UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
(Amendment No. 2)
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 13, 2026
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INTRODUCTORY NOTE
On August 13, 2026, Global Net Lease, Inc. (“GNL”) filed a Current Report on Form 8-K (the “Original Form 8-K”) reporting the completion, on August 12, 2026, of the transactions contemplated by that certain Agreement and Plan of Merger, dated May 3, 2026, by and among GNL, GNL Motion Merger Sub, LLC, Global Net Lease Operating Partnership, L.P., GNL Motion OpCo Merger Sub, LLC, Modiv Industrial, Inc. (“Modiv”) and Modiv Operating Partnership, LP.
On September 11, 2026, GNL filed a Current Report on Form 8-K/A (“Amendment No. 1”) which amended the Original Form 8-K solely to include the pro forma financial information required by Item 9.01(b) of Form 8-K and we filed the consent of Grant Thornton LLP, Modiv’s independent registered public accounting firm with Amendment No. 1.
GNL is filing this Current Report on Form 8-K/A (this “Amendment No. 2”) solely to correct a scrivener’s error in the headings on pages 3 and 4 of the unaudited pro forma condensed combined financial information included as Exhibit 99.4 to Amendment No. 1. Specifically, the unaudited pro forma condensed combined statement of operations headings for the six months ended June 30, 2026 and the year ended December 31, 2025 have been corrected to reflect the proper reporting periods. No amounts have changed in the tables or anywhere else throughout the unaudited pro forma condensed combined financial information.
Except as provided herein, no other changes to the Original Form 8-K, as amended by Amendment No 1. thereto, have been made and this Amendment No. 2 should be read together with the Original Form 8-K, as amended by Amendment No. 1 thereto, which provides a more complete description of the transactions described therein.
The pro forma financial information included in this Amendment No. 2 has been presented for informational purposes only, is based on various adjustments and assumptions and is not necessarily indicative of the financial position or results of operations of GNL that would have occurred had the transactions described in the Original Form 8-K, as amended by Amendment No. 1 thereto, been completed as of the dates indicated, nor is such information necessarily indicative of GNL’s financial position or results of operations for any future periods.
Item 9.01 Financial Statements and Exhibits.
(b) Pro Forma Financial Information.
The unaudited pro forma condensed combined balance sheet of GNL as of June 30, 2026, the unaudited pro forma condensed combined statements of operations of GNL for the six months ended June 30, 2026 and for the year ended December 31, 2025, and the notes related thereto, are filed as Exhibit 99.4 hereto and incorporated herein by reference.
(d) Exhibits.
| Exhibit Number |
Description | |
| 99.4 | Unaudited Pro Forma Condensed Combined Financial Information of Global Net Lease, Inc. as of June 30, 2026 and for the six months ended June 30, 2026 and the year ended December 31, 2025. | |
| 104 | Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document. |
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 hereunto duly authorized.
| GLOBAL NET LEASE, INC. | |||
| Date: | September 30, 2026 | By: | /s/ Edward M. Weil, Jr. |
| Name: | Edward M. Weil, Jr. | ||
| Title: | Chief Executive Officer and President (Principal Executive Officer) | ||