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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 23, 2018
 
KILROY REALTY CORPORATION
(Exact name of registrant as specified in its charter)
 

 
Maryland
 
1-12675
 
95-4598246
 
 
(State or other jurisdiction
of incorporation)
 
(Commission File Number)
 
(IRS Employer
Identification No.)
 
 
 
 
 
 
 
 
12200 W. Olympic Boulevard, Suite 200
 Los Angeles, California
 
 
 
90064
 
 
(Address of principal executive offices)
 
 
 
(Zip Code)
 

Registrant’s telephone number, including area code:
(310) 481-8400

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 Act (17 CFR 240.14a-12)
 
 
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 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
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.

(a)
Kilroy Realty Corporation (the “Company”) held its 2018 annual meeting of stockholders (the “Annual Meeting”) on May 23, 2018.

(b)
Set forth below are the voting results for the proposals considered and voted upon at the Annual Meeting.

Proposal 1:
Election of directors, each to serve until the Company’s 2019 annual meeting of stockholders and until his or her respective successor has been duly elected and qualified.

Nominee
 
For
 
Against
 
Abstain
 
Broker Non-Votes
John Kilroy
 
88,866,594
 
3,813,296
 
1,211,867
 
993,092
Edward Brennan, PhD
 
88,170,954
 
5,303,924
 
416,879
 
993,092
Jolie Hunt
 
92,235,579
 
1,580,830
 
75,348
 
993,092
Scott Ingraham
 
92,967,584
 
843,605
 
80,568
 
993,092
Gary Stevenson
 
92,232,791
 
1,581,232
 
77,734
 
993,092
Peter Stoneberg
 
91,900,839
 
1,910,561
 
80,357
 
993,092

Proposal 2:
Approval, on an advisory basis, of the compensation of the Company's named executive officers.

For
 
Against
 
Abstain
 
Broker Non-Votes
55,388,648
 
38,401,552
 
101,557
 
993,092

Proposal 3:
Ratification of the appointment of Deloitte & Touche LLP as the Company’s independent auditor for the fiscal year ending December 31, 2018.

For
 
Against
 
Abstain
 
Broker Non-Votes
94,017,915
 
792,247
 
74,687
 
0








SIGNATURES

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.
 
 
 
 
 
 
 
 
Kilroy Realty Corporation
 
Date: May 23, 2018
 
 
 
 
 
 
 
 
 
By:
 
/s/ Heidi R. Roth
 
 
 
 
 
Heidi R. Roth
Executive Vice President and Chief Accounting Officer
 
 
 
 
 
 
 



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