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) March 14, 2008
WINTHROP REALTY TRUST
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(Exact Name of Registrant as Specified in Its Charter)
Ohio
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(State or Other Jurisdiction of Incorporation)
001-06249 34-6513657
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(Commission File Number) (I.R.S. Employer Identification No.)
7 Bulfinch Place, Suite 500, P.O. Box 9507, Boston, Massachusetts 02114
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(Address of Principal Executive Offices) (Zip Code)
(617) 570-4614
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(Registrant's Telephone Number, Including Area Code)
n/a
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(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 obligations of the registrant under any of the
following provisions
|_| Written communications pursuant to Rule 425 under the Securities Act (17
CFT|R 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 5.02. Departure of Directors or Principal Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of
Certain Officers
Bruce Berkowitz resigned as a trustee of the Winthrop Realty Trust
("Winthrop") effective at the close of business March 14, 2008. Mr. Berkowitz
advised Winthrop that his resignation was due to the growth and relocation of
Fairholme Capital Management to Miami which no longer allows the time required
to be a trustee of Winthrop and other companies.
On March 17, 2008, Steven Zalkind was appointed as trustee of Winthrop to
fill the vacancy created by Mr. Berkowitz's resignation. Mr. Zalkind was not
appointed as a trustee pursuant to any arrangement or understanding between him
and any other persons. It is expected that Mr. Zalkind will be appointed to the
following Committees of Winthrop's Board of Trustees: Audit; Compensation;
Nominating and Corporate Governance; and Conflicts. Neither Mr. Zalkind nor any
of his affiliates was party to any transaction with Winthrop or its subsidiaries
during 2007 nor is there currently any transaction involving such parties in
which the amount involved exceeds $120,000. Mr. Zalkind is not party to any
material plan, contract or arrangement or in which he participates relating to
his position with Winthrop.
A press release relating to Mr. Berkowitz's resignation is attached hereto
as Exhibit 99.1 and is incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits
(c) Exhibits
99.1 Press Release dated March 17, 2008
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 on this 19th day of March, 2008.
WINTHROP REALTY TRUST
By: /s/ Peter Braverman
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Peter Braverman
President