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GRT > SEC Filings for GRT > Form 8-K on 12-Dec-2013All Recent SEC Filings

Show all filings for GLIMCHER REALTY TRUST | Request a Trial to NEW EDGAR Online Pro



Change in Directors or Principal Officers, Financial Statements and Exhibit

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

On December 12, 2013, the Glimcher Realty Trust (the "Registrant") Board of Trustees (the "Board"), upon the recommendation of its Nominating and Corporate Governance Committee (the "Committee"), elected Yvette McGee Brown, Esq. and Nancy Kramer to the Board. Mrs. Brown will serve on the Board as a Class I Trustee and Mrs. Kramer will serve on the Board as a Class III Trustee. To accommodate the election of Mmes. Brown and Kramer, the Board approved an increase in its size from ten (10) seats to twelve (12) seats. Additionally, three of the Registrant's current Class II Trustees, Messrs. Richard F. Celeste, Wayne S. Doran, and Alan R. Weiler, formally informed the Registrant that they will not stand for re-election at the Registrant's 2014 Annual Meeting of Shareholders (the "Annual Meeting") pursuant to the Registrant's trustee retirement policy under its Corporate Governance Guidelines. Although the terms of the Board's Class I and Class III Trustees expire in 2016 and 2015, respectively, Mmes. Brown and Kramer will stand for election at the Annual Meeting to serve as Class II Trustees and fill vacant seats created by the aforementioned departure of certain incumbent Class II Trustees. At this time, neither Mmes. Brown nor Kramer has been appointed to serve on any Board committee.

The Board and Committee have determined that both Mmes. Brown and Kramer are each an independent trustee that meets the independence requirements of the New York Stock Exchange and the rules and regulations promulgated by the Securities and Exchange Commission ("SEC"). Mmes. Brown and Kramer will each receive an annual stipend equal to the annual stipend that other non-employee trustees serving on the Board currently receive. In addition to their service as members of the Board, Mmes. Brown and Kramer will also serve as members of the Board of Directors of Glimcher Properties Corporation, a wholly-owned subsidiary of the Registrant. Lastly, both Mmes. Brown and Kramer each executed the Registrant's standard form of indemnification agreement. A copy of the Registrant's press release announcing the election of Mmes. Brown and Kramer is attached hereto as Exhibit 99.1 and incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

99.1 Press Release of Glimcher Realty Trust, dated December 12, 2013.

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