Medical Properties Trust, Inc. (NYSE:MPW) Files An 8-K Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year
Item5.03.
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Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year. |
On February16, 2017, the Board of Directors of Medical Properties
Trust, Inc. (the Company) amended the Companys Second Amended and
Restated Bylaws, effective as of February16, 2017, to adopt a
proxy access provision to permit a stockholder, or group of no
more than 20 stockholders, meeting specified eligibility
requirements, to include director nominees in the Companys proxy
materials for annual meetings of its stockholders. In order to be
eligible to utilize these proxy access provisions, a stockholder,
or group of stockholders, must, among other requirements:
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have owned shares of common stock equal to at least 3% of the aggregate of the issued and outstanding shares of common stock of the Company continuously for at least the prior three (3)years; |
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represent that such shares were acquired in the ordinary course of business and not with the intent to change or influence control at the Company and that such stockholder or group does not presently have such intent; and |
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provide a notice requesting the inclusion of director nominees in the Companys proxy materials and provide other required information to the Company not earlier than 120 days nor later than 90 days prior to the first anniversary of the date of mailing of the notice for the preceding years annual meeting of stockholders (with adjustments if the date for the upcoming annual meeting of stockholders is advanced or delayed by more than 30 days from the anniversary date of the prior years annual meeting). |
Additionally, all director nominees submitted through these
provisions must be independent and meet specified additional
criteria, and stockholders will not be entitled to utilize this
proxy access right at an annual meeting if the Company receives
notice through its traditional advanced notice by-law provisions
that a stockholder intends to nominate a director at such
meeting. The maximum number of director nominees that may be
submitted to these provisions may not exceed 20% of the number of
directors then in office.
The foregoing description of the amendment to the Companys bylaws
is qualified in its entirety by reference to the copy of such
amendment attached hereto as Exhibit 3.1 and incorporated herein
by reference.
| Item9.01. | Financial Statements and Exhibits. |
| (d) | Exhibits. |
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ExhibitNo. |
Description |
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| 3.1 |
Amendment to Second Amended and Restated Bylaws of Medical Properties Trust, Inc. |
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About Medical Properties Trust, Inc. (NYSE:MPW)
Medical Properties Trust, Inc. is a self-advised real estate investment trust (REIT) focused on investing in and owning net-leased healthcare facilities. It conducts all of its business through MPT Operating Partnership, L.P. It acquires and develops healthcare facilities and leases the facilities to healthcare operating companies under long-term net leases. It also makes mortgage loans to healthcare operators collateralized by their real estate assets. The Company’s portfolio consists of 202 properties, which includes 179 facilities that the Company owns and 14 properties controlled in the form of mortgage loans. The properties are leased/mortgaged to 29 tenants located in 28 states, and Germany, United Kingdom, Italy, and Spain. Of the total portfolio, 9 facilities are under development. Its facilities consist of 64 general acute care hospitals, 69 inpatient rehabilitation hospitals, 23 long-term acute care hospitals, 43 free standing emergency rooms, and 3 medical office buildings. Medical Properties Trust, Inc. (NYSE:MPW) Recent Trading Information
Medical Properties Trust, Inc. (NYSE:MPW) closed its last trading session down -0.22 at 13.11 with 7,090,966 shares trading hands.