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 16, 2014
General Growth Properties, Inc.
(Exact name of registrant as specified in its charter)
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Delaware |
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1-34948 |
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27-2963337 |
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(State or other jurisdiction |
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(Commission |
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(I.R.S. Employer |
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of incorporation) |
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File Number) |
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Identification No.) |
110 N. Wacker Drive, Chicago, Illinois 60606
(Address of principal executive offices) (Zip Code)
(312) 960-5000
(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:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o 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
On May 16, 2014, General Growth Properties, Inc. (the “Company”) held its 2014 Annual Meeting of Stockholders (the “Annual Meeting”) at which 819,878,579 shares of its common stock were represented. During the Annual Meeting, our stockholders were asked to consider and vote upon the proposals described in detail in the Company’s definitive proxy statement for the Annual Meeting, which was filed with the SEC on April 1, 2014. The final voting results for each matter submitted to a vote of stockholders at the meeting are as follows:
Proposal 1 – Election of Directors
All nine of the nominees for directors were elected to serve for a term which expires at our 2015 annual meeting of stockholders and until their respective successors are duly elected and qualified, by the votes set forth below.
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Nominee: |
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Voted For |
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Voted Against |
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Abstain |
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Broker Non-Votes |
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Richard B. Clark |
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588,330,074 |
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186,774,497 |
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22,196,333 |
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22,577,675 |
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Mary Lou Fiala |
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746,723,665 |
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18,300,730 |
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32,276,509 |
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22,577,675 |
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J. Bruce Flatt |
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754,992,874 |
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20,156,206 |
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22,151,824 |
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22,577,675 |
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John K. Haley |
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759,694,258 |
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5,326,298 |
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32,280,348 |
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22,577,675 |
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Daniel B. Hurwitz |
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757,557,090 |
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7,463,096 |
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32,280,718 |
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22,577,675 |
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Brian W. Kingston |
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766,161,865 |
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8,997,809 |
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22,141,230 |
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22,577,675 |
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Sandeep Mathrani |
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751,327,332 |
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13,711,110 |
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32,262,462 |
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22,577,675 |
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David J. Neithercut |
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760,909,150 |
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4,109,693 |
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32,282,061 |
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22,577,675 |
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Mark R. Patterson |
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719,372,633 |
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45,646,760 |
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32,281,511 |
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22,577,675 |
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Proposal 2 – Ratification of the Selection of Independent Registered Public Accounting Firm
The appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2014 was ratified by the stockholders by the votes set forth below.
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Voted For |
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Voted Against |
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Abstain |
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794,676,847 |
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2,976,964 |
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22,224,768 |
Proposal 3 – Advisory Vote on Executive Compensation
The stockholders approved, on an advisory basis, the compensation of our named executive directors by the votes set forth below.
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Voted For |
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Voted Against |
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Abstain |
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Broker Non-Votes |
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710,150,134 |
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43,615,467 |
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43,535,303 |
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22,577,675 |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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GENERAL GROWTH PROPERTIES, INC. | |
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By: |
/s/ Stacie L. Herron |
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Stacie L. Herron, Vice President and Secretary |
Date: May 20, 2014