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Orion Properties Inc is a internally-managed REIT engaged in the ownership, acquisition, and management of a diversified portfolio of mission-critical and headquarters office buildings located in high quality suburban markets across the U.S. and leased on a single-tenant net lease basis to creditworthy clients. The portfolio of the company includes traditional office buildings, governmental offices, medical offices, laboratories, and others. The Company operates in one business segment: direct ownership and operation of commercial real estate.

Founded: 2021 Country:
United States
United States
Employees: N/A City: PHOENIX
Market Cap: 149.2M IPO Year: 2021
Target Price: $3.00 AVG Volume (30 days): 254.4K
Analyst Decision: Buy Number of Analysts: 2
Dividend Yield:
3.96%
Dividend Payout Frequency: quarterly
EPS: -2.48 EPS Growth: -34.78
52 Week Low/High: $1.46 - $3.01 Next Earning Date: 03-05-2026
Revenue: $147,647,000 Revenue Growth: -10.44%
Revenue Growth (this year): 4.1% Revenue Growth (next year): 3.10%
P/E Ratio: -0.81 Index: N/A
Free Cash Flow: N/A FCF Growth: N/A

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Earnings Transcripts

SEC 8-K filings with transcript text

View All
2025
Q4

Q4 2025 Earnings

8-K SELL

Mar 5, 2026 · 100% conf.

AI Prediction SELL

1D

-5.89%

$2.40

Act: -3.33%

5D

-11.06%

$2.27

Act: -6.27%

20D

-9.27%

$2.31

Price: $2.55 Prob +5D: 0% AUC: 1.000
0001873923-26-000037

onl-202603050001873923false00018739232026-03-052026-03-05

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549


FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): March 5, 2026

ORION PROPERTIES INC.

(Exact name of Registrant as specified in its charter)

Maryland001-4087387-1656425 (State or Other Jurisdiction of Incorporation or Organization)       (Commission File Number)(I.R.S. Employer Identification No.)

3200 E Camelback Road, Suite 100 Phoenix,AZ85018 (Address of principal executive offices, including zip code)

(602)698-1002 (Registrant’s telephone number, including area code)

N/A

(Former name or former address, if changed since last report)


Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐    Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Securities Exchange Act of 1934: Title of each class:Trading symbol(s):Name of each exchange on which registered: Common Stock $0.001 par value per shareONLNew York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company x If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.   ¨

Item 2.02. Results of Operations and Financial Condition. On March 5, 2026, Orion Properties Inc. (the “Company”) furnished the following documents: (i) a press release relating to its fourth quarter and full year 2025 results, attached hereto as Exhibit 99.1; and (ii) supplemental information for the quarter and year ended December 31, 2025, attached hereto as Exhibit 99.2. The information set forth in this Item 2.02 and in the attached Exhibits 99.1 and 99.2 is deemed to be “furnished” and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section. The information set forth in this Item 2.02, including Exhibits 99.1 and 99.2, shall not be deemed incorporated by reference into any filing under the Exchange Act or the Securities Act of 1933, as amended, regardless of any general incorporation language in such filing.

Item 9.01. Financial Statements and Exhibits. (d) Exhibits

Exhibit No. Description 99.1 Press Release issued March 5, 2026 relating to Fourth Quarter and Full Year 2025 Results

99.2 Supplemental Information for the Quarter and Year Ended December 31, 2025

104Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

ORION PROPERTIES INC.

By:/s/ Gavin B. Brandon Name:Gavin B. Brandon Title:Chief Financial Officer, Executive Vice President and Treasurer

Date: March 5, 2026

2025
Q3

Q3 2025 Earnings

8-K

Nov 6, 2025

0001873923-25-000129

onl-202511060001873923false00018739232025-11-062025-11-06

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549


FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): November 6, 2025

ORION PROPERTIES INC.

(Exact name of Registrant as specified in its charter)

Maryland001-4087387-1656425 (State or Other Jurisdiction of Incorporation or Organization)       (Commission File Number)(I.R.S. Employer Identification No.)

2398 E. Camelback Road, Suite 1060 Phoenix,AZ85016 (Address of principal executive offices, including zip code)

(602)698-1002 (Registrant’s telephone number, including area code)

N/A (Former name or former address, if changed since last report)


Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐    Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Securities Exchange Act of 1934: Title of each class:Trading symbol(s):Name of each exchange on which registered: Common Stock $0.001 par value per shareONLNew York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company x If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.   ¨

Item 2.02. Results of Operations and Financial Condition. On November 6, 2025, Orion Properties Inc. (the “Company”) furnished the following documents: (i) a press release relating to its third quarter 2025 results, attached hereto as Exhibit 99.1; and (ii) supplemental information for the quarter ended September 30, 2025, attached hereto as Exhibit 99.2. The information set forth in this Item 2.02 and in the attached Exhibits 99.1 and 99.2 is deemed to be “furnished” and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section. The information set forth in this Item 2.02, including Exhibits 99.1 and 99.2, shall not be deemed incorporated by reference into any filing under the Exchange Act or the Securities Act of 1933, as amended, regardless of any general incorporation language in such filing.

