ACRES Commercial Realty Corp 8-K, filed Jun 12, 2023
ACRES Commercial Realty Corp. (ACR)
About this 8-K
ACRES Commercial Realty Corp filed this 8-K on June 12, 2023, reporting on events of June 8, 2023.
Items reported
- Item 5.07: Shareholder vote results
- Item 9.01: Financial statements and exhibits
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
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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:
Securities registered pursuant to Section 12(b) of the Act:
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 5.07 Submission of Matters to a Vote of Security Holders.
On June 8, 2023, ACRES Commercial Realty Corp. (the “Company”) held its 2023 Annual Meeting of Stockholders at which its stockholders: (i) elected nine directors: Messrs. Andrew Fentress, Mark S. Fogel, William B. Hart, Gary Ickowicz, Steven J. Kessler, Murray S. Levin and P. Sherrill Neff and Mses. Karen Edwards and Dawanna Williams to serve until the next annual meeting of stockholders in 2024; (ii) approved, in an advisory vote, the compensation of the Company’s named executive officers; (iii) approved, in an advisory vote, the frequency of votes on the say on pay vote each year and (iv) ratified the appointment of Grant Thornton LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2023.
The voting results were as follows:
Election of Directors |
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Shares For |
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Shares Against |
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Abstentions |
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Broker Non-Votes |
Ms. Edwards |
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3,014,009 |
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175,652 |
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1,203,711 |
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2,418,952 |
Mr. Fentress |
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3,013,827 |
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143,514 |
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1,236,031 |
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2,418,952 |
Mr. Fogel |
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3,017,862 |
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140,207 |
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1,235,303 |
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2,418,952 |
Mr. Hart |
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2,917,864 |
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269,160 |
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1,206,348 |
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2,418,952 |
Mr. Ickowicz |
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2,991,993 |
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165,410 |
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1,235,969 |
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2,418,952 |
Mr. Kessler |
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2,920,341 |
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237,206 |
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1,235,825 |
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2,418,952 |
Mr. Levin |
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2,799,066 |
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360,304 |
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1,234,002 |
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2,418,952 |
Mr. Neff |
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2,921,404 |
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267,953 |
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1,204,015 |
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2,418,952 |
Ms. Williams |
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3,015,258 |
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178,714 |
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1,199,400 |
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2,418,952 |
A proposal to approve, in an advisory vote, the compensation of the Company’s named executive officers:
Shares For |
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Shares Against |
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Abstentions |
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Broker Non-Votes |
2,826,747 |
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293,498 |
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1,273,127 |
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2,418,952 |
A proposal to approve, in an advisory vote, the frequency of votes on the say on pay vote:
One Year |
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Two Years |
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Three Years |
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Abstentions |
3,111,153 |
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25,966 |
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52,403 |
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1,203,850 |
Based on the voting results of the frequency of votes on the say on pay vote described above, and consistent with the Board of Directors’ recommendation, the Company will hold future advisory votes each year until the next required advisory vote on the frequency of the advisory vote on executive compensation, which will occur no later than the Company’s 2029 Annual Meeting of Stockholders.
A proposal to ratify the appointment of Grant Thornton LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2023:
Shares For |
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Shares Against |
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Abstentions |
5,580,256 |
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34,767 |
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1,197,301 |
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
Exhibit No. |
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Description |
104 |
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Cover Page Interactive Data File (embedded within the Inline XBRL document). |
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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ACRES COMMERCIAL REALTY CORP. |
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Date: |
June 12, 2023 |
By: |
/s/ Jaclyn Jesberger |
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Jaclyn Jesberger |