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Section 1: 8-K (8-K)

Document
false0001283630 0001283630 2020-06-01 2020-06-01
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 1, 2020

AMERICAN CAMPUS COMMUNITIES, INC.
(Exact name of Registrant as specified in its Charter)
Maryland
001-32265
76-0753089
(State or other jurisdiction of
incorporation or organization)
(Commission file number)
(I.R.S. Employer
Identification Number)

12700 Hill Country Blvd., Suite T-200, Austin, Texas 78738
(Address of Principal Executive Offices)        (Zip Code)

Registrant’s telephone number, including area code: (512) 732-1000

Not applicable
(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))

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
ACC
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 (§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

At the Annual Meeting of Stockholders held on June 1, 2020, there were 137,604,447 common shares entitled to be voted, as well as 1,106,048 unvested restricted stock awards entitled to be voted by employees; 122,044,187 shares were voted in person or by proxy. The stockholders voted on the following matters at the Annual Meeting:
1.
Election of nine director nominees to hold office for a one-year term;
2.
Ratification of the selection of Ernst & Young LLP as the Company's independent registered public accounting firm for fiscal year 2020; and
3.
On an advisory basis, approval of the executive compensation disclosed in the Proxy Statement.
The results of the stockholder votes are set forth below:

Board of Directors
 
 
Affirmative
 
Negative
 
Abstentions
 
William C. Bayless, Jr.
 
117,754,479
 
541,813
 
76,393
 
G. Steven Dawson
 
115,425,985
 
2,869,755
 
76,944
 
Cydney C. Donnell
 
115,444,165
 
2,850,739
 
77,781
 
Mary C. Egan
 
118,091,804
 
205,034
 
75,847
 
Edward Lowenthal
 
115,439,612
 
2,856,470
 
76,603
 
Oliver Luck
 
117,997,993
 
297,404
 
77,288
 
C. Patrick Oles, Jr.
 
118,084,296
 
211,065
 
77,324
 
John T. Rippel
 
118,085,440
 
211,057
 
76,188
 
Carla Piñeyro Sublett
 
118,093,981
 
114,845
 
163,859
 

There were 3,671,502 broker non-votes with respect to the election of directors.

Independent Registered Public Accounting Firm
Affirmative
 
Negative
 
Abstentions
 
120,461,397
 
1,498,933
 
83,857
 

Approval, on an Advisory Basis, of Executive Compensation
Affirmative
 
Negative
 
Abstentions
 
Broker Non-Votes
 
115,777,367
 
2,492,624
 
102,694
 
3,671,502
 



Item 9.01    Financial Statements and Exhibits
Exhibit Number
 
Title
104
 
Cover page interactive data file (embedded within the Inline XBRL document).





SIGNATURE(S)

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.

 
 
 
 
AMERICAN CAMPUS COMMUNITIES, INC.
 
 
 
 
 
 
 
 
Dated:
June 4, 2020
 
 
By:
/s/ Kim K. Voss
 
 
 
 
 
Kim K. Voss
 
 
 
 
 
Executive Vice President, Chief Accounting Officer
 
 
 
 
 
 
 
 



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