UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

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FORM 8-K

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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 26, 2015

GTJ REIT, INC.

(Exact name of registrant as specified in its charter)

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60 Hempstead Avenue, West Hempstead, New York 11552

(Address of Principal Executive Office) (Zip Code)

(516) 693-5500

(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))

Item 5.02Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers; Compensatory Arrangements of Certain Officers

On March 26, 2015, following review by the Compensation Committee and in recognition of GTJ REIT, Inc.’s (the “Company”) management’s performance and efforts in the fiscal year 2014, the Company’s Board of Directors (the “Board”) approved the following executive bonus compensation:

·to Paul Cooper, the Company’s CEO: (1) $450,000 cash bonus, and (2) under the terms and provisions of the Company’s the 2007 Incentive Award Plan (the “Plan”), 21,505 shares of restricted common stock (which represents a $200,000 grant) and subject to such other additional terms as may be set forth in respective stock grant notices and agreement to be executed by the Company in connection with this equity issuance;

·to Louis Sheinker, the Company’s President and COO: (1) $450,000 cash bonus, and (2) 21,505 shares of restricted common stock which are also pursuant to the Plan (and which also represents a $200,000 grant) and subject to such other additional terms as may be set forth in respective stock grant notices and agreement to be executed by the Company in connection with this equity issuance; and

Item 8.01Other Events

On March 26, 2015, the Board declared a supplemental distribution of $0.09 per share of common stock, payable with respect to the year ended December 31, 2014, to stockholders of record at the close of business on March 31, 2015; payable on or about April 15, 2015. In addition, the Board also declared a quarterly cash dividend of $0.09 per share of common stock, payable with respect to the first quarter ended March 31, 2015 to common stockholders of record as of the close of business on March 31, 2015; payable on or about April 15, 2015.

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.

Date:  March 31, 2015