UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 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 7, 2012

 

STAG INDUSTRIAL, INC.

(Exact name of registrant specified in its charter)

 

Maryland

 

1-34907

 

27-3099608

(State or Other Jurisdiction

 

(Commission

 

(IRS Employer

Of Incorporation)

 

File Number)

 

Identification No.)

 

99 High Street, 28th Floor

Boston, Massachusetts 02110

(Address of principal executive offices, zip code)

 

Registrant’s telephone number, including area code: (617) 574-4777

 

Not applicable

(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:

 

o    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

o    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 



 

ITEM 5.07.          SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.

 

On May 7, 2012, STAG Industrial, Inc. (the “Company”) held its Annual Meeting of Stockholders. The matters on which the stockholders voted, in person or by proxy were:

 

(i)             for the election of six directors to hold office until the 2013 Annual Meeting of Stockholders and until their successors have been elected and qualified;

 

(ii)          the ratification of the appointment of the Company’s independent registered public accountants for the year ending December 31, 2012;

 

(iii)       the approval, by non-binding vote, of executive compensation; and

 

(iv)      the recommendation, by non-binding vote, of the frequency of execution compensation votes.

 

The six nominees were elected, the ratification of the appointment of the independent registered public accountants was approved, executive compensation was approved and one year was the frequency of executive compensation votes recommended by stockholders. The results of the voting were as follows:

 

Election of Directors:

 

Director

 

Votes For

 

Votes

Against

 

Votes

Withheld

 

Abstentions

 

Broker Non-

Votes

Benjamin S. Butcher

 

11,136,919

 

-0-

 

67,953

 

-0-

 

1,364,127

F. Alexander Fraser

 

11,004,351

 

-0-

 

200,521

 

-0-

 

1,364,127

Jeffrey D. Furber

 

11,181,489

 

-0-

 

23,383

 

-0-

 

1,364,127

Larry T. Guillemette

 

11,186,719

 

-0-

 

18,153

 

-0-

 

1,364,127

Francis X. Jacoby III

 

11,136,318

 

-0-

 

68,554

 

-0-

 

1,364,127

Hans S. Weger

 

11,186,719

 

-0-

 

18,153

 

-0-

 

1,364,127

 

Ratification of Appointment of Independent Registered Public Accountants:

 

Votes
For

 

Votes
Against

 

Abstentions

 

Broker Non-
Votes

 

12,539,373

 

23,766

 

5,860

 

-0-

 

 

Approval of Executive Compensation:

 

Votes
For

 

Votes
Against

 

Abstentions

 

Broker Non-
Votes

 

11,103,125

 

63,830

 

37,917

 

1,364,127

 

 

Recommendation of the Frequency of Executive Compensation Votes:

 

1 Year

 

2 Years

 

3 Years

 

Abstentions

 

Broker Non-
Votes

10,660,895

 

17,512

 

511,701

 

-0-

 

1,378,891

 

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SIGNATURES

 

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.

 

 

STAG INDUSTRIAL, INC.

 

 

 

 

 

 

 

By:

/s/ Kathryn Arnone

 

 

Kathryn Arnone

 

 

Executive Vice President, General Counsel

 

 

and Secretary

 

 

Dated: May 8, 2012

 

 

 

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