UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
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CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): June 24, 2016
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CARTER VALIDUS MISSION CRITICAL REIT, INC.
(Exact Name of Registrant as Specified in Its Charter)
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| | | | |
| Maryland | | 000-54675 | | 27-1550167 |
(State or other jurisdiction of incorporation or organization) | | (Commission File Number) | | (I.R.S. Employer Identification No.) |
4890 West Kennedy Blvd.
Suite 650
Tampa, Florida 33609
(Address of principal executive offices)
(813) 287-0101
(Registrant’s telephone number, including area code)
N/A
(Former name or former address, if changed since last report)
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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:
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| |
| ¨ | 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)) |
Item 5.07 Submission of Matters to a Vote of Security Holders.
On June 24, 2016, Carter Validus Mission Critical REIT, Inc. (the “Company”) held its 2016 Annual Meeting of Stockholders. At the meeting, the Company’s stockholders voted to elect five directors to the board of directors of the Company to hold office until the 2017 Annual Meeting of Stockholders and until their successors are duly elected and qualify. Each of the five nominees for director was elected by our stockholders by the requisite vote necessary for approval, and the final voting results with respect to the proposal are set forth below:
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| | | | | | | | | | | | |
| Name of Director | | For | | Withheld | | Abstentions | | Broker Non-Votes |
| John E. Carter | | 89,332,172.382 |
| | 1,898,008.104 |
| | — |
| | 14,812,615.170 |
|
| Mario Garcia, Jr. | | 88,546,144.303 |
| | 2,684,036.183 |
| | — |
| | 14,812,615.170 |
|
| Randall Greene | | 89,324,114.193 |
| | 1,906,066.293 |
| | — |
| | 14,812,615.170 |
|
| Jonathan Kuchin | | 89,325,628.592 |
| | 1,904,551.894 |
| | — |
| | 14,812,615.170 |
|
| Ronald Rayevich | | 89,232,138.167 |
| | 1,998,042.319 |
| | — |
| | 14,812,615.170 |
|
Broker non-votes are counted as present and entitled to vote for purposes of determining a quorum. A broker non-vote occurs when a broker holding shares of the Company's common stock for a beneficial owner is present at the meeting, in person or by proxy, and entitled to vote, but does not vote on a particular proposal because the broker does not have discretionary voting power with respect to that item and has not received voting instructions from the beneficial owner. A broker non-vote is not an indication of how the beneficial owner would have voted; it simply means that the beneficial owner did not instruct the broker as to how to vote his or her shares.
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.
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| | | CARTER VALIDUS MISSION CRITICAL REIT, INC. |
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| Dated: June 24, 2016 | | By: | /s/ Todd M. Sakow |
| | | Name: | Todd M. Sakow |
| | | Title: | Chief Financial Officer |
