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Condor Hospitality Trust, Inc. (NASDAQ:CDOR) Files An 8-K Submission of Matters to a Vote of Security Holders

Condor Hospitality Trust, Inc. (NASDAQ:CDOR) Files An 8-K Submission of Matters to a Vote of Security Holders

Item 5.07. Submission of Matters to a Vote of Security Holders.

Condor Hospitality Trust, Inc. (the “Company”) held its annual
meeting of shareholders on May 16, 2017. The holders of the
common stock (i) elected nine directors for an annual term or
until their successors have been duly elected and qualified; (ii)
approved elimination of the requirement that the Board of
Directors receive certain shareholder representations in
connection with conversions of 6.25% Series E Convertible
Preferred Stock as long as the Board is able to obtain the
opinion of counsel specified in Article IX(A)(7) of the Amended
and Restated Articles of Incorporation; (iii) approved the
issuance of up to 20% or more of the outstanding shares of common
stock upon conversion of the 6.25% Series E Cumulative
Convertible Preferred Stock; (iv) approved the issuance of up to
20% or more of the outstanding shares of common stock to redeem
shares of 6.25% Series E Cumulative Convertible Preferred Stock
upon exercise of put rights; and (v) ratified the appointment of
KPMG LLP as independent auditors of the Company for 2017.
For the annual meeting there were 43,993,705 shares of common
stock as of March 9, 2017, the record date, eligible to vote at
the meeting, of which holders of 43,319,962 shares of common
stock were present at the meeting in person or by proxy. On March
15, 2017, subsequent to the record date, the Company implemented
a 1-for-6.5 reverse stock split. The share numbers and vote
reported in this Form 8-K have not been adjusted as if the
reverse stock split had occurred before the record date. The
tabulation for each matter voted upon at the meeting by the
common stock was as follows:
Nine nominees were elected to serve as Directors of the Company
by the following vote:
Votes For
Votes Withheld
Broker Non-Vote
J. William Blackham
41,515,873
31,655
1,772,434
Daphne J. Dufresne
41,503,607
43,921
1,772,434
Daniel R. Elsztain
41,499,245
48,283
1,772,434
James H. Friend
41,317,709
229,819
1,772,434
Jeffrey Giller
41,509,092
38,436
1,772,434
Donald J. Landry
41,502,541
44,987
1,772,434
Mark D. Linehan
41,444,414
103,114
1,772,434
J. Brendan MacDonald
41,504,469
43,059
1,772,434
John M. Sabin
41,443,117
104,411
1,772,434
The shareholders approved elimination of the requirement that the
Board of Directors receive certain shareholder representations in
connection with conversions of 6.25% Series E Cumulative
Convertible Preferred Stock as long as the Board is able to
obtain the opinion of counsel specified in Article IX(A)(7) of
the Amended and Restated Articles of Incorporation by the
following vote:
Votes For
Votes Against
Votes Abstain
Broker Non-Vote
41,511,256
28,105
8,167
1,772,434
The shareholders approved the issuance of up to 20% or more of
the outstanding shares of common stock upon conversion of the
6.25% Series E Cumulative Convertible Preferred Stock:
Votes For
Votes Against
Votes Abstain
Broker Non-Vote
41,367,647
166,801
13,080
1,772,434
The shareholders approved the issuance of up to 20% or more of
the outstanding shares of common stock to redeem shares of 6.25%
Series E Cumulative Convertible Preferred Stock upon exercise of
put rights:
Votes For
Votes Against
Votes Abstain
Broker Non-Vote
41,363,644
170,289
13,595
1,772,434
The shareholders ratified the appointment of KPMG LLP as
independent auditors for 2017 by the following vote:
Votes For
Votes Against
Votes Abstain
Broker Non-Vote
43,169,572
142,666
7,724

Condor Hospitality Trust, Inc. (NASDAQ:CDOR) Recent Trading Information
Condor Hospitality Trust, Inc. (NASDAQ:CDOR) closed its last trading session up +0.05 at 10.23 with 42,249 shares trading hands.

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