Washington, DC 20549



Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): May 12, 2021

(Exact name of registrant as specified in its Charter)

(State or other jurisdiction(Commission(IRS Employer
of incorporation)File Number)Identification No.)

3350 Peachtree Road NE, Suite 150
(Address of principal executive offices) (Zip Code)

Registrant's telephone number, including area code:404978-6400

(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:

    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 classTrading Symbol(s)Name of each exchange on which registered
Common Shares, par value $0.01PHMNew York Stock Exchange
Series A Junior Participating Preferred Share Purchase RightsNew 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 (§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 Company held its Annual Meeting of Shareholders (“Annual Meeting”) on May 12, 2021. A total of 226,013,784 common shares were present or represented by proxy at the meeting. The Company’s shareholders voted on three proposals and cast their votes as follows:

Proposal 1 - Election of Directors

All eleven of the nominees for directors were elected to serve for a term which expires at our 2022 Annual Meeting of Shareholders by the votes set forth below.
Director Nominee Voted For Against Abstain Broker
Brian P. Anderson 189,717,879  14,535,002  698,230  21,062,673 
Bryce Blair 182,839,150  21,462,989  648,972 21,062,673 
Richard W. Dreiling 169,190,228  32,057,105  3,703,778  21,062,673 
Thomas J. Folliard 196,199,340  8,102,310  649,461  21,062,673 
Cheryl W. Grisé 194,475,564  9,831,313  644,234  21,062,673 
André J. Hawaux 201,561,613  2,689,545  699,953  21,062,673 
J. Phillip Holloman203,305,745 1,393,892 251,474 21,062,673 
Ryan R. Marshall 202,832,116  1,471,308  647,687  21,062,673 
John R. Peshkin 201,915,956  2,335,827  699,328  21,062,673 
Scott F. Powers 195,434,983  8,867,746  648,382  21,062,673 
Lila Snyder 203,637,463  664,354  649,294  21,062,673 

Proposal 2 - Ratification of the Selection of Independent Registered Public Accounting Firm

The appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for 2021 was ratified by the shareholders by the votes set forth below.
Voted For Voted Against Abstain
211,096,021  13,806,233  1,111,530 

Proposal 3 - Advisory Vote on Executive Compensation

The shareholders approved, on an advisory basis, the compensation of our named executive officers by the votes set forth below.
Voted For Voted Against Abstain Broker Non-Votes
188,948,490  15,745,111  257,510  21,062,673 


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.

Date:May 17, 2021By:/s/ Todd N. Sheldon
Name:Todd N. Sheldon
Title:Executive Vice President, General Counsel and Corporate Secretary