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Peakstone Realty Trust 2025年度报告

2026-04-09 美股财报 一抹朝阳
报告封面

FORM 10-K/A (Amendment No. 1) (Mark One) ☒ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF1934 For the fiscal year ended December 31, 2025 OR ☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACTOF 1934 For the transition period from to Commission File Number: 001-41686 Peakstone Realty Trust (Exact name of Registrant as specified in its charter) Maryland46-4654479(State or other jurisdiction of(IRS Employerincorporation or organization)Identification No.) 400 North Continental Boulevard, Suite 200, El Segundo, CA 90245(Address of principal executive offices) (310) 606-3200(Registrant’s telephone number) Securities registered pursuant to Section 12(b) of the Act: 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 Act. Yes☐No☒ Table of Contents Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the SecuritiesExchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports)and (2) has been subject 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 pursuantto Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrantwas required 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 reportingcompany” and “emerging growth company” in Rule 12b-2 of the Exchange Act. Large accelerated filer☐Accelerated filer☒ Non-accelerated filer☐Smaller reporting company☐ Emerging growth company☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period forcomplying with 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 effectivenessof its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registeredpublic accounting firm that prepared or issued its audit report.☒ Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes☐No☒ If securities are registered pursuant to Section 12(b) of the Exchange Act, indicate by check mark whether the financial statements ofthe 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).☐ Aggregate market value of the common shares held by non-affiliates of the Company was approximately $471.3million based on theclosing sale price on the New York Stock Exchange for such shares on June 30, 2025. As of April 6, 2026, there were 37,187,359 common shares outstanding. Documents Incorporated by Reference: None TABLE OF CONTENTS Explanatory NotePart IIIItem 10. Directors, Executive Officers and GovernanceBoard of TrusteesExecutive OfficersGovernance Item 11. Executive CompensationCompensation Discussion and AnalysisExecutive Compensation Narrative and TablesCompensation of TrusteesCompensation Committee ReportCompensation Committee Interlocks and Insider ParticipationItem 12. Security Ownership of Certain Beneficial Owners and Management and RelatedShareholder MattersEquity Compensation Plan InformationBeneficial Ownership of the Company’s Common SharesItem 13. Certain Relationships and Related Transactions and Director IndependenceItem 14. Principal Accountant Fees and ServicesPart IVItem 15. Exhibits and Financial Statement SchedulesSignaturesAppendix A Certain Non-GAAP Financial Measures EXPLANATORY NOTE Peakstone Realty Trust (the “Company”), is filing this Amendment No. 1 on Form 10-K/A (the “Amendment”) toits Annual Report on Form 10-K for the fiscal year ended December31, 2025 (the “Form 10-K”), which wasfiled on February18, 2026 with the U.S. Securities and Exchange Commission (the “SEC”). This amendment isbeing filed to provide the information required by Part III, Items 10, 11, 12, 13 and 14 of Form 10-K inaccordance with General Instruction G(3). Except as desc