GETTY REALTY CORP /MD/

Previous wording

The following discussion and analysis of financial condition and results of operations should be read in conjunction with the sections entitled “Part I, Item 1A. Risk Factors” and “Part II, Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our Annual Report on Form 10-K for the year ended December 31, 2024; “Part I, “Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations” and “Part II, Item 1A. Risk Factors” in our Quarterly Report on Form 10-Q for the period ended March 31, 2025; and “Part I, Item 1. Financial Statements” in this Quarterly Report on Form 10-Q for the period ended June 30, 2025.

Current wording

The following discussion and analysis of financial condition and results of operations should be read in conjunction with the sections entitled “Part I, Item 1A. Risk Factors” and “Part II, Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our Annual Report on Form 10-K for the year ended December 31, 2024; “Part I, “Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations” and “Part II, Item 1A. Risk Factors” in our Quarterly Report on Form 10-Q for the period ended March 31, 2025; “Part I, “Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations” and “Part II, Item 1A. Risk Factors” in our Quarterly Report on Form 10-Q for the period ended June 30, 2025; and “Part I, Item 1. Financial Statements” in this Quarterly Report on Form 10-Q for the period ended September 30, 2025.

Previous wording

These forward-looking statements are based on our current beliefs and assumptions and information currently available to us, and are subject to known and unknown risks, uncertainties and other factors including, but not limited to, the risks described in “Part I, Item 1A. Risk Factors” and “Part II, Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our Annual Report on Form 10-K, “Part I, “Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations” and “Part II, Item 1A. Risk Factors” in our Quarterly Report on Form 10-Q for the period ended March 31, 2025, and this Quarterly Report on Form 10-Q for the period ended June 30, 2025 as such risk factors may be updated from time to time in our public filings. Such risks and uncertainties were derived based on numerous important assumptions, which may not be realized, and may cause our actual results, performance or achievements to differ materially from any future results, performance or achievements expressed or implied by such forward-looking statements. Most of these factors are difficult to predict accurately and are generally beyond our control. New risk factors and uncertainties may also emerge from time to time, and there can be no assurance that we have identified all risks and uncertainties that may affect it.

Current wording

These forward-looking statements are based on our current beliefs and assumptions and information currently available to us, and are subject to known and unknown risks, uncertainties and other factors including, but not limited to, the risks described in “Part I, Item 1A. Risk Factors” and “Part II, Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our Annual Report on Form 10-K, “Part I, “Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations” and “Part II, Item 1A. Risk Factors” in our Quarterly Reports on Form 10-Q for the periods ended March 31, 2025 and June 30, 2025, and this Quarterly Report on Form 10-Q for the period ended September 30, 2025 as such risk factors may be updated from time to time in our public filings. Such risks and uncertainties were derived based on numerous important assumptions, which may not be realized, and may cause our actual results, performance or achievements to differ materially from any future results, performance or achievements expressed or implied by such forward-looking statements. Most of these factors are difficult to predict accurately and are generally beyond our control. New risk factors and uncertainties may also emerge from time to time, and there can be no assurance that we have identified all risks and uncertainties that may affect it.

Previous wording

We are a net lease REIT specializing in the acquisition, financing and development of convenience, automotive and other single tenant retail real estate. Our portfolio is comprised of convenience stores, express tunnel car washes, automotive service centers (gasoline and repair, oil and maintenance, tire and battery, and collision), and certain other freestanding retail properties, including drive-thru quick service restaurants and automotive parts retailers. As of June 30, 2025, our portfolio included 1,137 properties, including 1,107 properties owned by us and 30 properties that we leased from third-party landlords. As a REIT, we are not subject to federal corporate income tax on the taxable income we distribute to our stockholders. In order to continue to qualify for taxation as a REIT, we are required, among other things, to distribute at least 90% of our ordinary taxable income to our stockholders each year.

