8-K

HIGHWOODS PROPERTIES, INC. (HIW)

8-K 2023-05-16 For: 2023-05-16
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Added on April 04, 2026

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 16, 2023

HIGHWOODS PROPERTIES, INC.

(Exact name of registrant as specified in its charter)

Maryland 001-13100 56-1871668
(State or other jurisdiction <br>of incorporation or organization) (Commission<br>File Number) (I.R.S. Employer <br>Identification Number)

HIGHWOODS REALTY LIMITED PARTNERSHIP

(Exact name of registrant as specified in its charter)

North Carolina 000-21731 56-1869557
(State or other jurisdiction <br>of incorporation or organization) (Commission<br>File Number) (I.R.S. Employer <br>Identification Number)

150 Fayetteville Street, Suite 1400

Raleigh, NC 27601

(Address of principal executive offices) (Zip Code)

919-872-4924

(Registrants’ telephone number, including area code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrants 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))

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.   ☐

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 Stock, $.01 par value, of <br>Highwoods Properties, Inc. HIW New York Stock Exchange

Item 5.07.     Submission of Matters to a Vote of Security Holders.

On May 16, 2023, the Company held its annual meeting of stockholders. The final vote of the matters presented for a vote at such meeting was as follows:

Matter For Against Abstain/<br><br>Withheld Broker Non-Votes
(1) Election of Directors: 4,601,318
Charles A. Anderson 90,556,155 1,010,018
Gene H. Anderson 88,486,635 3,079,538
Thomas P. Anderson 68,203,018 23,363,155
Carlos E. Evans 87,397,839 4,168,334
David L. Gadis 90,534,703 1,031,470
David J. Hartzell 88,558,683 3,007,490
Theodore J. Klinck 90,263,019 1,303,154
Anne H. Lloyd 88,549,437 3,016,736
(2) Ratification of appointment of Deloitte & Touche LLP as independent auditor for 2023 95,325,634 729,560 112,297
(3) Advisory vote on executive compensation 85,631,126 5,762,830 172,217 4,601,318
1 Year 2 Years 3 Years Abstain
(4) Advisory vote on frequency of say-on-pay votes 88,777,615 47,593 2,686,447 54,518

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, each of the registrants has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

HIGHWOODS PROPERTIES, INC.
By: /s/ Jeffrey D. Miller
Jeffrey D. Miller
Executive Vice President, General Counsel and Secretary HIGHWOODS REALTY LIMITED PARTNERSHIP
--- ---
By: Highwoods Properties, Inc., its general partner
By: /s/ Jeffrey D. Miller
Jeffrey D. Miller
Executive Vice President, General Counsel and Secretary

Dated: May 16, 2023