Item 9.01. Financial Statements and Exhibits. (d) Exhibits

Exhibit No. Description 99.1 Press Release issued November 6, 2025 relating to Third Quarter 2025 Results

99.2 Supplemental Information for the Quarter Ended September 30, 2025

104Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

ORION PROPERTIES INC.

By:/s/ Gavin B. Brandon Name:Gavin B. Brandon Title:Chief Financial Officer, Executive Vice President and Treasurer

Date: November 6, 2025

2025
Q2

Q2 2025 Earnings

8-K

Aug 6, 2025

0001873923-25-000116

onl-202508060001873923false00018739232025-08-062025-08-06

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549


FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): August 6, 2025

ORION PROPERTIES INC.

(Exact name of Registrant as specified in its charter)

Maryland001-4087387-1656425 (State or Other Jurisdiction of Incorporation or Organization)       (Commission File Number)(I.R.S. Employer Identification No.)

2398 E. Camelback Road, Suite 1060 Phoenix,AZ85016 (Address of principal executive offices, including zip code)

(602)698-1002 (Registrant’s telephone number, including area code)

N/A (Former name or former address, if changed since last report)


Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐    Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Securities Exchange Act of 1934: Title of each class:Trading symbol(s):Name of each exchange on which registered: Common Stock $0.001 par value per shareONLNew York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company x If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.   ¨

Item 2.02. Results of Operations and Financial Condition. On August 6, 2025, Orion Properties Inc. (the “Company”) furnished the following documents: (i) a press release relating to its second quarter 2025 results, attached hereto as Exhibit 99.1; and (ii) supplemental information for the quarter ended June 30, 2025, attached hereto as Exhibit 99.2. The information set forth in this Item 2.02 and in the attached Exhibits 99.1 and 99.2 is deemed to be “furnished” and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section. The information set forth in this Item 2.02, including Exhibits 99.1 and 99.2, shall not be deemed incorporated by reference into any filing under the Exchange Act or the Securities Act of 1933, as amended, regardless of any general incorporation language in such filing.

Item 9.01. Financial Statements and Exhibits. (d) Exhibits

Exhibit No. Description 99.1 Press Release issued August 6, 2025 relating to Second Quarter 2025 Results

99.2 Supplemental Information for the Quarter Ended June 30, 2025

104Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

ORION PROPERTIES INC.

By:/s/ Gavin B. Brandon Name:Gavin B. Brandon Title:Chief Financial Officer, Executive Vice President and Treasurer

Date: August 6, 2025

2025
Q1

Q1 2025 Earnings

8-K

May 7, 2025

0001873923-25-000081

onl-202505070001873923false00018739232025-05-072025-05-07

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549


FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): May 7, 2025

ORION PROPERTIES INC.

(Exact name of Registrant as specified in its charter)

Maryland001-4087387-1656425 (State or Other Jurisdiction of Incorporation or Organization)       (Commission File Number)(I.R.S. Employer Identification No.)

2398 E. Camelback Road, Suite 1060 Phoenix,AZ85016 (Address of principal executive offices, including zip code)

(602)698-1002 (Registrant’s telephone number, including area code)

N/A (Former name or former address, if changed since last report)


Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐    Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Securities Exchange Act of 1934: Title of each class:Trading symbol(s):Name of each exchange on which registered: Common Stock $0.001 par value per shareONLNew York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company x If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.   ¨

Item 2.02. Results of Operations and Financial Condition. On May 7, 2025, Orion Properties Inc. (the “Company”) furnished the following documents: (i) a press release relating to its first quarter 2025 results, attached hereto as Exhibit 99.1; and (ii) supplemental information for the quarter ended March 31, 2025, attached hereto as Exhibit 99.2. The information set forth in this Item 2.02 and in the attached Exhibits 99.1 and 99.2 is deemed to be “furnished” and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section. The information set forth in this Item 2.02, including Exhibits 99.1 and 99.2, shall not be deemed incorporated by reference into any filing under the Exchange Act or the Securities Act of 1933, as amended, regardless of any general incorporation language in such filing.

Item 9.01. Financial Statements and Exhibits. (d) Exhibits

Exhibit No. Description 99.1 Press Release issued May 7, 2025 relating to First Quarter 2025 Results

99.2 Supplemental Information for the Quarter Ended March 31, 2025

104Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

ORION PROPERTIES INC.

By:/s/ Gavin B. Brandon Name:Gavin B. Brandon Title:Chief Financial Officer, Executive Vice President and Treasurer

Date: May 7, 2025

2024
Q4

Q4 2024 Earnings

8-K

Mar 5, 2025

0001873923-25-000031

onl-20250305Orion Office REIT Inc.0001873923false12/3100018739232025-03-052025-03-05

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549


FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): March 5, 2025

ORION PROPERTIES INC.

