Whitestone REIT (NYSE:WSR) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

ME Staff 8-k

8 years ago

Whitestone REIT (NYSE:WSR) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

Item 5.02. Departure of Directors or Certain Officers; Election
of Directors; Appointment of Certain Officers; Compensatory
Arrangements of Certain Officers.

The Board of Trustees (the Board) of Whitestone REIT (the Company)
previously approved, subject to stockholder approval, the Companys
2018 Long-Term Equity Incentive Ownership Plan (the 2018 Plan). The
2018 Plan provides for the issuance of up to 3,433,831 of the
Companys common shares and OP Units to awards under the 2018 Plan.
The 2018 Plan will become effective on July 30, 2018, which is the
day after the Companys 2008 Long-Term Equity Incentive Ownership
Plan expires. At the Companys annual meeting of shareholders (the
Annual Meeting) on May 11, 2017, the Companys shareholders voted to
approve the 2018 Plan. The 2018 Plan is described in more detail in
the Companys Definitive Proxy Statement on Schedule 14A filed with
the Securities and Exchange Commission on March 30, 2017 (the Proxy
Statement). The description of the 2018 Plan herein is qualified in
its entirety by reference to the 2018 Plan, a copy of which is
attached as Exhibit 10.1 to this Current Report on Form 8-K and is
incorporated herein by reference.

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

At the Annual Meeting, the Companys shareholders voted on each of
the proposals presented, which are described in more detail in the
Proxy Statement. Holders of 25,319,494 shares of the Companys
common shares were present in person or represented by proxy at the
Annual Meeting.

The following are the voting results on each proposal presented
to the Company’s shareholders at the Annual Meeting:

Proposal 1: Election of Trustee

The following individual was elected as a trustee to serve until
the 2020 annual meeting of shareholders and until his successor is
duly elected and qualified. The following votes were taken in
connection with this proposal:



Trustee	Votes For	Votes Withheld	Broker Non-Votes
Donald F. Keating	13,731,108	3,597,041	7,991,345

Jack L. Mahaffey and James C. Mastandrea will continue to hold
office until the 2018 annual meeting of shareholders and Paul T.
Lambert and David F. Taylor will continue to hold office until the
2019 annual meeting of shareholders.

Proposal 2: Approval of the 2018 Plan

The 2018 Plan was approved. The following votes were taken in
connection with this proposal:



Votes For	Votes Against	Abstentions	Broker Non-Votes
10,102,294	6,960,135	265,720	7,991,345

Proposal 3: Advisory Vote on Executive Compensation

An advisory resolution to approve executive compensation, as
described in the Proxy Statement, was not approved. The following
votes were taken in connection with this proposal:



Votes For	Votes Against	Abstentions	Broker Non-Votes
7,340,780	9,684,415	302,954	7,991,345

Proposal 4: Advisory Vote on the Frequency of the Advisory Vote on
Executive Compensation

An advisory resolution on the frequency of advisory votes on
executive compensation once every year was approved. The following
votes were taken in connection with this proposal:



One Year	Two Years	Three Years	Abstentions	Broker Non-Votes
10,267,048	363,905	6,347,546	349,650	7,991,345

Proposal 5: Ratification of the Selection of the Independent
Registered Public Accounting Firm

The proposal to ratify the selection of Pannell Kerr Forster of
Texas, P.C. as the Companys independent registered public
accounting firm for the fiscal year ending December 31, 2017 was
approved. The following votes were taken in connection with this
proposal:



Votes For	Votes Against	Abstentions
24,689,947	415,190	214,357

Item 8.01. Other Events.

On May 11, 2017, in connection with the election of a trustee
described in Item 5.07 above and the decision by Mr. Daryl J.
Carter not to stand for re-election at the Annual Meeting, the
Board reduced the size of the Board from six to five trustees in
accordance with the Companys declaration of trust and bylaws, as
amended.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits



Exhibit No.		Description

10.1		2018 Long-Term Equity Incentive Ownership Plan

About Whitestone REIT (NYSE:WSR)
Whitestone REIT is a real estate investment trust. The Company owns, manages and redevelops retail properties, which are referred to as Community Centered Properties. As of June 30, 2016, the Company owned and operated 69 commercial properties consisting of 47 retail properties containing approximately 4.1 million square feet of gross leasable area; four office properties containing approximately 0.5 million square feet of gross leasable area, and 10 office/flex properties containing approximately 1.1 million square feet of gross leasable area. As of June 30, 2016, its redevelopment portfolio included two retail properties containing approximately 0.1 million square feet of gross leasable area and six parcels of land held for future development. The Company’s properties include Gilbert Tuscany Village property, Quinlan Crossing, Davenport Village and City View Village. Its properties are principally located in Austin, Dallas-Fort Worth, Houston, San Antonio and Phoenix. Whitestone REIT (NYSE:WSR) Recent Trading Information
Whitestone REIT (NYSE:WSR) closed its last trading session down -0.13 at 12.04 with 391,426 shares trading hands.