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Section 1: 8-K (8-K)

Document
false0001687229 0001687229 2020-05-20 2020-05-20


 
 
 
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 20, 2020
Invitation Homes Inc.
(Exact Name of Registrant as Specified in its charter)
Maryland
 
001-38004
 
90-0939055
(State or other jurisdiction of incorporation)
 
(Commission File Number)
 
(I.R.S. Employer Identification No.)
1717 Main Street, Suite 2000
Dallas, Texas 75201
(Address of principal executive offices, including zip code)
(972) 421-3600
(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))
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, $0.01 par value
 
INVH
 
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 5.07
Submission of Matters to a Vote of Security Holders.
On May 20, 2020, Invitation Homes Inc. (the “Company”) held its 2020 annual meeting of stockholders (the “Annual Meeting”). At the Annual Meeting, stockholders voted on the matters disclosed in the Company’s definitive Proxy Statement on Schedule 14A filed with the Securities and Exchange Commission on April 7, 2020 (the “Proxy Statement”). 497,417,337 shares of the Company’s common stock were represented in person or by proxy at the Annual Meeting, which was equal to 91.47% of the issued and outstanding shares entitled to vote at the meeting. The final voting results for the matters submitted to a vote of stockholders were as follows:
Proposal No. 1 - Election of Directors
The persons listed below were elected as directors for a one-year term expiring at the Company’s 2021 annual meeting of stockholders or until their respective successors are duly elected and qualified.
 
 
Votes Cast For
 
Votes Withheld
 
Broker Non-Votes
Bryce Blair
 
469,995,744
 
10,881,502
 
16,540,091
Dallas B. Tanner
 
480,139,692
 
737,554
 
16,540,091
Jana Cohen Barbe
 
480,143,570
 
733,676
 
16,540,091
Richard D. Bronson
 
480,103,512
 
773,734
 
16,540,091
Michael D. Fascitelli
 
480,134,783
 
742,463
 
16,540,091
Jeffrey E. Kelter
 
480,118,459
 
758,787
 
16,540,091
Joseph D. Margolis
 
480,137,334
 
739,912
 
16,540,091
John B. Rhea
 
477,262,765
 
3,614,481
 
16,540,091
J. Heidi Roizen
 
480,139,421
 
737,825
 
16,540,091
Janice L. Sears
 
478,831,463
 
2,045,783
 
16,540,091
William J. Stein
 
445,452,742
 
35,424,504
 
16,540,091
Proposal No. 2 - Ratification of Independent Registered Public Accounting Firm
The Company’s stockholders ratified the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for 2020.
Votes Cast For
 
Votes Cast Against
 
Abstentions
 
Broker Non-Votes
496,427,976
 
965,933
 
23,428
 
N/A
Proposal No. 3 - Non-Binding Vote to Approve Executive Compensation
The Company’s stockholders approved, in a non-binding advisory vote, the compensation paid to the Company’s named executive officers as disclosed in the Proxy Statement.
Votes Cast For
 
Votes Cast Against
 
Abstentions
 
Broker Non-Votes
433,008,940
 
47,747,463
 
120,843
 
16,540,091








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.
 
 
INVITATION HOMES INC.
 
 
 
 
By:
/s/ Mark A. Solls
 
 
Name:
Mark A. Solls
 
 
Title:
Executive Vice President, Secretary
and Chief Legal Officer
 
 
 
May 22, 2020




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