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 11, 2020
nuveen
Nuveen Global Cities REIT, Inc.
(Exact name of Registrant as Specified in Its Charter)
| Maryland | 333-222231 | 82-1419222 | ||
| (State or Other Jurisdiction of Incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) | ||
| 730 Third Avenue, 3rd Floor New York, NY |
10017 | |||
| (Address of Principal Executive Offices) | (Zip Code) | |||
Registrant’s Telephone Number, Including Area Code: (212) 490-9000
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 (see General Instructions A.2. below):
| ☐ | 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)) |
Securities registered pursuant to Section 12(b) of the Act: None.
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 ☒
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. ☒
Item 5.07 Submission of Matters to a Vote of Security Holders.
On May 7, 2020, Nuveen Global Cities REIT, Inc. (the “Company”) held its 2020 annual meeting of stockholders (the “Annual Meeting”). Stockholders representing 30,354,505 shares, or 80.60% of the outstanding shares of the Company’s common stock, $0.01 par value per share, as of March 25, 2020, were present in person or were represented at the Annual Meeting by proxy.
The purpose of the Annual Meeting was to consider and vote upon the following two proposals:
| 1. | To elect seven individuals to the board of directors for the ensuing year and until their respective successors are elected and qualify; and |
| 2. | To ratify the appointment of PricewaterhouseCoopers LLP as the Company’s independent public registered accounting firm for the year ending December 31, 2020. |
At the Annual Meeting, the stockholders elected all seven director nominees and ratified the appointment of PricewaterhouseCoopers LLP. The votes cast with respect to each proposal were as follows:
| Votes For | Votes Withheld |
|||||||
| Proposal 1: Election of Directors |
||||||||
| Michael J.L. Sales |
30,323,091.67 | 31,414.20 | ||||||
| Michael A. Perry |
30,333,953.30 | 20,552.57 | ||||||
| John L. MacCarthy |
30,333,953.30 | 20,552.57 | ||||||
| Donna Brandin |
30,337,096.56 | 17,409.31 | ||||||
| John R. Chandler |
30,333,953.30 | 20,552.57 | ||||||
| Steven R. Hash |
30,329,835.43 | 24,670.43 | ||||||
| Robert E. Parsons, Jr. |
30,333,953.30 | 20,552.57 | ||||||
| Votes For | Votes Against |
Abstentions | ||||||||||
| Proposal 2: Ratification of Appointment of PricewaterhouseCoopers LLP |
30,337,008.52 | 2,803.74 | 14,693.61 | |||||||||
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 thereunto duly authorized.
| Nuveen Global Cities REIT, Inc. | ||||||
| Date: May 11, 2020 | By: | /s/ James E. Sinople | ||||
| James E. Sinople Chief Financial Officer and Treasurer | ||||||