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: May 18, 2017
(Date of earliest event reported)
SUN COMMUNITIES, INC.
(Exact name of registrant as specified in its charter)
Maryland | 1-12616 | 38-2730780 | ||
(State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) | ||
27777 Franklin Rd. | ||
Suite 200 | ||
Southfield, Michigan | 48034 | |
(Address of Principal Executive Offices) | (Zip Code) | |
248 208-2500 |
(Registrant’s telephone number, including area code)
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))
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 5.07 | Submission of Matters to a Vote of Security Holders |
Sun Communities, Inc. (the "Company") held its Annual Meeting of Stockholders on May 18, 2017 (the "Annual Meeting"). The votes cast with respect to each item of business properly presented at the Annual Meeting are as follows:
(a) Proposal 1 - Election of Directors
Stockholders elected six directors to serve until the 2018 Annual Meeting of Stockholders (or until their successors shall have been duly elected and qualified), as follows:
Nominee | Votes For | Votes Against | Abstentions | Broker Non-Votes |
Stephanie W. Bergeron | 61,989,541 | 1,385,475 | 63,084 | 3,500,138 |
Brian M. Hermelin | 61,847,582 | 1,523,867 | 66,651 | 3,500,138 |
Ronald A. Klein | 48,376,008 | 14,995,759 | 66,333 | 3,500,138 |
Clunet R. Lewis | 47,958,155 | 15,069,904 | 410,041 | 3,500,138 |
Gary A. Shiffman | 60,930,040 | 2,442,964 | 65,096 | 3,500,138 |
Arthur A. Weiss | 61,600,852 | 1,772,114 | 65,134 | 3,500,138 |
(b) Proposal 2 – Ratification of Selection of Independent Registered Public Accounting Firm
Stockholders ratified the selection of Grant Thornton LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2017, as follows:
Votes For | Votes Against | Abstentions |
66,436,879 | 427,097 | 74,262 |
(c) Proposal 3 - Non-binding Advisory Vote on Executive Compensation:
Stockholders approved the non-binding advisory vote on executive compensation, as follows:
Votes For | Votes Against | Abstentions | Broker Non-Votes |
54,537,792 | 8,384,316 | 515,992 | 3,500,138 |
(d) Proposal 4 - Non-binding Advisory Vote on the Frequency of Stockholders Votes on Executive Compensation:
Stockholders approved the adoption of an annual say-on-pay frequency, as follows:
Votes For 1 Year | Votes for 2 Years | Votes for 3 Years | Broker Non-Votes |
57,783,338 | 83,897 | 5,458,511 | 3,612,492 |
In accordance with the Board of Directors' recommendation and the voting results on this advisory proposal, the Company will include an advisory stockholder vote on executive compensation in the Company's proxy materials every year until the next required advisory vote on the frequency of stockholder votes on executive compensation, which is required at least once every six years.
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.
SUN COMMUNITIES, INC. | |||
Dated: May 19, 2017 | By: | /s/ Karen J. Dearing | |
Karen J. Dearing, Executive Vice President, Chief Financial Officer, Secretary and Treasurer | |||