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Section 1: 8-K (8-K)

Document


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 18, 2018

TANGER FACTORY OUTLET CENTERS, INC.
_________________________________________
(Exact name of registrant as specified in its charter)
 
North Carolina
 
 
 
1-11986
 
 
 
56-1815473
 
 
(State or other jurisdiction of Incorporation)
 
 
 
(Commission File Number)
 
 
 
(I.R.S. Employer Identification Number)
 
3200 Northline Avenue, Greensboro, North Carolina 27408
(Address of principal executive offices) (Zip Code)
 
 
(336) 292-3010
 
 
(Registrants' telephone number, including area code)
 
 
N/A
 
 
(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:

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o 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 o

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. o






Item 5.07.    Submission of Matters to a Vote of Security Holders.
On May 18, 2018, Tanger Factory Outlet Centers, Inc. (the "Company") held its Annual Meeting of Shareholders. The first matter on which the common shareholders voted was the election of eight directors to serve until the next Annual Meeting of Shareholders. The results of the voting are as shown below:
Nominees
Votes For
Votes Against
Abstain
Broker Non-Votes
William G. Benton
69,503,013
1,245,506
115,521
16,318,854
Jeffrey B. Citrin
69,642,994
1,108,602
112,444
16,318,854
David B. Henry
69,516,440
1,234,240
113,360
16,318,854
Thomas J. Reddin
69,591,277
1,159,593
113,170
16,318,854
Thomas E. Robinson
69,509,295
1,240,862
113,883
16,318,854
Bridget M. Ryan-Berman
69,020,496
1,359,145
484,400
16,318,854
Allan L. Schuman
68,520,896
2,204,994
138,150
16,318,854
Steven B. Tanger
70,229,912
522,095
112,033
16,318,854
The second matter on which the common shareholders voted was the ratification of the appointment of Deloitte & Touche LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2018. The results of the voting are as shown below:
Votes For
Votes Against
Abstain
Broker Non-Votes
86,622,518
375,320
185,057
The third matter on which the common shareholders voted was the approval, on a non-binding basis, of the compensation of the Company's named executive officers. The results of the voting are as shown below:
Votes For
Votes Against
Abstain
Broker Non-Votes
29,588,133
40,949,995
325,912
16,318,854









Item 7.01.    Regulation FD.

On May 18, 2018, the Company issued a press release announcing the election of the Company's directors and officers.

Item 9.01.    Financial Statement and Exhibits.

(d) Exhibits

The following exhibits are included with this Report:

99.1


SIGNATURES

Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.


Dated: May 18, 2018

TANGER FACTORY OUTLET CENTERS, INC.

By:  /s/ James F. Williams                 
James F. Williams
Executive Vice President and Chief Financial Officer




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Section 2: EX-99.1 (EXHIBIT 99.1)

Exhibit


Exhibit 99.1
Tanger Elects Directors and Officers

GREENSBORO, N.C., May 18, 2018 Today, the shareholders of Tanger Factory Outlet Centers, Inc. (NYSE: SKT) elected the following directors to serve until the 2019 annual meeting of shareholders:
Thomas J. Reddin
Non-Executive Chairman of the Board
William G. Benton
Independent Director
Jeffrey B. Citrin
Independent Director
David B. Henry
Independent Director
Thomas E. Robinson
Independent Director
Bridget M. Ryan-Berman
Independent Director
Allan L. Schuman
Independent Director
Steven B. Tanger
Director
The Board of Directors also elected the following officers to serve until the 2019 annual meeting of shareholders:
Steven B. Tanger
Chief Executive Officer
Thomas E. McDonough
President & Chief Operating Officer
James F. Williams
Executive Vice President, Chief Financial Officer
Chad D. Perry
Executive Vice President, General Counsel & Secretary
Lisa J. Morrison
Executive Vice President of Leasing
Virginia R. Summerell
Senior Vice President of Finance & Treasurer
Carrie A. Warren
Senior Vice President & Chief Marketing Officer
Charles A. Worsham
Senior Vice President of Construction & Development
Laura M. Atwell
Vice President of Marketing
Brian A. Auger
Vice President & Corporate Counsel
Leigh M. Boyer
Vice President & Corporate Counsel
Joshua D. Cox
Vice President of Tax
Kimberly A. Dane
Vice President of Operations
Rick L. Farrar
Vice President of Information Technology
Thomas J. Guerrieri Jr.
Vice President, Chief Accounting Officer & Controller
Cyndi M. Holt
Vice President of Investor Relations
Beth G. Lippincott
Vice President of Leasing
Quentin N. Pell
Vice President of Corporate Communications & Enterprise Risk Management
Mary E. Shifflette
Vice President of Leasing
Mary Anne Williams
Vice President of Human Resources






About Tanger Factory Outlet Centers
Tanger Factory Outlet Centers, Inc. (NYSE:SKT), is a publicly-traded REIT headquartered in Greensboro, North Carolina that presently operates and owns, or has an ownership interest in, a portfolio of 44 upscale outlet shopping centers. Tanger's operating properties are located in 22 states coast to coast and in Canada, totaling approximately 15.3 million square feet, leased to over 3,100 stores which are operated by more than 500 different brand name companies. The Company has more than 37 years of experience in the outlet industry. Tanger Outlet Centers continue to attract more than 189 million shoppers annually. For more information on Tanger Outlet Centers, call 1-800-4TANGER or visit the Company's website at www.tangeroutlets.com.


CONTACT: 
Jim Williams
EVP and CFO 
(336) 834-6800
Jim.Williams@TangerOutlets.com

Cyndi Holt
VP of Investor Relations
(336) 834-6892
Cyndi.Holt@TangerOutlets.com



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