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 27, 2014
AVIV REIT, INC.
(Exact Name of Registrant as Specified in Charter)
| Maryland | 001-35841 | 27-3200673 | ||
| (State or Other Jurisdiction of Incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
| 303 W. Madison Street, Suite 2400 Chicago, Illinois |
60606 | |
| (Address of Principal Executive Offices) | (Zip Code) |
Registrant’s telephone number, including area code: (312) 855-0930
N/A
(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)) |
Item 5.07. Submission of Matters to a Vote of Security Holders.
Aviv REIT, Inc. (the “Company”) held its 2014 Annual Meeting of Stockholders on May 27, 2014. At the Annual Meeting, the stockholders (i) elected the director nominees listed below each to serve for a term expiring at the 2015 Annual Meeting of Stockholders and until their successors are duly elected and qualify; (ii) ratified the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for 2014; (iii) approved, on a non-binding advisory basis, the compensation of the Company’s named executive officers; and (iv) approved, on a non-binding advisory basis, the frequency of once every year for future advisory votes on the compensation of the Company’s named executive officers.
The following is a summary of the final voting results for each matter presented to the stockholders:
Item 1. Election of Directors
| Shares For | Shares Withheld | Broker Non-Votes | ||||||||||
| Craig M. Bernfield | 33,917,828 | 684,858 | 2,132,315 | |||||||||
| Norman R. Bobins | 33,780,435 | 822,251 | 2,132,315 | |||||||||
| Michael W. Dees | 31,570,798 | 3,031,888 | 2,132,315 | |||||||||
| Alan E. Goldberg | 34,370,456 | 232,230 | 2,132,315 | |||||||||
| Susan R. Lichtenstein | 33,987,234 | 615,452 | 2,132,315 | |||||||||
| Mark B. McClellan, M.D. | 30,960,607 | 3,642,079 | 2,132,315 | |||||||||
| Sharon O’Keefe | 31,022,238 | 3,580,448 | 2,132,315 | |||||||||
| Mark J. Parrell | 34,407,285 | 195,401 | 2,132,315 | |||||||||
| Ben W. Perks | 34,406,683 | 196,003 | 2,132,315 | |||||||||
| James H. Roth | 34,408,087 | 194,599 | 2,132,315 | |||||||||
| J. Russell Triedman | 30,912,971 | 3,689,715 | 2,132,315 | |||||||||
Item 2. Ratification of Appointment of Independent Registered Public Accounting Firm
| Shares For |
Shares Withheld | Abstain | ||
| 36,462,322 | 255,459 | 17,220 |
Item 3. Advisory Vote on Named Executives Officer Compensation
| Shares For |
Shares Against | Abstain | Broker Non-Votes | |||
| 34,522,740 | 52,097 | 27,849 | 2,132,315 |
Item 4. Advisory Vote on the Frequency of Future Votes on Named Executive Officer Compensation
| One Year |
Two Years | Three Years | Abstain | Broker Non-Votes | ||||
| 34,070,618 | 6,860 | 496,741 | 28,467 | 2,132,315 |
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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.
| Date: May 30, 2014 | AVIV REIT, INC. | |||||
| By: | /s/ Samuel H. Kovitz | |||||
| Name: | Samuel H. Kovitz | |||||
| Title: | Executive Vice President, General Counsel and Secretary | |||||
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