Current wording

We are a net lease REIT specializing in the acquisition, financing and development of convenience, automotive and other single tenant retail real estate. Our portfolio is comprised of convenience stores, express tunnel car washes, automotive service centers (gasoline and repair, oil and maintenance, tire and battery, and collision), and certain other freestanding retail properties, including drive-thru quick service restaurants and automotive parts retailers. As of September 30, 2025, our portfolio included 1,160 properties, including 1,130 properties owned by us and 30 properties that we leased from third-party landlords. As a REIT, we are not subject to federal corporate income tax on the taxable income we distribute to our stockholders. In order to continue to qualify for taxation as a REIT, we are required, among other things, to distribute at least 90% of our ordinary taxable income to our stockholders each year.

Previous wording

Our 1,137 properties are located in 44 states and Washington D.C. and include a concentration in the Northeast and Mid-Atlantic regions that we believe is unique and not readily available for purchase or lease from other owners or landlords. Our typical property consists of approximately one acre of land in a larger metropolitan area and is used as a convenience store, express tunnel car wash, automotive service center, or certain other freestanding retail uses, including drive-thru quick service restaurants and automotive parts retailers. Many of our properties are located at highly trafficked urban intersections or conveniently close to highway entrances or exit ramps.

Current wording

Our 1,160 properties are located in 44 states and Washington D.C. and include a concentration in the Northeast and Mid-Atlantic regions that we believe is unique and not readily available for purchase or lease from other owners or landlords. Our typical property consists of approximately one acre of land in a larger metropolitan area and is used as a convenience store, express tunnel car wash, automotive service center, or certain other freestanding retail uses, including drive-thru quick service restaurants and automotive parts retailers. Many of our properties are located at highly trafficked urban intersections or conveniently close to highway entrances or exit ramps.

Previous wording

As of June 30, 2025, we leased 1,132 of our properties to tenants under triple-net leases, including 926 properties leased under 54 separate unitary or master triple-net leases, and 206 properties leased under single unit triple-net leases. These leases generally provide for an initial term of 15 or 20 years, with options for successive renewal terms of up to 20 years, and periodic rent escalations. As of June 30, 2025, our weighted average remaining lease term, excluding renewal options, was 10.0 years.

Current wording

As of September 30, 2025, we leased 1,156 of our properties to tenants under triple-net leases, including 948 properties leased under 61 separate unitary or master triple-net leases, and 208 properties leased under single unit triple-net leases. These leases generally provide for an initial term of 15 or 20 years, with options for successive renewal terms of up to 20 years, and periodic rent escalations. As of September 30, 2025, our weighted average remaining lease term, excluding renewal options, was 9.9 years.

Previous wording

As of June 30, 2025, we also had three vacant properties and two properties under redevelopment.

Current wording

As of September 30, 2025, we also had two vacant properties and two properties under redevelopment.

Previous wording

During the six months ended June 30, 2025, we invested $78.4 million (net of amounts funded in prior periods) across 33 properties, including the acquisition of 12 drive-thru quick service restaurants, seven auto service centers, five convenience stores and five express tunnel car washes.

Current wording

During the nine months ended September 30, 2025, we invested $135.7 million (net of amounts funded in prior periods) across 61 properties, including the acquisition of 27 drive-thru quick service restaurants, nine auto service centers, seven express tunnel car washes and 10 convenience stores.

Previous wording

During the six months ended June 30, 2024, we invested $102.3 million (net of amounts funded in prior periods) across 53 properties, including the acquisition of 19 express tunnel car washes, 16 auto service centers, three drive-thru quick service restaurants, and two convenience stores.

Current wording

During the nine months ended September 30, 2024, we invested $132.5 million (net of amounts funded in prior periods) across 60 properties, including the acquisition of 29 express tunnel car washes, 17 auto service centers, three drive thru quick service restaurants, and three convenience stores.

Previous wording

We believe that certain of our properties, primarily those currently being used as gas and repair businesses, are well-suited to be redeveloped as modern convenience stores or other single tenant convenience and automotive retail uses, such as automotive parts retailers, quick service restaurants, auto service centers, and bank branches. We believe that the redeveloped properties can be leased or sold at higher values than their prior use. Since the inception of our redevelopment program in 2015, we have completed 33 redevelopment and revenue-enhancing capital expenditure projects.