(Exact name of Registrant as specified in its charter)

Maryland001-4087387-1656425 (State or Other Jurisdiction of Incorporation or Organization)       (Commission File Number)(I.R.S. Employer Identification No.)

2398 E. Camelback Road, Suite 1060 Phoenix,AZ85016 (Address of principal executive offices, including zip code)

(602)698-1002 (Registrant’s telephone number, including area code)

ORION OFFICE REIT INC.

(Former name or former address, if changed since last report)


Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐    Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Securities Exchange Act of 1934: Title of each class:Trading symbol(s):Name of each exchange on which registered: Common Stock $0.001 par value per shareONLNew York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company x If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.   ¨

Item 2.02. Results of Operations and Financial Condition. On March 5, 2025, Orion Properties Inc. (formerly known as Orion Office REIT Inc.) (the “Company”) furnished the following documents: (i) a press release relating to its fourth quarter and full year 2024 results, attached hereto as Exhibit 99.1; and (ii) supplemental information for the quarter and year ended December 31, 2024, attached hereto as Exhibit 99.2. The information set forth in this Item 2.02 and in the attached Exhibits 99.1 and 99.2 is deemed to be “furnished” and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section. The information set forth in this Item 2.02, including Exhibits 99.1 and 99.2, shall not be deemed incorporated by reference into any filing under the Exchange Act or the Securities Act of 1933, as amended, regardless of any general incorporation language in such filing.

Item 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year. On March 5, 2025, the Company amended its Articles of Amendment and Restatement and Bylaws solely to change the corporate name from “Orion Office REIT Inc.” to “Orion Properties Inc.” A copy of the Company’s Articles of Amendment, as filed with the Maryland State Department of Assessments and Taxation, and the Company’s First Amendment to Second Amended and Restated Bylaws, are attached hereto as Exhibits 3.1 and 3.2, respectively, and are incorporated herein by reference. On March 5, 2025, the Company also entered into the First Amendment to Agreement of Limited Partnership (the “First Amendment”) of its operating partnership, Orion Office REIT LP (the “Operating Partnership”), to change the Operating Partnership’s name to Orion Properties LP effective as of March 5, 2025. A copy of the First Amendment is attached hereto as Exhibits 10.1 and is incorporated herein by reference.

Item 7.01. Regulation FD On March 5, 2025, the Company issued a press release announcing its name change. A copy of the press release is furnished as Exhibit 99.1 hereto.

Item 9.01. Financial Statements and Exhibits. (d) Exhibits

Exhibit No. Description 3.1Articles of Amendment to Articles of Amendment and Restatement, as amended through March 5, 2025.

3.2First Amendment to Second Amended and Restated Bylaws, dated as of March 5, 2025.

10.1First Amendment to Agreement of Limited Partnership.

99.1 Press Release issued March 5, 2025 relating to Fourth Quarter and Full Year 2024 Results and Name Change

99.2 Supplemental Information for the Quarter and Year Ended December 31, 2024

104Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

Pursuant to the requirements of t

2024
Q3

Q3 2024 Earnings

8-K/A

Nov 22, 2024

0001873923-24-000106

onl-202411070001873923false00018739232024-11-072024-11-07

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549


FORM 8-K/A

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): November 7, 2024

ORION OFFICE REIT INC.

(Exact name of Registrant as specified in its charter)

Maryland001-4087387-1656425 (State or Other Jurisdiction of Incorporation or Organization)       (Commission File Number)(I.R.S. Employer Identification No.)

2398 E. Camelback Road, Suite 1060 Phoenix,AZ85016 (Address of principal executive offices, including zip code)

(602)698-1002 (Registrant’s telephone number, including area code)

N/A (Former name or former address, if changed since last report)


Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐    Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Securities Exchange Act of 1934: Title of each class:Trading symbol(s):Name of each exchange on which registered: Common Stock $0.001 par value per shareONLNew York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company x If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.   ¨

Item 2.02. Results of Operations and Financial Condition. This Current Report on Form 8-K/A (“Amendment No. 1”) amends and supplements the Form 8-K filed by Orion Office REIT Inc. on November 7, 2024 (the “Initial Form 8-K”) solely to correct typographical errors in the “Operating Property Type” table on page 27 in the presentation attached as Exhibit 99.2 to the Initial Form 8-K. A copy of the correct presentation is furnished herewith as Exhibit 99.2 to this Amendment No. 1. Other than as set forth in this Amendment No. 1, no changes have been made to the Initial Form 8-K. The information set forth in this Item 2.02 and in the attached Exhibit 99.2 is deemed to be “furnished” and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section. The information set forth in this Item 2.02, including Exhibit 99.2, shall not be deemed incorporated by reference into any filing under the Exchange Act or the Securities Act of 1933, as amended, regardless of any general incorporation language in such filing.

Item 9.01. Financial Statements and Exhibits. (d) Exhibits

Exhibit No. Description 99.2 Supplemental Information for the Quarter Ended September 30, 2024

104Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

ORION OFFICE REIT INC.

