UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
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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 (see General Instruction A.2. below):
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Securities registered pursuant to Section 12(b) of the Act:
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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.
Franklin Street Properties Corp., a Maryland corporation (the “Company”), held its 2022 Annual Meeting of Stockholders (the “2022 Annual Meeting”) on May 10, 2022. The 2022 Annual Meeting was called for the following purposes: (1) to elect eight directors, each to serve for a one-year term expiring at the 2023 Annual Meeting of Stockholders and until his or her respective successor is duly elected and qualified, (2) to ratify the Audit Committee’s appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2022, and (3) to approve, by non-binding vote, the Company’s executive compensation.
(1) The following table sets forth the names of the directors elected at the 2022 Annual Meeting for a new one-year term expiring at the 2023 Annual Meeting of Stockholders and the final number of votes cast for or against each director and the number of broker non-votes.
Name |
| For |
| Against |
| Broker Non-Votes |
|
|
|
|
|
|
|
|
|
George J. Carter |
| 75,714,952 |
| 1,802,346 |
| 8,808,252 |
|
Georgia Murray |
| 75,612,777 |
| 1,904,521 |
| 8,808,252 |
|
Brian N. Hansen | 75,724,912 | 1,792,386 | 8,808,252 | ||||
John N. Burke | 74,643,989 | 2,873,309 | 8,808,252 | ||||
Dennis J. McGillicuddy | 75,787,597 | 1,729,701 | 8,808,252 | ||||
Kenneth A. Hoxsie | 74,942,984 | 2,574,314 | 8,808,252 | ||||
Kathryn P. O’Neil | 76,080,778 | 1,436,520 | 8,808,252 | ||||
Milton P. Wilkins, Jr. | 77,308,447 | 208,851 | 8,808,252 |
(2) The proposal to ratify the Audit Committee’s appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2022 was approved. The final number of votes cast for, against or abstaining from voting on that proposal are listed below.
For |
| Against |
| Abstain |
|
|
|
|
|
|
|
85,861,379 |
| 451,137 |
| 13,034 |
|
(3) The proposal to approve, by non-binding vote, the Company’s executive compensation was approved. The final number of votes cast for, against or abstaining from voting on that proposal and broker non-votes are listed below.
For |
| Against |
| Abstain |
| Broker Non-Votes |
|
|
|
|
|
|
|
|
|
75,007,557 |
| 2,360,984 |
| 148,757 |
| 8,808,252 |
|
2
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.
FRANKLIN STREET PROPERTIES CORP. | ||
By: | /s/ Scott H. Carter | |
Scott H. Carter | ||
Executive Vice President, General Counsel and Secretary | ||
Date: May 13, 2022 | ||
3
Document and Entity Information |
May 10, 2022 |
|---|---|
| Document and Entity Information [Abstract] | |
| Document Type | 8-K |
| Document Period End Date | May 10, 2022 |
| Entity File Number | 001-32470 |
| Entity Registrant Name | Franklin Street Properties Corp. |
| Entity Incorporation, State or Country Code | MD |
| Entity Tax Identification Number | 04-3578653 |
| Entity Address, Address Line One | 401 Edgewater Place |
| Entity Address, Adress Line Two | Suite 200 |
| Entity Address, State or Province | MA |
| Entity Address, City or Town | Wakefield |
| Entity Address, Postal Zip Code | 01880 |
| City Area Code | 781 |
| Local Phone Number | 557-1300 |
| Written Communications | false |
| Soliciting Material | false |
| Pre-commencement Tender Offer | false |
| Pre-commencement Issuer Tender Offer | false |
| Title of 12(b) Security | Common Stock, $.0001 par value per share |
| Trading Symbol | FSP |
| Security Exchange Name | NYSE |
| Entity Emerging Growth Company | false |
| Entity Central Index Key | 0001031316 |
| Amendment Flag | false |