8-K
Easterly Government Properties, Inc. (DEA)
UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWASHINGTON, D.C. 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 22, 2025 |
|---|
Easterly Government Properties, Inc.
(Exact name of Registrant as Specified in Its Charter)
| Maryland | 001-36834 | 47-2047728 |
|---|---|---|
| (State or Other Jurisdiction<br>of Incorporation) | (Commission File Number) | (IRS Employer<br>Identification No.) |
| 2001 K Street NW<br><br>Suite 775 North | ||
| Washington, District of Columbia | 20006 | |
| (Address of Principal Executive Offices) | (Zip Code) | |
| Registrant’s Telephone Number, Including Area Code: (202) 595-9500 | ||
| --- | ||
| 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:
☐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))
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading<br>Symbol(s) | Name of each exchange on which registered |
|---|---|---|
| Common Stock | DEA | The New York Stock Exchange |
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 May 22, 2025, Easterly Government Properties, Inc. (the “Company”) held its Annual Meeting of Stockholders, at which the stockholders voted on the proposals as follows:
Proposal No. 1: The election of seven director nominees, each to serve until the next annual meeting of stockholders and until their successors are duly elected and qualified.
| Nominee | For | Against | Abstain | Broker Non-Votes |
|---|---|---|---|---|
| Darrell W. Crate | 69,947,969 | 3,146,357 | 221,423 | 20,784,167 |
| William H. Binnie | 66,375,998 | 6,718,654 | 221,097 | 20,784,167 |
| Michael P. Ibe | 69,808,819 | 3,281,886 | 225,044 | 20,784,167 |
| Cynthia A. Fisher | 62,437,247 | 10,654,128 | 224,374 | 20,784,167 |
| Scott D. Freeman | 66,991,012 | 6,100,675 | 224,062 | 20,784,167 |
| Emil W. Henry, Jr. | 66,827,368 | 6,261,898 | 226,483 | 20,784,167 |
| Tara S. Innes | 70,878,172 | 2,213,279 | 224,298 | 20,784,167 |
Proposal No. 2: Approval, on a non-binding advisory basis, of the compensation of the Company’s named executive officers.
| For | Against | Abstain | Broker Non-Votes |
|---|---|---|---|
| 67,314,410 | 5,733,222 | 268,117 | 20,784,167 |
Proposal No. 3: Ratification of the Audit Committee’s appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2025.
| For | Against | Abstain |
|---|---|---|
| 88,964,213 | 4,943,188 | 192,515 |
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.
| EASTERLY GOVERNMENT<br><br>PROPERTIES, INC. | |
|---|---|
| By: | /s/ Franklin V. Logan |
| Name: | Franklin V. Logan |
| Title: | Executive Vice President, General Counsel and Secretary |
Date: May 23, 2025