Document
false--12-310000034903 0000034903 frt:CommonSharesOfBeneficialInterestMember 2020-04-02 2020-04-02 0000034903 frt:DepositorySharesMember 2020-04-02 2020-04-02 0000034903 2020-04-02 2020-04-02


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) April 2, 2020
 
Federal Realty Investment Trust
(Exact name of registrant as specified in its charter)
 
Maryland
 
1-07533
 
52-0782497
(State or other jurisdiction
of incorporation)
 
(Commission
File Number)
 
(IRS Employer
Identification No.)
 
 
1626 East Jefferson Street,
Rockville,
Maryland
 
20852-4041
 
 
(Address of principal executive offices)
 
(Zip Code)
 
Registrant's telephone number including area code: 301/998-8100
 
Title of Each Class
Trading Symbol
Name of Each Exchange On Which Registered
Common Shares of Beneficial Interest
FRT
New York Stock Exchange
$.01 par value per share, with associated Common Share Purchase Rights
 
 
 
 
 
Depositary Shares, each representing 1/1000 of a share
FRT-C
New York Stock Exchange
of 5.00% Series C Cumulative Redeemable Preferred Stock, $.01 par value per share
 
 
 
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))
☐
Emerging growth company
☐
If an emerging growth company, indicate by checkmark if the registrant has elected not 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 5.03    Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year

On April 2, 2020, the Board of Trustees of the Trust approved an amendment to Section 1 of Article II of the Trust’s Amended and Restated Bylaws to allow our annual shareholder meetings to be held by means of remote communications.

The new Section 1 is filed as an exhibit to this report and is incorporated by reference into this Item 5.03.

Item 9.01    Financial Statements and Exhibits

(d)    Exhibits

The following Exhibits are included in the Form 8-K:

Exhibit            Description of Exhibit

3.1Amended Section 1 of Article II of the Amended and Restated
Bylaws     
            
104
Cover Page Interactive Data File (the Cover Page Interactive Data File is 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.


 
 
 
FEDERAL REALTY INVESTMENT TRUST
 
 
 
 
Date:
April 7, 2020
 
 /s/ Dawn M. Becker
 
 
 
 
 
 
 
Dawn M. Becker
 
 
 
Executive Vice President-General Counsel and Secretary
 
 
 
 



 Exhibit


Exhibit 3.1



Section 1.    PLACE. All meetings of shareholders shall be held at the principal executive office of the Trust or at such other place within the United States as shall be stated in the notice of the meeting. In determining the location of any meeting of shareholders, the Board of Trustees may determine that the meeting not be held at any place, but instead may be held solely by means of remote communication.  If a meeting is held solely by means of remote communication, the Trust shall implement reasonable measures (a) to verify that each person considered present and authorized to vote at the meeting by means of remote communication is a shareholder or proxy holder and (b) to provide the shareholders and proxy holders a reasonable opportunity to participate in the meeting and to vote on matters submitted to the shareholders, including an opportunity to read or hear the proceedings of the meeting substantially concurrently with the proceedings.



v3.20.1
Cover Page
Apr. 02, 2020
Entity Information [Line Items]  
Entity Address, Address Line One 1626 East Jefferson Street,
Entity Address, City or Town Rockville,
Entity Address, State or Province MD
Entity Address, Postal Zip Code 20852-4041
Entity Emerging Growth Company false
Pre-commencement Issuer Tender Offer false
Pre-commencement Tender Offer false
Soliciting Material false
Written Communications false
Entity Incorporation, State or Country Code MD
Document Type 8-K
Entity Central Index Key 0000034903
Amendment Flag false
Document Period End Date Apr. 02, 2020
Entity Registrant Name Federal Realty Investment Trust
Entity File Number 1-07533
Entity Tax Identification Number 52-0782497
City Area Code 301
Local Phone Number 998-8100
Current Fiscal Year End Date --12-31
Common Shares Of Beneficial Interest  
Entity Information [Line Items]  
Title of 12(b) Security Common Shares of Beneficial Interest
Trading Symbol FRT
Security Exchange Name NYSE
Depository Shares  
Entity Information [Line Items]  
Title of 12(b) Security Depositary Shares, each representing 1/1000 of a share
Trading Symbol FRT-C
Security Exchange Name NYSE