UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K/A
(Amendment No. 1)
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): March 17, 2016
INVENTRUST PROPERTIES CORP.
(Exact Name of Registrant as Specified in its Charter)
| Maryland | 000-51609 | 34-2019608 | ||
| (State or Other Jurisdiction of Incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
2809 Butterfield Road
Oak Brook, Illinois 60523
(Address of Principal Executive Offices)
(855) 377-0510
(Registrant’s Telephone Number, Including Area Code)
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)) |
Explanatory Note
This Form 8-K/A is being filed as an amendment to the Current Report on Form 8-K filed on December 21, 2015 (the “Original 8-K”) by InvenTrust Properties Corp. (the “Company”). The sole purpose of this amendment is to disclose the decision of the Company as to how frequently it will conduct future stockholder advisory votes regarding executive compensation in light of the vote of the Company’s stockholders on December 15, 2015. This Form 8-K/A does not otherwise amend the Original 8-K in any way.
Item 5.07. Submission of Matters to a Vote of Security Holders.
At its annual meeting of stockholders on December 15, 2015, the Company’s stockholders held an advisory vote to approve the preferred frequency of stockholder advisory votes on the compensation of the Company’s named executive officers (say-on-pay). As reported in the Original 8-K, the stockholders approved, on a non-binding, advisory basis, a three-year frequency for future say-on-pay advisory votes. Accordingly, the Company’s board of directors and compensation committee determined that the Company will hold a say-on-pay advisory vote every three years.
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 hereunto duly authorized.
| InvenTrust Properties Corp. | ||||
| Date: March 18, 2016 | By: | /s/ Scott W. Wilton | ||
| Name: | Scott W. Wilton | |||
| Title | Executive Vice President, General Counsel and Secretary | |||