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): June 19, 2015 (June 15, 2015)
Starwood Waypoint Residential Trust
(Exact name of registrant as specified in its charter)
| | | | |
| Maryland | | 001-36163 | | 80-6260391 |
(State or other jurisdiction of incorporation) | | (Commission File Number) | | (IRS Employer Identification No.) |
| |
1999 Harrison Street Oakland, CA | | 94612 |
| (Address of principal executive offices) | | (Zip Code) |
Registrant’s telephone number, including area code:
(510) 250-2200
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:
| ¨ | 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 1.02 | Termination of a Material Definitive Agreement |
On June 15, 2015, Starwood Capital Group Global, L.P. (“SCG”) terminated the Governance Rights Agreement, dated as of January 31, 2014, among SCG, Waypoint Real Estate Group Holdco, LLC and Starwood Waypoint Residential Trust (the “Company”), as permitted by that agreement as a result of Gary M. Beasley and Colin T. Wiel ceasing to be officers and employees of SWAY Management LLC (the “Manager”).
| Item 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers |
On June 15, 2015, Colin T. Wiel resigned as a trustee of the Company and a director of the Manager. The resignations occurred concurrently with the termination of the Governance Rights Agreement pursuant to which Mr. Wiel was nominated to serve on the Company’s board of trustees. The resignation was not due to any disagreement with the Company regarding any matter related to the Company’s operations, policies or practices. See Item 1.02 for additional information.
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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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| | STARWOOD WAYPOINT RESIDENTIAL TRUST |
| | |
| Dated: June 19, 2015 | | By: | | /s/ Tamra D. Browne |
| | Name: | | Tamra D. Browne |
| | Title: | | Chief Legal Officer and Secretary |
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