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): January 30, 2018
KBS REAL ESTATE INVESTMENT TRUST II, INC.
(Exact Name of Registrant as Specified in Its Charter)
______________________________________________________
Maryland | 000-53649 | 26-0658752 | ||
(State or Other Jurisdiction of Incorporation or Organization) | (Commission File Number) | (I.R.S. Employer Identification No.) | ||
800 Newport Center Drive, Suite 700
Newport Beach, California 92660
(Address of principal executive offices)
Registrant’s telephone number, including area code: (949) 417-6500
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))
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ¨
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨
ITEM 5.07 SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
On January 30, 2018, KBS Real Estate Investment Trust II, Inc. (the “Company”) held its annual meeting of stockholders at the offices of KBS, 800 Newport Center Drive, First Floor, Suite 140 Conference Center, Newport Beach, California 92660. At the annual meeting, the Company’s stockholders voted in person or by proxy on (1) the election of the following individuals to the board of directors: Charles J. Schreiber, Jr., Peter McMillan III, Barbara R. Cambon, Jeffrey A. Dritley and Stuart A. Gabriel, Ph.D.; and (2) the ratification of the appointment of Ernst & Young LLP (“E&Y”) as the Company’s independent registered public accounting firm for the year ended December 31, 2017.
All of the director nominees were elected. The number of votes cast for and votes withheld from each of the director nominees and the number of broker non-votes were as follows:
Name | Votes For | Votes Withheld | Broker Non-Votes | ||||||
Charles J. Schreiber, Jr. | 62,827,010 | 2,903,496 | 33,516,721 | ||||||
Peter McMillan III | 62,903,491 | 2,827,015 | 33,516,721 | ||||||
Barbara R. Cambon | 62,817,133 | 2,913,373 | 33,516,721 | ||||||
Jeffrey A. Dritley | 62,810,971 | 2,919,535 | 33,516,721 | ||||||
Stuart A. Gabriel, Ph.D. | 62,899,695 | 2,830,811 | 33,516,721 | ||||||
The appointment of E&Y was ratified. The results of the vote on the ratification of the appointment of E&Y as the Company’s independent registered public accounting firm for the year ended December 31, 2017 were as follows:
Votes For | Votes Against | Abstentions | Broker Non-Votes | |||||||||
Ratification of E&Y Appointment | 97,311,549 | 614,916 | 1,320,762 | — | ||||||||
ITEM 8.01 OTHER EVENTS
Distribution Declared
On January 30, 2018, the Company’s board of directors authorized a February 2018 distribution in the amount of $0.01875616 per share on the outstanding shares of the Company’s common stock to stockholders of record as of the close of business on February 20, 2018, which the Company expects to pay in March 2018. Additionally, the board of directors authorized a March 2018 distribution in the amount of $0.02076575 per share on the outstanding shares of the Company’s common stock to stockholders of record as of the close of business on March 20, 2018, which the Company expects to pay in April 2018.
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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.
KBS REAL ESTATE INVESTMENT TRUST II, INC. | ||||||
Dated: January 31, 2018 | BY: | /s/ Jeffrey K. Waldvogel | ||||
Jeffrey K. Waldvogel | ||||||
Chief Financial Officer | ||||||