Current wording

We believe that certain of our properties, primarily those currently being used as gas and repair businesses, are well-suited to be redeveloped as modern convenience stores or other single tenant convenience and automotive retail uses, such as automotive parts retailers, quick service restaurants, auto service centers, and bank branches. We believe that the redeveloped properties can be leased or sold at higher values than their prior use. Since the inception of our redevelopment program in 2015, we have completed 34 redevelopment and revenue-enhancing capital expenditure projects.

Previous wording

The decrease in property operating expenses was primarily due to a decrease in reimbursable real estate taxes as we transitioned certain tenants to paying real estate taxes directly to the applicable taxing authorities, as well as lower rent expense. The decrease in leasing and redevelopment expenses was primarily due to a decrease in professional fees related to leasing activities for potential redevelopment projects.

Current wording

The decrease in property operating expenses was primarily due to a decrease in reimbursable real estate taxes as we transitioned certain tenants to paying real estate taxes due directly to the applicable taxing authorities, as well as lower rent expense. The decrease in leasing and redevelopment expenses was primarily due to a decrease in professional fees related to leasing activities for potential redevelopment projects.

Previous wording

Impairments are recorded when the carrying value of a property is reduced to fair value. Impairment charges for the three months ended June 30, 2025 and 2024 were attributable to the addition of asset retirement costs to certain properties due to changes in estimates associated with our environmental liabilities, which increased the carrying values of these properties in excess of their fair values. Impairment charges for the six months ended June 30, 2025 also included reductions in the carrying value of certain properties based on third-party indications of potential selling prices.

Current wording

Impairments are recorded when the carrying value of a property is reduced to fair value. Impairment charges for the three months ended September 30, 2025 and 2024 were attributable to the addition of asset retirement costs to certain properties due to changes in estimates associated with our environmental liabilities, which increased the carrying values of these properties in excess of their fair values. Impairment charges for the nine months ended September 30, 2025 also included reductions in the carrying value of certain properties based on third-party indications of potential selling prices.

Previous wording

The change in environmental expenses was primarily due to an increase in environmental litigation accruals. Environmental expenses vary from period to period and, accordingly, undue reliance should not be placed on the magnitude or the direction of change in reported environmental expenses for one period, as compared to prior periods.

Current wording

The change in environmental expenses during the three months ended September 30, 2025, was primarily due to removal of $4.1 million of unknown reserve liabilities which had previously been accrued for certain properties, offset by an increase in environmental litigation accruals of $0.6 million. Environmental expenses vary from period to period and, accordingly, undue reliance should not be placed on the magnitude or the direction of change in reported environmental expenses for one period, as compared to prior periods.

Previous wording

The gains on dispositions of real estate were primarily due to the disposition of three properties during the three months ended June 30, 2025 and the partial condemnation of one property during the three months ended June 30, 2024.

Current wording

The gains on dispositions of real estate were primarily due to the disposition of one property during the three months ended September 30, 2025. During the three months ended September 30, 2024, we recorded a loss on dispositions of real estate related to the 23 properties sold to our tenant Global Partners L.P. as part of a unitary lease amendment.

Previous wording

Six Months ended June 30, 2025, compared to the six months ended June 30, 2024.

Current wording

Nine Months ended September 30, 2025, compared to the nine months ended September 30, 2024.

Previous wording

The following table presents select data and comparative results from our consolidated statements of operations for the six months ended June 30, 2025, as compared to the six months ended June 30, 2024 (in thousands):

Current wording

The following table presents select data and comparative results from our consolidated statements of operations for the nine months ended September 30, 2025, as compared to the nine months ended September 30, 2024 (in thousands):

Previous wording

The following table presents the results for revenues from rental properties for the six months ended June 30, 2025, as compared to the six months ended June 30, 2024 (in thousands):

Current wording

The following table presents the results for revenues from rental properties for the nine months ended September 30, 2025, as compared to the nine months ended September 30, 2024 (in thousands):

Previous wording

Tenant reimbursements consist of real estate taxes and other municipal charges paid by us which are reimbursable by our tenants pursuant to the terms of our triple-net lease agreements.

