8-K

 

 

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):

April 29, 2015

 

 

DCT INDUSTRIAL TRUST INC.

(Exact Name of Registrant as Specified in Charter)

 

 

 

Maryland   001-33201   82-0538520

(State or Other Jurisdiction

of Incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

 

518 17th Street, Suite 800

Denver, CO

  80202
(Address of Principal Executive offices)   (Zip Code)

Registrant’s telephone number, including area code: (303) 597-2400

 

 

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.):

 

¨ 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))

 

 

 


Item 5.07 Submission of Matters to a Vote of Security Holders.

On April 29, 2015, DCT Industrial Trust Inc. (the “Company”) held its annual meeting of stockholders in Denver, Colorado (the “Annual Meeting”). As of the record date, there were a total of 88,290,608 shares of the Company’s common stock outstanding and entitled to vote at the Annual Meeting. The following is a brief description of each matter voted upon at the Annual Meeting and a statement of the number of votes cast for or against and the number of abstentions and broker non-votes with respect to each matter, as applicable.

(a) Votes regarding the election of the persons named below as directors for a term expiring at the annual meeting of stockholders in 2016 and until their respective successors have been duly elected and qualified or until their earlier resignation or removal, were as follows:

 

Names of Directors

   For      Against      Abstain      Broker Non-Votes  

Thomas G. Wattles

     75,225,282         671,673         44,666         3,931,949   

Philip L. Hawkins

     75,637,073         259,683         44,865         3,931,949   

Marilyn A. Alexander

     75,562,093         336,987         42,541         3,931,949   

Thomas F. August

     75,676,823         220,084         44,714         3,931,949   

John S. Gates, Jr.

     75,674,981         221,012         45,628         3,931,949   

Raymond B. Greer

     75,675,819         221,514         44,288         3,931,949   

Tripp H. Hardin

     72,804,212         3,092,944         44,465         3,931,949   

John C. O’Keeffe

     75,512,557         384,813         44,251         3,931,949   

Bruce L. Warwick

     75,675,953         222,134         43,534         3,931,949   

Based on the votes set forth above, each of the foregoing persons was duly elected to serve as a director for a term expiring at the annual meeting of stockholders in 2016 and until his or her respective successor has been duly elected and qualified or until his or her earlier resignation or removal.

(b) Votes regarding a non-binding, advisory resolution approving the compensation of the Company’s named executive officers, were as follows:

 

For    Against    Abstain    Broker Non-Votes
74,379,256    1,489,843    75,522    3,931,949

Based on the votes set forth above, the non-binding, advisory resolution approving the compensation of the Company’s named executive officers was approved by the Company’s stockholders.

(c) Votes regarding the ratification of the audit committee’s appointment of Ernst & Young LLP as independent registered public accounting firm for 2015, were as follows:

 

For    Against    Abstain
79,776,432    51,537    45,601

Based on the votes set forth above, the appointment of Ernst & Young LLP as the independent registered public accounting firm of the Company to serve for the fiscal year ending December 31, 2015 was duly ratified by the Company’s stockholders.


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.

 

Dated: May 5, 2015 DCT INDUSTRIAL TRUST INC.
By:

/s/ John G. Spiegleman

Name: John G. Spiegleman
Title: Executive Vice President and General Counsel