NOTICE IS HEREBY GIVEN that the 20212022 Annual Meeting of Stockholders (the “Annual Meeting”) of Getty Realty Corp., a Maryland corporation (the “Company”), will be held on April 27, 202126, 2022 at 2:30 p.m. Eastern Time in a virtual format only. You will not be able to attend the Annual Meeting in person.To be admitted to the virtual Annual Meeting, you should go to www.virtualshareholdermeeting.com/GTY2021GTY2022 and enter the control number found on your proxy card (“Proxy Card”), voting instruction form or Notice of Internet Availability of Proxy Materials. You will be deemed present and may vote at the virtual Annual Meeting by following the instructions available on the meeting website during the meeting.

We will also transact such other business as may properly come before the Annual Meeting or any adjournments or postponements thereof.

The Proxy Statement accompanying this Notice more fully describes the proposals to be voted on at the Annual Meeting.

Only stockholders of record at the close of business on March 2, 20213, 2022 are entitled to notice of and to vote at the Annual Meeting or any adjournments or postponements thereof.

On or about March 18, 2021,17, 2022, we are furnishing proxy materials to our stockholders through the internet as permitted under the rules of the Securities and Exchange Commission. Under these rules, many stockholders will receive a Notice of Internet Availability of Proxy Materials (the “Notice of Internet Availability of Proxy Materials”) instead of a paper copy of the Notice of Annual Meeting of Stockholders and Proxy Statement, our proxy card,Proxy Card, and our Annual Report to Stockholders. We believe that this process gives us the opportunity to serve our stockholders more efficiently by making the proxy materials available quickly online and reducing costs associated with printing and postage. Stockholders who do not receive a Notice of Internet Availability of Proxy Materials will receive a paper copy of the proxy materials by mail. The Notice of Internet Availability of Proxy Materials instructs you how to access and review the proxy materials and our Annual Report beginning on or about March 18, 2021.17, 2022. The Notice of Internet Availability of Proxy Materials also instructs you how you may submit your proxy over the internet.

Our Board of Directors held on February 23, 2021, Leo Liebowitz retired as Chairman of the Board and as a director on the Board of Directors. As such, the Board of Directors is currently comprised of Christopher J. Constant, Milton Cooper, Philip E. Coviello, Mary Lou Malanoski, Richard E. Montag, and Howard B. Safenowitz, with one vacancy.and Evelyn León Infurna, who was appointed in July 2021 to fill the Board of Directors vacancy created by the retirement of Mr. Leo Liebowitz in February 2021. Our Board of Directors is elected by the stockholders to oversee the performance of the Company’s business affairs and to set broad strategy for the Company’s growth. The Board of Directors acts as an advisor to senior management and monitors its performance. It also oversees the Company’s compliance efforts. To help discharge its responsibilities, the Board of Directors has adopted Corporate Governance Guidelines on significant corporate governance issues. The Corporate Governance Guidelines address, among other things, the size and composition of the Board of Directors, director independence, committee membership and structure, meetings and executive sessions, and director selection and training.

The Charters for each of the committees of the Board of Directors, the Corporate Governance Guidelines, and Getty’s Business Conduct Guidelines (which serve as our code of ethics under the Sarbanes-Oxley Act of 2002 and our code of business conduct and ethics under NYSE rules, and covers officers, employees and directors), may all be accessed through the Getty website at www.gettyrealty.com by clicking on “Investors/Corporate Governance”.

The Board of Directors and the Nominating/Corporate Governance Committee are committed to the needs of the Board of Directors and in evaluating possible director candidates will, pursuant to the Director Qualification Standards section of the Company’s Corporate Governance Guidelines, consider multiple factors including the independence, knowledge and judgment, financial literacy, breadth of skills, experience, perspective, and other attributes of a candidate, as well as diversity criteria such as race, gender, national origin, ethnicity, religion, or sexual orientation or identity. The Board of Directors and the Nominating/Corporate Governance Committee do not assign specific weight to any particular criteria; the goal is to identify nominees that, considered as a group, will possess the skill sets and characteristics required of the Board of Directors to fulfill its responsibilities. To fill the vacancy on the Board of Directors recently created by Mr. Liebowitz’s retirement, ourThe Nominating/Corporate Governance Committee is committed to prioritizing for nomination anominations qualified director candidatecandidates who isare “independent” as defined in the listing standards of the NYSE and who bringsbring diversity to the Board of Directors on the basis of race, gender, national origin, ethnicity, religion, or sexual orientation or identity, in addition to satisfying criteria based on relevant experience and breadth of skills. (For additional information regarding the factors considered in evaluating our director candidates, see “Nominating/Corporate Governance Committee” discussion on pages 11-1323-25 of this Proxy Statement.)