By:/s/ Gavin B. Brandon Name:Gavin B. Brandon Title:Chief Financial Officer, Executive Vice President and Treasurer

Date: November 22, 2024

2024
Q3

Q3 2024 Earnings

8-K

Nov 7, 2024

0001873923-24-000094

onl-202411070001873923false00018739232024-11-072024-11-07

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549


FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): November 7, 2024

ORION OFFICE REIT INC.

(Exact name of Registrant as specified in its charter)

Maryland001-4087387-1656425 (State or Other Jurisdiction of Incorporation or Organization)       (Commission File Number)(I.R.S. Employer Identification No.)

2398 E. Camelback Road, Suite 1060 Phoenix,AZ85016 (Address of principal executive offices, including zip code)

(602)698-1002 (Registrant’s telephone number, including area code)

N/A (Former name or former address, if changed since last report)


Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐    Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Securities Exchange Act of 1934: Title of each class:Trading symbol(s):Name of each exchange on which registered: Common Stock $0.001 par value per shareONLNew York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company x If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.   ¨

Item 2.02. Results of Operations and Financial Condition. On November 7, 2024, Orion Office REIT Inc. furnished the following documents: (i) a press release relating to its third quarter 2024 results, attached hereto as Exhibit 99.1; and (ii) supplemental information for the quarter ended September 30, 2024, attached hereto as Exhibit 99.2. The information set forth in this Item 2.02 and in the attached Exhibits 99.1 and 99.2 is deemed to be “furnished” and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section. The information set forth in this Item 2.02, including Exhibits 99.1 and 99.2, shall not be deemed incorporated by reference into any filing under the Exchange Act or the Securities Act of 1933, as amended, regardless of any general incorporation language in such filing.

Item 9.01. Financial Statements and Exhibits. (d) Exhibits

Exhibit No. Description 99.1 Press Release issued November 7, 2024 relating to Third Quarter 2024 Results

99.2 Supplemental Information for the Quarter Ended September 30, 2024

104Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

ORION OFFICE REIT INC.

By:/s/ Gavin B. Brandon Name:Gavin B. Brandon Title:Chief Financial Officer, Executive Vice President and Treasurer

Date: November 7, 2024

2024
Q2

Q2 2024 Earnings

8-K

Aug 8, 2024

0001873923-24-000083

onl-202408080001873923false00018739232024-08-082024-08-08

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549


FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): August 8, 2024

ORION OFFICE REIT INC.

(Exact name of Registrant as specified in its charter)

Maryland001-4087387-1656425 (State or Other Jurisdiction of Incorporation or Organization)       (Commission File Number)(I.R.S. Employer Identification No.)

2398 E. Camelback Road, Suite 1060 Phoenix,AZ85016 (Address of principal executive offices, including zip code)

(602)698-1002 (Registrant’s telephone number, including area code)

N/A (Former name or former address, if changed since last report)


Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐    Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Securities Exchange Act of 1934: Title of each class:Trading symbol(s):Name of each exchange on which registered: Common Stock $0.001 par value per shareONLNew York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company x If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.   ¨

Item 2.02. Results of Operations and Financial Condition. On August 8, 2024, Orion Office REIT Inc. furnished the following documents: (i) a press release relating to its second quarter 2024 results, attached hereto as Exhibit 99.1; and (ii) supplemental information for the quarter ended June 30, 2024, attached hereto as Exhibit 99.2. The information set forth in this Item 2.02 and in the attached Exhibits 99.1 and 99.2 is deemed to be “furnished” and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section. The information set forth in this Item 2.02, including Exhibits 99.1 and 99.2, shall not be deemed incorporated by reference into any filing under the Exchange Act or the Securities Act of 1933, as amended, regardless of any general incorporation language in such filing.

Item 9.01. Financial Statements and Exhibits. (d) Exhibits

Exhibit No. Description 99.1 Press Release issued August 8, 2024 relating to Second Quarter 2024 Results

99.2 Supplemental Information for the Quarter Ended June 30, 2024

104Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

ORION OFFICE REIT INC.

By:/s/ Gavin B. Brandon Name:Gavin B. Brandon Title:Chief Financial Officer, Executive Vice President and Treasurer

Date: August 8, 2024

2024
Q1

Q1 2024 Earnings

8-K

May 8, 2024

0001873923-24-000060

onl-202405080001873923false00018739232024-05-082024-05-08

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549


FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): May 8, 2024

ORION OFFICE REIT INC.

(Exact name of Registrant as specified in its charter)

Maryland001-4087387-1656425 (State or Other Jurisdiction of Incorporation or Organization)       (Commission File Number)(I.R.S. Employer Identification No.)

