Current Report Filing (8-k)
December 14 2018 - 2:20PM
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
Date of Report (Date of earliest event reported):
December
12, 2018
AMERICAN REALTY INVESTORS,
INC.
(Exact Name of Registrant as
Specified in its Charter)
Nevada
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001-15663
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75-2847135
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(State or other
jurisdiction of incorporation)
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(Commission
File No.)
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(I.R.S. Employer
Identification No.)
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1603 LBJ Freeway, Suite 800
Dallas, Texas
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75234
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(Address of principal executive offices)
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(Zip Code)
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Registrant’s telephone number, including area code
469-522-4200
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:
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¨
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Written communications pursuant to Rule 425 under the Securities
Act (17 CFR 230.425)
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¨
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act
(17 CFR 240.14a-12)
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¨
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Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
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¨
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Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
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Section
5 - Corporate Governance and Management
Item
5.07 - Submission of Matters to the Vote of Security Holders
On
December 12, 2018, the Annual Meeting of Stockholders of American Realty Investors, Inc. (“
ARL
” or the “
Issuer
”
or the “
Registrant
”) was held, following a solicitation of proxies, pursuant to a Notice of Annual Meeting
and related Proxy Statement, dated November 8, 2018, distributed in accordance with the requirements of Regulation 14A under the
Securities Exchange Act of 1934, as amended. On the record date of November 7, 2018, a total of 15,514,360 shares of Common Stock
were outstanding, with each share entitled to cast one vote.
At
the Annual Meeting, which involved the election of directors, the following named persons received the number of votes cast for,
against or withheld, as well as the number of abstention and broker non-votes:
Name
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No.
of Votes
For
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%
For
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No.
of Votes Withheld
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No.
of Votes Abstained
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Broker
Non-
Votes
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Henry
A. Butler
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14,590,348
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94.04%
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41,384
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-
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1,238,735
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Robert
A. Jakuszewski
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14,565,908
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93.89%
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65,824
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-
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1,238,735
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Ted
R. Munselle
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14,589,713
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94.04%
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42,019
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-
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1,238,735
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Raymond
D. Roberts, Sr.
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14,526,766
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93.63%
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104,966
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-
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1,238,735
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All
of the nominees named above, each of which is currently a director of the Registrant, were elected at such Annual Meeting.
The
only other matter presented at the Annual Meeting was the ratification of the appointment of Farmer, Fuqua & Huff, P.C. as
the independent registered public accounting firm for the Registrant for the fiscal year ending December 31, 2018, and any interim
period. A total of 15,684,131 votes were cast FOR, 165,801 votes were cast AGAINST, and 20,535 votes ABSTAINED from voting with
respect to such proposal. There were no broker non-votes.
The
Annual Meeting of the Board of Directors was held on the following day, December 13, 2018. At such meeting, Henry A. Butler was
reelected Chairman of the Board.
SIGNATURES
Pursuant to the requirements
of the Securities Exchange Act of 1934, the Registrant has duly caused this Current Report on Form 8-K to be signed on its behalf
by the undersigned, hereunto duly authorized.
Dated: December 14, 2018
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AMERICAN REALTY INVESTORS, INC.
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By:
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/s/ Gene S. Bertcher
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Gene
S. Bertcher
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Executive Vice President and
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Chief Financial Officer
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