In addition to our website availability, copies of any of the Charters for each of the committees of the Board of Directors, the Corporate Governance Guidelines, and/or Getty’s Business Conduct Guidelines may also be obtained by submitting a written request to Mr. Joshua Dicker, Executive Vice President, General Counsel and Secretary, at the address for Getty’s executive offices provided in this Proxy Statement. The Business Conduct Guidelines apply to all employees, officers and directors of the Company and waivers of the Business Conduct Guidelines for directors or executive officers, if any, will be disclosed as required by the rules and regulations of the SEC. There were no such waivers in 2020.

For the year ended December 31, 2020,2021, our Board of Directors had seven members. The Board of Directors has nominated sixseven candidates for election as directors for a one-year term ending at the 20222023 annual meeting of the Company’s stockholders and when their successors are duly elected and qualified. As a result of the retirement of Mr. Liebowitz as Chairman of the Board and as a director on the Board of Directors effective February 23, 2021, there is one vacancy on the Board of Directors.

The Board of Directors does not have a policy regarding the separation of the roles of Chief Executive Officer (“CEO”) and Chairman of the Board, as the Board of Directors believes it is in the best interests of the Company for the Board of Directors to have the flexibility to make the determination whether the same person should serve as both the CEO and Chairman of the Board at any given point in time, or whether the roles should be separate, depending on, among other factors, the position and direction of the Company and the membership of the Board of Directors. The Board of Directors believes that its current leadership structure, with separate Chairman and CEO positions, is appropriate for the Company because it separates the leadership of the Board of Directors from the day

Following the retirement of Mr. Liebowitz, Mr. Safenowitz was appointed to the position of Chairman of the Board is vacant. It isin April 2021. Prior to his appointment as Chairman, Mr. Safenowitz served as the intentionCompany’s Lead Independent Director and in that capacity presided over executive sessions of the Company’s independent Directors, facilitated information flow and communication among the Directors, and performed such other Lead Independent Director duties as were specified by the Board. In view

Corporate Governance and Related Matters(Continued)

of the facts that the Company currently has separate CEO and Chairman positions and that the Company’s Chairman is an “independent” director as defined in the listing standards of the NYSE and satisfies duties otherwise applicable to the Lead Independent Director, the Board of Directors that until such timehas determined not to designate a separate Lead Independent Director but reserves the right to do so in the future if circumstances dictate.

In his role as the Board of Directors appoints an existing director to permanently serve as Chairman of the Board, (which is expected to occur at the first regular meeting of the Board of Directors following the Annual Meeting), Mr. Safenowitz will serve as acting Chairman pro tempore, when necessary or appropriate. The role of the Chairman is responsible for enhancing the effectiveness of the Board of Directors, in particular by ensuring that the Board of Directors works as a cohesive team; ensuring that the Board of Directors has adequate resources and that there is a process in place to assure that the Board of Directors is presented with full, timely and relevant information; ensuring that there is a process in place to monitor best practices that relate to the responsibilities of the Board of Directors; and assessing the effectiveness of the overall Board of Directors and individual directors on a regular basis. The Chairman willis also be responsible for management of the Board of Directors, in particular by providing oversight on the agendas for Board of Directors meetings; consulting with the CEO regarding the membership and the chairs for Board of Directors committees; ensuring that the independent directors meet regularly without management present to discuss the effectiveness of the CEO and the Board of Directors; and by chairing Board of Directors meetings and executive sessions of the Company’s independent Directors. The Chairman is invited to attend all meetings of Committees of the Board and receives corresponding Committee documentation in advance of the meetings.

