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): May 9, 2019
CAMDEN PROPERTY TRUST
(Exact name of Registrant as Specified in Charter)
| Texas | 1-12110 | 76-6088377 | ||
(State or Other Jurisdiction of Incorporation) | (Commission File Number) | (I.R.S. Employer Identification Number) | ||
11 Greenway Plaza, Suite 2400, Houston, Texas 77046
(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (713) 354-2500
Not applicable
(Former Name or Former Address, if Changed Since Last Report)
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol | Name of each exchange on which registered |
| Common Shares of Beneficial Interest, $.01 par value | CPT | New York Stock Exchange |
¨ | 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)) |
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 | ¨ | ||||
| Item 5.07 | Submission of Matters to a Vote of Security Holders |
As of the record date for the Annual Meeting, there were 99,206,736 common shares outstanding. Of this amount, 2,532,070 common shares were held in the Company’s deferred benefit plans and were not entitled to vote. At the Annual Meeting, 87,801,884 common shares were voted in person or by proxy. The Company’s shareholders voted on the following matters at the Annual Meeting:
| 1. | Election of ten Trust Managers nominated by the Board of Trust Managers to hold office for a one-year term; |
| 2. | Ratification of the selection of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for fiscal year 2019; and |
| 3. | On an advisory basis, approval of the executive compensation disclosed in the Proxy Statement; |
Each of these matters was approved by the requisite number of shareholder votes. The results of the shareholder votes are set forth below.
Board of Trust Managers
| Affirmative | Withheld | ||
| Richard J. Campo | 81,512,856 | 2,899,134 | |
| Heather J. Brunner | 83,768,419 | 643,571 | |
| Scott S. Ingraham | 77,763,863 | 6,648,127 | |
| Renu Khator | 84,320,255 | 91,735 | |
| William B. McGuire, Jr. | 79,388,012 | 5,023,978 | |
| D. Keith Oden | 83,490,949 | 921,041 | |
| William F. Paulsen | 82,633,974 | 1,778,016 | |
| Frances Aldrich Sevilla-Sacasa | 84,291,502 | 120,488 | |
| Steven A. Webster | 77,183,249 | 7,228,741 | |
| Kelvin R. Westbrook | 83,049,161 | 1,362,829 | |
There were 3,389,894 broker non-votes with respect to the election of Trust Managers.
Independent Registered Public Accounting Firm
| Affirmative | Negative | Abstentions | Broker Non-Votes | |||
| 85,393,519 | 2,325,417 | 82,948 | -0- | |||
Approval, on an Advisory Basis, of Executive Compensation
| Affirmative | Negative | Abstentions | Broker Non-Votes | |||
| 77,965,759 | 6,320,980 | 125,251 | 3,389,894 | |||
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: May 9, 2019
CAMDEN PROPERTY TRUST
By: /s/ Michael P. Gallagher
Michael P. Gallagher
Senior Vice President - Chief Accounting Officer