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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): June 7, 2018 (June 6, 2018)

HIGHLANDS REIT, INC.
(Exact Name of Registrant as Specified in its Charter)  

 
 
 
 
 
 
Maryland
 
000-55580
 
81-0862795
(State or Other Jurisdiction
of Incorporation)
 
(Commission
File Number)
 
(IRS Employer
Identification No.)

332 S Michigan Avenue, Ninth Floor
Chicago, IL 60604
(Address of Principal Executive Offices)
(312) 583-7990
(Registrant’s 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:  
 
¨

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 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 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. þ

 




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

On June 6, 2018, Highlands REIT, Inc. (the “Company”) held its 2018 annual meeting of stockholders. A summary of the matters voted upon is set forth below.

The stockholders elected the two nominees named below to serve as directors until the 2019 annual meeting of stockholders and until their successors are duly elected and qualify. The final results of the election of directors were as follows:
Nominee
 
For
 
Percentage of votes cast For
 
Withhold
 
Percentage of votes cast Withhold
 
Broker Non-Votes
R. David Turner
 
130,396,845
 
92%
 
11,573,319
 
8%
 
340,836,132
Richard Vance
 
130,582,035
 
92%
 
11,388,129
 
8%
 
340,836,132

The stockholders ratified the selection of KPMG LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2018 by the following votes:
For
 
Against
 
Abstain
469,056,010
 
8,834,579
 
4,915,707





SIGNATURE
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.
 
 
 
 
 
 
 
 
Highlands REIT, Inc.
 
 
 
 
Date: June 7, 2018
 
By:
 
/s/ Richard Vance
 
 
Name:
 
Richard Vance

 
 
Title:
 
President and Chief Executive Officer



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