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 15, 2016

Cole Office & Industrial REIT (CCIT II), Inc.
(Exact Name of Registrant as Specified in Its Charter)
 
 
 
 
 
 
 
 
 
 
Maryland
 
000-55436
 
46-2218486
(State or other jurisdiction of incorporation or organization)
 
(Commission File Number)
 
(I.R.S. Employer
Identification No.)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
2325 East Camelback Road, Suite 1100, Phoenix, Arizona 85016
(Address of principal executive offices)
(Zip Code)
 
(602) 778-8700
(Registrant’s telephone number, including area code)
 
None
(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:

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

Cole Office & Industrial REIT (CCIT II), Inc. (the “Company”) held its 2016 Annual Meeting of Stockholders (the “Annual Meeting”) on June 15, 2016. All nominees standing for election as directors were elected to serve until the 2017 Annual Meeting of Stockholders and until their successors are duly elected and qualify, and the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2016 was ratified.
The following is a brief description of each matter voted upon at the Annual Meeting and a statement of the number of votes cast for or against and the number of abstentions and broker non-votes with respect to each matter, as applicable.

Proposal No. 1 The Election of Three Directors to Hold Office Until the 2017 Annual Meeting of Stockholders and Until Their Successors are Duly Elected and Qualify

Proposal 1 considered at the Annual Meeting was the election of three directors for a one-year term to serve until the 2017 annual meeting of stockholders and until their respective successors are duly elected and qualify.  Pursuant to the Company’s charter, the affirmative vote of a majority of all shares entitled to vote that are present in person or by proxy at the Annual Meeting is necessary for the election of a director.
All of the director nominees as listed in the proxy statement were elected as follows:
Nominee
 
Votes For
 
Votes Against
 
Abstentions
 
Broker Non-Votes
Glenn J. Rufrano
 
24,105,946
 
270,589
 
962,524
 
801,553
James F. Risoleo
 
24,145,500
 
271,918
 
921,641
 
801,553
P. Anthony Nissley
 
24,106,987
 
248,280
 
983,792
 
801,553
Proposal No. 2 The Ratification of the Appointment of Deloitte & Touche LLP as the Company’s Independent Registered Public Accounting Firm for the Fiscal Year Ending December 31, 2016

  Proposal 2 considered at the Annual Meeting was the ratification of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2016.  Proposal 2 required the affirmative vote of a majority of the votes cast at the Annual Meeting in order to pass.
The Company’s stockholders of record ratified the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2016 as follows:
Votes For
 
Votes Against
 
Abstentions
Broker Non-Votes
25,012,239
 
290,712
 
837,661

No other proposals were submitted to a vote of the Company’s stockholders at the Annual Meeting.







SIGNATURE

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


Dated: June 20, 2016
COLE OFFICE & INDUSTRIAL REIT (CCIT II), INC.
 
By:
/s/ Michael J. Bartolotta
 
 
Name:
Michael J. Bartolotta
 
 
Title:
Interim Chief Financial Officer and Treasurer
 
 
 
Principal Financial Officer