8-K
CubeSmart (CUBE)
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 11, 2021
CUBESMART
CUBESMART, L.P.
(Exact Name of Registrant as Specified in Its Charter)
| Maryland (CubeSmart) | 001-32324 | 20-1024732 |
|---|---|---|
| Delaware (CubeSmart, L.P.) | 000-54462 | 34-1837021 |
| (State or Other Jurisdiction of Incorporation)<br><br> | (Commission File Number) | (IRS Employer Identification No.) |
| |
|---|
| 5 Old Lancaster Road |
| Malvern , |
| Pennsylvania |
| 19355 |
| (Address of Principal |
| Executive Offices) |
( 610 ) 535-5000
(Registrant’s telephone number, including area code)
Not applicable
(Former Name or Former Address, if Changed Since Last Report)
Securities registered pursuant to Section 12(b) of the Act:
| Title of Each Class | **** | Trading Symbol(s) | **** | Name of Each Exchange on Which Registered |
|---|---|---|---|---|
| Common Shares, $0.01 par value per share, of CubeSmart | | CUBE | | New York Stock Exchange |
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 (see General Instruction A.2. below):
| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
|---|
| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
|---|
| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
|---|
| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
|---|
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR 230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR 240.12b-2). ****
Emerging Growth Company (CubeSmart) ☐
Emerging Growth Company (CubeSmart, L.P.) ☐
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.
CubeSmart ☐
CubeSmart, L.P. ☐
Item 5.07 Submission of Matters to a Vote of Security Holders.
The 2021 Annual Meeting of shareholders of CubeSmart (the “Company”) was held on May 11, 2021. At the meeting, the Company’s shareholders voted on: (1) the election of eight trustees, (2) the ratification of the appointment of KPMG LLP as the Company’s independent registered public accounting firm for 2021, and (3) an advisory vote regarding the compensation of the Company’s named executive officers. The voting results on these proposals were as follows:
Proposal 1: Election of eight trustees.
| | | | | | | |
|---|---|---|---|---|---|---|
| | **** | Votes For | **** | Withheld | | Broker Non-Votes |
| Piero Bussani | | 175,168,891 | | 6,194,066 | | 8,804,472 |
| Dorothy Dowling | | 176,297,280 | | 5,065,677 | | 8,804,472 |
| John W. Fain | | 178,920,035 | | 2,442,922 | | 8,804,472 |
| Marianne M. Keler | | 178,754,635 | | 2,608,322 | | 8,804,472 |
| Christopher P. Marr | | 180,156,933 | | 1,206,024 | | 8,804,472 |
| Deborah Ratner Salzberg | | 175,636,112 | | 5,726,845 | | 8,804,472 |
| John F. Remondi | | 179,159,284 | | 2,203,673 | | 8,804,472 |
| Jeffrey F. Rogatz | | 165,070,738 | | 16,292,219 | | 8,804,472 |
Proposal 2: Ratification of the appointment of KPMG LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2021.
| | | | | |
|---|---|---|---|---|
| Votes For | **** | Votes Against | | Abstentions |
| 183,408,388 | | 6,709,555 | | 49,486 |
Proposal 3: Advisory vote on the compensation of the Company’s named executive officers.
| | | | | | | |
|---|---|---|---|---|---|---|
| Votes For | **** | Votes Against | | Abstentions | | Broker Non-Votes |
| 161,187,557 | | 19,028,871 | | 1,146,529 | | 8,804,472 |
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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.
| | CUBESMART | |
|---|---|---|
| | | |
| Date: May 11, 2021 | By: | /s/ Jeffrey P. Foster |
| | Name: | Jeffrey P. Foster |
| | Title: | Chief Legal Officer & Secretary |
| | | |
| | CUBESMART, L.P. | |
| | | |
| Date: May 11, 2021 | By: | /s/ Jeffrey P. Foster |
| | Name: | Jeffrey P. Foster |
| | Title: | Chief Legal Officer & Secretary |
| | | |
| | | |
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