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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 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 11, 2021

CUBESMART

CUBESMART, L.P.

(Exact Name of Registrant as Specified in Its Charter)

Maryland (CubeSmart)

001-32324

20-1024732

Delaware (CubeSmart, L.P.)

000-54462

34-1837021

(State or Other Jurisdiction of Incorporation)

(Commission File Number)

(IRS Employer Identification No.)

5 Old Lancaster Road

Malvern,

Pennsylvania

19355

(Address of Principal

Executive Offices)

(610) 535-5000

(Registrant’s telephone number, including area code)

Not applicable

(Former Name or Former Address, if Changed Since Last Report)

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 Shares, $0.01 par value per share, of CubeSmart

CUBE

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 (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))

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 (CubeSmart)

Emerging Growth Company (CubeSmart, L.P.)

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.

CubeSmart

CubeSmart, L.P.

Item 5.07    Submission of Matters to a Vote of Security Holders.

The 2021 Annual Meeting of shareholders of CubeSmart (the “Company”) was held on May 11, 2021. At the meeting, the Company’s shareholders voted on: (1) the election of eight trustees, (2) the ratification of the appointment of KPMG LLP as the Company’s independent registered public accounting firm for 2021, and (3) an advisory vote regarding the compensation of the Company’s named executive officers. The voting results on these proposals were as follows:

Proposal 1: Election of eight trustees.

    

Votes For

    

Withheld

Broker Non-Votes

Piero Bussani

175,168,891

6,194,066

8,804,472

Dorothy Dowling

176,297,280

5,065,677

8,804,472

John W. Fain

178,920,035

2,442,922

8,804,472

Marianne M. Keler

178,754,635

2,608,322

8,804,472

Christopher P. Marr

180,156,933

1,206,024

8,804,472

Deborah Ratner Salzberg

175,636,112

5,726,845

8,804,472

John F. Remondi

179,159,284

2,203,673

8,804,472

Jeffrey F. Rogatz

165,070,738

16,292,219

8,804,472

Proposal 2: Ratification of the appointment of KPMG LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2021.

Votes For

    

Votes Against

Abstentions

183,408,388

6,709,555

49,486

Proposal 3: Advisory vote on the compensation of the Company’s named executive officers.

Votes For

    

Votes Against

Abstentions

Broker Non-Votes

161,187,557

19,028,871

1,146,529

8,804,472

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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.

CUBESMART

Date: May 11, 2021

By:

/s/ Jeffrey P. Foster

Name:

Jeffrey P. Foster

Title:

Chief Legal Officer & Secretary

CUBESMART, L.P.

Date: May 11, 2021

By:

/s/ Jeffrey P. Foster

Name:

Jeffrey P. Foster

Title:

Chief Legal Officer & Secretary

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