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): July 16, 2014
Resource Real Estate Opportunity REIT, Inc.
(Exact name of registrant as specified in its charter)
Commission file number 000-54369
| Maryland | 27-0331816 | |
| (State or other jurisdiction of incorporation or organization) |
(I.R.S. Employer Identification No.) |
1845 Walnut Street, 18th Floor, Philadelphia, PA 19103
(Address of principal executive offices) (Zip code)
(215) 231-7050
(Registrant’s telephone number, including area code)
(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 following obligation of the registrant under any of the following provisions:
| ¨ | Written communications pursuant to Rule 425 under the securities Act (17CFR 230.425) |
| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR240.14a-12) |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR240.14d-2(b)) |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR240.13e-4(c)) |
| Item 5.07. | Submission of Matters to a Vote of Security Holders |
On July 16, 2014, Resource Real Estate Opportunity REIT, Inc. (the “Company”) held its annual meeting of stockholders at 1845 Walnut Street, 18th Floor, Philadelphia, Pennsylvania. The matters submitted to the stockholders for a vote were (i) the election of five directors to hold office until the next annual meeting of the stockholders and until their successors are elected and qualified, and (ii) a proposal to amend and restate the Company’s charter.
The nominees submitted for election as directors were Jonathan Z. Cohen, Alan F. Feldman, Gary Lichtenstein, Lee F. Shlifer, and Andrew Ceitlin. The number of votes cast for and the number of votes withheld for each of the director nominees were as follows:
| Name |
Votes For | Votes Withheld | ||||||
| Jonathan Z. Cohen |
32,513,947.62 | 1,799,188.16 | ||||||
| Alan F. Feldman |
32,509,011.10 | 1,804,124.68 | ||||||
| Gary Lichtenstein |
32,392,049.66 | 1,921,086.11 | ||||||
| Lee F. Shlifer |
32,492,473.36 | 1,820,662.42 | ||||||
| Andrew Ceitlin |
32,529,537.01 | 1,783,598.77 | ||||||
All of the nominees were elected to serve as directors until the next annual meeting of the stockholders and until their successors are duly elected and qualified.
The following are the voting results with respect to the proposal to amend and restate the Company’s charter (the proposal below is described in detail in the proxy statement related to the annual meeting of stockholders):
| Votes For |
Votes Against |
Abstain | ||
| 31,480,784.21 | 609,287.71 | 2,223,063.86 |
The Company’s stockholders did not approve the proposed amendment and restatement of the Company’s charter. Although a majority of the shares that were present to vote at the annual meeting voted to approve the amended and restated charter, the proposal did not pass because it did not receive an affirmative vote from a majority of the Company’s outstanding shares of common stock.
SIGNATURE
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.
| RESOURCE REAL ESTATE OPPORTUNITY REIT, INC. | ||||||
| Dated: July 22, 2014 | By: | /s/ Alan F. Feldman | ||||
| Alan F. Feldman | ||||||
| Chief Executive Officer | ||||||
| (Principal Executive Officer) | ||||||