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Registrant's telephone number, including area code
i(615)
i221-2250
(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 (see General Instruction A.2. below):
i☐
Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
i☐
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
i☐
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
i☐
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 class
Trading Symbol(s)
Name of each exchange on which registered
iCommon Stock, $0.01 Par Value Per Share
iBKD
iNew
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 i☐
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. ☐
Section 5 - Corporate Governance and Management
Item 5.07 Submission of Matters to a Vote of Security Holders
Brookdale Senior Living Inc. (the "Company") held its 2022 annual meeting of stockholders on June
21, 2022 (the "Annual Meeting"). Set forth below is information concerning each matter submitted to a vote at the Annual Meeting, including the final voting results. Each such matter is described in detail in the Company's definitive proxy statement on Schedule 14A filed with the Securities and Exchange Commission on May 2, 2022 (the "Proxy Statement").
Proposal 1: Stockholders elected Jordan R. Asher, Lucinda M. Baier, Marcus E. Bromley, Frank M. Bumstead, Victoria L. Freed, Rita Johnson-Mills, Guy P. Sansone, Denise W. Warren, and Lee S. Wielansky as directors, each to hold office for a one-year term expiring at the 2023 annual meeting of stockholders. Each such nominee received a majority of votes cast in
his or her election. The following votes were taken in connection with the election of directors at the Annual Meeting:
Director Nominees
Votes For
Votes Against
Abstentions
Broker
Non-Votes
Jordan R. Asher
153,832,331
812,357
54,281
10,876,909
Lucinda M. Baier
153,904,066
769,962
24,941
10,876,909
Marcus E. Bromley
153,756,876
921,306
20,787
10,876,909
Frank
M. Bumstead
151,635,795
3,034,975
28,199
10,876,909
Victoria L. Freed
152,128,834
2,550,096
20,039
10,876,909
Rita Johnson-Mills
152,182,834
2,082,530
433,605
10,876,909
Guy
P. Sansone
148,441,275
6,228,495
29,199
10,876,909
Denise W. Warren
153,580,514
1,095,438
23,017
10,876,909
Lee S. Wielansky
153,766,655
904,131
28,183
10,876,909
Proposal
2: Stockholders approved, on an advisory basis, the compensation paid to the Company's named executive officers, as disclosed in the Proxy Statement. The following votes were taken in connection with the proposal:
Votes
For
Votes Against
Abstentions
Broker Non-Votes
135,120,450
19,480,803
97,716
10,876,909
Proposal 3: Stockholders approved the ratification of the appointment of Ernst & Young LLP
as the Company's independent registered public accounting firm for 2022. The following votes were taken in connection with the proposal:
Votes For
Votes
Against
Abstentions
Broker Non-Votes
159,201,299
6,333,646
40,933
—
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.
