Current Report Filing (8-k)
May 05 2017 - 4:34PM
Edgar (US Regulatory)
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 4, 2017
Welltower Inc.
(Exact
name of registrant as specified in its charter)
|
|
|
|
|
Delaware
|
|
1-8923
|
|
34-1096634
|
(State or other jurisdiction
|
|
(Commission
|
|
(IRS Employer
|
of incorporation)
|
|
File Number)
|
|
Identification No.)
|
|
|
|
4500 Dorr Street, Toledo, Ohio
|
|
43615
|
(Address of principal executive offices)
|
|
(Zip Code)
|
Registrants telephone number, including area code:
(419) 247-2800
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:
☐
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))
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.
The Annual Meeting of Shareholders (the Annual Meeting) of Welltower Inc. (the Company) was held on May 4, 2017 in
Toledo, Ohio. The voting results for each of the proposals submitted to a vote of the shareholders at the Annual Meeting are set forth below.
Proposal #1 Election of ten directors to hold office until the next annual meeting of shareholders and until their respective
successors have been duly elected and qualified:
|
|
|
|
|
|
|
|
|
Nominee
|
|
For
|
|
Against
|
|
Abstentions
|
|
Broker Non-Votes
|
Kenneth J. Bacon
|
|
280,953,395
|
|
5,164,801
|
|
436,932
|
|
44,991,393
|
Thomas J.
DeRosa
|
|
284,603,130
|
|
1,523,009
|
|
428,989
|
|
44,991,393
|
Jeffrey H.
Donahue
|
|
279,372,115
|
|
6,749,870
|
|
433,143
|
|
44,991,393
|
Fred S.
Klipsch
|
|
284,264,708
|
|
1,843,936
|
|
446,484
|
|
44,991,393
|
Geoffrey G.
Meyers
|
|
285,034,276
|
|
1,085,811
|
|
435,041
|
|
44,991,393
|
Timothy J.
Naughton
|
|
258,939,755
|
|
27,182,039
|
|
433,334
|
|
44,991,393
|
Sharon M.
Oster
|
|
278,761,979
|
|
7,394,803
|
|
398,346
|
|
44,991,393
|
Judith C.
Pelham
|
|
285,689,385
|
|
444,557
|
|
421,186
|
|
44,991,393
|
Sergio D.
Rivera
|
|
285,718,760
|
|
396,796
|
|
439,572
|
|
44,991,393
|
R. Scott Trumbull
|
|
274,602,177
|
|
11,507,887
|
|
445,064
|
|
44,991,393
|
Each of the directors was elected at the Annual Meeting.
Proposal #2 Ratification of the appointment of Ernst & Young LLP as independent registered public accounting firm for the
fiscal year 2017:
|
|
|
|
|
|
|
For
|
|
Against
|
|
Abstentions
|
|
Broker Non-Votes
|
326,973,833
|
|
3,639,330
|
|
933,358
|
|
0
|
This proposal was approved at the Annual Meeting.
Proposal #3 Advisory vote to approve executive compensation as disclosed in the proxy statement for the Annual Meeting pursuant to the
compensation disclosure rules of the Securities and Exchange Commission:
|
|
|
|
|
|
|
For
|
|
Against
|
|
Abstentions
|
|
Broker Non-Votes
|
275,539,780
|
|
10,055,734
|
|
959,614
|
|
44,991,393
|
This proposal was approved at the Annual Meeting.
Proposal #4 Advisory vote on the frequency of advisory votes on executive compensation:
|
|
|
|
|
|
|
|
|
1 Year
|
|
2 Years
|
|
3 Years
|
|
Abstentions
|
|
Broker Non-Votes
|
244,193,567
|
|
504,875
|
|
41,274,384
|
|
582,302
|
|
44,991,393
|
A majority of shareholders voted for 1 Year. Based on these results, and consistent with the
Companys recommendation, the Companys Board of Directors has determined that the Company will hold an advisory vote on executive compensation every year until the next required vote on the frequency of such votes.
SIGNATURE
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.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
WELLTOWER INC.
|
|
|
|
|
|
|
|
|
By:
|
|
/s/ MATTHEW MCQUEEN
|
|
|
|
|
|
|
|
|
Name:
|
|
Matthew McQueen
|
|
|
|
|
|
|
|
|
Title:
|
|
Senior Vice President General Counsel
& Corporate Secretary
|
Date: May 5, 2017
Welltower OP (NYSE:WELL)
Historical Stock Chart
From Aug 2024 to Sep 2024
Welltower OP (NYSE:WELL)
Historical Stock Chart
From Sep 2023 to Sep 2024