Current wording

Tenant reimbursements consist of real estate taxes and other municipal charges paid by us which are reimbursable by our tenants pursuant to the terms of triple-net lease agreements. The decrease in tenant reimbursement income was driven by a decrease in reimbursable real estate taxes due from our tenants as we transitioned certain tenants to paying real estate taxes due directly to the applicable taxing authorities.

Previous wording

The following table presents the results for property costs for the six months ended June 30, 2025, as compared to the six months ended June 30, 2024 (in thousands):

Current wording

The following table presents the results for property costs for the nine months ended September 30, 2025, as compared to the nine months ended September 30, 2024 (in thousands):

Previous wording

The decrease in property operating expenses was primarily due to a decrease in reimbursable real estate taxes as we transitioned certain tenants to paying real estate taxes directly to the applicable taxing authorities, as well as lower rent expense. The increase in leasing and redevelopment expenses was primarily due to an increase in professional fees, partially offset by a decrease in demolition costs.

Current wording

The decrease in property operating expenses was primarily due to a decrease in reimbursable real estate taxes as we transitioned certain tenants to paying real estate taxes due directly to the applicable taxing authorities, as well as lower rent expense. The increase in leasing and redevelopment expenses was primarily due to an increase in professional fees, partially offset by a decrease in demolition costs.

Previous wording

Impairment charges are recorded when the carrying value of a property is reduced to fair value. Impairment charges for the six months ended June 30, 2025 were attributable to (i) the effect of adding asset retirement costs to certain properties due to changes in estimates associated with our environmental liabilities, which increased the carrying values of these properties in excess of their fair values, and (ii) reductions in estimated sales prices from third-party offers based on signed contracts, letters of intent or indicative bids for certain of our properties. Impairment charges for the six months ended June 30, 2024 were attributable to (i) the effect of adding asset retirement costs to certain properties due to changes in estimates associated with our environmental liabilities, which increased the carrying values of these properties in excess of their fair values, and (ii) reductions in estimated undiscounted cash flows expected to be received during the assumed holding period for certain of our properties

Current wording

Impairment charges are recorded when the carrying value of a property is reduced to fair value. Impairment charges for the nine months ended September 30, 2025 were attributable to (i) the effect of adding asset retirement costs to certain properties due to changes in estimates associated with our environmental liabilities, which increased the carrying values of these properties in excess of their fair values, and (ii) reductions in estimated sales prices from third-party offers based on signed contracts, letters of intent or indicative bids for certain of our properties. Impairment charges for the nine months ended September 30, 2024 were attributable to (i) the effect of adding asset retirement costs to certain properties due to changes in estimates associated with our environmental liabilities, which increased the carrying values of these properties in excess of their fair values, and (ii) reductions in estimated undiscounted cash flows expected to be received during the assumed holding period for certain of our properties

Previous wording

The change in environmental expenses was primarily due to an increase in environmental litigation accruals. Environmental expenses vary from period to period and, accordingly, undue reliance should not be placed on the magnitude or the direction of change in reported environmental expenses for one period, as compared to prior periods.

Current wording

The change in environmental expenses during the nine months ended September 30, 2025,was primarily due to an increase in environmental litigation accruals of $5.6 million, offset by removal of $4.1 million of unknown reserve liabilities which had previously been accrued for certain properties. Environmental expenses vary from period to period and, accordingly, undue reliance should not be placed on the magnitude or the direction of change in reported environmental expenses for one period, as compared to prior periods

Previous wording

Gain on Dispositions of Real Estate

Current wording

The gain on dispositions of real estate were primarily due to the sale of six properties during the nine months ended September 30, 2025. The loss on dispositions of real estate during the nine months ended September 30, 2024 was primarily due to the 23 properties sold to our tenant Global Partners L.P as part of a unitary lease amendment.

Previous wording

The increase in interest expense was due to higher average borrowings and higher average interest rates during the six months ended June 30, 2025, as compared to the six months ended June 30, 2024.

