TAUBMAN CENTERS, INC. (NYSE:TCO) Files An 8-K Submission of Matters to a Vote of Security Holders

TAUBMAN CENTERS, INC. (NYSE:TCO) Files An 8-K Submission of Matters to a Vote of Security Holders

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Item 5.07 Submission of Matters to a Vote of Security Holders

At the annual meeting of shareholders of Taubman Centers, Inc. (the
“Company”) on June 1, 2017, the Company’s shareholders voted on
the following four proposals.
The election of three director nominees to the Company’s Board of
Directors, each to serve until the 2020 annual meeting of
shareholders (Proposal 1);
To ratify the appointment of KPMG LLP as the Company’s independent
registered public accounting firm for the year ending December 31,
2017 (Proposal 2);
To approve (on an advisory basis) the compensation of the
Company’s named executive officers (Proposal 3); and
To approve (on an advisory basis) whether an advisory vote on the
compensation of the Company’s named executive officers should
occur every one, two or three years (Proposal 4).
A preliminary voting report was produced by the independent
inspector of elections, IVS Associates, Inc. (“IVS”), certifying
the preliminary voting results. These results are only preliminary
and are subject to change. The Company will file an amendment to
this Current Report on Form 8-K to disclose the final results after
they are certified by IVS. The preliminary results of the voting,
as reported by IVS, are shown below*:
Proposal 1 – Election of Directors
Nominees
Votes For
Votes Withheld
Broker
Non-Votes
Robert S. Taubman
48,342,329
537,489
41,009
Cia Buckley Marakovits
79,809,020
213,228
41,009
Myron E. Ullman, III
48,799,633
80,185
41,009
Charles Elson
31,051,942
90,488
41,009
Jonathan Litt
31,051,942
90,488
41,009
Proposal 2 – Ratification of Appointment of Independent Registered
Public Accounting Firm
Votes For
Votes Against
Abstain
79,700,838
309,452
52,967
Proposal 3 – Advisory Vote on Named Executive Officer Compensation
Votes For
Votes Against
Abstain
Broker
Non-Votes
77,778,410
2,125,860
117,978
41,009
Proposal 4 – Advisory Vote on the Frequency of an Advisory Vote on
Named Executive Officer Compensation
Once Every Year
Once Every Two Years
Once Every Three Years
Abstain
Broker
Non-Votes
78,034,560
425,049
1,400,576
162,063
41,009
*For Proposal 1, the three nominees receiving the most votes cast
were elected as directors. Proposals 2 and 3 required the
affirmative vote of 66% of the outstanding voting shares for
approval; the total outstanding voting shares as of the record
date, April 3, 2017, were 85,639,952 shares. For Proposal 4, the
option receiving the most votes was deemed to be the advisory
voting frequency.


About TAUBMAN CENTERS, INC. (NYSE:TCO)

Taubman Centers, Inc. is a self-administered and self-managed real estate investment trust (REIT). The Company’s segment is focused on owning, developing and managing regional shopping centers. The Taubman Realty Group Limited Partnership (TRG) is a partnership subsidiary of the Company that owns direct or indirect interests in all of its real estate properties. The Company’s portfolio of operating centers consists of approximately 19 urban and suburban shopping centers in over 10 states and Puerto Rico. The consolidated businesses consist of shopping centers and entities that are controlled by ownership or contractual agreements, The Taubman Company LLC (Manager), and Taubman Properties Asia LLC and its subsidiaries (Taubman Asia). Its centers are located in metropolitan areas, in communities, including Denver, Detroit, Los Angeles, Miami, Nashville, New York City, Orlando, Salt Lake City, San Francisco, San Juan, Sarasota, St. Louis, Tampa, and Washington, D.C.

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