Document
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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 19, 2020
 
INVESTORS REAL ESTATE TRUST
(Exact name of Registrant as specified in its charter)
 
 
 
 
 
 
 
 
 
 
North Dakota
 
001-35624
 
45-0311232
(State or Other Jurisdiction
of Incorporation or Organization)
 
(Commission File Number)
 
(I.R.S. Employer Identification No.)
 
1400 31st Avenue SW, Suite 60, Post Office Box 1988, Minot, ND 58702-1988
(Address of principal executive offices) (Zip code)

(701) 837-4738
(Registrant’s telephone number, including area code)

Not Applicable
(Former name or former address, if changed from last report)

Securities registered pursuant to Section 12(b) of the Securities Exchange Act of 1934:
Title of each class
Trading Symbol(s)
Name of each exchange on which registered
Common Shares of Beneficial Interest, no par value
IRET
New York Stock Exchange
Series C Cumulative Redeemable Preferred Shares
IRET-PC
New York Stock Exchange
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
Soliciting material pursuant to Rule 14a-12 under the Exchange Act
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934.
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 19, 2020, the Company held its 2020 Annual Meeting of Shareholders (the "Annual Meeting").  As of March 23, 2020, the record date for holders of common shares of beneficial interest (“common shares”) entitled to vote at the Annual Meeting, there were 12,149,875 common shares outstanding and entitled to vote at the Annual Meeting.  Of the common shares entitled to vote, 10,205,051, or approximately 83.99% of the common shares, were present or represented by proxy at the Annual Meeting, constituting a quorum under the Declaration of Trust.  There were four matters presented and voted on at the Annual Meeting.  Set forth below is a brief description of each matter voted on at the Annual Meeting and the final voting results with respect to each such matter.
Proposal 1 - Election of eight nominees to serve on the Board of Trustees for a one-year term and until their respective successors are duly elected and qualified.
Nominee
For
Against
Abstain
Broker Non-Votes
 
 
 
 
1,855,275
Jeffrey P. Caira
8,285,622
44,261
19,893
 
Michael T. Dance
8,290,461
39,567
19,748
 
Mark O. Decker, Jr.
8,293,056
37,660
19,060
 
Emily Nagle Green
8,248,538
82,512
18,726
 
Linda J. Hall
8,219,575
109,915
20,286
 
Terrance P. Maxwell
8,274,531
55,441
19,804
 
John A. Schissel
8,276,383
53,869
19,524
 
Mary J. Twinem
8,302,100
28,899
18,777
 
The shareholders elected all eight of the nominees as trustees.
Proposal 2 - Non-binding advisory resolution on executive compensation.
 
For
Against
Abstain
Broker Non-Votes
Votes Cast
8,081,032
240,953
27,791
1,855,275
The shareholders approved the non-binding advisory resolution on executive compensation.
Proposal 3 - Approval of the Company’s Amended and Restated 2015 Incentive Plan.
 
For
Against
Abstain
Broker Non-Votes
Votes Cast
7,928,893
387,677
33,206
1,855,275
The shareholders approved the Company’s Amended and Restated 2015 Incentive Plan.
Proposal 4 - Ratification of Grant Thornton LLP as the Company's independent registered public accounting firm for the year ending December 31, 2020.
 
For
Against
Abstain
Broker Non-Votes
Votes Cast
10,168,534
23,088
13,429
0
The shareholders ratified the appointment of Grant Thornton LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2020.

    





SIGNATURE

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.

 
 
 
 
INVESTORS REAL ESTATE TRUST
 
 
 
By
/s/ Mark O. Decker, Jr.
 
 
Mark O. Decker, Jr.
Date: May 21, 2020
 
President and Chief Executive Officer


v3.20.1
Cover Page Cover Page
May 19, 2020
Entity Information [Line Items]  
Document Type 8-K
Document Period End Date May 19, 2020
Entity Registrant Name INVESTORS REAL ESTATE TRUST
Entity Incorporation, State or Country Code ND
Entity File Number 001-35624
Entity Tax Identification Number 45-0311232
Entity Address, Address Line One 1400 31st Avenue SW
Entity Address, Address Line Two Suite 60
Entity Address, Address Line Three Post Office Box 1988
Entity Address, City or Town Minot
Entity Address, State or Province ND
Entity Address, Postal Zip Code 58702
City Area Code 701
Local Phone Number 837-4738
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Entity Emerging Growth Company false
Entity Central Index Key 0000798359
Amendment Flag false
Common Shares  
Entity Information [Line Items]  
Title of 12(b) Security Common Shares of Beneficial Interest, no par value
Trading Symbol IRET
Security Exchange Name NYSE
Series C Cumulative Redeemable Preferred Shares  
Entity Information [Line Items]  
Title of 12(b) Security Series C Cumulative Redeemable Preferred Shares
Trading Symbol IRET-PC
Security Exchange Name NYSE