Search the web
Welcome, Guest
[Sign Out, My Account]
EDGAR_Online

Quotes & Info
Enter Symbol(s):
e.g. YHOO, ^DJI
Symbol Lookup | Financial Search
CWH > SEC Filings for CWH > Form 8-K on 17-May-2013All Recent SEC Filings

Show all filings for COMMONWEALTH REIT | Request a Trial to NEW EDGAR Online Pro

Form 8-K for COMMONWEALTH REIT


17-May-2013

Change in Directors or Principal Officers, Submission of Matters to a Vote of S


Item 5.02. Departure of Directors or Certain Officers; Election
of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

As further described in Item 5.07 of this Current Report on Form 8-K, at the annual meeting of the shareholders of CommonWealth REIT, or the Company, Joseph L. Morea received less than the majority of shares required to be re-elected as an Independent Trustee. As a result, on May 14, 2013, Mr. Morea resigned from the Board of Trustees. The Board of Trustees determined that Mr. Morea's continued service would be in the Company's best interest and the Board of Trustees requested that Mr. Morea accept appointment to the vacancy created by his resignation. Mr. Morea subsequently accepted appointment as the Independent Trustee in Class I of the Board of Trustees. Mr. Morea will serve as a member of the Company's Audit Committee, Compensation Committee and Nominating and Governance Committee.

For his service as a Trustee, Mr. Morea will be entitled to the compensation that the Company provides to its Independent Trustees. A summary of the Company's currently effective Trustee compensation is attached hereto as Exhibit 10.1, and is incorporated herein by reference.



Item 5.07. Submission of Matters to a Vote of Security Holders.

At the annual meeting of the Company's shareholders, held on May 14, 2013, the Company's shareholders approved a nonbinding advisory resolution on the compensation paid to the Company's executive officers as disclosed pursuant to Item 402 of Regulation S-K in the Company's proxy statement dated February 25, 2013, relating to the Company's 2013 annual meeting of shareholders. This proposal received the following votes: For - 41,777,064; Against - 14,075,073; Abstain - 568,693; and Broker Non-Votes - 16,974,981.

The Company's shareholders also ratified the appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2013. This proposal received the following votes: For - 59,059,846; Against - 14,058,280; and Abstain - 277,685.

The Company's shareholders voted on the election of Mr. Morea as the Independent Trustee in Class I of the Board of Trustees. Mr. Morea received the following votes: For - 11,956,566; Against - 42,925,604; Withhold - 1,538,660; and Broker Non-Votes - 16,974,981.

The results reported above are final voting results.



Item 8.01. Other Events.

Trustee Compensation

On May 14, 2013, the Company changed 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.

On May 14, 2013, the Company granted each of the Company's Trustees 2,000 common shares of beneficial interest, par value $0.01 per share, or Common Shares, valued at $20.13, the closing price of the Common Shares on the New York Stock Exchange on that day, consistent with the trustee compensation arrangements.




Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

10.1 Summary of Trustee Compensation.


  Add CWH to Portfolio     Set Alert         Email to a Friend  
Get SEC Filings for Another Symbol: Symbol Lookup
Quotes & Info for CWH - All Recent SEC Filings
Sign Up for a Free Trial to the NEW EDGAR Online Pro
Detailed SEC, Financial, Ownership and Offering Data on over 12,000 U.S. Public Companies.
Actionable and easy-to-use with searching, alerting, downloading and more.
Request a Trial      Sign Up Now


Copyright © 2014 Yahoo! Inc. All rights reserved. Privacy Policy - Terms of Service
SEC Filing data and information provided by EDGAR Online, Inc. (1-800-416-6651). All information provided "as is" for informational purposes only, not intended for trading purposes or advice. Neither Yahoo! nor any of independent providers is liable for any informational errors, incompleteness, or delays, or for any actions taken in reliance on information contained herein. By accessing the Yahoo! site, you agree not to redistribute the information found therein.