Current wording

The increase in interest expense was due to higher average borrowings and higher average interest rates during the nine months ended September 30, 2025, as compared to the nine months ended September 30, 2024.

Previous wording

As of June 30, 2025, we had $275.0 million of availability under our Credit Facility, 3.9 million shares of common stock subject to forward sales agreements which are anticipated to generate approximately $118.8 million of gross proceeds upon settlement, and available cash and cash equivalents of $7.5 million.

Current wording

As of September 30, 2025, we had $260.0 million of availability under our Credit Facility, 3.7 million shares of common stock subject to forward sales agreements which are anticipated to generate approximately $113.1 million of gross proceeds upon settlement, and available cash and cash equivalents of $5.2 million.

Previous wording

Our cash flow activities for the six months ended June 30, 2025 and 2024, are summarized as follows (in thousands):

Current wording

Our cash flow activities for the nine months ended September 30, 2025 and 2024, are summarized as follows (in thousands):

Previous wording

The change in net cash flow provided by operating activities for the six months ended June 30, 2025 and 2024 was primarily the result of changes in revenues and expenses as discussed in “Results of Operations” above and the other changes in assets and liabilities on our consolidated statements of cash flows.

Current wording

The change in net cash flow provided by operating activities for the nine months ended September 30, 2025 and 2024 was primarily the result of changes in revenues and expenses as discussed in “Results of Operations” above and the other changes in assets and liabilities on our consolidated statements of cash flows.

Previous wording

The decrease in net cash flow used in investing activities was primarily due to a $63.7 million decrease in property acquisitions, a $12.7 million decrease in issuance of notes and mortgages receivable and a $2.5 million decrease in deposits for property acquisitions, partially offset by a $52.4 million decrease in collections of notes and mortgages receivable.

Current wording

The decrease in net cash flow used in investing activities was primarily due to a $64.5 million decrease in property acquisitions, a $13.9 million decrease in issuance of notes and mortgages receivable and a $3.8 million increase in deposits for property acquisitions, partially offset by a $77.7 million decrease in collections of notes and mortgages receivable.

Previous wording

The decrease in net cash flow provided by financing activities was primarily due to the net repayment under the Term Loan of $75.0 million, the repayment of $50.0 million Series C Notes, and an increase in cash dividends paid of $3.6 million, partially offset by an increase in net proceeds from the issuance of common stock under the equity offering and ATM Program of $32.8 million and $3.7 million, respectively, and the issuance of $125.0 million of new Senior Unsecured Notes and an increase of $85.0 million in net borrowings under the Credit Facility.

Current wording

The decrease in net cash flow provided by financing activities was primarily due to the net repayment under the Credit Facility and Term Loan of $120.0 million, the repayment of $50.0 million Series C Notes, a decrease in net proceeds from the issuance of common stock under the ATM program of $20.2 million, an increase in cash dividends paid of $5.9 million, and an increase in payments of debt issuance costs of $4.4 million, partially offset by the issuance of $125.0 million of new Senior Unsecured Notes, and an increase in net proceeds from the issuance of common stock under the equity offering of $65.4 million.

Previous wording

In November 2024, we entered into a seventh amended and restated note purchase and guarantee agreement with The Prudential Insurance Company of America and certain of its affiliates (collectively, “Prudential”) (the "Seventh Amended and Restated Prudential Agreement") pursuant to which, in February 2025, we issued $50.0 million of 5.70% Series T Guaranteed Senior Notes due February 22, 2032 (the “Series T Notes”) to Prudential and used the proceeds to repay the $50.0 million of 4.75% Series C Guaranteed Senior Notes due February 25, 2025 (the “Series C Notes”) outstanding under our sixth amended and restated note purchase and guarantee agreement with Prudential (the "Sixth Amended and Restated Prudential Agreement"). The other senior unsecured notes outstanding as of June 30, 2025 under the Sixth Amended and Restated Prudential Agreement, including (i) $50.0 million of 5.47% Series D Guaranteed Senior Notes due June 21, 2028 (the “Series D Notes”), (ii) $50.0 million of 3.52% Series F Guaranteed Senior Notes due September 12, 2029 (the “Series F Notes”), (iii) $100.0 million of 3.43% Series I Guaranteed Senior Notes due November 25, 2030 (the “Series I Notes”) and (iv) $80.0 million of 3.765% Series Q Guaranteed Senior Notes due January 20, 2033 (the “Series Q Notes”), remain outstanding under the Seventh Amended and Restated Prudential Agreement.

