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EX-99.1 - EXHIBIT 99.1 - Steadfast Apartment REIT, Inc.ex991q22017pressreleasestar.htm


 
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):
August 9, 2017
Steadfast Apartment REIT, Inc.
(Exact Name of Registrant as Specified in Charter)
 
 
 
 
 
 
 
 
 
 
Maryland
 
000-55428
 
36-4769184
(State or Other Jurisdiction
 
(Commission File Number)
 
(IRS Employer
of Incorporation)
 
 
 
Identification No.)
18100 Von Karman Avenue, Suite 500
Irvine, California 92612
(Address of Principal Executive Offices, including Zip Code)
Registrant’s telephone number, including area code: (949) 852-0700
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))
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 x
 
 
 
 
 
 
 
 
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. x
 





Item 2.02    Results of Operations and Financial Condition.
On August 11, 2017, Steadfast Apartment REIT, Inc. (the “Company”) issued an earnings release announcing its financial results for the three and six months ended June 30, 2017. A copy of the earnings release is being furnished as Exhibit 99.1 to this Current Report on Form 8-K.

The information contained in this Item 2.02, including the related information set forth in the earnings release attached hereto as Exhibit 99.1 and incorporated by reference herein, is being “furnished” and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by the specific reference in such filing.






Item 5.07    Submission of Matters to a Vote of Security Holders.
The Company held its annual meeting of stockholders (the “Annual Meeting”) on August 9, 2017. At the Annual Meeting, the holders of 25,484,979 shares of the Company’s common stock were present in person or represented by proxy, representing approximately 50.79% of the total number of shares entitled to vote at the meeting. The following are the voting results for each proposal presented to the Company’s stockholders at the Annual Meeting:
Proposal 1: Election of Directors
All of the director nominees were elected to serve until the next annual meeting of the Company’s stockholders and until their successors are elected and qualified. The voting results for each of the individuals nominated for election as directors were as follows:

Name
 
Votes For
 
Votes Withheld
G. Brian Christie
 
24,248,666
 
1,236,313
Rodney F. Emery
 
24,257,261
 
1,227,718
Ella S. Neyland
 
24,271,102
 
1,213,877
Thomas H. Purcell
 
24,265,497
 
1,219,482
Kerry D. Vandell
 
24,285,910
 
1,199,069

No broker non-votes were cast in the election of the director nominees.
Proposal 2: Ratification of the Appointment of Independent Registered Public Accounting Firm
The proposal to ratify the appointment of Ernst & Young LLP as the Company’s 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
24,413,513
 
172,243
 
899,223
No broker non-votes were cast in the ratification of the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2017.






Item 8.01 Other Events.

On August 9, 2017, the Company’s board of directors approved and authorized a daily distribution to stockholders of record as of the close of business on each day for the period commencing on October 1, 2017 and ending on December 31, 2017. The distributions will be equal to $0.002466 per share of the Company’s common stock per day. The distributions for each record date in October 2017, November 2017 and December 2017 will be paid in November 2017, December 2017 and January 2018, respectively. The distributions will be payable to stockholders from legally available funds therefor.





Item 9.01    Financial Statements and Exhibits.
(d) Exhibits.
Exhibits
Description
 
 
 
 
 
 
 
 
99.1
Earnings Release, dated August 11, 2017









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.

 
 
STEADFAST APARTMENT REIT, INC.
 
 
 
 
 
 
 
 
Date:
August 11, 2017
By:
/s/ Kevin Keating
 
 
 
Kevin Keating
 
 
 
Treasurer