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 28, 2021 (January 22, 2021)
HIGHLANDS REIT, INC.
(Exact Name of Registrant as Specified in its Charter)
Maryland | 000-55580 | 81-0862795 | ||||||||||||
(State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) | ||||||||||||
| 332 S Michigan Avenue, Ninth Floor Chicago, IL | 60604 | |||||||||||||
(Address of principal executive offices) | (Zip Code) | |||||||||||||
312-583-7990 | ||||||||||||||
(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))
Securities registered pursuant to Section 12(b) of the Act: None.
| Title of each class | Trading Symbol | Name of each exchange on which registered | ||||||||||||
| N/A | N/A | N/A | ||||||||||||
Securities registered pursuant to Section 12(g) of the Act: Common Stock
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 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Effective January 22, 2021, the board of directors of Highlands REIT, Inc. (the “Company”) appointed Robert J. Lange to serve as Chief Operating Officer of the Company (“COO”). Mr. Lange will continue to serve as Executive Vice President, General Counsel and Secretary of the Company. In addition to his duties as General Counsel and Secretary, Mr. Lange’s responsibilities have included and will continue to include a variety of operational functions, including strategic planning, non-core asset management, investor relations, certain human resources roles, as well as property insurance and corporate insurance.
Mr. Lange, 38, has served as Executive Vice President, General Counsel and Secretary of the Company since June 2016. Prior to joining the Company, Mr. Lange served as Vice President, Head Corporate Counsel and Assistant Secretary at InvenTrust, the Company’s former parent company. In that capacity, he oversaw all aspects of InvenTrust’s corporate legal affairs, including material transactions, governance, public company reporting and compliance, employee matters and executive compensation and benefits. Prior to joining InvenTrust in 2014, Mr. Lange practiced law at Skadden Arps Slate Meagher & Flom LLP, where he represented companies in mergers and acquisitions and advised clients on a broad variety of general corporate matters. Mr. Lange received a Bachelor of Business Administration degree, with distinction, from the University of Wisconsin - Madison and a Juris Doctor degree, with honors, from the University of Chicago.
In connection with his appointment as COO, Mr. Lange’s annual base salary was increased to $450,000. Other than this base salary increase, no new compensatory arrangements were entered into with Mr. Lange as a result of his appointment.
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.
Highlands REIT, Inc.
Date: January 28, 2021 By: /s/ Richard Vance
Name: Richard Vance
Title President and Chief Executive Officer
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