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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): May 22, 2024

 

 

CBL & ASSOCIATES PROPERTIES, INC.

(Exact name of Registrant as Specified in Its Charter)

 

 

Delaware

1-12494

62-1545718

(State or Other Jurisdiction
of Incorporation)

(Commission File Number)

(IRS Employer
Identification No.)

 

 

 

 

 

2030 Hamilton Place Blvd., Suite 500

 

Chattanooga, Tennessee

 

37421-6000

(Address of Principal Executive Offices)

 

(Zip Code)

 

Registrant’s Telephone Number, Including Area Code: 423 855-0001

 

 

(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
Symbol(s)

 


Name of each exchange on which registered

Common Stock, $0.001 par value

 

CBL

 

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 May 22, 2024, CBL & Associates Properties, Inc. (the “Company”) held its annual meeting of shareholders. The matters that were submitted to a vote of shareholders and the related results are as set forth below. (Total votes cast for each nominee or matter, as well as broker non-votes, may vary due to the rounding of fractional shares included in the totals.)

1. The following directors were elected to serve for a term of one-year and until their respective successors are duly elected and qualified:

Director Nominee

Votes Cast For

Votes Withheld

Broker Non-Votes

Stephen D. Lebovitz

25,957,398

212,154

1,539,217

Marjorie L. Bowen

25,795,176

374,376

1,539,217

David J. Contis

26,045,247

124,305

1,539,217

David M. Fields

23,989,215

2,180,337

1,539,217

Robert G. Gifford

26,006,252

163,300

1,539,217

Jeffrey Kivitz

25,843,445

326,107

1,539,217

Michael A. Torres

26,019,160

150,392

1,539,217

2. Shareholders ratified the selection of Deloitte & Touche, LLP as the Company’s independent registered public accountants for its fiscal year ending December 31, 2024. The votes were as follows:

For

Against

Abstentions

Broker Non-Votes

27,568,893

129,986

9,890

None

3. Shareholders approved, on an advisory basis, the Company’s executive compensation program for its named executive officers, as disclosed in the Company’s proxy statement for the 2024 annual meeting. The votes were as follows:

For

Against

Abstentions

Broker Non-Votes

25,958,665

193,727

17,160

1,539,217

 

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.

 

 

 

CBL & ASSOCIATES PROPERTIES, INC.

 

 

 

 

Date:

May 23, 2024

By:

/s/ Jeffery V. Curry

 

 

 

Jeffery V. Curry
Chief Legal Officer and Secretary

 

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Document And Entity Information
May 22, 2024
Cover [Abstract]  
Document Type 8-K
Amendment Flag false
Document Period End Date May 22, 2024
Entity Registrant Name CBL & ASSOCIATES PROPERTIES, INC.
Entity Central Index Key 0000910612
Entity Emerging Growth Company false
Entity File Number 1-12494
Entity Incorporation, State or Country Code DE
Entity Tax Identification Number 62-1545718
Entity Address, Address Line One 2030 Hamilton Place Blvd., Suite 500
Entity Address, City or Town Chattanooga
Entity Address, State or Province TN
Entity Address, Postal Zip Code 37421-6000
City Area Code 423
Local Phone Number 855-0001
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Title of 12(b) Security Common Stock, $0.001 par value
Trading Symbol CBL
Security Exchange Name NYSE
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