annualmeeting20128k


 
 
 
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 9, 2012
 
ASSOCIATED ESTATES REALTY CORPORATION
(Exact name of registrant as specified in its charter)
 
 
 
Commission File Number 1-12486
 
Ohio
 
34-1747603
(State or other jurisdiction of
 
(I.R.S. Employer
incorporation or organization)
 
Identification Number)
        
 
 
1 AEC PARKWAY, RICHMOND HEIGHTS, OHIO 44143-1550
(Address of principal executive offices)
 
(216) 261-5000
(Registrant's telephone number, including area code)
 
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))
 
 
 
 
 


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ITEM 5.07    Submission of Matters to a Vote of Security Holders.
The Annual Meeting of Shareholders of Associated Estates Realty Corporation (the “Company”) was held in Cleveland, Ohio, on May 9, 2012.  At that meeting, the shareholders considered and acted upon the following proposals: 
Proposal No. 1:  Election of Directors.  By the vote reflected below, the shareholders elected the following individuals as directors for a one-year term and until their respective successors have been duly elected and qualified:
Director
 
For
 
Against
 
Abstain
 
Broker Non-
Votes
 
Albert T. Adams
 
31,131,193

 
4,743,815

 
—
 
3,842,373

 
Jeffrey I. Friedman
 
33,399,553

 
2,475,455

 
—
 
3,842,373

 
Michael E. Gibbons
 
35,359,267

 
515,741

 
—
 
3,842,373

 
Mark L. Milstein
 
33,299,273

 
2,575,735

 
—
 
3,842,373

 
James J. Sanfilippo
 
35,233,134

 
641,874

 
—
 
3,842,373

 
James A. Schoff
 
34,965,698

 
909,310

 
—
 
3,842,373

 
Richard T. Schwarz
 
34,767,334

 
1,107,674

 
—
 
3,842,373

 

  
Proposal No. 2:  Ratification of the Appointment of PricewaterhouseCoopers LLP as the Company's independent registered public accounting firm. By the vote reflected below, the shareholders ratified the appointment of PricewaterhouseCoopers LLP as the Company's independent registered public accounting firm for the Company's fiscal year ending December 31, 2012: 
 
 
For
 
Against
 
Abstain
 
Broker Non-
Votes
 
Proposal 2
 
39,598,818
 
70,685
 
47,878
 
—
 
 

Proposal No. 3:  Advisory vote on executive compensation. By the vote reflected below, the shareholders approved, on an advisory basis, the compensation of the named executive officers as disclosed in the Company's proxy statement:
 
 
For
 
Against
 
Abstain
 
Broker Non-
Votes
Proposal 3
 
34,625,391
 
823,434
 
426,183
 
3,842,373


    



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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.
 
 
 
 
Associated Estates Realty Corporation
 
 
 
 
 
               
Date: May 11, 2012
 
By:
/s/ Lou Fatica
 
 
 
Vice President, Chief Financial Officer & Treasurer
 
 
 
 

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