2398 E. Camelback Road, Suite 1060 Phoenix,AZ85016 (Address of principal executive offices, including zip code)

(602)698-1002 (Registrant’s telephone number, including area code)

N/A (Former name or former address, if changed since last report)


Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐    Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Securities Exchange Act of 1934: Title of each class:Trading symbol(s):Name of each exchange on which registered: Common Stock $0.001 par value per shareONLNew York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company x If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.   ¨

Item 2.02. Results of Operations and Financial Condition. On May 8, 2024, Orion Office REIT Inc. furnished the following documents: (i) a press release relating to its first quarter 2024 results, attached hereto as Exhibit 99.1; and (ii) supplemental information for the quarter ended March 31, 2024, attached hereto as Exhibit 99.2. The information set forth in this Item 2.02 and in the attached Exhibits 99.1 and 99.2 is deemed to be “furnished” and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section. The information set forth in this Item 2.02, including Exhibits 99.1 and 99.2, shall not be deemed incorporated by reference into any filing under the Exchange Act or the Securities Act of 1933, as amended, regardless of any general incorporation language in such filing.

Item 9.01. Financial Statements and Exhibits. (d) Exhibits

Exhibit No. Description 99.1 Press Release issued May 8, 2024 relating to First Quarter 2024 Results

99.2 Supplemental Information for the Quarter Ended March 31, 2024

104Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

ORION OFFICE REIT INC.

By:/s/ Gavin B. Brandon Name:Gavin B. Brandon Title:Chief Financial Officer, Executive Vice President and Treasurer

Date: May 8, 2024

2023
Q4

Q4 2023 Earnings

8-K

Feb 27, 2024

0001873923-24-000007

onl-202402270001873923false00018739232024-02-272024-02-27

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549


FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): February 27, 2024

ORION OFFICE REIT INC.

(Exact name of Registrant as specified in its charter)

Maryland001-4087387-1656425 (State or Other Jurisdiction of Incorporation or Organization)       (Commission File Number)(I.R.S. Employer Identification No.)

2398 E. Camelback Road, Suite 1060 Phoenix,AZ85016 (Address of principal executive offices, including zip code)

(602)698-1002 (Registrant’s telephone number, including area code)

N/A (Former name or former address, if changed since last report)


Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐    Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Securities Exchange Act of 1934: Title of each class:Trading symbol(s):Name of each exchange on which registered: Common Stock $0.001 par value per shareONLNew York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company x If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.   ¨

Item 2.02. Results of Operations and Financial Condition. On February 27, 2024, Orion Office REIT Inc. furnished the following documents: (i) a press release relating to its fourth quarter and full year 2023 results, attached hereto as Exhibit 99.1; and (ii) supplemental information for the quarter and year ended December 31, 2023, attached hereto as Exhibit 99.2. The information set forth in this Item 2.02 and in the attached Exhibits 99.1 and 99.2 is deemed to be “furnished” and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section. The information set forth in this Item 2.02, including Exhibits 99.1 and 99.2, shall not be deemed incorporated by reference into any filing under the Exchange Act or the Securities Act of 1933, as amended, regardless of any general incorporation language in such filing.

Item 9.01. Financial Statements and Exhibits. (d) Exhibits

Exhibit No. Description 99.1 Press Release issued February 27, 2024 relating to Fourth Quarter and Full Year 2023 Results

99.2 Supplemental Information for the Quarter and Year Ended December 31, 2023

104Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

ORION OFFICE REIT INC.

By:/s/ Gavin B. Brandon Name:Gavin B. Brandon Title:Chief Financial Officer, Executive Vice President and Treasurer

Date: February 27, 2024

2023
Q3

Q3 2023 Earnings

8-K

Nov 9, 2023

0001873923-23-000095

onl-202311090001873923false00018739232023-11-092023-11-09

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549


FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): November 9, 2023

ORION OFFICE REIT INC.

(Exact name of Registrant as specified in its charter)

Maryland001-4087387-1656425 (State or Other Jurisdiction of Incorporation or Organization       (Commission File Number)(I.R.S. Employer Identification No.)

2398 E. Camelback Road, Suite 1060 Phoenix,AZ85016 (Address of principal executive offices, including zip code)

(602)698-1002 (Registrant’s telephone number, including area code)

N/A (Former name or former address, if changed since last report)


Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐    Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Securities Exchange Act of 1934: Title of each class:Trading symbol(s):Name of each exchange on which registered: Common Stock $0.001 par value per shareONLNew York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company x If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.   ¨

Item 2.02. Results of Operations and Financial Condition. On November 9, 2023, Orion Office REIT Inc. furnished the following documents: (i) a press release relating to its third quarter 2023 results, attached hereto as Exhibit 99.1; and (ii) supplemental information for the quarter ended September 30, 2023, attached hereto as Exhibit 99.2. The information set forth in this Item 2.02 and in the attached Exhibits 99.1 and 99.2 is deemed to be “furnished” and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section. The information set forth in this Item 2.02, including Exhibits 99.1 and 99.2, shall not be deemed incorporated by reference into any filing under the Exchange Act or the Securities Act of 1933, as amended, regardless of any general incorporation language in such filing.

Item 9.01. Financial Statements and Exhibits. (d) Exhibits

Exhibit No. Description 99.1 Press Release issued November 9, 2023 relating to Third Quarter 2023 Results

99.2 Supplemental Information for the Quarter Ended September 30, 2023

104Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

ORION OFFICE REIT INC.

