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): September 6, 2023
MID-AMERICA APARTMENT COMMUNITIES, INC.
(Exact name of registrant as specified in its charter)
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Tennessee | 001-12762 | 62-1543819 |
(State or Other Jurisdiction of incorporation) | (Commission File Number) | (I.R.S. Employer Identification No.) |
MID-AMERICA APARTMENTS, L.P.
(Exact name of registrant as specified in its charter)
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Tennessee | 333-190028-01 | 62-1543816 |
(State or Other Jurisdiction of incorporation) | (Commission File Number) | (I.R.S. Employer Identification No.) |
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6815 Poplar Avenue, Suite 500 | |
Germantown, Tennessee | 38138 |
(Address of Principal Executive Offices) | (Zip Code) |
(901) 682-6600
(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 (see General Instruction A.2. below):
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☐ | | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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☐ | | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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☐ | | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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☐ | | 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:
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Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
Common Stock, par value $.01 per share (Mid-America Apartment Communities, Inc.) | MAA | New York Stock Exchange |
8.50% Series I Cumulative Redeemable Preferred Stock, $.01 par value per share (Mid-America Apartment Communities, Inc.) | MAA*I | New York Stock Exchange |
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.
On September 6, 2023, Mid-America Apartment Communities, Inc. (the “Company”) announced that Albert M. Campbell, III will be retiring from his position as Executive Vice President and Chief Financial Officer of the Company, effective March 31, 2024 (the “Transition Date”). A. Clay Holder, the Company’s current Senior Vice President and Chief Accounting Officer, will assume responsibilities as the Company’s Chief Financial Officer effective upon Mr. Campbell’s retirement. Mr. Campbell’s retirement is not the result of any disagreement regarding any matter relating to the Company’s operations, policies or practices, and, as part of his planned retirement, Mr. Campbell will remain an advisor to the Company through the end of calendar year 2024 to further support the Company and facilitate an orderly transition.
Mr. Holder, age 46, joined the Company in 2017 as Senior Vice President and Chief Accounting Officer, prior to which he spent seven years in multiple accounting and finance roles at AutoZone, Inc. Mr. Holder began his career in public accounting with Arthur Anderson LLP and Deloitte & Touche LLP and is a licensed Certified Public Accountant.
There are no arrangements or understandings between Mr. Holder and any other persons pursuant to which he was appointed as Chief Financial Officer of the Company (to be effective upon Mr. Campbell’s retirement). There are no family relationships between Mr. Holder and any of the Company’s directors or other executive officers, and Mr. Holder is not a party to any transaction, or any proposed transaction, required to be disclosed pursuant to Item 404(a) of Regulation S-K.
The Company has not appointed a new principal accounting officer and Mr. Holder will continue to serve in such capacity.
ITEM 7.01. Regulation FD Disclosure.
On September 6, 2023, the Company issued a press release announcing the upcoming retirement of Mr. Campbell and the appointment of Mr. Holder as the Company’s Chief Financial Officer effective upon Mr. Campbell’s retirement. A copy of that press release is furnished as Exhibit 99.1 to this Current Report.
The information in this Current Report under this Item 7.01 (including Exhibit 99.1) is being “furnished” and shall not be deemed to be “filed” for any purpose, including for the 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, nor shall it be deemed to be incorporated by reference into any previous or future filings by the Company under the Exchange Act or the Securities Act of 1933, as amended.
ITEM 9.01. Financial Statements and Exhibits.
(d) Exhibits
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.
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| | | MID-AMERICA APARTMENT COMMUNITIES, INC. |
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Date: | September 6, 2023 | | /s/Albert M. Campbell, III |
| | | Albert M. Campbell, III |
| | | Executive Vice President and Chief Financial Officer |
| | | (Principal Financial Officer) |
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| | | MID-AMERICA APARTMENTS, L.P. |
| | | By: Mid-America Apartment Communities, Inc., its general partner |
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Date: | September 6, 2023 | | /s/Albert M. Campbell, III |
| | | Albert M. Campbell, III |
| | | Executive Vice President and Chief Financial Officer |
| | | (Principal Financial Officer) |