In his role as the CEO, Mr. Constant is responsible for setting a strategic vision for the Company and seeking to align the Company, internally and externally, with that strategic vision. In addition, Mr. Constant, as CEO, is responsible for day to day leadership of the Company, promoting Company performance through his leadership, and leading the Company in the execution of its business plan. Our CEO also serves on our Board of Directors, which we believe helps the CEO to serve as a bridge between management and the Board of Directors, ensuring that both groups act with a common purpose. We believe that the CEO’s presence on the Board of Directors enhances his ability to provide insight and direction on important strategic initiatives to both management and the independent directors and, at the same time, ensures that the appropriate level of independent oversight is applied to all decisions by the Board of Directors.

It is management’s responsibility to assess and manage the various risks the Company faces and the Board of Directors’ responsibility to oversee management in this effort. In exercising its oversight, the Board of Directors has delegated primary responsibility for risk assessment and risk management oversight to the Audit Committee. Under its Charter, the Audit Committee’s responsibilities include discussing with management the Company’s policies with respect to risk assessment and risk management and the Company’s material financial risk exposures and the actions management has taken to limit, monitor or control such exposures. The Audit Committee also oversees risk and conducts reviews on a quarterly, or as needed, basis, including by working with management, and reviewing cybersecurity risk mitigation policies and initiatives and information security risks. The Audit Committee receives quarterly reports from management on the Company’s enterprise risk management practices and risk mitigation efforts. These quarterly reports from management to the Audit Committee also cover the Company’s risk assessment and risk management actions regarding information security and data privacy risks. For additional information regarding the Audit Committee’s role in assisting the Board of Directors in its oversight of risk assessment and risk mitigation, including with respect to information security and data protection, see the “Report of the Audit Committee—Oversight Responsibilities—Enterprise Risk Management” and “—Information Security and Data Protection” sections on pages 47-48 of this Proxy Statement. The Audit Committee also oversees the Company’s legal and regulatory requirements, the independent auditors’ qualifications and independence, the performance of the Company’s internal audit function and the independent auditors, and the Company’s compliance programs, including the Company’s Business Conduct Guidelines, and internal audit function.Complaint and Investigation Procedures. Our full Board of Directors regularly reviews the Company’s strategic plans and objectives, including the risks that may affect the achievement of these strategic plans and objectives.

The Board of Directors has determined that Ms. Malanoski, Ms. Infurna and Messrs. Cooper, Coviello, Montag and Safenowitz are “independent” as defined in the listing standards of the NYSE. In making these determinations, the Board of Directors considered all relevant facts and circumstances, including the independence standards set forth in Section 303A.02 of the rules of the NYSE. The Board of Directors affirmatively determined that none of the directors, or any of their respective family members, other than Mr. Constant, has had any relationship with Getty (either directly or as a partner, stockholder or officer of an organization that has a relationship with Getty), other than as a stockholder and director of Getty. Accordingly, the Board of Directors has affirmatively determined that each of the directors, other than Mr. Constant, is “independent.”

Corporate Governance and Related Matters(Continued)

It has been and will continue to be the practice of the Board of Directors to meet at least quarterly each year and have the Chairman of the Board of Directors chair such meetings. Additionally, it has been the practice of the independent directors to meet in executive session at least quarterly each year, and to have the Company’s Lead Independent Director chair such sessions. Mr. Safenowitz has servedchaired executive sessions of the Company’s independent Directors during his tenure as the Company’s Lead Independent Director sincebetween February 25, 2010 and until such timeMarch 2021 and has continued to do so as an independent Director since his appointment to the Boardposition of Directors appoints an existing director to permanently

During the year ended December 31, 2020,2021, the Board of Directors held six (6)five (5) meetings. Each of the directors nominated for election at the Annual Meeting attended all of the 20202021 meetings of the Board of Directors during the period in which he or she was eligible to attend, and all of the 20202021 meetings of Committees of the Board of Directors on which such director served in 2020. Mr. Liebowitz, who served as Chairman of the Board and as a director in 2020, but retired from the Board of Directors effective February 23, 2021, attended fewer than 75 percent of the 2020 meetings of the Board of Directors during the period in which he was eligible to attend because of personal reasons.2021. Each of the directors nominated for election at the Annual Meeting also attended the annual meeting of stockholders in April 2020.

