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 8, 2014
CORPORATE OFFICE PROPERTIES TRUST
CORPORATE OFFICE PROPERTIES, L.P.
(Exact name of registrant as specified in its charter)
Corporate Office Properties Trust | Maryland | 1-14023 | 23-2947217 | |||
(State or other jurisdiction of | (Commission File | (IRS Employer | ||||
incorporation or organization) | Number) | Identification No.) | ||||
Corporate Office Properties, L.P. | Delaware | 333-189188 | 23-2930022 | |||
(State or other jurisdiction of | (Commission File | (IRS Employer | ||||
incorporation or organization) | Number) | Identification No.) | ||||
6711 Columbia Gateway Drive, Suite 300
Columbia, Maryland 21046
(Address of principal executive offices)
(443) 285-5400
(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 (see General Instruction A.2 below):
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 8, 2014, Corporate Office Properties Trust (the “Registrant”) held its Annual Meeting of Shareholders. At such meeting, the shareholders voted on proposals relating to:
• | the election of nine trustees, each for a one-year term; |
• | the ratification of the appointment of PricewaterhouseCoopers LLP as the Registrant’s independent registered public accounting firm for the current fiscal year; and |
• | advisory vote to approve the compensation of the Registrant’s named executive officers as disclosed in its proxy statement filed on March 27, 2014. |
The voting results at the meeting were as follows:
Proposal 1: Election of Trustees
Name of Nominee | Shares For | Shares Against | Shares Withheld | Broker Non-Votes | ||||||||
Thomas F. Brady | 77,394,619 | 700,620 | 14,691 | 3,148,636 | ||||||||
Robert L. Denton | 77,315,313 | 780,436 | 14,181 | 3,148,636 | ||||||||
Philip L. Hawkins | 78,007,620 | 88,376 | 13,934 | 3,148,636 | ||||||||
Elizabeth A. Hight | 77,590,855 | 504,024 | 15,051 | 3,148,636 | ||||||||
David M. Jacobstein | 77,664,804 | 430,035 | 15,091 | 3,148,636 | ||||||||
Stephen D. Kesler | 77,450,460 | 645,289 | 14,181 | 3,148,636 | ||||||||
C. Taylor Pickett | 78,011,611 | 84,136 | 14,183 | 3,148,636 | ||||||||
Richard Szafranski | 77,644,528 | 450,221 | 15,181 | 3,148,636 | ||||||||
Roger A. Waesche, Jr. | 77,911,288 | 178,011 | 20,631 | 3,148,636 | ||||||||
Votes Cast | |||||||||||
For | Against | Abstain | Broker Non-Votes | ||||||||
Proposal 2: Ratification of the Appointment of PricewaterhouseCoopers LLP as Independent Registered Public Accounting Firm for the Current Fiscal Year | 80,905,261 | 335,231 | 18,074 | N/A | |||||||
Votes Cast | ||||||||||||
For | Against | Abstain | Broker Non-Votes | |||||||||
Proposal 3: Advisory Vote to Approve Compensation of Named Executive Officers | 69,386,389 | 8,681,687 | 41,854 | 3,148,636 | ||||||||
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrants have duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
CORPORATE OFFICE PROPERTIES TRUST | CORPORATE OFFICE PROPERTIES, L.P. | ||
By: Corporate Office Properties Trust, | |||
its General Partner | |||
/s/ Stephen E. Riffee | /s/ Stephen E. Riffee | ||
Stephen E. Riffee | Stephen E. Riffee | ||
Executive Vice President and Chief Financial Officer | Executive Vice President and Chief Financial Officer | ||
Dated: | May 13, 2014 | Dated: | May 13, 2014 |