| 3.1 | Articles of Organization of Gyrodyne, LLC, dated as of October 3, 2013 (1) |
| 3.2 | Amended and Restated Limited Liability Company Agreement of Gyrodyne, LLC (2) |
| 10.1 | Amended and Restated Retention Bonus Plan (3) |
| 10.2 | Amendment No. 2 to the Retention Bonus Plan (4) |
| 10.3 | Amendment No. 3 to the Retention Bonus Plan (5) |
| 10.4 | Amendment No. 4 to the Retention Bonus Plan (6) |
| 10.5 | Cooperation Agreement, dated July 26, 2023, among the Company, Leap Tide Capital Management LLC and Jan Loeb (7) |
| 10.6 | Amendment No. 5 to the Retention Bonus Plan (8) |
| 10.7 | Nonqualified Deferred Compensation Plan (9) |
| 10.8 | Restricted Stock Plan (8) |
| 10.9 | Purchase and Sale Agreement dated July 30, 2025 between GSD Flowerfield LLC and B2K Smithtown LLC (16) |
| 10.10 | First Amendment dated October 28, 2025 to Purchase and Sale Agreement between GSD Flowerfield LLC and B2K Smithtown LLC (14) |
| 31.1 | Rule 13a-14(a)/15d-14(a) Certification of Chief Executive Officer and Chief Financial Officer, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. (14) |
| 32.1 | CEO and CFO Certification Pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. (15) |
| 99.1 | Short Form Order of the Supreme Court of the State of New York, Suffolk County, dated February 6, 2024 (10) |
| 99.2 | Short Form Order of the Supreme Court of the State of New York, Suffolk County, dated October 11, 2024 (11) |
| 99.3 | Petitioners’ Notice of Appeal, received October 28, 2024 (13) |
| 99.4 | Short Form Order of the Supreme Court of the State of New York, Suffolk County, dated March 17, 2025 (13) |
| 99.5 | Short Form Order of the Supreme Court of the State of New York, Suffolk County, dated March 21, 2025 (12) |
| 99.6 | Petitioners’ Notice of Appeal, received April 16, 2025 (13) |
101.INS Inline XBRL Instance (14)
101.SCH Inline XBRL Taxonomy Extension Schema (14)
101.CAL Inline XBRL Taxonomy Extension Calculation (14)
101.DE Inline FXBRL Taxonomy Extension Definition (14)
101.LAB Inline XBRL Taxonomy Extension Labels (14)
101.PRE Inline XBRL Taxonomy Extension Presentation (14)
104 Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)
| (1) | Incorporated herein by reference to Exhibit 3.1 to the Company’s Registration Statement on Form S-4 filed with the Securities and Exchange Commission on October 21, 2013. |
| (2) | Incorporated herein by reference to Exhibit 3.2 to the Company’s Registration Statement on Form 8-A12B filed with the Securities and Exchange Commission on September 1, 2015. |
| (3) | Incorporated herein by reference to the Company’s Current Report on Form 8-K, filed with the Securities and Exchange Commission on May 26, 2016. |
| (4) | Incorporated herein by reference to the Company’s Current Report on Form 8-K, filed with the Securities and Exchange Commission on January 31, 2018. |
| (5) | Incorporated herein by reference to the Company’s Current Report on Form 8-K, filed with the Securities and Exchange Commission on November 2, 2018. |
| (6) | Incorporated herein by reference to the Company’s Quarterly Report on Form 10-Q, filed with the Securities and Exchange Commission on May 11, 2022. |
| (7) | Incorporated herein by reference to the Company’s Current Report on Form 8-K, filed with the Securities and Exchange Commission on August 1, 2023. |
| (8) | Incorporated herein by reference to the Company’s Current Report on Form 8-K, filed with the Securities and Exchange Commission on September 11, 2023. |
| (9) | Incorporated herein by reference to the Company’s Current Report on Form 8-K, filed with the Securities and Exchange Commission on December 13, 2019. |
| (10) | Incorporated herein by reference to the Company’s Current Report on Form 8-K, filed with the Securities and Exchange Commission on February 9, 2024. |
| (11) | Incorporated herein by reference to the Company’s Quarterly Report on Form 10-Q, filed with the Securities and Exchange Commission on November 19, 2024. |
| (12) | Incorporated herein by reference to the Company’s Annual Report on Form 10-K, filed with the Securities and Exchange Commission on March 28, 2025. |
| (13) | Incorporated herein by reference to the Company’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on May 5, 2025. |
| (14) | Filed as part of this report. |
| (15) | Furnished herewith in accordance with Item 601(b)(32) of Regulation S-K. This Exhibit is not deemed “filed” for purposes of Section 18 of the Exchange Act or otherwise subject to the liabilities of that section. Such certification will not be deemed incorporated by reference into any filings under the Securities Act, expect to the extent that the registrant specifically incorporates it by reference. |
| (16) | Incorporated herein by reference to the Company’s Current Report on Form 8-K with the Securities and Exchange Commission on August 4, 2025. |
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.
