Item 5.02. Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain
Officers.
On March 22, 2022, the Company filed a Current Report on Form 8-K regarding the
election of Phyllis M. Hollis to the Board of Trustees (the "Board"). On May 26,
2022, the Board appointed Ms. Hollis to serve on the Audit Committee and the
Compensation Committee of the Board.
Item 5.07. Submission of Matters to a Vote of Security Holders.
At the Company's annual meeting of shareholders held on May 26, 2022 (the
"Annual Meeting"), the Company's shareholders voted on the election of two
Independent Trustees in Class III of the Board each for a three year term of
office continuing until the Company's 2025 annual meeting of shareholders and
until her or his respective successor is duly elected and qualifies. The
following persons were elected as Independent Trustees and received the
following votes:
Broker
Nominee Votes For Withhold Non-Votes
Barbara D. Gilmore 5,941,941 1,454,853 4,565,425
Joseph L. Morea 6,986,223 410,571 4,565,425
The Company's shareholders also ratified the appointment of Deloitte & Touche
LLP as the Company's independent auditors to serve for the 2022 fiscal year.
This proposal received the following votes:
For Against Abstain Broker Non-Votes
11,447,559 218,890 295,770 N/A
The results reported above are final voting results.
Item 8.01. Other Events.
Trustee Compensation
Also on May 26, 2022, the Company updated its Trustee compensation arrangements.
A summary of the Company's currently effective Trustee compensation arrangements
is filed as Exhibit 10.1 hereto and is incorporated herein by reference.
Consistent with the Company's Trustee compensation arrangements, on May 26,
2022, the Company awarded each of the Company's Trustees 6,000 of the Company's
common shares of beneficial interest, $0.001 par value.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
Exhibit
Number Description
10.1 Summary of Trustee Compensation
104 Cover Page Interactive Data File (embedded within the Inline XBRL document).
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