The Board of Directors has an Audit Committee, a Nominating/Corporate Governance Committee and a Compensation Committee, the membership and functions of which are described below.

The Audit Committee met four (4) times in 2020.2021. The Audit Committee for the year ended December 31, 20202021, consisted of Messrs. Coviello (Chairman), and Montag, and Safenowitz and Ms. Malanoski. The Audit Committee selects the independent registered public accounting firm that audits the consolidated financial statements of Getty and its subsidiaries, discusses the scope and the results of the audit with our independent registered public accounting firm, and monitors Getty’s financial accounting and reporting practices. The Audit Committee also examines and discusses the adequacy of Getty’s internal control over financial reporting with the independent registered public accounting firm, our internal auditors, and with management. The Board of Directors has designated the Audit Committee to take the lead in overseeing our risk assessment and risk management, including with respect to information security and data protection, along with overseeing compliance with ourlegal and regulatory requirements, the independent auditors’ qualifications and independence, the performance of the Company’s internal audit function and the independent auditors, and the Company’s compliance programs, including the Company’s Business Conduct Guidelines, which were amended at the February 23, 2021 meeting of the Audit Committee to clarify that conflicts of interests include situations where a director, officer or employee or any of their family members receive an improper personal benefit as a result of his, her or their position with the Company consistent with NYSE rules.and Complaint and Investigation Procedures. In addition to regular meetings, at least one Audit Committee member meets telephonically with management and Getty’s independent auditors to review the Company’s quarterly reports and other reports, as appropriate, prior to their full presentation to the Audit Committee and subsequent filing with the SEC. The Audit Committee met with management and Getty’s independent auditors to review the Company’s audited financial statements for the year ended December 31, 20202021 and recommended to the Board of Directors that the financial statements be included in the Company’s Annual Report on Form 10-K for such year. See “Role of Board of Directors in Risk Oversight” on page 921 of this Proxy Statement and the “Report of the Audit Committee—Oversight Responsibilities—Enterprise Risk Management” on page 47 of this Proxy Statement for a discussion of the Audit Committee’s role in risk assessment and risk management oversight. Additionally, the Audit Committee reviews and discusses with management management’s specific disclosures contained in “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our Annual Report on Form 10-K and Quarterly Reports on Form 10-Q. Please also see the Report“Report of the Audit CommitteeCommittee” included at page 3647 in this Proxy Statement.

The Board of Directors determined that for the year ended December 31, 2020,2021, each member of the Audit Committee (a) was (1) “independent” and (2) “financially literate” as such terms are defined in the listing standards of the NYSE and (b) met the independence tests set forth in Section 301 of the Sarbanes-Oxley Act of 2002 and regulations promulgated thereunder by the SEC.SEC and the criteria applicable to members of the Audit Committee under NYSE rules. The Board of Directors also determined that for the year ended December 31, 2020,2021, Ms. Malanoski, Mr. Coviello and Mr. Montag each qualified as an “audit committee financial expert” under the relevant rules of the SEC, and that each of Ms. Malanoski, Mr. Coviello and Mr. Montag have the requisite accounting/financial management expertise required by the listing standards of the NYSE.

The Charter of the Audit Committee provides that members of the Audit Committee may not be members of the audit committee of more than two other public companies unless such other memberships have been disclosed to the Board of Directors and the Board of Directors has determined that such simultaneous service does not impair the ability of such member

Corporate Governance and Related Matters(Continued)

to serve effectively on the Audit Committee. None of the Audit Committee members served on the audit committee of more than two other public companies during 2020.

