8-K

Hudson Pacific Properties, Inc. (HPP)

8-K 2025-06-30 For: 2025-06-25
View Original
Added on April 12, 2026

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): June 25, 2025

_________________________________

Hudson Pacific Properties, Inc.

(Exact name of registrant as specified in its charter)

Maryland 001-34789 27-1430478
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
11601 Wilshire Blvd., Ninth Floor
--- --- ---
Los Angeles, California 90025
(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: (310) 445-5700

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 Symbol(s) Name of each exchange on which registered
Common Stock, $0.01 par value HPP New York Stock Exchange
4.750% Series C Cumulative Redeemable Preferred Stock HPP Pr C 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 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

In connection with Hudson Pacific Properties, Inc.’s (the “Company”) previously announced initiative to reduce annual general and administrative expenses, on June 25, 2025, Mr. Ebs Burnough and Ms. Christy Haubegger each resigned from the Board, effective June 25, 2025. In tendering their resignations, Mr. Burnough and Ms. Haubegger expressed no disagreement with the Company. Following the foregoing resignations, the Board voted to reduce the size of the Board from ten to eight members.

On June 25, 2025, upon the recommendation of the Nominating and Governance Committee, the Board appointed existing directors Mr. Theodore Antenucci and Mr. Jonathan Glaser to serve on the Compensation Committee of the Board.

Item 9.01 Financial Statements and Exhibits.

Exhibit No. Description
99.1 Press release dated June 30, 2025.
104 Cover Page Interactive Data File (embedded within the Inline XBRL document).

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.

HUDSON PACIFIC PROPERTIES, INC.
Date: June 30, 2025 By: /s/ Kay L. Tidwell
Kay L. Tidwell<br>Executive Vice President, General Counsel and Chief Risk Officer

Document

Hudson Pacific Properties, Inc.
Press Release

Hudson Pacific Provides Business Update

Rightsizes Board of Directors

Expects Studio Business to Benefit from Newly Approved Business Incentives to Stimulate Production

image_0a.jpg

LOS ANGELES (June 30, 2025)—Hudson Pacific Properties, Inc. (NYSE: HPP), a unique provider of end-to-end real estate solutions for tech and media tenants, today announced changes to its Board of Directors ("Board"), reducing the size from 10 to 8 members. In support of these efforts, two directors, Ebs Burnough and Christy Haubegger, voluntarily resigned from the Board.

Victor Coleman, Hudson Pacific’s CEO and Chairman, said, "This more efficient board structure maintains the experience needed to guide our management team while contributing to our ongoing focus on corporate costs to drive value creation for shareholders. With our high-quality portfolio located in the primary markets benefiting from AI investment and now California’s substantially increased film and TV production incentives, I am excited about what the future holds for Hudson Pacific."

Coleman continued, "I would like to thank Ebs and Christy for their service and many contributions, as well as their dedication and professionalism in enabling the streamlining of our Board. Each has provided valuable perspective and insights over the years and we wish them the very best."

About Hudson Pacific Properties

Hudson Pacific Properties (NYSE: HPP) is a real estate investment trust serving dynamic tech and media tenants in global epicenters for these synergistic, converging and secular growth industries. Hudson Pacific’s unique and high-barrier tech and media focus leverages a full-service, end-to-end value creation platform forged through deep strategic relationships and niche expertise across identifying, acquiring, transforming and developing properties into world-class amenitized, collaborative and sustainable office and studio space. For more information visit HudsonPacificProperties.com.

Forward-Looking Statements

This press release may contain forward-looking statements within the meaning of the federal securities laws. Forward-looking statements relate to expectations, beliefs, projections, future plans and strategies, anticipated events or trends and similar expressions concerning matters that are not historical facts. In some cases, you can identify forward-looking statements by the use of forward-looking terminology such as "may," "will," "should," "expects," "intends," "plans," "anticipates," "believes," "estimates," "predicts," or "potential" or the negative of these words and phrases or similar words or phrases that are predictions of or indicate future events, or trends and that do not relate solely to historical matters. Forward-looking statements involve known and unknown risks, uncertainties, assumptions and contingencies, many of which are beyond the company's control, which may cause actual results to differ significantly from those expressed in any forward-looking statement. All forward-looking statements reflect the

Page | 1

Hudson Pacific Properties, Inc.
Press Release

company's good faith beliefs, assumptions and expectations, but they are not guarantees of future performance. Furthermore, the company disclaims any obligation to publicly update or revise any forward-looking statement to reflect changes in underlying assumptions or factors, of new information, data or methods, future events or other changes. For a further discussion of these and other factors that could cause the company's future results to differ materially from any forward-looking statements, see the section entitled "Risk Factors" in the company's Annual Report on Form 10-K filed with the Securities and Exchange Commission, or SEC, and other risks described in documents subsequently filed by the company from time to time with the SEC.

Investor Contact

Laura Campbell

Executive Vice President, Investor Relations & Marketing

(310) 622-1702

lcampbell@hudsonppi.com

Media Contact

Laura Murray

Vice President, Communications

(310) 622-1781

lmurray@hudsonppi.com

Page | 2