UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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 7, 2012
STAG INDUSTRIAL, INC.
(Exact name of registrant specified in its charter)
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Maryland |
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1-34907 |
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27-3099608 |
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(State or Other Jurisdiction |
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(Commission |
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(IRS Employer |
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Of Incorporation) |
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File Number) |
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Identification No.) |
99 High Street, 28th Floor
Boston, Massachusetts 02110
(Address of principal executive offices, zip code)
Registrant’s telephone number, including area code: (617) 574-4777
Not applicable
(Former name or former address, if changed since last report)
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:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
ITEM 5.07. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.
On May 7, 2012, STAG Industrial, Inc. (the “Company”) held its Annual Meeting of Stockholders. The matters on which the stockholders voted, in person or by proxy were:
(i) for the election of six directors to hold office until the 2013 Annual Meeting of Stockholders and until their successors have been elected and qualified;
(ii) the ratification of the appointment of the Company’s independent registered public accountants for the year ending December 31, 2012;
(iii) the approval, by non-binding vote, of executive compensation; and
(iv) the recommendation, by non-binding vote, of the frequency of execution compensation votes.
The six nominees were elected, the ratification of the appointment of the independent registered public accountants was approved, executive compensation was approved and one year was the frequency of executive compensation votes recommended by stockholders. The results of the voting were as follows:
Election of Directors:
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Director |
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Votes For |
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Votes Against |
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Votes Withheld |
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Abstentions |
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Broker Non- Votes |
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Benjamin S. Butcher |
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11,136,919 |
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-0- |
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67,953 |
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-0- |
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1,364,127 |
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F. Alexander Fraser |
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11,004,351 |
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-0- |
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200,521 |
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-0- |
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1,364,127 |
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Jeffrey D. Furber |
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11,181,489 |
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-0- |
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23,383 |
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-0- |
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1,364,127 |
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Larry T. Guillemette |
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11,186,719 |
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-0- |
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18,153 |
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-0- |
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1,364,127 |
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Francis X. Jacoby III |
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11,136,318 |
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-0- |
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68,554 |
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-0- |
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1,364,127 |
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Hans S. Weger |
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11,186,719 |
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-0- |
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18,153 |
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-0- |
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1,364,127 |
Ratification of Appointment of Independent Registered Public Accountants:
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Votes |
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Votes |
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Abstentions |
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Broker Non- |
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12,539,373 |
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23,766 |
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5,860 |
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-0- |
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Approval of Executive Compensation:
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Votes |
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Votes |
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Abstentions |
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Broker Non- |
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11,103,125 |
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63,830 |
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37,917 |
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1,364,127 |
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Recommendation of the Frequency of Executive Compensation Votes:
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1 Year |
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2 Years |
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3 Years |
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Abstentions |
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Broker Non- |
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10,660,895 |
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17,512 |
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511,701 |
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-0- |
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1,378,891 |
SIGNATURES
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.
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STAG INDUSTRIAL, INC. | ||
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By: |
/s/ Kathryn Arnone | |
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Kathryn Arnone | |
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Executive Vice President, General Counsel | |
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and Secretary | |
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Dated: May 8, 2012 |
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