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 8, 2014

LIBERTY PROPERTY TRUST

LIBERTY PROPERTY LIMITED PARTNERSHIP

(Exact name of registrant specified in its charter)

Registrants’ telephone, including area code:    (610) 648-1700

(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 Instruction A.2. below):

o  Written communications pursuant to Rule 425 under the Section 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 5.02                                           Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

At the 2014 Annual Meeting of Shareholders held on May 8, 2014 (the “2014 Annual Meeting”), the shareholders of Liberty Property Trust (the “Trust”) approved an amendment and restatement of the Trust’s Amended and Restated Share Incentive Plan (the “Plan”) to extend the termination date of the Share Incentive Plan.

A description of the material terms of the Plan can be found in the section of the Definitive Proxy Statement on Schedule 14A filed by the Trust on April 7, 2014 entitled “Proposal 5 — Amendment of the Liberty Property Trust Amended and Restated Share Incentive Plan,” which is incorporated by reference into this Form 8-K.

The foregoing summary is qualified in its entirety by reference to the Plan, which is filed as Exhibit 99.1 to this Form 8-K and incorporated herein by reference.

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

On May 8, 2014, at the 2014 Annual Meeting, the shareholders of the Trust voted on (1) the election of seven trustees to hold office until 2015, (2) the amendment of the Trust’s Amended and Restated Declaration of Trust to increase the number of authorized shares of beneficial interest from 200,000,000 to 300,000,000, (3) an advisory vote to approve the compensation of the Trust’s named executive officers, (4) the ratification of the selection of Ernst & Young LLP as the Trust’s independent registered public accounting firm for 2014 and (5) the amendment and restatement of the Plan to extend the termination date of the Plan.  The voting results on these proposals were as follows:

Proposal 1.  Election of seven trustees to hold office until 2015.

Proposal 2.  Approval of the proposal to amend the Trust’s Amended and Restated Declaration of Trust to increase the number of authorized shares of beneficial interest from 200,000,000 to 300,000,000.

Proposal 3.  Advisory vote to approve the compensation of the Trust’s named executive officers.

Proposal 4.  Approval of the proposal to ratify the selection of Ernst & Young LLP as the Trust’s independent registered public accounting firm for 2014.

Proposal 5.  Approval of the proposal to amend and restate the Trust’s Amended and Restated Share Incentive Plan to extend the termination date of the Share Incentive Plan.

Item 9.01.                                        Financial Statements and Exhibits.

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, each Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Dated: May 12, 2014

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EXHIBIT INDEX

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