By:/s/ Gavin B. Brandon Name:Gavin B. Brandon Title:Chief Financial Officer, Executive Vice President and Treasurer

Date: November 9, 2023

2023
Q2

Q2 2023 Earnings

8-K

Aug 9, 2023

0001873923-23-000077

onl-202308090001873923false00018739232023-08-092023-08-090001873923dei:FormerAddressMember2023-08-092023-08-09

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549


FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): August 9, 2023

ORION OFFICE REIT INC.

(Exact name of Registrant as specified in its charter)

Maryland001-4087387-1656425 (State or Other Jurisdiction of Incorporation or Organization       (Commission File Number)(I.R.S. Employer Identification No.)

2398 E. Camelback Road, Suite 1060 Phoenix,AZ85016 (Address of principal executive offices, including zip code)

(602)698-1002 (Registrant’s telephone number, including area code)

N/A (Former name or former address, if changed since last report)


Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐    Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Securities Exchange Act of 1934: Title of each class:Trading symbol(s):Name of each exchange on which registered: Common Stock $0.001 par value per shareONLNew York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company x If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.   ¨

Item 2.02. Results of Operations and Financial Condition. On August 9, 2023, Orion Office REIT Inc. furnished the following documents: (i) a press release relating to its second quarter 2023 financial results and related matters, attached hereto as Exhibit 99.1; and (ii) supplemental information for the quarter ended June 30, 2023, attached hereto as Exhibit 99.2. The information set forth in this Item 2.02 and in the attached Exhibits 99.1 and 99.2 is deemed to be “furnished” and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section. The information set forth in this Item 2.02, including Exhibits 99.1 and 99.2, shall not be deemed incorporated by reference into any filing under the Exchange Act or the Securities Act of 1933, as amended, regardless of any general incorporation language in such filing.

Item 9.01. Financial Statements and Exhibits. (d) Exhibits

Exhibit No. Description 99.1 Press Release issued August 9, 2023 relating to Second Quarter 2023 Financial Results and Related Matters

99.2 Supplemental Information for the Quarter Ended June 30, 2023

104Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

ORION OFFICE REIT INC.

By:/s/ Gavin B. Brandon Name:Gavin B. Brandon Title:Chief Financial Officer, Executive Vice President and Treasurer

Date: August 9, 2023

2023
Q1

Q1 2023 Earnings

8-K

May 9, 2023

0001873923-23-000047

onl-202305090001873923false00018739232023-05-092023-05-090001873923dei:FormerAddressMember2023-05-092023-05-09

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549


FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): May 9, 2023

ORION OFFICE REIT INC.

(Exact name of Registrant as specified in its charter)

Maryland001-4087387-1656425 (State or Other Jurisdiction of Incorporation or Organization       (Commission File Number)(I.R.S. Employer Identification No.)

2398 E. Camelback Road, Suite 1060 Phoenix,AZ85016 (Address of principal executive offices, including zip code)

(602)698-1002 (Registrant’s telephone number, including area code)

N/A (Former name or former address, if changed since last report)


Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐    Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Securities Exchange Act of 1934: Title of each class:Trading symbol(s):Name of each exchange on which registered: Common Stock $0.001 par value per shareONLNew York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company x If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.   ¨

Item 2.02. Results of Operations and Financial Condition. On May 9, 2023, Orion Office REIT Inc. furnished the following documents: (i) a press release relating to its first quarter 2023 financial results and related matters, attached hereto as Exhibit 99.1; and (ii) supplemental information for the quarter ended March 31, 2023, attached hereto as Exhibit 99.2. The information set forth in this Item 2.02 and in the attached Exhibits 99.1 and 99.2 is deemed to be “furnished” and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section. The information set forth in this Item 2.02, including Exhibits 99.1 and 99.2, shall not be deemed incorporated by reference into any filing under the Exchange Act or the Securities Act of 1933, as amended, regardless of any general incorporation language in such filing.

Item 9.01. Financial Statements and Exhibits. (d) Exhibits

Exhibit No. Description 99.1 Press Release issued May 9, 2023 relating to First Quarter 2023 Financial Results and Related Matters

99.2 Supplemental Information for the Quarter Ended March 31, 2023

104Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, each registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

ORION OFFICE REIT INC.

By:/s/ Gavin B. Brandon Name:Gavin B. Brandon Title:Chief Financial Officer, Executive Vice President and Treasurer

Date: May 9, 2023

2022
Q4

Q4 2022 Earnings

8-K

Mar 8, 2023

0001873923-23-000008

onl-202303080001873923false00018739232023-03-082023-03-080001873923dei:FormerAddressMember2023-03-082023-03-08

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549


FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): March 8, 2023

ORION OFFICE REIT INC.

(Exact name of Registrant as specified in its charter)

Maryland001-4087387-1656425 (State or Other Jurisdiction of Incorporation or Organization       (Commission File Number)(I.R.S. Employer Identification No.)

