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 9, 2018
  

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.)
3025 Highland Parkway
Downers Grove, Illinois 60515
(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))
 



  

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 May 9, 2018, InvenTrust Properties Corp. (the “Company”) held its 2018 annual meeting of stockholders and held a stockholder vote on Proposals 1, 2 and 3 as described in the Company’s proxy statement.
The stockholders voted on Proposal 1, electing the seven nominees named below to serve as directors until the next annual meeting of stockholders or as otherwise provided in the Company’s governing documents. The final results of the election of directors were as follows:
 
Nominee
 
For
 
Withhold
 
Broker Non-Votes
Stuart Aitken
 
227,832,758
 
28,279,913
 
143,673,103
Thomas F. Glavin
 
227,805,349
 
28,307,322
 
143,673,103
Thomas P. McGuinness
 
227,453,794
 
28,658,877
 
143,673,103
Scott A. Nelson
 
227,942,706
 
28,169,965
 
143,673,103
Paula J. Saban
 
228,728,327
 
27,725,639
 
143,673,103
Michael A. Stein
 
227,387,032
 
28,725,639
 
143,673,103
Julian E. Whitehurst
 
227,881,229
 
28,231,442
 
143,673,103
In addition to electing directors, the stockholders voted on and approved Proposal 2, to ratify the audit committee’s selection of KPMG LLP to serve as the Company’s independent registered public accounting firm for the year ending December 31, 2018. The final results for the approval of Proposal 2 were as follows:
 
For
 
Against
 
Abstain
385,026,465
 
5,708,522
 
9,050,787
Finally, the stockholders voted on and approved Proposal 3, to approve on an advisory non-binding basis, a resolution approving the compensation of our named executive officers (say on pay). The final results for the approval of Proposal 3 were as follows:
 
For
 
Against
 
Abstain
 
Broker Non-Votes
193,663,773
 
35,826,874
 
26,622,064
 
143,673,103

 
 
 




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: May 10, 2018
 
 
 
By:
 
/s/ Thomas P. McGuinness
 
 
 
 
Name:
 
Michael E. Podboy
 
 
 
 
Title:
 
President and Chief Executive Officer