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 17, 2012

 

 

Apple REIT Ten, Inc.

(Exact name of registrant as specified in its charter)

 

 

 

         
Virginia   000-54651   27-3218228

(State or other jurisdiction

of incorporation)

  (Commission File Number)  

(I.R.S. Employer

Identification Number)

 

     
814 East Main Street, Richmond, Virginia   23219
(Address of principal executive offices)   (Zip Code)

(804) 344-8121

(Registrant’s telephone number, including area code)

 

 

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))

 

 

 

 

Apple REIT Ten, Inc. (which is referred to below as the “Company”) is filing this report in accordance with Item 5.07 of Form 8-K.

 

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

On May 17, 2012, the Company held its Annual Meeting of Shareholders. At the Annual Meeting, shareholders considered: 1) the election of the five director nominees named in the proxy statement; 2) an advisory resolution to approve the compensation of the Company’s named executive officers; 3) on an advisory basis the frequency of future advisory votes on the compensation of the Company’s named executive officers; and 4) the ratification of the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for 2012. The Company’s shareholders voted as follows on these matters:

 

 

1. Shareholders elected the director nominee named in the proxy statement with the following votes:

 

                                 

NOMINEE

  FOR     WITHHELD         BROKER
NON-
VOTES
   
David J. Adams     9,896,237       340,499           36,858,929    
Kent W. Colton     9,874,748       361,988           36,858,929    
R. Garnett Hall, Jr.     9,873,673       363,063           36,858,929    
Anthony F. Keating     9,872,119       364,617           36,858,929    
Glade M. Knight     9,859,042       377,694           36,858,929    
                                     

 

 

 

2. Shareholders approved the advisory resolution to approve the compensation of the Company’s named executive officers with the following votes:

 

FOR

 

AGAINST

 

ABSTAIN

 

BROKER

NON-

VOTES

8,807,557   1,180,495   248,684   36,858,929

 

 

3. Shareholders voted on an advisory basis to hold future advisory votes on the compensation of the Company’s named executives as follows:

 

1 YEAR

 

2 YEARS

 

3 YEARS

 

ABSTAIN

 

BROKER

NON-

VOTES

9,029,957   406,185   447,633   352,961   36,858,929

 

 Based on the voting results shown above and other factors, the Company will hold an annual advisory vote on the compensation of named executive officers. The Company will continue to hold annual advisory votes until the Company’s Board of Directors decides to hold the next shareholder advisory vote on the frequency of advisory votes, which must occur at least once every six years.

 

 

4. The Company’s shareholders ratified the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2012.  This proposal received the following votes:

 

FOR

 

AGAINST

 

ABSTAIN

 

BROKER

NON-

VOTES

46,625,402   293,453   176,810   0

 


 

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.

 

     
Apple REIT Ten, Inc.
   
By:   /s/ Glade M. Knight
   

Glade M. Knight,

Chief Executive Officer

     
   

May 23, 2012