2398 E. Camelback Road, Suite 1060 Phoenix,AZ85016 (Address of principal executive offices, including zip code)

(602)698-1002 (Registrant’s telephone number, including area code)

2325 E. Camelback Road, Suite 850 Phoenix,AZ85016 (Former name or former address, if changed since last report)


Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐    Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Securities Exchange Act of 1934: Title of each class:Trading symbol(s):Name of each exchange on which registered: Common Stock $0.001 par value per shareONLNew York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company x If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.   ¨

Item 2.02. Results of Operations and Financial Condition. On March 8, 2023, Orion Office REIT Inc. furnished the following documents: (i) a press release relating to its fourth quarter and full year 2022 financial results and related matters, attached hereto as Exhibit 99.1; and (ii) supplemental information for the quarter and year ended December 31, 2022, attached hereto as Exhibit 99.2. The information set forth in this Item 2.02 and in the attached Exhibits 99.1 and 99.2 is deemed to be “furnished” and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section. The information set forth in this Item 2.02, including Exhibits 99.1 and 99.2, shall not be deemed incorporated by reference into any filing under the Exchange Act or the Securities Act of 1933, as amended, regardless of any general incorporation language in such filing.

Item 9.01. Financial Statements and Exhibits. (d) Exhibits

Exhibit No. Description 99.1 Press Release issued March 8, 2023 relating to Fourth Quarter and Full Year 2022 Financial Results and Related Matters

99.2 Supplemental Information for the Quarter and Year Ended December 31, 2022

104Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, each registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

ORION OFFICE REIT INC.

By:/s/ Gavin B. Brandon Name:Gavin B. Brandon Title:Chief Financial Officer, Executive Vice President and Treasurer

Date: March 8, 2023

2022
Q3

Q3 2022 Earnings

8-K

Nov 2, 2022

0001873923-22-000074

onl-202211020001873923false00018739232022-11-022022-11-02

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549


FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): November 2, 2022

ORION OFFICE REIT INC.

(Exact name of Registrant as specified in its charter)

Maryland001-4087387-1656425 (State or Other Jurisdiction of Incorporation or Organization       (Commission File Number)(I.R.S. Employer Identification No.)

2325 E. Camelback Road, Suite 850 Phoenix,AZ85016 (Address of principal executive offices, including zip code)

(602)698-1002 (Registrant’s telephone number, including area code)

N/A (former name or former address, if changed since last report)


Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐    Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Securities Exchange Act of 1934: Title of each class:Trading symbol(s):Name of each exchange on which registered: Common Stock $0.001 par value per shareONLNew York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company x If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.   ¨

Item 2.02. Results of Operations and Financial Condition. On November 2, 2022, Orion Office REIT Inc. furnished the following documents: (i) a press release relating to its third quarter 2022 financial results and related matters, attached hereto as Exhibit 99.1; and (ii) supplemental information for the quarter ended September 30, 2022, attached hereto as Exhibit 99.2. The information set forth in this Item 2.02 and in the attached Exhibits 99.1 and 99.2 is deemed to be “furnished” and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section. The information set forth in this Item 2.02, including Exhibits 99.1 and 99.2, shall not be deemed incorporated by reference into any filing under the Exchange Act or the Securities Act of 1933, as amended, regardless of any general incorporation language in such filing.

Item 9.01. Financial Statements and Exhibits. (d) Exhibits

Exhibit No. Description 99.1 Press Release issued November 2, 2022 relating to Third Quarter 2022 Financial Results and Related Matters

99.2 Supplemental Information for the Quarter Ended September 30, 2022

104Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, each registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

ORION OFFICE REIT INC.

By:/s/ Gavin B. Brandon Name:Gavin B. Brandon Title:Chief Financial Officer, Executive Vice President and Treasurer

Date: November 2, 2022

2022
Q2

Q2 2022 Earnings

8-K

Aug 3, 2022

0001873923-22-000059

onl-202208030001873923false00018739232022-08-032022-08-03

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549


FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): August 3, 2022

ORION OFFICE REIT INC.

(Exact name of Registrant as specified in its charter)

Maryland001-4087387-1656425 (State or Other Jurisdiction of Incorporation or Organization       (Commission File Number)(I.R.S. Employer Identification No.)

2325 E. Camelback Road, Suite 850 Phoenix,AZ85016 (Address of principal executive offices, including zip code)

(602)698-1002 (Registrant’s telephone number, including area code)

N/A (former name or former address, if changed since last report)


Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐    Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Securities Exchange Act of 1934: Title of each class:Trading symbol(s):Name of each exchange on which registered: Common Stock $0.001 par value per shareONLNew York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company x If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.   ¨

Item 2.02. Results of Operations and Financial Condition. On August 3, 2022, Orion Office REIT Inc. furnished the following documents: (i) a press release relating to its second quarter 2022 financial results and related matters, attached hereto as Exhibit 99.1; and (ii) supplemental information for the quarter ended June 30, 2022, attached hereto as Exhibit 99.2. The information set forth in this Item 2.02 and in the attached Exhibits 99.1 and 99.2 is deemed to be “furnished” and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section. The information set forth in this Item 2.02, including Exhibits 99.1 and 99.2, shall not be deemed incorporated by reference into any filing under the Exchange Act or the Securities Act of 1933, as amended, regardless of any general incorporation language in such filing.