GYRODYNE, LLC
| Date: November 10, 2025 | /s/ Gary Fitlin |
|---|
| By Gary Fitlin |
| President and Chief Executive Officer Chief Financial Officer and Treasurer |
EXHIBIT INDEX
| 3.1 | Articles of Organization of Gyrodyne, LLC, dated as of October 3, 2013 (1) |
| 3.2 | Amended and Restated Limited Liability Company Agreement of Gyrodyne, LLC (2) |
| 10.1 | Amended and Restated Retention Bonus Plan (3) |
| 10.2 | Amendment No. 2 to the Retention Bonus Plan (4) |
| 10.3 | Amendment No. 3 to the Retention Bonus Plan (5) |
| 10.4 | Amendment No. 4 to the Retention Bonus Plan (6) |
| 10.5 | Cooperation Agreement, dated July 26, 2023, among the Company, Leap Tide Capital Management LLC and Jan Loeb (7) |
| 10.6 | Amendment No. 5 to the Retention Bonus Plan (8) |
| 10.7 | Nonqualified Deferred Compensation Plan (9) |
| 10.8 | Restricted Stock Plan (8) |
| 10.9 | Purchase and Sale Agreement dated July 30, 2025 between GSD Flowerfield LLC and B2K Smithtown LLC (16) |
| 10.10 | First Amendment dated October 28, 2025 to Purchase and Sale Agreement between GSD Flowerfield LLC and B2K Smithtown LLC (14) |
| 31.1 | Rule 13a-14(a)/15d-14(a) Certification of Chief Executive Officer and Chief Financial Officer, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. (14) |
| 32.1 | CEO and CFO Certification Pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. (15) |
| 99.1 | Short Form Order of the Supreme Court of the State of New York, Suffolk County, dated February 6, 2024 (10) |
| 99.2 | Short Form Order of the Supreme Court of the State of New York, Suffolk County, dated October 11, 2024 (11) |
| 99.3 | Petitioners’ Notice of Appeal, received October 28, 2024 (13) |
| 99.4 | Short Form Order of the Supreme Court of the State of New York, Suffolk County, dated March 17, 2025 (13) |
| 99.5 | Short Form Order of the Supreme Court of the State of New York, Suffolk County, dated March 21, 2025 (12) |
| 99.6 | Petitioners’ Notice of Appeal, received April 16, 2025 (13) |
101.INS Inline XBRL Instance (14)
101.SCH Inline XBRL Taxonomy Extension Schema (14)
101.CAL Inline XBRL Taxonomy Extension Calculation (14)
101.DE Inline FXBRL Taxonomy Extension Definition (14)
101.LAB Inline XBRL Taxonomy Extension Labels (14)
101.PRE Inline XBRL Taxonomy Extension Presentation (14)
104 Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)
| (1) | Incorporated herein by reference to Exhibit 3.1 to the Company’s Registration Statement on Form S-4 filed with the Securities and Exchange Commission on October 21, 2013. |
| (2) | Incorporated herein by reference to Exhibit 3.2 to the Company’s Registration Statement on Form 8-A12B filed with the Securities and Exchange Commission on September 1, 2015. |
| (3) | Incorporated herein by reference to the Company’s Current Report on Form 8-K, filed with the Securities and Exchange Commission on May 26, 2016. |
| (4) | Incorporated herein by reference to the Company’s Current Report on Form 8-K, filed with the Securities and Exchange Commission on January 31, 2018. |
| (5) | Incorporated herein by reference to the Company’s Current Report on Form 8-K, filed with the Securities and Exchange Commission on November 2, 2018. |
| (6) | Incorporated herein by reference to the Company’s Quarterly Report on Form 10-Q, filed with the Securities and Exchange Commission on May 11, 2022. |
| (7) | Incorporated herein by reference to the Company’s Current Report on Form 8-K, filed with the Securities and Exchange Commission on August 1, 2023. |
| (8) | Incorporated herein by reference to the Company’s Current Report on Form 8-K, filed with the Securities and Exchange Commission on September 11, 2023. |
| (9) | Incorporated herein by reference to the Company’s Current Report on Form 8-K, filed with the Securities and Exchange Commission on December 13, 2019. |
| (10) | Incorporated herein by reference to the Company’s Current Report on Form 8-K, filed with the Securities and Exchange Commission on February 9, 2024. |
| (11) | Incorporated herein by reference to the Company’s Quarterly Report on Form 10-Q, filed with the Securities and Exchange Commission on November 19, 2024. |
| (12) | Incorporated herein by reference to the Company’s Annual Report on Form 10-K, filed with the Securities and Exchange Commission on March 28, 2025. |
| (13) | Incorporated herein by reference to the Company’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on May 5, 2025. |
| (14) | Filed as part of this report. |
| (15) | Furnished herewith in accordance with Item 601(b)(32) of Regulation S-K. This Exhibit is not deemed “filed” for purposes of Section 18 of the Exchange Act or otherwise subject to the liabilities of that section. Such certification will not be deemed incorporated by reference into any filings under the Securities Act, expect to the extent that the registrant specifically incorporates it by reference. |
| (16) | Incorporated herein by reference to the Company’s Current Report on Form 8-K with the Securities and Exchange Commission on August 4, 2025. |
