false000150021700015002172024-06-032024-06-03

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 3, 2024
_________________________
aat2019q3a17.jpg
American Assets Trust, Inc.
(Exact name of registrant as specified in its charter)
_________________________
Maryland
001-35030
27-3338708
(State or other jurisdiction
of incorporation)		(Commission
File No.)		(I.R.S. Employer
Identification No.)

3420 Carmel Mountain Road, Suite 100
San Diego, California 92121
(Address of principal executive offices and Zip Code)

(858) 350-2600
(Registrant’s telephone number, including area code)

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))

Securities registered pursuant to Section 12(b) of the Act:
Name of RegistrantTitle of each classTrading SymbolName of each exchange on which registered
American Assets Trust, Inc.Common Stock, par value $0.01 per shareAATNew 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 3, 2024, American Assets Trust, Inc. (the “Company”) held its 2024 Annual Meeting of Stockholders, in which the stockholders voted on proposals as follows:

Proposal No. 1: The election of five directors, each to serve until the next annual meeting of stockholders in 2025 or until his or her successor is duly elected and qualified.

NomineeVotes ForVotes Withheld
Ernest S. Rady52,426,2383,412,640
Thomas S. Olinger53,777,6192,061,259
Joy L. Schaefer41,863,12913,975,749
Dr. Robert S. Sullivan46,772,9249,065,954
Nina A. Tran47,187,5288,651,350

There were 1,289,831 broker non-votes and no abstentions in connection with Proposal No. 1. Each of the preceding five directors was elected to our board of directors to serve until the next annual meeting of stockholders in 2025 or until his or her respective successors are duly elected and qualified.

Proposal No. 2: The ratification of the appointment Ernst & Young LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2024.

Votes ForVotes AgainstAbstentions
56,460,667656,00212,040

There were no broker non-votes in connection with Proposal No. 2.
                    
Proposal No. 3: An advisory resolution to approve the Company’s executive compensation for the fiscal year ended December 31, 2023.

Votes ForVotes AgainstAbstentions
51,303,8564,506,18528,837

There were 1,289,831 broker non-votes in connection with Proposal No. 3.

Proposal No. 4: An advisory determination of the frequency of future advisory votes on the Company’s executive compensation.

One YearTwo YearsThree YearsAbstentions
54,714,8493,7671,034,98585,277

There were 1,289,831 broker non-votes in connection with Proposal No 4. Based on these results, the Company’s Board of Directors has determined that the Company will hold an advisory vote on executive compensation every year.
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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.
American Assets Trust, Inc.
By:
/s/ Adam Wyll
Adam Wyll
President and Chief Operating Officer
June 3, 2024

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EXHIBIT INDEX
Exhibit Number
Exhibit Description
104Cover Page Interactive Data File (the cover page XBRL tags are embedded within the Inline XBRL document).
_____________________
4
v3.24.1.1.u2
Cover Page
Jun. 03, 2024
Document Information [Line Items]  
Document Type 8-K
Amendment Flag false
Document Period End Date Jun. 03, 2024
Entity Registrant Name American Assets Trust, Inc.
Entity Central Index Key 0001500217
Entity Incorporation, State or Country Code MD
Entity File Number 001-35030
Entity Tax Identification Number 27-3338708
Entity Address, Address Line One 3420 Carmel Mountain Road
Entity Address, Address Line Two Suite 100
Entity Address, City or Town San Diego
Entity Address, State or Province CA
Entity Address, Postal Zip Code 92121
City Area Code 858
Local Phone Number 350-2600
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Title of 12(b) Security Common Stock, par value $0.01 per share
Trading Symbol AAT
Security Exchange Name NYSE
Entity Emerging Growth Company false
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