UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
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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 5.07 | Submission of Matters to a Vote of Security Holders. |
The Macerich Company (the “Company”) held its annual meeting of stockholders on June 18, 2020 (the “Annual Meeting”). At the Annual Meeting, the Company’s stockholders (1) elected the ten nominees listed below to serve as directors until the next annual meeting of stockholders and until their respective successors are duly elected and qualified, (2) ratified the appointment of KPMG LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2020 and (3) approved the compensation of the Company’s named executive officers.
| Proposal | 1: Election of Ten Directors to Serve Until the Next Annual Meeting of Stockholders and Until Their Respective Successors are Duly Elected and Qualified. |
| For |
Against |
Abstentions |
Broker Non- Votes | |||||
| Peggy Alford |
109,738,530 |
886,933 |
238,553 |
15,288,319 | ||||
| John H. Alschuler |
109,899,650 |
713,332 |
251,034 |
15,288,319 | ||||
| Eric K. Brandt |
103,305,847 |
7,306,357 |
251,812 |
15,288,319 | ||||
| Edward C. Coppola |
109,747,958 |
875,234 |
240,824 |
15,288,319 | ||||
| Steven R. Hash |
108,694,092 |
1,918,268 |
251,656 |
15,288,319 | ||||
| Daniel J. Hirsch |
108,220,527 |
2,392,705 |
250,784 |
15,288,319 | ||||
| Diana M. Laing |
108,935,346 |
1,687,410 |
241,260 |
15,288,319 | ||||
| Thomas E. O’Hern |
109,961,889 |
657,121 |
245,006 |
15,288,319 | ||||
| Steven L. Soboroff |
108,163,133 |
2,451,273 |
249,610 |
15,288,319 | ||||
| Andrea M. Stephen |
106,998,379 |
3,623,317 |
242,320 |
15,288,319 |
| Proposal 2: | Ratification of the Appointment of KPMG LLP as the Company’s Independent Registered Public Accounting Firm for the Fiscal Year Ending December 31, 2020. |
| For |
Against |
Abstentions | ||
| 123,899,515 |
1,914,739 |
338,081 |
There were no broker non-votes for Proposal 2.
| Proposal 3: | Advisory Vote to Approve the Compensation of the Company’s Named Executive Officers. |
| For |
Against |
Abstentions |
Broker Non- Votes | |||
| 105,357,884 |
5,146,892 |
359,240 |
15,288,319 |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, The Macerich Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| THE MACERICH COMPANY | ||||||
| By: ANN C. MENARD | ||||||
| June 24, 2020 |
/s/ Ann C. Menard | |||||
| Date |
Senior Executive Vice President, | |||||
| Chief Legal Officer and Secretary | ||||||