Item 9.01. Financial Statements and Exhibits. (d) Exhibits

Exhibit No. Description 99.1 Press Release issued August 3, 2022 relating to Second Quarter 2022 Financial Results and Related Matters

99.2 Supplemental Information for the Quarter Ended June 30, 2022

104Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, each registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

ORION OFFICE REIT INC.

By:/s/ Gavin B. Brandon Name:Gavin B. Brandon Title:Chief Financial Officer, Executive Vice President and Treasurer

Date: August 3, 2022

2022
Q1

Q1 2022 Earnings

8-K

May 4, 2022

0001873923-22-000037

onl-202205040001873923false00018739232022-05-042022-05-04

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549


FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): May 4, 2022

ORION OFFICE REIT INC.

(Exact name of Registrant as specified in its charter)

Maryland001-4087387-1656425 (State or Other Jurisdiction of Incorporation or Organization       (Commission File Number)(I.R.S. Employer Identification No.)

2325 E. Camelback Road, Suite 850 Phoenix,AZ85016 (Address of principal executive offices, including zip code)

(602)698-1002 (Registrant’s telephone number, including area code)

N/A (former name or former address, if changed since last report)


Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐    Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Securities Exchange Act of 1934: Title of each class:Trading symbol(s):Name of each exchange on which registered: Common Stock $0.001 par value per shareONLNew York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company x If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.   ¨

Item 2.02. Results of Operations and Financial Condition. On May 4, 2022, Orion Office REIT Inc. furnished the following documents: (i) a press release relating to its first quarter 2022 financial results and related matters, attached hereto as Exhibit 99.1; and (ii) supplemental information for the quarter ended March 31, 2022, attached hereto as Exhibit 99.2. The information set forth in this Item 2.02 and in the attached Exhibits 99.1 and 99.2 is deemed to be “furnished” and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section. The information set forth in this Item 2.02, including Exhibits 99.1 and 99.2, shall not be deemed incorporated by reference into any filing under the Exchange Act or the Securities Act of 1933, as amended, regardless of any general incorporation language in such filing.

Item 9.01. Financial Statements and Exhibits. (d) Exhibits

Exhibit No. Description 99.1 Press Release issued May 4, 2022 relating to First Quarter 2022 Financial Results and Related Matters

99.2 Supplemental Information for the Quarter Ended March 31, 2022

104Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, each registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

ORION OFFICE REIT INC.

By:/s/ Gavin B. Brandon Name:Gavin B. Brandon Title:Chief Financial Officer, Executive Vice President and Treasurer

Date: May 4, 2022

2021
Q4

Q4 2021 Earnings

8-K

Mar 24, 2022

0001873923-22-000014

onl-202203240001873923false00018739232022-03-242022-03-24

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549


FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): March 24, 2022

ORION OFFICE REIT INC.

(Exact name of Registrant as specified in its charter)

Maryland001-4087387-1656425 (State or Other Jurisdiction of Incorporation or Organization       (Commission File Number)(I.R.S. Employer Identification No.)

2325 E. Camelback Road, Suite 850 Phoenix,AZ85016 (Address of principal executive offices, including zip code)

(602)698-1002 (Registrant’s telephone number, including area code)

N/A (former name or former address, if changed since last report)


Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐    Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Securities Exchange Act of 1934: Title of each class:Trading symbol(s):Name of each exchange on which registered: Common Stock $0.001 par value per shareONLNew York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company x If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.   ¨

Item 2.02. Results of Operations and Financial Condition. On March 24, 2022, Orion Office REIT Inc. furnished the following documents: (i) a press release relating to its fourth quarter and year-end 2021 financial results and related matters, attached hereto as Exhibit 99.1; and (ii) supplemental information for the quarter and year ended December 31, 2021, attached hereto as Exhibit 99.2. The information set forth in this Item 2.02 and in the attached Exhibits 99.1 and 99.2 is deemed to be “furnished” and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section. The information set forth in this Item 2.02, including Exhibits 99.1 and 99.2, shall not be deemed incorporated by reference into any filing under the Exchange Act or the Securities Act of 1933, as amended, regardless of any general incorporation language in such filing.

Item 9.01. Financial Statements and Exhibits. (d) Exhibits

Exhibit No. Description 99.1 Press Release issued March 24, 2022 relating to Fourth Quarter and Year-Ended 2021 Financial Results and Related Matters

99.2 Supplemental Information for the Quarter and Year Ended December 31, 2021

104Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, each registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

ORION OFFICE REIT INC.

By:/s/ Gavin B. Brandon Name:Gavin B. Brandon Title:Chief Financial Officer, Executive Vice President and Treasurer

Date: March 24, 2022

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