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Section 1: 8-K (8-K)

maa-8k_20200519.htm
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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 19, 2020

 

MID-AMERICA APARTMENT COMMUNITIES, INC.

(Exact name of registrant as specified in its charter)

 

Tennessee

001-12762

62-1543819

(State or Other Jurisdiction of incorporation)

(Commission File Number)

(I.R.S. Employer Identification No.)

 

 

 

6815 Poplar Avenue, Suite 500

 

Germantown, Tennessee

38138

(Address of Principal Executive Offices)

(Zip Code)

 

(901) 682-6600

(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 (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 13 e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

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, par value $.01 per share (Mid-America Apartment Communities, Inc.)

MAA

New York Stock Exchange

8.50% Series I Cumulative Redeemable Preferred Stock, $.01 par value per share (Mid-America Apartment Communities, Inc.)

MAA*I

New York Stock Exchange

 

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

 

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 5.07Submission of Matters to a Vote of Security Holders.

 

On May 19, 2020, the registrant held its 2020 Annual Meeting of Shareholders. The following matters were submitted to a vote of the shareholders of record as of March 13, 2020 through the solicitation of proxies:

 

 

1.

To elect twelve directors to serve for one year and until their successors have been duly elected and qualified;

 

2.

To provide an advisory (non-binding) vote to approve compensation of the registrant’s named executive officers; and

 

3.

To ratify Ernst & Young LLP as the registrant’s independent registered public accounting firm for 2020.

 

All twelve nominees were elected to serve for one year and until their successors have been duly elected and qualified. The results of the election were as follows:

 

 

 

For

 

Against

 

Abstain

 

Broker Non-Votes

H. Eric Bolton, Jr.

 

89,903,427

 

5,415,031

 

4,018,652

 

5,287,699

Russell R. French

 

98,594,318

 

682,034

 

60,758

 

5,287,699

Alan B. Graf, Jr.

 

90,684,865

 

8,590,410

 

61,835

 

5,287,699

Toni Jennings

 

97,505,338

 

1,792,434

 

39,338

 

5,287,699

James K. Lowder

 

96,942,989

 

2,333,527

 

60,594

 

5,287,699

Thomas H. Lowder

 

98,085,678

 

1,193,730

 

57,702

 

5,287,699

Monica McGurk

 

97,509,096

 

1,788,004

 

40,010

 

5,287,699

Claude B. Nielsen

 

91,241,707

 

8,042,665

 

52,738

 

5,287,699

Philip W. Norwood

 

96,862,087

 

2,412,890

 

62,133

 

5,287,699

W. Reid Sanders

 

98,781,534

 

478,726

 

76,850

 

5,287,699

Gary Shorb

 

97,242,349

 

2,031,002

 

63,759

 

5,287,699

David P. Stockert

 

98,671,818

 

602,465

 

62,827

 

5,287,699

 

The advisory (non-binding) vote to approve the compensation of named executive officers was in favor of executive compensation. The results of the vote were as follows:

For

 

Against

 

Abstain

 

Broker Non-Votes

91,360,953

 

 

7,898,736

 

 

77,421

 

 

5,287,699

 

 

Ernst & Young LLP was ratified to serve as the registrant’s independent registered public accounting firm for 2020. The results of the vote were as follows:

For

 

Against

 

Abstain

 

Broker Non-Votes

103,052,224

 

 

1,520,705

 

 

51,880

 

 

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 thereunto duly authorized.

 

 

 

 

MID-AMERICA APARTMENT COMMUNITIES, INC.

 

 

 

 

Date:

May 21, 2020

 

/s/Albert M. Campbell, III

 

 

 

Albert M. Campbell, III

 

 

 

Executive Vice President and Chief Financial Officer

 

 

 

(Principal Financial Officer)

 

 

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