Current wording

In November 2024, we entered into a seventh amended and restated note purchase and guarantee agreement with The Prudential Insurance Company of America and certain of its affiliates (collectively, “Prudential”) (the "Seventh Amended and Restated Prudential Agreement") pursuant to which, in February 2025, we issued $50.0 million of 5.70% Series T Guaranteed Senior Notes due February 22, 2032 (the “Series T Notes”) to Prudential and used the proceeds to repay the $50.0 million of 4.75% Series C Guaranteed Senior Notes due February 25, 2025 (the “Series C Notes”) outstanding under our sixth amended and restated note purchase and guarantee agreement with Prudential (the "Sixth Amended and Restated Prudential Agreement"). The other senior unsecured notes outstanding as of September 30, 2025 under the Sixth Amended and Restated Prudential Agreement, including (i) $50.0 million of 5.47% Series D Guaranteed Senior Notes due June 21, 2028 (the “Series D Notes”), (ii) $50.0 million of 3.52% Series F Guaranteed Senior Notes due September 12, 2029 (the “Series F Notes”), (iii) $100.0 million of 3.43% Series I Guaranteed Senior Notes due November 25, 2030 (the “Series I Notes”) and (iv) $80.0 million of 3.65% Series Q Guaranteed Senior Notes due January 20, 2033 (the “Series Q Notes”), remain outstanding under the Seventh Amended and Restated Prudential Agreement.

Previous wording

Unamortized debt issuance costs related to the Credit Facility were $4.1 million and $0.6 million as of June 30, 2025 and December 31, 2024, respectively, and are included in prepaid expenses and other assets on our consolidated balance sheets.

Current wording

Unamortized debt issuance costs related to the Credit Facility were $3.8 million and $0.6 million as of September 30, 2025 and December 31, 2024, respectively, and are included in prepaid expenses and other assets on our consolidated balance sheets.

Previous wording

In July 2024, we completed a follow-on public offering of 4.0 million shares of common stock in connection with forward sales agreements. During the six months ended June 30, 2025, we settled approximately 1.2 million shares and realized net proceeds of $32.8 million after deducting fees and expenses and making certain other adjustments as provided in the equity distribution agreement. We expect to settle the remaining forward sales agreements via physical delivery of the outstanding shares of common stock in exchange for for gross cash proceeds of approximately $86.5 million.

Current wording

In July 2024, we completed a follow-on public offering of 4.0 million shares of common stock in connection with forward sales agreements. During the nine months ended September 30, 2025, we settled 2.3 million shares and realized net proceeds of $65.3 million after deducting fees and expenses and making certain other adjustments as provided in the equity distribution agreement. We expect to settle the remaining forward sales agreements via physical delivery of the outstanding shares of common stock in exchange for gross cash proceeds of approximately $51.9 million.

Previous wording

During the six months ended June 30, 2025 and June 30, 2024, no shares of common stock were issued under the ATM Program. Future sales, if any, will depend on a variety of factors to be determined by us from time to time, including among others, market conditions, the trading price of our common stock, determinations by us of the appropriate sources of funding for us and potential uses of funding available to us.

Current wording

During the nine months ended September 30, 2025 and September 30, 2024, no shares of common stock were issued under the ATM Program. Future sales, if any, will depend on a variety of factors to be determined by us from time to time, including among others, market conditions, the trading price of our common stock, determinations by us of the appropriate sources of funding for us and potential uses of funding available to us.