The Nominating/Corporate Governance Committee met two (2) times in 2020.2021. The Nominating/Corporate Governance Committee for the year ended December 31, 20202021 consisted of Messrs. Safenowitz (Chairman)Ms. Malanoski (Chair), CooperMs. Infurna (who was appointed as of July 2021), and Mr. Coviello. The Nominating/Corporate Governance Committee recommends nominees for election to the Board of Directors and reviews the role, composition and structure of the Board of Directors and its committees. As part of this review, the Committee evaluates (i) whether to have a Lead Independent Director, (ii) the responsibilities of the positions of Chairman of the Board and Lead Independent Director, and (iii) the qualifications for those positions, including whether the position of Chairman of the Board of Directors should be held by the Chief Executive Officer, an independent director, or a non-independent director other than the Chief Executive Officer. The Nominating/Corporate Governance Committee also recommends candidates to the Board of Directors for election as officers.

Responsibility for Director Nominations

For a discussion of the specific experience, qualifications, attributes or skills of the nominees for election to the Board of Directors, see the “Nominees for Election at the Annual Meeting” sectionand “Experience and Qualifications Represented on the Board” sections beginning on page 415 of this Proxy Statement.

The Director Qualification Standards section of the Company’s Corporate Governance Guidelines affirms the benefits of diversity among the Board of Directors by specifically stating that (i) diversity (based on factors commonly associated with diversity such as race, gender, national origin, ethnicity, religion, or sexual orientation or identity, as well as on broader principles such as diversity of perspective and experience) is one of the elements to be considered in evaluating a particular director candidate, and (ii) the Nominating/Corporate Governance Committee is responsible for assessing the appropriate balance of skills and characteristics required of members of the Board of Directors and will actively seek to broaden the diversity composition of the Board of Directors. The Nominating/Corporate Governance Committee does not assign specific weight to any particular criteria; the goal is to identify nominees that, considered as a group, will possess the skills and characteristics required of the Board of Directors to fulfill its responsibilities. Consistent with these guiding principles, the Nominating/Corporate Governance Committee again recommended that the Board of Directors nominate for continued service as directors all sixseven of our current directors, (which excludes Mr. Liebowitz, who retired from the Board of Directors on February 23, 2021), based upon their respective (i) personal and professional integrity, ethics and values, (ii) educational and professional background, (iii) experience in corporate management and/or experience as a board member, (iv) experience in the real estate industry and/or other relevant industry experience, (v) high level of financial literacy (including fourall seven of our six current directors having been determined by the Board of Directors to be “financially literate,” as such term is defined in the listing standards of the NYSE), and (vi) ability to foster a diverse viewpoint based on gender.gender and other factors commonly associated with diversity such as race, gender, national origin, ethnicity, religion, or sexual orientation. Moreover, the Nominating/Corporate Governance Committee again recommended that the Board of Directors nominate for continued service as directors fivesix of seven of our six current directors for their “independence,” as defined by the NYSE listing standards. In addition, to fill the vacancy on the Board of Directors recently created by Mr. Liebowitz’s retirement, the Nominating/Corporate Governance Committee is committed to prioritizing for nomination a qualified director candidate who is “independent” as defined in the listing standards of the NYSE and who brings diversity to the Board of Directors on the basis of race, gender, national origin, religion, or sexual orientation or identity, in addition to satisfying criteria based on relevant experience and breadth of skills. The Nominating/Corporate Governance Committee reserves the right to recommend and nominate additional members to the Board of Directors from time to time.

The Company’s Corporate Governance Guidelines do not include mandatory retirement ages or term limits applicable to directors. The Nominating/Corporate Governance Committee annually reviews the performance and qualifications of each current director and considers the results of such evaluation when determining whether or not to recommend the nomination of such director for an additional term. In addition, although the Nominating/Corporate Governance Committee considers length

Corporate Governance and Related Matters(Continued)

of service when recommending candidates for re-election, the Board of Directors does not believe that adopting a set term limit for directors serves the interests of the Company. Such limits may result in the loss of contributions from directors who have been able to develop, over a period of time, increasing insight into the Company, its operations and its strategic direction. The Nominating/Corporate Governance Committee reviews these policies as part of its annual governance review and will consider modifications to these policies as deemed necessary and in the best interests of the Company and its stockholders.

