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): April 30, 2020

City Office REIT, Inc.

(Exact Name of Registrant as Specified in Its Charter)

(604) 806-3366

(Registrant’s telephone number, including area code)

Not Applicable

(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 (see General Instruction A.2. below):

Securities registered pursuant to Section 12(b) of the Act:

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.  ☐

2020 Annual Meeting of Stockholders

City Office REIT, Inc. (the “Company”) held its 2020 Annual Meeting of Stockholders (the “Annual Meeting”) at the Company’s corporate offices in Vancouver, British Columbia, on Thursday, April 30, 2020. The proposals considered and approved by stockholders at the Annual Meeting were the following:

Election of Directors

Each of the individuals listed below was duly elected as a director of the Company to serve until the 2021 Annual Meeting of Stockholders or until his or her successor is duly elected and qualified. Set forth below are the results of the vote:

Appointment of Independent Registered Public Accounting Firm

A proposal to ratify the appointment of KPMG LLP as the independent registered public accounting firm to audit the Company’s financial statements for the fiscal year ending December 31, 2020 was presented at the Annual Meeting. Set forth below are the results of the vote:

Approval of Executive Compensation

A proposal to approve, on an advisory basis, the compensation for the Named Executive Officers for 2019 was presented at the Annual Meeting. Set forth below are the results of the nonbinding vote:

Approval of Frequency of Advisory Votes on Executive Compensation

A proposal to approve, on an advisory basis, the frequency of future advisory votes on executive compensation was presented at the Annual Meeting. Set forth below are the results of the nonbinding vote:

After considering the nonbinding results for the vote on frequency of future advisory votes on executive compensation, the Company’s Board of Directors (the “Board”) determined to hold nonbinding advisory votes on executive compensation every “one year” until the Company is next required, or the Board deems it appropriate, to submit to the Company’s stockholders a proposal to approve, by a nonbinding advisory vote, the frequency of future advisory votes on executive compensation.

SIGNATURES

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.