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)
June 4, 2013



Douglas Emmett, Inc.
(Exact name of registrant as specified in its charter)



Maryland
001-33106
20-3073047
(State or other jurisdiction of incorporation)
Commission file number
(I.R.S. Employer identification No.)

808 Wilshire Boulevard, Suite 200, Santa Monica, California     90401
(Address of principal executive offices)                           (Zip Code)

Registrant’s telephone number, including area code:    (310) 255-7700




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 Instruction A.2. below):
 
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))






Item 5.07 Submission of Matters to a Vote of Security Holders

The voting results for the matters submitted to a vote of our stockholders at our Annual Meeting of Stockholders held on June 4, 2013, which were described in detail in our proxy statement filed with the Securities and Exchange Commission on April 24, 2013, are as follows:

1. Election of directors to serve until the 2014 Annual Meeting of Stockholders:

 
 
For
 
Withheld/Abstained
Dan A. Emmett
 
122,642,526
 
5,689,578
Jordan L. Kaplan
 
126,324,852
 
2,007,252
Kenneth M. Panzer
 
112,868,589
 
15,463,515
Christopher H. Anderson
 
126,270,475
 
2,061,629
Leslie E. Bider
 
126,332,569
 
1,999,535
David T. Feinberg
 
125,505,598
 
2,826,506
Thomas E. O'Hern
 
127,062,614
 
1,269,490
William E. Simon, Jr.
 
126,484,297
 
1,847,807


2. Non-binding advisory vote approving 2012 executive compensation:

For
 
Against
 
Abstained
103,526,906
 
24,024,587
 
780,610

3. Ratification of the appointment of Ernst & Young LLP as our independent registered public accounting firm for 2013:

For
 
Against
 
Abstained
131,956,824
 
1,412,862
 
32,373



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.

 
 
DOUGLAS EMMETT, INC.
Dated:
June 4, 2013
By:
/s/ THEODORE E. GUTH
 
 
 
Theodore E. Guth
 
 
 
Chief Financial Officer