarding Forward-Looking Statements Certain statements in this Annual Report on Form 10-K may constitute “forward-looking statements” within themeaning of the federal securities laws that are subject to the safe harbor created under the Private SecuritiesLitigation Reform Act of 1995 and other safe harbors under the Securities Act of 1933, as amended (the“Securities Act”) and the Securities Exchange Act of 1934, as amended (the “Exchange Act”). Statementspreceded by, followed by,