Previous wording

During the six months ended June 30, 2025, we settled 406,727 shares and realized net proceeds of $10.9 million after deducting fees and expenses and making certain other adjustments as provided in the equity distribution agreement. We expect to settle outstanding forward sales agreements, typically within 12 months of the respective agreement dates, via physical delivery of the outstanding shares of common stock in exchange for cash proceeds, although we may elect cash settlement or net share settlement for all or a portion of our obligations under the forward sales agreements, subject to certain conditions.

Current wording

We expect to settle outstanding forward sales agreements, typically within 12 months of the respective agreement dates, via physical delivery of the outstanding shares of common stock in exchange for cash proceeds, although we may elect cash settlement or net share settlement for all or a portion of our obligations under the forward sales agreements, subject to certain conditions.

Previous wording

The following table summarizes activity under our ATM Program in connection with forward sales agreements for the six months ended June 30, 2025 and 2024 ($ in thousands):

Current wording

The following table summarizes activity under our ATM Program in connection with forward sales agreements for the nine months ended September 30, 2025 and 2024 ($ in thousands):

Previous wording

Regular quarterly dividends paid to our stockholders for the six months ended June 30, 2025 were $53.4 million, or $0.94 per share. There can be no assurance that we will continue to pay dividends at historical rates.

Current wording

Regular quarterly dividends paid to our stockholders for the nine months ended September 30, 2025 were $80.8 million, or $1.41 per share. There can be no assurance that we will continue to pay dividends at historical rates.

Previous wording

Based on the expiration of the Lookback Periods, together with other factors which have significantly mitigated our potential liability for preexisting environmental obligations, including the absence of any contractual obligations relating to properties which have been sold, quantifiable trends associated with types and ages of USTs at issue, expectations regarding future UST replacements, and historical trends and expectations regarding discovery of preexisting unknown environmental contamination and/or attempted pursuit of us therefor, we concluded that there is no material continued risk of having to satisfy contractual obligations relating to preexisting unknown environmental contamination at certain properties. Accordingly, as of June 30, 2025, we had previously removed $24.2 million of unknown reserve liabilities which had previously been accrued for these properties.

Current wording

Based on the expiration of the Lookback Periods, together with other factors which have significantly mitigated our potential liability for preexisting environmental obligations, including the absence of any contractual obligations relating to properties which have been sold, quantifiable trends associated with types and ages of USTs at issue, expectations regarding future UST replacements, and historical trends and expectations regarding discovery of preexisting unknown environmental contamination and/or attempted pursuit of us therefor, we concluded that there is no material continued risk of having to satisfy contractual obligations relating to preexisting unknown environmental contamination at certain properties. Accordingly, during the three months ended September 30, 2025, we removed $4.1 million and, as of September 30, 2025, we had removed $28.3 million of unknown reserve liabilities which had previously been accrued for these properties.

Previous wording

We continue to anticipate that our tenants under leases where the Lookback Periods have expired will replace USTs in the years ahead as these USTs near the end of their expected useful lives. At many of these properties the USTs in use are fabricated with older generation materials and technologies and we believe it is prudent to expect that upon their removal preexisting unknown environmental contamination will be identified. Although contractually these tenants are now responsible for preexisting unknown environmental contamination that is discovered during UST replacements, because the applicable Lookback Periods have expired before the end of the initial term of these leases, together with other relevant factors, we believe there remains continued risk that we will be responsible for remediation of preexisting environmental contamination associated with future UST removals at certain properties. Accordingly, we believe it is appropriate at this time to maintain $11.8 million of unknown reserve liabilities for certain properties with respect to which the Lookback Periods have expired as of June 30, 2025.

Current wording

We continue to anticipate that our tenants under leases where the Lookback Periods have expired will replace USTs in the years ahead as these USTs near the end of their expected useful lives. At many of these properties the USTs in use are fabricated with older generation materials and technologies and we believe it is prudent to expect that upon their removal preexisting unknown environmental contamination will be identified. Although contractually these tenants are now responsible for preexisting unknown environmental contamination that is discovered during UST replacements, because the applicable Lookback Periods have expired before the end of the initial term of these leases, together with other relevant factors, we believe there remains continued risk that we will be responsible for remediation of preexisting environmental contamination associated with future UST removals at certain properties. Accordingly, we believe it is appropriate at this time to maintain $7.7 million of unknown reserve liabilities for certain properties with respect to which the Lookback Periods have expired as of September 30, 2025.

