SEC Info℠

Home

Search

My Interests

Help

Sign In

Please Sign In

Getty Realty Corp./MD – ‘8-K’ for 4/26/22 – ‘EX-3.1’

On:  Thursday, 4/28/22, at 4:08pm ET   ·   For:  4/26/22   ·   Accession #:  1564590-22-16441   ·   File #:  1-13777

Previous ‘8-K’:  ‘8-K’ on / for 4/27/22   ·   Next:  ‘8-K’ on / for 7/27/22   ·   Latest:  ‘8-K’ on 5/1/24 for 4/25/24   ·   4 References:   By:  Getty Realty Corp./MD – ‘10-K’ on 2/15/24 for 12/31/23 By:  Getty Realty Corp./MD – ‘S-3ASR’ on 1/5/24 By:  Getty Realty Corp./MD – ‘10-K’ on 2/23/23 for 12/31/22 By:  Getty Realty Corp./MD – ‘10-Q’ on 7/28/22 for 6/30/22 

in

this entire Filing. an “Entity” Search.

Show

Documents searched

and

each “hit”. the 1st “hit”.

↓↑Hints

 Text Wildcards:  ? (any letter/digit),  * (many).  Search Logic:  for Documents:  & (and),  | (or);  for Text:  | (anywhere),  "(&)" (near).  Details... 

  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 4/28/22  Getty Realty Corp./MD             8-K:5,9     4/26/22   11:197K                                   ActiveDisclosure/FA

Document/Exhibit                   Description                      Pages   Size 

 1: 8-K         Current Report                                      HTML     40K 
 2: EX-3.1      Articles of Incorporation/Organization or Bylaws    HTML     13K 
 6: R1          Document and Entity Information                     HTML     48K 
 9: XML         IDEA XML File -- Filing Summary                      XML     12K 
 7: XML         XBRL Instance -- gty-8k_20220426_htm                 XML     15K 
 8: EXCEL       IDEA Workbook of Financial Reports                  XLSX      6K 
 4: EX-101.LAB  XBRL Labels -- gty-20220426_lab                      XML     58K 
 5: EX-101.PRE  XBRL Presentations -- gty-20220426_pre               XML     35K 
 3: EX-101.SCH  XBRL Schema -- gty-20220426                          XSD     18K 
10: JSON        XBRL Instance as JSON Data -- MetaLinks               12±    19K 
11: ZIP         XBRL Zipped Folder -- 0001564590-22-016441-xbrl      Zip     14K 

Exhibit 3.1

GETTY REALTY CORP.

ARTICLES OF AMENDMENT

getty realty CORP., a Maryland corporation (the “Corporation”), having its principal office in the State of Maryland in Baltimore County, Maryland, hereby certifies to the State Department of Assessments and Taxation of Maryland that:

FIRST:  The charter of the Corporation (the “Charter”) is hereby amended to add a new Section 6.10 to Article VI of the Charter as follows:

“Section 6.10. Bylaw Amendments.  

Section 6.10.2By Stockholders.  Pursuant to a binding proposal submitted for approval by the stockholders at a duly called annual meeting or special meeting of stockholders by a stockholder (or group of stockholders) that (a) provides to the secretary of the Corporation a timely notice of such proposal that satisfies the applicable notice procedures and all other relevant provisions of Section 3 and Section 12 of Article II of the Bylaws of the Corporation (or any successor provisions thereof), and applicable law, and (b) satisfies the ownership and other eligibility requirements of Rule 14a-8 under the U.S. Exchange Act of 1934, as amended, for the periods and as of the dates specified therein, the stockholders shall have the power to make, repeal, alter, amend and rescind the Bylaws if approved by the affirmative vote of a majority of all votes entitled to be cast on the matter.”

SECOND:  The foregoing amendment does not increase the authorized stock of the Corporation.

THIRD:  The foregoing amendment to the Charter of the Corporation has been advised by the Board of Directors and approved by the stockholders of the Corporation.

FOURTH:  The foregoing amendment to the Charter of the Corporation shall become effective upon acceptance for record by the Maryland State Department of Assessments and Taxation.

FIFTH:  The undersigned President and Chief Executive Officer of the Corporation acknowledges these Articles of Amendment to be the act and deed of the Corporation, and further, as to all matters or facts required to be verified under oath, the undersigned President and Chief Executive Officer of the Corporation acknowledges that to the best of his knowledge, information and belief, these matters and facts relating to the Corporation are true in all material respects and that this statement is made under the penalties for perjury.

[Signature page follows]

EAST\190592759.4

IN WITNESS WHEREOF, the Corporation has caused these Articles of Amendment to be signed in its name and on its behalf by its President and Chief Executive Officer and attested to by its Executive Vice President, General Counsel and Secretary on this 26^th day of April, 2022.

Signature Page to Articles of Amendment for Getty Realty Corp.

EAST\190592759.4

  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 2/15/24  Getty Realty Corp./MD             10-K       12/31/23  115:45M                                    Donnelley … Solutions/FA
 1/05/24  Getty Realty Corp./MD             S-3ASR      1/05/24    7:1.2M                                   Donnelley … Solutions/FA
 2/23/23  Getty Realty Corp./MD             10-K       12/31/22  112:60M                                    Donnelley … Solutions/FA
 7/28/22  Getty Realty Corp./MD             10-Q        6/30/22   66:9.3M                                   ActiveDisclosure/FA