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 14, 2015
MEDICAL PROPERTIES TRUST, INC.
(Exact Name of Registrant as Specified in Charter)
Commission File Number 001-32559
| Maryland | 20-0191742 | |
| (State or other jurisdiction of incorporation or organization) |
(I. R. S. Employer Identification No.) | |
| 1000 Urban Center Drive, Suite 501 Birmingham, AL |
35242 | |
| (Address of principal executive offices) | (Zip Code) | |
Registrant’s telephone number, including area code
(205) 969-3755
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 Rule425 under the Securities Act (17 CFR 230.425) |
| ¨ | Soliciting material pursuant to Rule14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ¨ | Pre-commencement communications pursuant to Rule14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ | Pre-commencement communications pursuant to Rule13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Section 5. Corporate Governance and Management.
| Item 5.07. | Submission of Matters to a Vote of Security Holders |
Our annual meeting of stockholders was held on May 14, 2015. The four proposals considered at the annual meeting were voted on as follows:
Proposal 1: The election of eight directors for the ensuing year. The number of votes cast for and withheld for each nominee for director along with the number of broker non-votes is set forth below:
| Broker Non-Votes: |
||||||||||||
| Nominee: |
For: | Withheld: | ||||||||||
| Edward K. Aldag, Jr. |
141,411,428 | 17,265,394 | 38,929,088 | |||||||||
| G. Steven Dawson |
153,110,527 | 5,566,295 | 38,929,088 | |||||||||
| R. Steven Hamner |
137,080,108 | 21,596,714 | 38,929,088 | |||||||||
| Robert E. Holmes, Ph.D. |
144,539,265 | 14,137,557 | 38,929,088 | |||||||||
| Sherry A. Kellett |
145,760,794 | 12,916,028 | 38,929,088 | |||||||||
| William G. McKenzie |
149,970,620 | 8,706,202 | 38,929,088 | |||||||||
| L. Glenn Orr, Jr. |
135,856,126 | 22,820,696 | 38,929,088 | |||||||||
| D. Paul Sparks, Jr. |
157,276,182 | 1,400,640 | 38,929,088 | |||||||||
Proposal 2: A proposal to ratify the appointment of PricewaterhouseCoopers LLP as independent registered public accounting firm for the fiscal year ending December 31, 2015. The number of votes that were cast for and against this proposal and the number of abstentions are set forth below:
| For: |
Against: |
Abstentions: | ||
| 191,232,485 | 5,257,851 | 1,115,574 |
Proposal 3: A proposal for an advisory resolution regarding executive compensation. The number of votes that were cast for and against this proposal and the number of abstentions and broker non-votes are set forth below:
| For: |
Against: |
Abstentions and Broker Non-Votes: | ||
| 82,927,546 | 74,812,550 | 39,865,814 |
Proposal 4: A proposal for an amendment to Company’s charter to remove plurality voting standard in uncontested director elections:
| For: |
Against: |
Abstentions and Broker Non-Votes: | ||
| 151,717,143 | 3,377,090 | 42,511,677 |
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SIGNATURE
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.
| MEDICAL PROPERTIES TRUST, INC. | ||
| (Registrant) | ||
| By: | /s/ R. Steven Hamner | |
| R. Steven Hamner | ||
| Executive Vice President and Chief Financial Officer | ||
| (Principal Financial and Accounting Officer) | ||
Date: May 14, 2015
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