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Section 1: 8-K (8-K)

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 UNITED STATES
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): May 8, 2018
Brixmor Property Group Inc.
Brixmor Operating Partnership LP
(Exact Name of Registrant as Specified in its Charter)
 
 
 
 
 
Maryland (Brixmor Property Group Inc.)
 
001-36160
 
45-2433192
Delaware (Brixmor Operating Partnership LP)
 
333-201464-01
 
80-0831163
(State or Other Jurisdiction
of Incorporation)
 
(Commission
File Number)
 
(IRS Employer
Identification No.)
450 Lexington Avenue
New York, New York 10017
(Address of Principal Executive Offices) (Zip Code)
(212) 869-3000
(Registrant’s Telephone Number, Including Area Code)
Not Applicable
(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))

Indicate by check mark whether the registrant is an emerging growth company. See the definitions of “emerging growth company” in Rule 12b-2 of the Exchange Act.     
Brixmor Property Group Inc. Yes No þ Brixmor Operating Partnership LP Yes No þ

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.     
Brixmor Property Group Inc. Brixmor Operating Partnership LP





Item 5.07
Submission of Matters to a Vote of Security Holders.

On May 8, 2018, Brixmor Property Group Inc. (“the Company”) held its annual meeting of stockholders. At the annual meeting, stockholders voted on the matters disclosed in the Company’s definitive Proxy Statement on Schedule 14A filed with the Securities and Exchange Commission on March 26, 2018 (the “Proxy Statement”). The final voting results for the matters submitted to a vote of stockholders were as follows:
Item 1 - Election of Directors
At the annual meeting, the Company’s stockholders elected the persons listed below as directors for a one-year term expiring in 2019 or until their respective successors are duly elected and qualified:
 
Votes Cast For
Votes Cast Against
Abstentions
Broker Non-Votes
James M. Taylor Jr.
271,988,645
455,358
26,540
8,951,125
John G. Schreiber
271,259,422
1,186,729
24,393
8,951,124
Michael Berman
271,594,688
851,462
24,393
8,951,125
Sheryl M. Crosland
271,593,658
853,972
22,914
8,951,124
Thomas W. Dickson
271,359,874
1,085,076
25,593
8,951,125
Daniel B. Hurwitz
270,765,614
1,679,635
25,293
8,951,126
William D. Rahm
270,650,168
1,794,082
26,293
8,951,125
Gabrielle Sulzberger
271,458,933
987,696
23,914
8,951,125

Item 2 - Ratification of Appointment of Deloitte & Touche LLP as Independent Registered Public Accounting Firm
The Company’s stockholders ratified the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for fiscal 2018.
Votes Cast For
Votes Cast Against
Abstentions
Broker Non-Votes
280,108,007
1,277,701
35,960
0

Item 3 - Non-Binding Vote on Executive Compensation
The Company’s stockholders approved, in a non-binding advisory vote, the compensation paid to the Company’s named executive officers as disclosed in the Proxy Statement.
Votes Cast For
Votes Cast Against
Abstentions
Broker Non-Votes
253,229,943
19,112,746
127,855
8,951,124





SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrants have duly caused this report to be signed on their behalf by the undersigned hereunto duly authorized.
 
 
 
Date: May 9, 2018
BRIXMOR PROPERTY GROUP INC.
 
 
 
 
By:
/s/Steven F. Siegel
 
Name:
Steven F. Siegel
 
Title:
Executive Vice President,
 
 
General Counsel and Secretary
 
 
 
 
BRIXMOR OPERATING PARTNERSHIP LP
 
 
 
 
By:
Brixmor OP GP LLC, its general partner
 
 
 
 
By:
BPG Subsidiary Inc., its sole member
 
 
 
 
By:
/s/Steven F. Siegel
 
Name:
Steven F. Siegel
 
Title:
Executive Vice President,
 
 
General Counsel and Secretary




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