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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 31, 2018

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Douglas Emmett, Inc.
(Exact name of registrant as specified in its charter)



Maryland
001-33106
20-3073047
(State or other jurisdiction of incorporation)
Commission file number
(I.R.S. Employer identification No.)

808 Wilshire Boulevard, Suite 200, Santa Monica, California     90401
(Address of principal executive offices)                           (Zip Code)

Registrant’s telephone number, including area code:    (310) 255-7700




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 Instruction A.2. below):
 
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))







Item 5.07 Submission of Matters to a Vote of Security Holders

Presented below are the voting results for the proposals (described in detail in our proxy statement filed with the Securities and Exchange Commission on April 16, 2018) submitted to our stockholders at our Annual Meeting of Stockholders held on May 31, 2018:

Proposal 1. The following nominees were elected to serve on the board of directors until the 2019 annual meeting of stockholders with the following vote:

Nominee
 
For
 
Withheld
 
Broker Non-Votes
 
 
 
 
 
 
 
Dan A. Emmett
 
147,766,895
 
8,717,132
 
6,079,031
Jordan L. Kaplan
 
154,832,222
 
1,651,805
 
6,079,031
Kenneth M. Panzer
 
148,057,454
 
8,426,573
 
6,079,031
Christopher H. Anderson
 
154,646,428
 
1,837,599
 
6,079,031
Leslie E. Bider
 
152,055,819
 
4,428,208
 
6,079,031
Dr. David T. Feinberg
 
154,888,796
 
1,595,231
 
6,079,031
Virginia A. McFerran
 
125,099,624
 
31,384,403
 
6,079,031
Thomas E. O'Hern
 
108,675,613
 
47,808,414
 
6,079,031
William E. Simon, Jr.
 
118,293,901
 
38,190,126
 
6,079,031

Proposal 2. The appointment of Ernst & Young LLP as our independent registered public accounting firm for 2018 was ratified with the following vote:

For
 
Against
 
Abstained
 
Broker Non-Votes
 
 
 
 
 
 
 
160,528,736
 
2,012,479
 
21,843
 


Proposal 3. Our 2017 executive compensation was approved with the following non-binding advisory vote:

For
 
Against
 
Abstained
 
Broker Non-Votes
 
 
 
 
 
 
 
133,344,570
 
23,110,989
 
28,467
 
6,079,032



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 thereunto duly authorized.

 
 
DOUGLAS EMMETT, INC.
 
 
 
 
Dated:
June 1, 2018
By:
/s/ MONA M. GISLER
 
 
 
Mona M. Gisler
 
 
 
Chief Financial Officer


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