Item 5.02. Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On December 8, 2008, Clifford R. Hinkle, the Lead Director of the Board of
Directors (the "Board") of National Retail Properties, Inc. (the "Company"),
tendered a letter of resignation from the Board. At a duly called meeting of the
Board on December 8, 2008, the Board unanimously agreed to accept Mr. Hinkle's
resignation and appointed, pursuant to the recommendation of the Governance and
Nominating Committee, Don DeFosset to the Board of the Company, effective
immediately. Mr. DeFosset currently serves on the boards of directors for
Regions Financial Corporation, EnPro Industries, Inc. and Terex Corporation.
Mr. DeFosset retired in September 2005 as Chairman, President and Chief
Executive Officer of Walter Industries, Inc., a diversified company with
principal operating businesses in homebuilding and home financing, water
transmission products and energy services. Mr. DeFosset is a graduate of Purdue
University, where he earned a Bachelor's degree in Industrial Engineering. He
received his MBA from Harvard Business School in 1974. Mr. DeFosset will stand
for election at the 2009 annual meeting of the Company's shareholders.
Also on December 8, 2008, the Board appointed Ted B. Lanier as the new Lead
Director of the Board, effective immediately, pursuant to the recommendation of
the Governance and Nominating Committee.
Item 7.01. Regulation FD Disclosure.
On December 9, 2008, the Company issued a press release announcing the
Board changes described above in Item 5.02. The press release is being furnished
and shall not be deemed to be "filed" for purposes of Section 18 of the
Securities Exchange Act of 1934 ("Exchange Act") or otherwise subject to the
liabilities of such section, nor shall such information be deemed to be
incorporated by reference in any filing under the Securities Act of 1933 or the
Exchange Act, except as shall be expressly set forth by specific reference in
such filing.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
99.1 Press Release, dated December 9, 2008