8-K
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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 17, 2022

 

MID-AMERICA APARTMENT COMMUNITIES, INC.

(Exact name of registrant as specified in its charter)

 

Tennessee

001-12762

62-1543819

(State or other jurisdiction of incorporation)

(Commission File Number)

(IRS Employer Identification No.)

 

 

 

6815 Poplar Avenue, Suite 500

 

Germantown, Tennessee

38138

(Address of Principal Executive Offices)

(Zip Code)

 

(901) 682-6600

(Registrant’s telephone number, including area code)

 

N/A

(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 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, par value $.01 per share (Mid-America Apartment Communities, Inc.)

MAA

New York Stock Exchange

8.50% Series I Cumulative Redeemable Preferred Stock, $.01 par value per share (Mid-America Apartment Communities, Inc.)

MAA*I

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 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

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 17, 2022, the registrant held its 2022 Annual Meeting of Shareholders. The following matters were submitted to a vote of the shareholders of record as of March 11, 2022 through the solicitation of proxies:

1.
To elect twelve directors to serve until the 2023 Annual Meeting of Shareholders and until their successors have been duly elected and qualified;
2.
To provide an advisory (non-binding) vote to approve compensation of the registrant’s named executive officers; and
3.
To ratify Ernst & Young LLP as the registrant’s independent registered public accounting firm for 2022.

All twelve nominees were elected to serve until the 2023 Annual Meeting of Shareholders and until their successors have been duly elected and qualified. The results of the election were as follows:

 

 

For

 

Against

 

Abstain

 

Broker Non-Votes

H. Eric Bolton, Jr.

 

85,900,248

 

10,841,212

 

3,750,694

 

5,517,030

Alan B. Graf, Jr.

 

92,988,333

 

7,425,652

 

78,169

 

5,517,030

Toni Jennings

 

98,193,641

 

2,219,166

 

79,347

 

5,517,030

Edith Kelly-Green

 

100,044,916

 

399,357

 

47,881

 

5,517,030

James K. Lowder

 

97,645,378

 

2,759,541

 

87,235

 

5,517,030

Thomas H. Lowder

 

99,448,306

 

956,616

 

87,232

 

5,517,030

Monica McGurk

 

98,213,387

 

2,199,082

 

79,685

 

5,517,030

Claude B. Nielsen

 

90,406,067

 

9,890,624

 

195,463

 

5,517,030

Philip W. Norwood

 

90,395,162

 

10,036,305

 

60,687

 

5,517,030

W. Reid Sanders

 

97,956,664

 

2,454,637

 

80,853

 

5,517,030

Gary Shorb

 

97,262,458

 

3,154,368

 

75,328

 

5,517,030

David P. Stockert

 

99,575,867

 

827,650

 

88,637

 

5,517,030

The advisory (non-binding) vote to approve the compensation of named executive officers was in favor of executive compensation. The results of the vote were as follows:

For

 

Against

 

Abstain

 

Broker Non-Votes

89,313,316

 

 

11,063,312

 

 

115,526

 

 

5,517,030

 

Ernst & Young LLP was ratified to serve as the registrant’s independent registered public accounting firm for 2022. The results of the vote were as follows:

For

 

Against

 

Abstain

 

Broker Non-Votes

102,949,514

 

 

3,011,240

 

 

48,430

 

 

0

 

 

 

 


 

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.

 

 

 

 

MID-AMERICA APARTMENT COMMUNITIES, INC.

 

 

 

 

Date:

May 18, 2022

 

/s/Albert M. Campbell, III

 

 

 

Albert M. Campbell, III

 

 

 

Executive Vice President and Chief Financial Officer

 

 

 

(Principal Financial Officer)