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Section 1: DEFA14A (DEFA14A)

DEFA14A

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 14A

Proxy Statement Pursuant to Section 14(a)

of the Securities Exchange Act of 1934 (Amendment No.      )

Filed by the Registrant  

Filed by a Party other than the Registrant  

Check the appropriate box:

 

  

Preliminary Proxy Statement

     

Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))

  

Definitive Proxy Statement

     

  

Definitive Additional Materials

     

  

Soliciting Material under §240.14a-12

     

KILROY REALTY CORPORATION

(Name of Registrant as Specified in Its Charter)

N/A

(Name of Person(s) Filing Proxy Statement, If Other Than the Registrant)

Payment of Filing Fee (Check the appropriate box):

 

 

 

 

No fee required.

 

 

 

 

Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11.

 

 

(1) 

 

Title of each class of securities to which transaction applies:

   

 

 

 

(2) 

 

Aggregate number of securities to which transaction applies:

   

 

 

 

(3) 

 

Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (set forth the amount on which the filing fee is calculated and state how it was determined):

   

 

 

 

(4) 

 

Proposed maximum aggregate value of transaction:

   

 

 

 

(5)

 

Total fee paid:

   

 

 

 

 

 

 

Fee paid previously with preliminary materials.

 

 

 

 

Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing.

 

 

(1) 

 

 

Amount Previously Paid:

   

 

 

 

(2) 

 

Form, Schedule or Registration Statement No.:

   

 

 

 

(3) 

 

Filing Party:

   

 

 

 

(4) 

 

Date Filed:

   

 

 

 

 

 


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*** Exercise Your Right to Vote *** Important Notice Regarding the Availability of Proxy Materials for the Stockholder Meeting to Be Held on May 23, 2018. KILROY REALTY CORPORATION KILROY REALTY CORPORATION Meeting Information Meeting Type: Annual Meeting For holders as of: March 15, 2018 Date: May 23, 2018 Time: 8:30 AM PDT Location: KRC’s Principal Executive Offices 12200 West Olympic Blvd. Suite 200 Los Angeles, CA 90064 You are receiving this communication because you hold KILROY REALTY CORPORATION shares in the company named above. 12200 WEST OLYMPIC BOULEVARD This is not a ballot. You cannot use this notice to vote these SUITE 200 LOS ANGELES, CA 90064 shares. This communication presents only an overview of ATTN: JOSEPH MAGRI the more complete proxy materials that are available to you on the Internet. You may view the proxy materials online at www.proxyvote.com or easily request a paper copy (see reverse side). We encourage you to access and review all of the important information contained in the proxy materials before voting. See the reverse side of this notice to obtain proxy materials and voting instructions. E40026-P04078


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E40027-P04078 Before You Vote How to Access the Proxy Materials Proxy Materials Available to VIEW or RECEIVE: NOTICE OF ANNUAL MEETING PROXY STATEMENT 2017 ANNUAL REPORT ON FORM 10-K How to View Online: Have the information that is printed in the box marked by the arrow XXXX XXXX XXXX XXXX (located on the following page) and visit: www.proxyvote.com. How to Request and Receive a PAPER or E-MAIL Copy: If you want to receive a paper or e-mail copy of these documents, you must request one. There is NO charge for requesting a copy. Please choose one of the following methods to make your request: 1) BY INTERNET: www.proxyvote.com 2) BY TELEPHONE: 1-800-579-1639 3) BY E-MAIL*: sendmaterial@proxyvote.com * If requesting materials by e-mail, please send a blank e-mail with the information that is printed in the box marked by the arrow XXXX XXXX XXXX XXXX (located on the following page) in the subject line. Requests, instructions and other inquiries sent to this e-mail address will NOT be forwarded to your investment advisor. Please make the request as instructed above on or before May 9, 2018 to facilitate timely delivery. How To Vote Please Choose One of the Following Voting Methods Vote In Person: Many stockholder meetings have attendance requirements including, but not limited to, the possession of an attendance ticket issued by the entity holding the meeting. Please check the meeting materials for any special requirements for meeting attendance. At the meeting, you will need to request a ballot to vote these shares. Vote By Internet: To vote now by Internet, go to www.proxyvote.com. Have the information that is printed in the box marked by the arrow XXXX XXXX XXXX XXXX (located on the following page) available and follow the instructions. Vote By Mail: You can vote by mail by requesting a paper copy of the materials, which will include a proxy card.


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Voting Items The Board of Directors recommends you vote FOR the following: 1. Election of Directors Nominees: The Board of Directors recommends you vote FOR Proposal 3: 1a. John Kilroy 3. R a t i f i c a t i o n o f t h e a p p o i n t m e n t o f Deloitte & Touche LLP as the Company’s 1b. Edward Brennan, PhD independent auditor for the fiscal year ending December 31, 2018. 1c. Jolie Hunt NOTE: At their discretion, the proxies are authorized 1d. Scott Ingraham to vote upon such other business as may properly come before the meeting or any adjournments or 1e. Gary Stevenson postponements thereof. 1f. Peter Stoneberg The Board of Directors recommends you vote FOR Proposal 2: 2. Approval, on an advisory basis, of the compensation of the Company’s named executive officers. E40028-P04078


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E40029-P04078

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