Stockholders wishing to recommend candidates for election to the Board of Directors must supply information in writing regarding the candidate to Mr. Joshua Dicker, Executive Vice President, General Counsel and Secretary of the Company, at the Company’s executive offices. This information should include the candidate’s name, biographical data and an analysis of the candidate based on the director candidate criteria described below. The recommendation must also include all information relating to the proposed director nominee that would be required to be disclosed in a solicitation of proxies for election of directors in an election contest under applicable securities law. Stockholders wishing to nominate a candidate must comply with the advance notice requirements in our Bylaws. Please refer to our Bylaws for more specific information. Our Bylaws were publicly filed with the SEC on November 14, 2011, as amended February 26, 2019, and publicly filed with the SEC on February 27, 2019. Additional information regarding any proposed nominees may be requested by the Nominating/Corporate Governance Committee.

Pursuant to the Nominating/Corporate Governance Committee Charter and/or the Company’s Corporate Governance Guidelines, each nominee must possess fundamental qualities of intelligence, honesty, good judgment, and high standards of ethics, integrity, fairness and responsibility. The Nominating/Corporate Governance Committee also will consider the following criteria in addition to other criteria the Committee deems appropriate, including the specific needs of the Board of Directors at the time:

Corporate Governance and professional integrity, ethics, and values;

In reviewing prospective nominees, the Nominating/Corporate Governance Committee also reviews the number of public company boards on which a director nominee serves to determine if the nominee will have the ability to devote adequate time to the work of the Board of Directors and its committees. The Company’s Corporate Governance Guidelines and the Company’s Audit Committee Charter provide that members of the Audit Committee may not be members of the audit committee of more than two other public companies unless such other memberships have been disclosed to the Board of Directors and the Board of Directors has determined that such simultaneous service does not impair the ability of such member to effectively serve on the Company’s Audit Committee. In addition, the Company’s Corporate Governance Guidelines provide that non-management directors may not serve on

On the basis of the information gathered in this process, the Nominating/Corporate Governance Committee will determine which nominees to recommend to the Board of Directors. Recommendations and related information received prior to any Nominating/Corporate Governance Committee meeting where director nominees are to be considered will be considered at that meeting. The Nominating/Corporate Governance Committee uses the same process for evaluating all nominees, regardless of the source of the recommendation. This process includes, among other things, personal interviews, discussions with professional references, background checks, credit checks and resume verification.

The Nominating/Corporate Governance Committee has not received any recommendation for a director nominee for the Annual Meeting from any stockholder or group of stockholders.

Governance Oversight—Sustainability Reporting and Policies and Procedures; Stockholder Ability to Amend the Company’s Bylaws; Opt Out of the Maryland Unsolicited Takeover Act

On February 23, 2022, the Nominating/Corporate Governance Committee amended the Nominating/Corporate Governance Committee’s Charter to codify the Committee’s role overseeing the Company’s sustainability reporting and its policies and procedures with respect to its sustainability and corporate social responsibility activities. For additional information regarding the Company’s sustainability and corporate social responsibility activities, see the “Corporate Responsibility—Environmental Practices, Social Responsibility and Governance” section on page 27 of this Proxy Statement.

In addition, on February 23, 2022, our Nominating/Corporate Governance Committee carefully considered the advantages and disadvantages of adopting a change to both our Charter and Bylaws to allow for both our stockholders, as well as our Board of Directors, to alter, repeal, amend or rescind any provision of the Bylaws and to make new Bylaws on the terms set forth in the form of Articles of Amendment attached to this Proxy Statement on Appendix A and Article XIV of the Bylaws, respectively. Based upon its evaluation, our Nominating/Corporate Governance Committee recommended that (a) our Board of Directors amend Article XIV of the Bylaws, effective upon adoption, to provide that in addition to the power of our Board of Directors to alter, repeal, amend or rescind any provision of the Bylaws and to make new Bylaws, the Company’s stockholders have the power to alter, repeal, amend or rescind the Bylaws or to make new Bylaws by the affirmative vote of the holders of a majority of the outstanding shares of common stock of the Company entitled to vote on the matter pursuant to a binding proposal timely submitted by a stockholder (or stockholder group) that satisfies the ownership and other eligibility requirements of Rule 14a-8 of the Securities Exchange Act of 1934, as amended, for the periods and as of the dates specified in Rule 14a-8, and (b) our Board of Directors authorize an analogous amendment to our Charter. Based upon the recommendation of the Nominating/Corporate Governance Committee, our Board of Directors amended Article XIV of our Bylaws consistent with the Nominating/Corporate Governance Committee’s recommendation and determined an amendment to our Charter consistent with the Nominating/Corporate Governance Committee’s recommendation was advisable and determined to submit to our stockholders pursuant to this Proxy Statement. Please see “Proposal No. 4—Approval of the Charter Amendment Proposal (Item No. 4 on the Proxy Card)” for additional information.

