8-K 1 form8kmateriald.txt FORM 8-K 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 15, 2012 PATRIOT TRANSPORTATION HOLDING, INC. -------------------------------------------------------------------- (Exact name of registrant as specified in its charter) FLORIDA 0-17554 59-2924957 --------------- ------------- -------------- (State or other (Commission (I.R.S. Employer jurisdiction File Number) Identification No.) of incorporation) (Commission 501 Riverside Avenue, Suite 500 Jacksonville, Florida 32202 ---------------------------------------- -------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (904) 396-5733 --------------------------------------------------------------------- (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 (see General Instruction A.2. below): [ ] Written communications pursuant to Rule 425 under the Securities Act (17 CRF 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)) CURRENT REPORT ON FORM 8-K PATRIOT TRANSPORTATION HOLDING, INC. February 15, 2012 ITEM 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT. On February 15, 2012, FRP Manassas, LLC, a wholly owned subsidiary of the Company, received an executed agreement to sell 15.18 acres of land located in the Patriot Business Center in Manassas, Virginia to the Potomac and Rappahannock Transportation Commission (the "Purchaser") for a purchase price of $4,774,577. The closing of the sale is anticipated to occur during the third quarter of fiscal 2013 and is contingent upon Purchaser's receipt of permits, approvals and federal funding necessary for Purchaser's intended use of the property as a bus operations and maintenance facility. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this Current Report to be signed on its behalf by the undersigned thereunto duly authorized. PATRIOT TRANSPORTATION HOLDING, INC. Date: February 15, 2012 By: /s/ John D. Milton, Jr. ---------------------------------------- John D. Milton, Jr. Vice President, and Chief Financial Officer