reg-8k_20210505.htm
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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

 

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

May 5, 2021

Date of Report (Date of earliest event reported)

 

REGENCY CENTERS CORPORATION

(Exact name of registrant as specified in its charter)

 

 

 

 

 

 

Florida

(State or other jurisdiction of incorporation)

 

 

001-12298

(Commission File Number)

 

 

59-3191743

(IRS Employer Identification No.)

 

 

 

 

 

 

One Independent Drive, Suite 114

Jacksonville, Florida 32202

(Address of principal executive offices) (Zip Code)

 

(904) 598-7000

(Registrant's telephone number, including area code)

 

Not Applicable

(Former name or former address, if changed since last report)

 

Securities registered pursuant to Section 12(b) of the Act:

Regency Centers Corporation

 

Title of each class

 

Trading Symbol

 

Name of each exchange on which registered

Common Stock, $.01 par value

 

REG

 

The Nasdaq Stock Market LLC

 

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 5.07Submission of Matters to a Vote of Security Holders

 

On May 5, 2021, Regency Centers Corporation (the “Company”) held an annual meeting of its shareholders to vote on the following proposals:


Proposal One – Election of Directors: The board of directors nominated eleven nominees to stand for election at the 2021 meeting and each of the nominees were elected at the meeting. In accordance with the voting results listed below, the nominees were elected to serve until the 2022 annual meeting or until their successors are elected and qualified.

 

Nominee

 

Votes For

 

Votes Against

 

 

Abstain

 

 

Broker Non-Votes

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Martin E. Stein, Jr.

 

148,983,196

 

 

4,779,650

 

 

 

290,562

 

 

 

3,895,567

 

Joseph F. Azrack

 

152,623,325

 

 

1,407,272

 

 

 

22,811

 

 

 

3,895,567

 

Bryce Blair

 

132,745,878

 

 

21,283,884

 

 

 

23,646

 

 

 

3,895,567

 

C. Ronald Blankenship

 

141,826,931

 

 

12,202,620

 

 

 

23,857

 

 

 

3,895,567

 

Deirdre J. Evens

 

152,588,865

 

 

1,444,760

 

 

 

19,783

 

 

 

3,895,567

 

Thomas W. Furphy

 

153,023,827

 

 

1,006,550

 

 

 

23,031

 

 

 

3,895,567

 

Karin M. Klein

 

146,562,058

 

 

7,471,949

 

 

 

19,401

 

 

 

3,895,567

 

Peter D. Linneman

 

137,751,775

 

 

16,279,104

 

 

 

22,529

 

 

 

3,895,567

 

David P. O'Connor

 

145,817,732

 

 

8,213,193

 

 

 

22,483

 

 

 

3,895,567

 

Lisa Palmer

 

152,442,113

 

 

1,591,811

 

 

 

19,484

 

 

 

3,895,567

 

Thomas G. Wattles

 

141,817,893

 

 

12,212,306

 

 

 

23,209

 

 

 

3,895,567

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Proposal Two –Advisory Vote on Executive Compensation for Fiscal Year 2020: Results of the non-binding advisory vote of the shareholders on the executive compensation of the Company’s named executive officers for fiscal year 2020 were as follows:

 

For

 

 

Against

 

 

Abstain

 

 

Broker Non-Votes

 

 

144,878,882

 

 

 

9,119,666

 

 

 

54,860

 

 

 

3,895,567

 

 

 

Proposal Three – Ratification of Appointment of KPMG LLP as the Company’s Independent Registered Public Accounting Firm: The board of directors selected the accounting firm of KPMG LLP to serve as the independent registered public accounting firm for the Company for the current fiscal year ending December 31, 2021. The board of directors directed that the appointment of the independent public accounting firm be submitted for ratification by the shareholders at the annual meeting. The shareholders ratified the appointment of KPMG LLP as the Company's independent registered public accounting firm for the current fiscal year ending December 31, 2021 in accordance with the voting results listed below.

 

For

 

 

Against

 

 

Abstain

 

 

153,068,511

 

 

 

4,849,109

 

 

 

31,355

 


 

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.

 

 

 

REGENCY CENTERS CORPORATION

 

 

 

 

 

May 7, 2021

 

By:

 

/s/ Michael R. Herman

 

 

 

 

Michael R. Herman, Senior Vice President,

General Counsel and Corporate Secretary