Senior Housing Properties Trust (NASDAQ:SNH) Files An 8-K Submission of Matters to a Vote of Security Holders

Senior Housing Properties Trust (NASDAQ:SNH) 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.

At the Company’s annual meeting of shareholders held on May 21, 2019, the Company’s shareholders voted on the election of John L. Harrington as an Independent Trustee in Class II of the Board of Trustees (the “Board”) for a three year term of office continuing until the Company’s 2022 annual meeting of shareholders and until his successor is duly elected and qualifies. Mr. Harrington received the following votes:

The Company’s shareholders also voted on the election of Adam D. Portnoy as a Managing Trustee in Class II of the Board for a three year term of office continuing until the Company’s 2022 annual meeting of shareholders and until his successor is duly elected and qualifies. Mr. Portnoy received the following votes:

The Company’s shareholders also voted on a non-binding advisory resolution on the compensation paid to the Company’s named executive officers as disclosed to Item 402 of Regulation S-K in the Company’s proxy statement relating to the Company’s 2019 annual meeting of shareholders. This proposal received the following votes:

The Company’s shareholders also ratified the appointment of Ernst & Young LLP as the Company’s independent auditors to serve for the 2019 fiscal year. This proposal received the following votes:

The results reported above are final voting results.

Item 8.01.         Other Events.

Board Committee and Other Appointments

On May 21, 2019, the Board appointed its Independent Trustees, Messrs. Harrington and Jeffrey P. Somers and Ms. Lisa Harris Jones, to each serve on the Audit Committee, Compensation Committee and Nominating and Governance Committee, with Mr. Harrington appointed Chair of the Audit Committee, Mr. Somers appointed Chair of the Compensation Committee and Ms. Harris Jones appointed Chair of the Nominating and Governance Committee. The Independent Trustees selected Ms. Harris Jones to serve as the Lead Independent Trustee. The Board also appointed Mr. Portnoy to serve as Chair of the Board.

Trustee Compensation

Also on May 21, 2019, the Company updated its Trustee compensation arrangements. A summary of the Company’s currently effective Trustee compensation arrangements is filed as Exhibit 10.1 hereto and is incorporated herein by reference.

Consistent with the Company’s Trustee compensation arrangements, on May 21, 2019, the Company awarded each of the Company’s Trustees 3,000 common shares of beneficial interest, $0.01 par value, of the Company (the “Common Shares”) valued at $7.95 per share, the closing price of the Common Shares on The Nasdaq Stock Market LLC on that date.