Getty Realty Corp 8-K, filed Apr 28, 2023
Getty Realty Corp (GTY)
About this 8-K
Getty Realty Corp filed this 8-K on April 28, 2023, reporting on events of April 25, 2023.
Items reported
- Item 5.07: Shareholder vote results
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
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CURRENT REPORT
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Item 5.07. Submission of Matters to a Vote of Security Holders.
At the 2023 Annual Meeting of Stockholders of Getty Realty Corp. (the “Company”) held on April 25, 2023 (the “Annual Meeting”), the stockholders of the Company voted on the following items:
Proposal 1: Election of Directors
Elected the following nominees to serve on the Board of Directors of the Company until the next annual meeting of stockholders and until their respective successors are elected and qualify:
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VOTES FOR |
VOTES WITHHELD |
BROKER NON-VOTES |
Christopher J. Constant |
37,199,957 |
423,537 |
3,648,543 |
Milton Cooper |
34,257,664 |
3,365,830 |
3,648,543 |
Philip E. Coviello |
34,063,216 |
3,560,278 |
3,648,543 |
Evelyn León Infurna |
37,143,468 |
480,026 |
3,648,543 |
Mary Lou Malanoski |
34,066,502 |
3,556,992 |
3,648,543 |
Howard Safenowitz |
36,798,507 |
824,987 |
3,648,543 |
Proposal 2: Advisory (Non-binding) Vote on Named Executive Compensation (Say-On-Pay)
Approved, on an advisory basis (non-binding), the compensation of the Company’s named executive officers as described in the Compensation Discussion and Analysis and the accompanying tables in the proxy statement (“Say-on-Pay”) for the Annual Meeting. There were 35,885,943 votes cast for the proposal, 1,630,676 votes cast against the proposal, 106,875 abstentions and 3,648,543 broker non-votes.
Proposal 3: Advisory (Non-binding) Vote on the Frequency of Future Advisory Votes on Executive Compensation (Say-On-Frequency)
Approved, on an advisory basis (non-binding), the frequency of future advisory votes on executive compensation of the Company’s named executive officers as described the proxy statement (“Say-on-Frequency”) for the Annual Meeting. There were 36,818,409 votes cast for a Say-on-Pay vote every year, 35,508 votes cast for a Say-on-Pay vote every 2 years, 683,010 votes cast for a Say-on-Pay vote every 3 years, 86,567 abstentions and no broker non-votes. In light of the outcome of Say-on-Frequency vote, we have decided to include a Say-on-Pay vote every year in our annual meeting proxy materials until the next required Say-on-Frequency vote.
Proposal 4: Ratification of the Appointment of PricewaterhouseCoopers LLP as the Company’s Independent Registered Public Accounting Firm for the Fiscal Year Ending December 31, 2023
Ratified the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2023. There were 40,546,189 votes cast for the appointment, 701,604 votes cast against the appointment, 24,244 abstentions and no broker non-votes.
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 thereunto duly authorized.
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GETTY REALTY CORP. |
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Date: April 28, 2023 |
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By: |
/s/ Joshua Dicker |
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Joshua Dicker |
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Executive Vice President |
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General Counsel and Secretary |