Form: 8-K

Current report filing

June 13, 2024

Documents

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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): June 11, 2024
REXFORD INDUSTRIAL REALTY, INC.
(Exact name of registrant as specified in its charter) 
 
Maryland 001-36008 46-2024407
(State or other jurisdiction of
incorporation)
(Commission File Number) (IRS Employer Identification No.)
11620 Wilshire Boulevard, Suite 1000
 Los Angeles
California 90025
(Address of principal executive offices) (Zip Code)
Registrant’s telephone number, including area code: (310966-1680

N/A
(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 class Trading symbols Name of each exchange on which registered
Common Stock, $0.01 par value REXR New York Stock Exchange
5.875% Series B Cumulative Redeemable Preferred Stock REXR-PB New York Stock Exchange
5.625% Series C Cumulative Redeemable Preferred Stock REXR-PC New 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.

On June 11, 2024, Rexford Industrial Realty, Inc. (the "Company") held its Annual Meeting of Stockholders, at which the stockholders voted on and approved the proposals listed below. The final results for the votes regarding each proposal are set forth below. The proposals are described in further detail in our Definitive Proxy Statement on Schedule 14A as filed with the Securities and Exchange Commission on April 15, 2024.
Proposal 1. Election of directors, each to serve until the 2025 Annual Meeting of Stockholders and until a successor for each has been duly elected and qualified.
Nominee Votes For Votes Against Abstentions Broker Non-Votes
Robert L. Antin 197,071,967 5,058,149 75,774 2,730,500
Michael S. Frankel 199,335,705 2,796,584 73,601 2,730,500
Diana J. Ingram 199,290,440 2,837,851 77,599 2,730,500
Angela L. Kleiman 199,647,742 2,471,575 86,573 2,730,500
Debra L. Morris 198,617,689 3,509,139 79,062 2,730,500
Tyler H. Rose 199,013,324 3,113,380 79,186 2,730,500
Howard Schwimmer 199,337,470 2,794,765 73,655 2,730,500
Richard S. Ziman 182,417,896 19,457,218 330,776 2,730,500
 
Proposal 2. Ratification of the appointment of KPMG LLP as the Company's independent registered public accounting firm for the year ending December 31, 2024.
Votes For Votes Against Abstentions Broker Non-Votes
203,174,488 1,697,363 64,539

Proposal 3. The advisory resolution to approve the Company's named executive officer compensation for the year ending December 31, 2023.
Votes For Votes Against Abstentions Broker Non-Votes
125,703,536 76,432,516 69,838 2,730,500

Proposal 4. The approval of the Third Amended and Restated Rexford Industrial Realty, Inc. and Rexford Industrial Realty, L.P. 2013 Incentive Award Plan.
Votes For Votes Against Abstentions Broker Non-Votes
191,856,558 10,262,633 86,699 2,730,500

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.
Exhibit
Number
   Description
10.1
104 Cover Page Interactive Data File (embedded within the Inline XBRL document)



SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
  Rexford Industrial Realty, Inc.
Date: June 13, 2024 By:
 
/s/ David E. Lanzer
  David E. Lanzer
General Counsel and Corporate Secretary