Item 5.03  Amendments to Articles of Incorporation or Bylaws; Change in Fiscal
Year.
On April 28, 2020, the stockholders of Equity LifeStyle Properties, Inc.
(referred to herein as the "Company", "we," "us," and "our") approved an
amendment to the Company's Articles of Amendment and Restatement (the "Charter")
to increase from 400,000,000 to 600,000,000 the number of shares of common
stock, par value $0.01 per share ("Common Stock"), we are authorized to issue.
This amendment was previously approved by our Board of Directors (the "Board")
on February 11, 2020 and was described in detail in our definitive proxy
materials previously filed with the Securities and Exchange Commission on March
10, 2020. The amendment was approved by the required vote of our stockholders at
our Annual Meeting of Stockholders ("Annual Meeting") held on April 28, 2020.
The Articles of Amendment, a copy of which is attached hereto as Exhibit 3.1,
was submitted to the State Department of Assessments and Taxation of Maryland
for filing on May 4, 2020.
Item 5.07  Submission of Matters to a Vote of Security Holders
On April 28, 2020, we held our Annual Meeting, at which stockholders holding
166,930,332 shares of Common Stock (being the only class of shares entitled to
vote at the meeting), or 91.65% of our 182,129,331 outstanding shares of Common
Stock as of the record date for the meeting, attended the meeting or were
represented by proxy. Our stockholders voted on four proposals presented at the
meeting, each of which is discussed in more detail in our Proxy Statement on
Schedule 14-A. The proposals submitted for vote and related results of the
stockholders' votes were as follows:
Proposal No. 1: To elect ten members of the Board to serve until the next annual
meeting of stockholders and until his or her successor is duly elected and
qualified. This proposal received the required affirmative vote of holders of a
plurality of the votes cast and the directors were elected.
                                    SHARES VOTED
     DIRECTOR            FOR        WITHHELD    BROKER NON-VOTES
Andrew Berkenfield   161,451,859     68,581        5,409,892
Philip Calian        156,004,727   5,515,713       5,409,892
David Contis         155,802,109   5,718,331       5,409,892
Constance Freedman   159,747,115   1,773,325       5,409,892
Thomas Heneghan      158,365,230   3,155,210       5,409,892
Tao Huang            159,511,893   2,008,547       5,409,892
Marguerite Nader     160,135,130   1,385,310       5,409,892
Scott Peppet         159,486,898   2,033,542       5,409,892
Sheli Rosenberg      155,877,043   5,643,397       5,409,892
Samuel Zell          147,288,378   14,232,062      5,409,892

Proposal No. 2: To ratify the selection of Ernst & Young LLP as our independent registered public accounting firm for the year ending December 31, 2020. This proposal received the required affirmative vote of holders of a majority of the votes cast and was approved.


                   FOR        AGAINST    ABSTAIN   BROKER NON-VOTES
SHARES VOTED   160,703,441   6,210,092   16,799           -


Proposal No. 3: To approve our executive compensation on a non-binding advisory basis. This proposal received the required affirmative vote of holders of a majority of the votes cast and was approved.


                   FOR        AGAINST    ABSTAIN   BROKER NON-VOTES
SHARES VOTED   151,306,387   9,639,042   575,011      5,409,892




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Proposal No. 4: To approve an amendment to the Company's Charter increasing from 400,000,000 to 600,000,000 the number of shares of Common Stock the Company is authorized to issue. This proposal received the required affirmative vote of the holders of record of two-thirds of all votes entitled to be cast and was approved.


                   FOR        AGAINST    ABSTAIN   BROKER NON-VOTES
SHARES VOTED   162,727,872   4,121,879   22,117         58,464



We are a fully integrated owner and operator of lifestyle-oriented properties and own or have an interest in 413 quality properties in 33 states and British Columbia consisting of 156,655 sites. We are a self-administered, self-managed, real estate investment trust with headquarters in Chicago. Item 9.01 Financial Statements and Exhibits.

(d) Exhibits



3.1        Articles of Amendment of Equity LifeStyle Properties, Inc.
         Cover Page Interactive Data File included as Exhibit 101 (embedded
104      within the Inline XBRL document)











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