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 3, 2017
New York REIT, Inc.
(Exact Name of Registrant as Specified in Charter)
| Maryland | | 001-36416 | | 27-1065431 |
(State or other jurisdiction
of incorporation) | | (Commission
File Number) | | (I.R.S. Employer
Identification No.) |
405 Park Avenue, 14th 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:
| o | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| o | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| o | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| o | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 5.07. Submission of Matters to a Vote of Security Holders
On January 3, 2017, New York REIT, Inc. (the “Company”) held its special meeting of stockholders (the “Special Meeting”). At the Special Meeting, the Company’s stockholders voted on a proposal to approve a plan of liquidation and dissolution (the “Plan of Liquidation Proposal”). The Company’s stockholders approved the Plan of Liquidation Proposal.
The full results of the matter voted on at the Special Meeting are set forth below:
Proposal 1 – Plan of Liquidation Proposal
| For | | Against | | Abstain | | Broker Non-Votes |
| 113,999,368 | | 325,703 | | 337,236 | | 0 |
Because there were sufficient votes from the Company’s stockholders to approve the Plan of Liquidation Proposal, it was not necessary to hold a vote on the proposal to adjourn the Special Meeting to solicit additional proxies.
Item 7.01. Regulation FD Disclosure.
On January 3, 2017, the Company issued a press release, a copy of which is attached hereto as Exhibit 99.1, announcing the results of the Special Meeting. The information set forth in Item 7.01 of this Current Report on Form 8-K and in the attached Exhibit 99.1 is deemed to be “furnished” and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section. The information set forth in Item 7.01 of this Current Report on Form 8-K, including Exhibit 99.1, shall not be deemed incorporated by reference into any filing under the Exchange Act or the Securities Act of 1933, as amended, regardless of any general incorporation language in such filing.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
| Exhibit No. | | Description |
| 99.1 | | Press Release dated January 3, 2017 |
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: January 4, 2017 | | NEW YORK REIT, INC. |
| | | |
| | | By: | | /s/ Michael A. Happel Michael A. Happel
Chief Executive Officer and President |