Previous wording

We measure our environmental remediation liabilities at fair value based on expected future net cash flows, adjusted for inflation, and then discount them to present value. We adjust our environmental remediation liabilities quarterly to reflect changes in projected expenditures, changes in present value due to the passage of time and reductions in estimated liabilities as a result of actual expenditures incurred during each quarter. As of June 30, 2025, we had accrued a total of $20.6 million for our prospective environmental remediation obligations. This accrual consisted of (i) $8.8 million of known reserve liabilities which was our estimate of reasonably estimable environmental remediation liability, including obligations to remove USTs for which we are responsible, net of estimated recoveries and (ii) $11.8 million of unknown reserve liabilities, which was our estimate of future environmental liabilities related to preexisting unknown contamination. As of December 31, 2024, we had accrued a total of $20.9 million for our prospective environmental remediation obligations. This accrual consisted of (i) $9.1 million of known reserve liabilities and (ii) $11.8 million of unknown reserve liabilities, which was our estimate of future environmental liabilities related to preexisting unknown contamination.

Current wording

We measure our environmental remediation liabilities at fair value based on expected future net cash flows, adjusted for inflation, and then discount them to present value. We adjust our environmental remediation liabilities quarterly to reflect changes in projected expenditures, changes in present value due to the passage of time and reductions in estimated liabilities as a result of actual expenditures incurred during each quarter. As of September 30, 2025, we had accrued a total of $16.5 million for our prospective environmental remediation obligations. This accrual consisted of (i) $8.8 million of known reserve liabilities which was our estimate of reasonably estimable environmental remediation liability, including obligations to remove USTs for which we are responsible, net of estimated recoveries and (ii) $7.7 million of unknown reserve liabilities, which was our estimate of future environmental liabilities related to preexisting unknown contamination. As of December 31, 2024, we had accrued a total of $20.9 million for our prospective environmental remediation obligations. This accrual consisted of (i) $9.1 million of known reserve liabilities and (ii) $11.8 million of unknown reserve liabilities, which was our estimate of future environmental liabilities related to preexisting unknown contamination.

Previous wording

Environmental liabilities are accreted for the change in present value due to the passage of time and, accordingly, $0.2 million of net accretion expense was recorded for each of the six months ended June 30, 2025 and 2024 and included in environmental expenses. In addition, during the six months ended June 30, 2025 and 2024, we recorded credits to environmental expenses aggregating $0.2 million and $0.8 million, respectively, where decreases in estimated remediation costs exceeded the depreciated carrying value of previously capitalized asset retirement costs. Environmental expenses also include project management fees, legal fees and environmental litigation accruals.

Current wording

Environmental liabilities are accreted for the change in present value due to the passage of time and, accordingly, $0.2 million and $0.3 million of net accretion expense was recorded for the nine months ended September 30, 2025 and 2024, respectively, and included in environmental expenses. In addition, during the nine months ended September 30, 2025 and 2024, we recorded credits to environmental expenses aggregating $4.4 million and $0.8 million, respectively, where decreases in estimated remediation costs exceeded the depreciated carrying value of previously capitalized asset retirement costs. Environmental expenses also include project management fees, legal fees and environmental litigation accruals.

Previous wording

During the six months ended June 30, 2025 and 2024, we increased the carrying values of certain of our properties by $1.3 million and $1.1 million, respectively, due to changes in estimated environmental remediation costs. The recognition and subsequent changes in estimates in environmental liabilities and the increase or decrease in carrying values of the properties are non-cash transactions which do not appear on our consolidated statements of cash flows.

Current wording

During the nine months ended September 30, 2025 and 2024, we increased the carrying values of certain of our properties by $2.0 million and $1.9 million, respectively, due to changes in estimated environmental remediation costs. The recognition and subsequent changes in estimates in environmental liabilities and the increase or decrease in carrying values of the properties are non-cash transactions which do not appear on our consolidated statements of cash flows.