Form 8K Annual Meeting


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 6, 2014

RAMCO-GERSHENSON PROPERTIES TRUST
(Exact name of registrant as specified in its Charter)

Maryland
 
1-10093
 
13-6908486
(State or other jurisdiction of incorporation)
 
(Commission File Number)
 
(IRS Employer Identification No.)

31500 Northwestern Highway, Suite 300, Farmington Hills, Michigan
48334
(Address of principal executive offices)
(Zip Code)


Registrant's telephone number, including area code   (248) 350-9900


Not applicable
(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))







Item 1.01       Entry into a Material Definitive Agreement
On May 6, 2014, the Board of Trustees (the “Board”) approved a change to the compensation for the Board, based upon the recommendation of the Compensation Committee, effective July 1, 2014. A summary of the Board's compensation is attached as Exhibit 10.1 hereto, which is hereby incorporated by reference.
Item 5.07       Submission of Matters to a Vote of Security Holders
At the annual meeting of the Trust’s shareholders of Ramco-Gershenson Properties Trust on May 6, 2014 shareholders: (1) elected the eight trustee nominees to serve until the annual meeting of shareholders in 2015; (2) ratified the appointment of Grant Thornton LLP as our independent registered public accounting firm for the year ending December 31, 2014; and (3) approved, on an advisory basis, the compensation of our named executive officers. Approximately 86% of our outstanding shares, exclusive of broker non-votes, were cast. The results of the voting are shown below.

Proposal 1 – Election of Trustees
Nominees
 
Votes For
 
Votes Withheld
 
Broker Non-Votes
Stephen R. Blank
 
52,442,843

 
2,015,895

 
4,258,182

Dennis Gershenson
 
54,229,562

 
229,176

 
4,258,182

Arthur Goldberg
 
54,182,232

 
276,506

 
4,258,182

David J. Nettina
 
54,308,429

 
150,309

 
4,258,182

Matthew L. Ostrower
 
54,259,702

 
199,036

 
4,258,182

Joel M. Pashcow
 
54,141,717

 
317,021

 
4,258,182

Mark K. Rosenfeld
 
54,191,339

 
267,399

 
4,258,182

Michael A. Ward
 
54,216,283

 
242,455

 
4,258,182


Proposal 2 – Ratification of Appointment of Independent Registered Public Accounting Firm
Votes For
 
Votes Against
 
Abstentions
58,587,091

 
106,676

 
23,153


Proposal 3 – Approval (on an advisory basis) of the Compensation of Named Executive Officers
Votes For
 
Votes Against
 
Abstentions
 
Broker Non-Votes
52,922,627

 
1,501,552

 
34,559

 
4,258,182







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.

 
 
RAMCO-GERSHENSON PROPERTIES TRUST
 
 
 
 
 
 
 
 
Date:
May 8, 2014
By:
/s/ GREGORY R. ANDREWS
 
 
 
Gregory R. Andrews
 
 
 
Chief Financial Officer and Secretary