UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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 8, 2010
RAMCO-GERSHENSON PROPERTIES TRUST
(Exact name of registrant as specified in its charter)
| | 1-10093 | | 13-6908486 |
| (State or other jurisdiction | | (Commission | | (IRS Employer |
| of incorporation) | | File Number) | | Identification No.) |
| 31500 Northwestern Highway, Suite 300, Farmington Hills, Michigan | | 48334 |
| (Address of principal executive offices) | | (Zip Code) |
| Registrant's telephone number, including area code | | (248) 350-9900 | |
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 5.07 Submission of Matters to a Vote of Security Holders
At the annual meeting of shareholders of Ramco-Gershenson Properties Trust (the “Company”) on June 8, 2010, shareholders: (1) elected the three Class I trustee nominees to serve three-year terms; (2) ratified the appointment of Grant Thornton LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2010; (3) approved an amendment to the Declaration of Trust for the purpose of declassifying the Board of Trustees; and (4) approved an amendment to the Bylaws for the purpose of increasing the percentage of votes necessary for shareholders to require the Trust to call a special shareholder meeting. The results of the voting are shown below. There were 2,497,097 broker non-votes for Proposals 1, 3 and 4.
Proposal 1—Election of Trustees
| | | | | | |
| Dennis Gershenson | | | 23,441,938 | | | | 1,707,212 | |
| Robert A. Meister | | | 20,890,030 | | | | 4,259,120 | |
| Michael A. Ward | | | 21,730,242 | | | | 3,418,908 | |
Proposal 2—Ratification of Appointment of Independent Registered Public Accounting Firm
| | | | |
| 26,135,858 | | 236,695 | | 1,273,694 |
Proposal 3—Amendment to Declaration of Trust
| | | | |
| 23,548,877 | | 1,558,299 | | 41,974 |
Proposal 4—Amendment to Bylaws
| | | | |
| 15,713,134 | | 9,409,416 | | 26,600 |
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
| Exhibit No. | Description |
| 3.1 | Amended and Restated Declaration of Trust of the Company, effective June 8, 2010 (incorporated herein by reference to Appendix A to the Company’s Proxy Statement on Schedule 14A, filed with the Commission on April 30, 2010). |
| | |
| 3.2 | Amended and Rested By-Laws of the Company, effective June 8, 2010 (incorporated herein by reference to Appendix B to the Company’s Proxy Statement on Schedule 14A, filed with the Commission on April 30, 2010). |
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.
| | | RAMCO-GERSHENSON PROPERTIES TRUST | |
| | | | | | |
| | | | | | |
| Date: June 10, 2010 | | By: /s/ Gregory R. Andrews | |
| | | | | Gregory R. Andrews | |
| | | | | Chief Financial Officer and Secretary | |
EXHIBIT INDEX
| Exhibit No. | Description |
| 3.1 | Amended and Restated Declaration of Trust of the Company, effective June 8, 2010 (incorporated herein by reference to Appendix A to the Company’s Proxy Statement on Schedule 14A, filed with the Commission on April 30, 2010). |
| | |
| 3.2 | Amended and Rested By-Laws of the Company, effective June 8, 2010 (incorporated herein by reference to Appendix B to the Company’s Proxy Statement on Schedule 14A, filed with the Commission on April 30, 2010). |
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