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 15, 2018

 

Global Net Lease, Inc.

(Exact Name of Registrant as Specified in Charter)

 

Maryland   001-37390   45-2771978

(State or other jurisdiction

of incorporation)

  (Commission File Number)  

(I.R.S. Employer

Identification No.)

 

405 Park Avenue, 4th Floor
New York, New York 10022

(Address, including zip code, of Principal Executive Offices)

 

Registrant’s telephone number, including area code: (212) 415-6500

 

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.

 

At the 2018 annual meeting of stockholders (the “Annual Meeting”) of Global Net Lease, Inc. (the “Company”) held on May 15, 2018, the Company’s stockholders re-elected, by a plurality of the votes cast at the Annual Meeting, Edward G. Rendell and Abby M. Wenzel as Class I directors to serve until the Company’s 2021 annual meeting of stockholders and until their successors are duly elected and qualify.

 

The Company’s stockholders also ratified by a majority of the votes cast at the Annual Meeting the appointment of PricewaterhouseCoopers LLP (“PwC”) as the Company’s independent registered public accounting firm for the year ending December 31, 2018.

 

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

 

At the Annual Meeting, there were present, in person or by proxy, stockholders holding an aggregate of 59,632,732 shares of the Company’s common stock, out of a total number of 67,287,231 shares of the Company’s common stock issued and outstanding and entitled to vote at the Annual Meeting, representing approximately 88.62% of the shares entitled to be voted. The full results of the matters voted on at the Annual Meeting are set forth below:

 

Proposal 1 – Election of Class I Directors

 

Nominee   Votes For   Votes Against   Abstain   Broker Non-Votes
Edward G. Rendell   7,727,529   28,197,050   323,003   23,385,150
Abby M. Wenzel   8,740,865   27,207,995   298,722   23,385,150

 

 

Proposal 2 – Ratification of the Appointment of PwC as the Company’s Independent Registered Public Accounting Firm for the Year Ending December 31, 2018:

 

  Votes For   Votes Against   Abstain   Broker Non-Votes
PwC   58,594,824   513,150   524,758   *

 

 

*No broker non-votes arose in connection with Proposal No. 2 due to the fact that the matter was not considered a non-routine matter under New York Stock Exchange rules.

 

 

 

 

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.

 

 

Date: May 15, 2018 By: /s/ James L. Nelson  
    James L. Nelson  
    Chief Executive Officer and President