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): April 29, 2015
PROLOGIS, INC.
(Exact name of registrant as specified in charter)
| Maryland | 1-13545 | 94-3281941 | ||
| (State or other jurisdiction of Incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification No.) |
Pier 1, Bay 1, San Francisco, California 94111
(Address of Principal Executive Offices, including Zip Code)
(415) 394-9000
(Registrant’s Telephone Number, including Area Code)
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 (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)) |
| Item 5.07 | Submission of Matters to a Vote of Security Holders. |
At our Annual Meeting of Stockholders held on April 29, 2015, our stockholders approved by requisite vote 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 March 11, 2015.
| 1. | Elect ten directors to our board of directors to serve until the next annual meeting of stockholders and until their successors are duly elected and qualified. |
| Name |
Votes For | Votes Against | Abstentions | Broker Non-Votes |
||||||||||||
| Hamid R. Moghadam |
430,614,772 | 2,479,310 | 18,305,768 | 16,016,921 | ||||||||||||
| George L. Fotiades |
448,000,846 | 3,102,215 | 296,789 | 16,016,921 | ||||||||||||
| Christine N. Garvey |
450,377,914 | 722,488 | 299,448 | 16,016,921 | ||||||||||||
| Lydia H. Kennard |
431,222,014 | 19,873,706 | 304,130 | 16,016,921 | ||||||||||||
| J. Michael Losh |
411,328,047 | 39,775,630 | 296,173 | 16,016,921 | ||||||||||||
| Irving F. Lyons III |
450,950,883 | 156,034 | 292,933 | 16,016,921 | ||||||||||||
| David P. O’Connor |
451,021,299 | 82,693 | 295,858 | 16,016,921 | ||||||||||||
| Jeffrey L. Skelton |
447,931,318 | 2,681,567 | 786,965 | 16,016,921 | ||||||||||||
| Carl B. Webb |
448,140,480 | 2,967,152 | 292,218 | 16,016,921 | ||||||||||||
| William D. Zollars |
447,349,647 | 3,621,332 | 428,871 | 16,016,921 | ||||||||||||
| 2. | Advisory vote to approve our executive compensation for 2014. |
| Votes For |
Votes Against |
Abstentions |
Broker Non-Votes | |||
| 366,736,595 |
73,579,457 | 11,083,798 | 16,016,921 |
| 3. | Ratify the appointment of KPMG LLP as our independent registered public accounting firm for the year 2015. |
| Votes For |
Votes Against |
Abstentions |
Broker Non-Votes | |||
| 466,886,915 |
230,536 | 299,320 | 0 |
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.
| PROLOGIS, INC. | ||||||
| Date: April 30, 2015 | By: | /s/ Michael T. Blair | ||||
| Name: | Michael T. Blair | |||||
| Title: | Managing Director, Deputy General Counsel and Assistant Secretary | |||||