Document



UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
 

FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of report (Date of earliest event reported) May 31, 2018
Pennsylvania Real Estate Investment Trust
(Exact Name of Registrant as Specified in its Charter)
 
 
 
 
 
Pennsylvania
 
1-6300
 
23-6216339
(State or Other Jurisdiction
of Incorporation or Organization)
 
(Commission
File Number)
 
(IRS Employer
Identification No.)
 
 
 
The Bellevue, 200 S. Broad Street
Philadelphia, Pennsylvania
 

19102
(Address of Principal Executive Offices)
 
(Zip Code)
Registrant's telephone number, including area code: (215) 875-0700


(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
 
¨
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
¨
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
¨
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
¨
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))


Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company o

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o
 






Item 5.07 Submission Of Matters To A Vote Of Security Holders

On May 31, 2018, Pennsylvania Real Estate Investment Trust (the “Company”) held its Annual Meeting of Shareholders. The following matters were submitted to a vote of shareholders at the Annual Meeting and the voting results were as follows:

1.    The Company’s shareholders elected the following nominees as trustees, each to hold office until the Annual Meeting of Shareholders to be held in 2019 and until their respective successors have been duly elected and have qualified, by the vote set forth below:
 
 
 
 
Nominee
Votes For
Withheld
Broker Non-Votes
George J. Alburger, Jr.
46,761,874
1,232,124
15,392,771
Joseph F. Coradino
44,897,144
3,096,854
15,392,771
Michael J. DeMarco
44,212,358
3,781,640
15,392,771
JoAnne A. Epps
46,733,205
1,260,793
15,392,771
Leonard I. Korman
42,649,487
5,344,511
15,392,771
Mark E. Pasquerilla
41,227,895
6,766,103
15,392,771
Charles P. Pizzi
46,593,561
1,400,437
15,392,771
John J. Roberts
44,609,550
3,384,448
15,392,771

2.    The Company’s shareholders approved, on an advisory basis, the Company’s executive compensation as disclosed in the Proxy Statement, as follows:

 
 
 
 
Votes For
Votes Against
Abstentions
Broker Non-Votes
41,352,958
5,474,492
1,166,548
15,392,771

3.    The Company’s shareholders approved the Pennsylvania Real Estate Investment Trust 2018 Equity Incentive Plan, as follows:
 
 
 
 
Votes For
Votes Against
Abstentions
Broker Non-Votes
45,131,865
1,751,994
1,110,139
15,392,771

4.    The Company’s shareholders approved the Pennsylvania Real Estate Investment Trust Employee Share Purchase Plan, as follows:

 
 
 
 
Votes For
Votes Against
Abstentions
Broker Non-Votes
46,202,631
732,394
1,058,973
15,392,771

5.    The Company’s shareholders ratified the Audit Committee’s selection of KPMG LLP as the Company’s independent auditors for 2018, as follows:

 
 
 
For
Against
Abstain
60,500,889
1,312,847
1,573,033






Item 9.01 Financial Statements and Exhibits

(d) Exhibits

Exhibit No.
 
Description
 
 
 
10.1
 
10.2
 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
 
 
 
 
 
 
 
 
 
 
 
 
PENNSYLVANIA REAL ESTATE INVESTMENT TRUST
 
 
 
Date: June 1, 2018
 
By:
 
/s/ Lisa M. Most
 
 
 
 
Lisa M. Most
 
 
 
 
Senior Vice President, Secretary and General Counsel