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Section 1: 8-K (8-K)

Document
false0001025378 0001025378 2020-06-11 2020-06-11


 

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 11, 2020
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W. P. Carey Inc.
(Exact Name of Registrant as Specified in its Charter)

Maryland
001-13779
45-4549771
(State of incorporation)
(Commission File Number)
(IRS Employer Identification No.)
 
 
 
 
50 Rockefeller Plaza,
 
 
New York,
New York
 
10020
(Address of principal executive offices)
 
(Zip Code)
 

Registrant’s telephone number, including area code: (212) 492-1100

Securities registered pursuant to Section 12(b) of the Act:
Title of each class
 
Trading Symbol(s)
 
Name of each exchange on which registered
Common Stock, $0.001 Par Value
 
WPC
 
New York Stock Exchange

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):
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
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.

An annual meeting of the stockholders of W. P. Carey Inc. (together with its predecessors, the “Company”) was held on June 11, 2020 (the “Annual Meeting”). Set forth below are the final voting results from the Annual Meeting.

Proposal One

To elect nine Directors for 2020:
Name of Director
For
Against
Abstain
Broker Non-Votes
Mark A. Alexander
101,154,630

1,507,505

366,810

47,635,263

Peter J. Farrell
100,978,634

1,679,053

371,258

47,635,263

Robert J. Flanagan
101,475,169

1,181,769

372,007

47,635,263

Jason E. Fox
102,158,356

510,413

360,176

47,635,263

Axel K.A. Hansing
101,028,011

1,629,213

371,721

47,635,263

Jean Hoysradt
102,391,579

306,653

330,713

47,635,263

Margaret G. Lewis
100,581,205

2,119,558

328,182

47,635,263

Christopher J. Niehaus
100,781,227

1,868,886

378,832

47,635,263

Nick J.M. van Ommen
101,384,461

1,267,700

376,784

47,635,263


For Proposal One, each of the directors received a majority of the votes cast, in person or by proxy, at the Annual Meeting and, as a result, each was elected to serve until the next annual meeting of stockholders.


Proposal Two
 
For
Against
Abstain
Broker Non-Votes
A proposal to approve, in an advisory vote, the compensation for the Company’s named executive officers
97,357,715

4,690,920

980,310

47,635,263


Proposal Two was approved, on a non-binding advisory basis, after receiving more than a majority of the votes cast, in person or by proxy, at the Annual Meeting.


Proposal Three
 
1 Year
2 Years
3 Years
Abstain
Broker Non-Votes
A proposal to approve, in an advisory vote, the Frequency of Executive Compensation Vote
97,550,837

518,997

4,173,163

785,948

47,635,263


Proposal Three was approved after receiving more than a majority of the votes cast, in person or by proxy, at the Annual Meeting.


Proposal Four
 
For
Against
Abstain
Broker Non-Votes
To ratify the appointment of PricewaterhouseCoopers LLP as the Company’s Independent Registered Public Accounting Firm for 2020
144,338,737

5,809,312

516,159



Proposal Four was approved after receiving more than a majority of the votes cast, in person or by proxy, at the Annual Meeting.







Item 9.01 — Financial Statements and Exhibits.

Exhibit No.
 
Description
104
 
Cover Page Interactive Data File (embedded within the Inline XBRL document).





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.

 
 
 
W. P. Carey Inc.
 
 
 
 
Date:
June 16, 2020
By:
/s/ Susan C. Hyde
 
 
 
Susan C. Hyde
 
 
 
Chief Administrative Officer and Corporate Secretary


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