On February 23, 2022, in connection with its recommendations to the Board to provide our stockholders with the power to alter, repeal, amend or rescind the Bylaws or to make new Bylaws, the Nominating/Corporate Governance Committee also recommended to our Board of Directors that it adopt a resolution prohibiting the Company from electing to be subject to the provisions of Title 3, Subtitle 8 of the Maryland General Corporations Law (“MGCL”) contained in Section 3-803 of the MGCL (relating to classification of the board), unless such election is first approved by the stockholders of the Company by the affirmative vote of at least a majority of the votes cast on the matter by stockholders entitled to vote generally in the election of directors. As previously reported by the Company, our Board of Directors adopted such a resolution consistent with the recommendation of the Nominating/Corporate Governance Committee and Articles Supplementary memorializing the resolution were filed with the Maryland State Department of Assessments and Taxation on February 24, 2022.

Corporate Governance and Related Matters(Continued)

Compensation Committee

The Compensation Committee met two (2) times in 2020.2021. The Compensation Committee for the year ended December 31, 20202021, consisted of Messrs. Cooper (Chairman), Coviello Montag and Safenowitz.Montag. The Compensation Committee is responsible for developing and, with the approval of the Board of Directors, implementing the compensation plans, policies and programs of the Company and producing an annual report on executive compensation for inclusion in the Company’s proxy materials in accordance with applicable rules and regulations. It is the Compensation Committee’s responsibility to ensure that compensation programs are designed to encourage high performance and promote accountability and assure that employee interests are aligned with the interests of the Company’s stockholders. The Board of Directors has determined that each member of the Compensation Committee is “independent” as such term is defined in the listing standards of the NYSE.

The Compensation Committee also administers the Supplemental Retirement Plan for Executives of Getty Realty Corp. and Participating Subsidiaries (the “Supplemental Retirement Plan”) and the Getty Realty Corp. SecondThird Amended and Restated 2004 Omnibus Incentive Compensation Plan (the “2004 Plan”) and reviews, and recommends to the Board of Directors for its approval, the compensation of the directors and each of the named executive officers of Getty.

The Compensation Committee’s Charter provides that the Committee may delegate any or all of its responsibilities, except that the Committee may not delegate its responsibilities with respect to:

The compensation of Getty’s named executive officers is recommended by the CEO to the Compensation Committee. The CEO reviews the performance of each executive officer (other than his own) with the Compensation Committee. The Compensation Committee considers the CEO’s recommendations, evaluates the CEO’s individual performance and establishes the compensation for each named executive officer, including the CEO. The CEO does not play any role in the Compensation Committee’s deliberation of matters impacting his own compensation. No executive officer other than the CEO plays a role in determining or recommending the amount or form of executive compensation.

Stockholders and other interested parties who wish to communicate with the Board of Directors may do so by sending written communications to the Board of Directors at the following address: Board of Directors, Getty Realty Corp., 292 Madison Avenue, 9th Floor, New York, New York 10017-6318.10017-6376. Stockholders and other interested parties

We are committed to good corporate citizenship and business practices that serve all of our stakeholders. We recognize the importance of environmental, social and governance (“ESG”) issues and incorporate ESG considerations into our business practices and decision-making processes.

Our Planet: Environmental Stewardship

We believe the growth and sustainability of our business depends on a broad array of factors, including a continuing focus on investments in our people, ethics and integrity, and corporate responsibility.

We believe that our people are the foundation of our success and we are committed to ensuring that they are providedproviding a safe and healthy workplace and are engaged, boththat allows our team members to engage professionally and socially.

