SPIRIT REALTY CAPITAL, INC. (NYSE:SRC) 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.
a.On June 28, 2017, Spirit Realty Capital, Inc. (the Company) held
its 2017 Annual Meeting of Stockholders (the 2017 Annual Meeting).
As of March 17, 2017, the record date for the 2017 Annual Meeting,
there were 484,050,736 shares of common stock outstanding and
entitled to vote at the 2017 Annual Meeting. The Company solicited
proxies for the 2017 Annual Meeting to Section 14(a) of the
Securities Exchange Act of 1934.
its 2017 Annual Meeting of Stockholders (the 2017 Annual Meeting).
As of March 17, 2017, the record date for the 2017 Annual Meeting,
there were 484,050,736 shares of common stock outstanding and
entitled to vote at the 2017 Annual Meeting. The Company solicited
proxies for the 2017 Annual Meeting to Section 14(a) of the
Securities Exchange Act of 1934.
b.At the 2017 Annual Meeting, the stockholders of the Company:
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elected Kevin M. Charlton, Todd A. Dunn, Richard I.
Gilchrist, Jackson Hsieh, Diane M. Morefield, Sheli Z. Rosenberg, Thomas D. Senkbeil and Nicholas P. Shepherd to the board of directors of the Company (the “Board”); |
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ratified the selection of Ernst Young LLP as the Companys
independent registered public accounting firm for the fiscal year ending December 31, 2017; and |
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approved, on an advisory basis, the compensation of the
Company’s named executive officers. |
The results of the matters voted upon at the 2017 Annual Meeting
were as follows:
were as follows:
Proposal 1: Election of Directors as described in the Proxy
Statement
Statement
Proposal 1 considered at the 2017 Annual Meeting was the election
of eight directors to serve on the Board until the 2018 Annual
Meeting of Stockholders and until their respective successors are
duly elected and qualify.
of eight directors to serve on the Board until the 2018 Annual
Meeting of Stockholders and until their respective successors are
duly elected and qualify.
The nominees were elected with the following voting results:
Directors Voted For Votes Withheld Abstentions Broker Non-Votes
Kevin M. Charlton 232,981,841 159,339,700 – 35,022,934
Todd A. Dunn 251,497,427 140,824,114 – 35,022,934
Richard I. Gilchrist 319,070,366 73,251,175 – 35,022,934
Jackson Hsieh 384,091,859 8,229,682 – 35,022,934
Diane M. Morefield 337,061,262 55,260,279 – 35,022,934
Sheli Z. Rosenberg 232,959,046 159,362,495 – 35,022,934
Thomas D. Senkbeil 337,712,631 54,608,910 – 35,022,934
Nicholas P. Shepherd 249,617,231 142,704,310 – 35,022,934
Proposal 2: Ratification of the selection of Ernst Young LLP as the
Company’s Independent Registered Public Accounting Firm for the
year ended December 31, 2017 as described in the Proxy Statement.
Company’s Independent Registered Public Accounting Firm for the
year ended December 31, 2017 as described in the Proxy Statement.
Proposal 2 Voted For Votes Withheld Abstentions Broker Non-Votes
Ratification of Ernst Young 426,196,494 546,126 601,855 –
Proposal 3: Advisory vote to approve the compensation of the
Company’s named executive officers as described in the Proxy
Statement.
Company’s named executive officers as described in the Proxy
Statement.
Proposal 3 Voted For Votes Withheld Abstentions Broker Non-Votes
Advisory Executive
Compensation vote 345,800,020 44,150,081 2,371,435 35,022,939
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c.
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Not applicable.
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