8-K
FIRST REAL ESTATE INVESTMENT TRUST OF NEW JERSEY, INC. (FREVS)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, 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
6, 2021
FIRST REAL
ESTATE INVESTMENT TRUST OF NEW JERSEY
(Exact name of registrant as specified in charter)
| New Jersey | 000-25043 | 22-1697095 |
|---|---|---|
| (State or other jurisdiction of incorporation) | (Commission<br><br>File Number) | (IRS Employer<br><br>Identification No.) |
| 505 Main Street, Hackensack, New Jersey | 07601 | |
| --- | --- | |
| (Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code: (201) 488-6400
(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 (see General Instruction A.2. below):
| ☐ | Written<br>communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
|---|---|
| ☐ | Soliciting<br>material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| --- | --- |
| ☐ | Pre-commencement<br>communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| --- | --- |
| ☐ | Pre-commencement<br>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><br> Symbol(s) | Name of each exchange on which registered |
|---|---|---|
| Shares of beneficial interest, without par value | FREVS | OTC Pink Market |
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. ☐
2
Section 5 – Corporate Governance and Management
Item 5.07 Submission of Matters to a Vote of Security Holders
The annual meeting of shareholders (the “Annual Meeting”) of First Real Estate Investment Trust of New Jersey (the “Trust”) was held on May 6, 2021. The following matters were submitted to the shareholders of the Trust at the Annual Meeting for their approval:
Approval of Reincorporation:
The proposal to approve the reincorporation of the Trust as a Maryland corporation by the merger of the Trust into a newly-formed wholly-owned subsidiary incorporated in Maryland, was approved by the shareholders of the Trust, with the following votes:
| Votes For | Votes Against | Abstentions | Broker Non-Votes |
|---|---|---|---|
| 3,856,408 | 500,478 | 57,684 | 1,375,363 |
Election of Trustees:
The shareholders of the Trust elected David B. Hekemian, Richard J. Aslanian and John A. Aiello to serve Trustees of the Trust for three-year terms, with the following votes:
| Name | Votes For | Votes Withheld | Abstentions | Broker Non-Votes |
|---|---|---|---|---|
| David<br> B. Hekemian | 4,069,521 | 345,049 | -- | 1,375,363 |
| Richard<br> J. Aslanian | 4,070,021 | 344,549 | -- | 1,375,363 |
| John<br> A. Aiello | 4,075,501 | 339,069 | -- | 1,375,363 |
Ratification of Independent Registered Public Accountants:
The ratification of the Audit Committee’s appointment of EisnerAmper LLP as the Trust’s independent registered public accountants for the fiscal year ending October 31, 2021 was approved by the shareholders of the Trust, with the following votes:
| Votes For | Votes Against | Abstentions | Broker Non-Votes |
|---|---|---|---|
| 5,771,681 | 11,067 | 7,185 | 0 |
Approval of Adjournment:
The proposal to adjourn the Annual Meeting, if necessary, to solicit additional votes to approve the reincorporation of the Trust as a Maryland corporation by the merger of Trust into a newly-formed wholly-owned subsidiary incorporated in Maryland, was approved by the shareholders of the Trust, with the following votes:
| Votes For | Votes Against | Abstentions | Broker Non-Votes |
|---|---|---|---|
| 3,918,760 | 475,590 | 20,220 | 1,375,363 |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| FIRST REAL ESTATE INVESTMENT <br><br> TRUST OF NEW JERSEY | |
|---|---|
| (Registrant) | |
| By: | /s/ Robert S. Hekemian, Jr. |
| Robert S. Hekemian, Jr. | |
| President and Chief Executive Officer |
Date: May 7, 2021