Response to COVID-19 Pandemic

We took swift and decisive action at the onset of the COVID-19 pandemic to provide our employees with a safe workplace by investing in and instituting Company-wide work-from-home policies, adopting health screening and hygiene protocols, as well as office de-densification and distancing strategies, and supplying protective equipment and erecting physical screenscleaning supplies. During 2021, we continued to prevent potential coronavirus spread atnavigate the office. In addition,multiple challenges to our business and operations during the Company initiatedCOVID-19 pandemic, which included the opening of our New York City office and implementation of rigorous in-office COVID-19 protocols, which allowed us to

Corporate Governance and Related Matters(Continued)

remain open throughout 2021 despite operational challenges. We also have implemented a regular schedule of Company-wide remote access meetings to improve employeemaintain connectivity and morale.

Employee Compensation and dental benefits, an employer-funded health reimbursement arrangement and a pre-tax employee funded healthcare flexible spending account program, a 401(k) plan with partial employer match, an employee profit sharing plan, bonus and incentive pay opportunities, an employer-funded commuter reimbursement program and a pre-tax employee funded commuter benefits program, paid time-off benefits, and programs for paid parental leave, adoption assistance reimbursement, and wellness. Further, we encourage the professional development ofWelfare Programs.

We offer our employees through in-person trainingsa robust benefits package that includes:

Our Practices: Corporate Governance and online learning resources and regularly support and pay for external education classes and seminars requested by our employees if doing so will advance their work-related skills or professional development.

We are dedicated to maintaining a high standard for corporate governance predicated on integrity, ethics, diversity and transparency. For example,

Board Independence. In particular, we value the independence of our directors, with approximately 86% of our directors (6 out of 7) qualifying as independent, including the Chairman of our Board and all members of the committees of our Board of Directors.

Board Composition. We are committed to diversity on our Board of Directors, with approximately 29% of our directors being female following the appointment of Ms. Infurna to our Board of Directors in July 2021. Moreover, the Director Qualification Standards section of the Company’s Corporate Governance Guidelines affirmsaffirm that diversity (based on factors commonly associated with diversity such as race, gender, national origin, ethnicity, religion, or sexual orientation or identity, as well as on broader principles such as diversity of perspective and experience) is one of the elements to be considered in evaluating a particular director candidate, in addition to other skills and characteristics required of members of the Board of Directors to fulfill their obligations as directors. Consistent with these guiding principles, the Nominating/Corporate Governance Committee again recommended that the Board of Directors nominate for continued service as directors all six of our current directors (which excludes Mr. Liebowitz, who retired from the Board of Directors on February 23, 2021), based upon their respective (i) personal and professional integrity, ethics and values, (ii) educational and professional background, (iii) experience in corporate management and/or experience as a board member, (iv) experience in the real estate industry and/or other relevant industry experience, (v) high level of financial literacy (including four of our six current directors having been determined by the Board of Directors to be “financially literate,” as such term is defined in the listing standards of the NYSE), and (vi) ability to foster a diverse viewpoint based on gender. Moreover, the Nominating/Corporate Governance Committee again recommended that the Board of Directors nominate for continued service as directors five of our six current directors for their “independence,” as defined by the NYSE listing standards. The Nominating/Corporate Governance Committee will continue to assess the appropriate balance of skills and characteristics required of members of the Board of Directors and, as opportunities arise, will actively seek to broaden the diversity composition of the Board of Directors. The Nominating/Corporate Governance Committee does not assign specific weight to any particular criteria; the goal is to identify nominees that, considered as a group, will possess the skills and characteristics required of the Board of Directors to fulfill its responsibilities. Further, to fill the vacancy on the Board of Directors recently created by Mr. Liebowitz’s retirement, the Nominating/Corporate Governance Committee is committed to prioritizing for nomination a qualified director candidate who, among other qualifications, will bring diversity to the Board of Directors on the basis of race, gender, national origin, religion, or sexual orientation or identity. (For additional information regarding the evaluation of our director candidates and their specific experience and qualifications, see “Nominating/Corporate Governance Committee” discussion on pages 11-1323-25 of this Proxy Statement and “Experience and Qualifications Represented on our Board of Directors” section on page 19 of this Proxy Statement.)