CATCHMARK TIMBER TRUST, INC. (NYSE:CTT) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
Item 5.02 Departure of Directors or Certain Officers; Election of
Directors; Appointment of Certain Officers; Compensatory
Arrangement of Certain Officers.
At the 2017 annual meeting of stockholders of Catchmark Timber
Trust, Inc. (the Company) held on June 23, 2017, the stockholders
of the Company approved the Catchmark Timber Trust, Inc. 2017
Incentive Plan (the 2017 Incentive Plan). A total of 1,800,000
shares of the Companys common stock are reserved and available
for issuance to awards granted under the 2017 Incentive Plan. A
description of the material terms of the 2017 Incentive Plan was
included in the Companys definitive proxy statement filed with
the Securities and Exchange Commission on April 18, 2017 and is
incorporated herein by reference.
Trust, Inc. (the Company) held on June 23, 2017, the stockholders
of the Company approved the Catchmark Timber Trust, Inc. 2017
Incentive Plan (the 2017 Incentive Plan). A total of 1,800,000
shares of the Companys common stock are reserved and available
for issuance to awards granted under the 2017 Incentive Plan. A
description of the material terms of the 2017 Incentive Plan was
included in the Companys definitive proxy statement filed with
the Securities and Exchange Commission on April 18, 2017 and is
incorporated herein by reference.
Item 5.07 Submission of Matters to a Vote of Security Holders.
The Company held its 2017 annual meeting of stockholders (the
Annual Meeting) on June 23, 2017. At the close of business on
April 7, 2017, the record date for the Annual Meeting, there were
38,752,573 shares of the Companys common stock outstanding and
entitled to vote. Holders of 31,988,333
Annual Meeting) on June 23, 2017. At the close of business on
April 7, 2017, the record date for the Annual Meeting, there were
38,752,573 shares of the Companys common stock outstanding and
entitled to vote. Holders of 31,988,333
>shares of common stock were present at the Annual Meeting,
either in person or by proxy, representing 82.545% of the
Companys outstanding common stock.
either in person or by proxy, representing 82.545% of the
Companys outstanding common stock.
The Annual Meeting was held for the purpose of considering and
voting upon the following proposals:>
voting upon the following proposals:>
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1.
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To elect seven directors to serve on the Companys board of
directors until the 2018 annual meeting of stockholders or until their successors are duly elected and qualified; |
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2.
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To approve, on an advisory basis, the compensation of the
Companys named executive officers; |
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3.
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To approve the 2017 Incentive Plan; and
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4.
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To ratify the appointment of Deloitte Touche LLP (Deloitte)
as the Companys independent registered accounting firm for the fiscal year ending December 31, 2017. |
At the Annual Meeting, the stockholders elected all seven
director nominees, approved the compensation of the Companys
named executive officers, approved the 2017 Incentive Plan, and
ratified the appointment of Deloitte. The votes cast with respect
to each proposal were as follows:
director nominees, approved the compensation of the Companys
named executive officers, approved the 2017 Incentive Plan, and
ratified the appointment of Deloitte. The votes cast with respect
to each proposal were as follows:
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Votes For
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Votes Against
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Abstentions
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Broker Non-Votes
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Proposal No. 1: Election of Directors
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Jerry Barag
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23,000,193
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511,026
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67,768
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8,409,346
|
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Paul S. Fisher
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15,955,191
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7,557,429
|
66,367
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8,409,346
|
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Donald S. Moss
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22,955,621
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556,360
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67,006
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8,409,346
|
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Willis J. Potts, Jr.
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22,961,282
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550,229
|
67,476
|
8,409,346
|
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John F. Rasor
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22,761,938
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747,382
|
69,667
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8,409,346
|
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Douglas D. Rubenstein
|
15,266,538
|
8,250,952
|
61,497
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8,409,346
|
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Henry G. Zigtema
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15,971,641
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7,538,871
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68,475
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8,409,346
|
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Votes For
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Votes Against
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Abstentions
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Broker
Non-Votes
|
|
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Proposal No. 2: Advisory Vote on Executive Compensation
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22,397,251
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1,036,451
|
145,285
|
8,409,346
|
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Votes For
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Votes Against
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Abstentions
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Broker Non-Votes
|
|
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Proposal No. 3: Approval of 2017 Incentive Plan
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14,250,481
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9,172,079
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156,427
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8,409,346
|
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Votes For
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Votes Against
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Abstentions
|
|
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Proposal No. 4: Ratification of Appointment of Deloitte
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30,619,232
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1,234,445
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134,656
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