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Section 1: 8-K






Washington, D.C. 20549





Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934


Date of Report (Date of earliest event reported) May 17, 2018



(Exact name of registrant as specified in its charter)


MARYLAND   001-33177   22-1897375
(State or other jurisdiction
of incorporation)


File Number)


(IRS Employer

Identification No.)


3499 Route 9N, Suite 3D, Freehold, NJ   07728
(Address of principal executive offices)   (Zip Code)


Registrant’s telephone number, including area code (732) 577-9996




(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 Instructions A.2. below):


[  ] Written communications pursuant to Rule 425 under Securities Act (17 CFR 230.425)
[  ] Soliciting material pursuant to Rule 142-12 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 as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company [  ]


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. [  ]







Item 5.07 Submission of Matters to a Vote of Security Holders


The annual meeting of shareholders (the “Meeting”) of Monmouth Real Estate Investment Corporation (the “Company”) was held on May 17, 2018. There were 78,252,225 shares of common stock entitled to vote at the meeting and a total of 71,599,463 shares (91.49%) were represented in person or by proxy at the meeting. The proposals submitted to the vote of the shareholders and the results of the vote were as follows:


Proposal 1 – The election of four Class III Directors, each to serve until the 2021 annual meeting of shareholders and until his or her successor is duly elected and qualifies:


Director  For   Withhold   Broker Non-Votes 
Catherine B. Elflein   45,179,983    11,425,133    14,994,347 
Eugene W. Landy   41,907,548    14,697,568    14,994,347 
Michael P. Landy   45,294,473    11,310,643    14,994,347 
Samuel A. Landy   40,774,953    15,830,163    14,994,347 


Proposal 2 – To ratify the appointment of PKF O’Connor Davies as the Company’s independent registered public accounting firm for the fiscal year ending September 30, 2018:


   No. of Votes 
For   70,778,871 
Against   585,353 
Abstain   235,239 
Broker Non-Votes   0 


Proposal 3 – To approve an advisory resolution to approve the compensation of the Company’s named executive officers, as more particularly described in the Proxy Statement with respect to the Meeting:


   No. of Votes 
For   51,816,666 
Against   4,381,666 
Abstain   406,784 
Broker Non-Votes   14,994,347 






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.


  /s/ Kevin S. Miller
  Kevin S. Miller
  Chief Financial and Accounting Officer

Date May 18, 2018



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