Document


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 10, 2018 (May 8, 2018)


HEALTHCARE REALTY TRUST INCORPORATED
(Exact Name of Registrant as Specified in Charter)

MARYLAND
 
001-11852
 
62-1507028
(State or other jurisdiction of incorporation)
 
(Commission File Number)
 
(I.R.S. Employer
Identification No.)


3310 West End Avenue, Suite 700, Nashville, Tennessee 37203
(Address of principal executive offices) (Zip Code)

(615) 269-8175
(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 (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))

Indicate by check mark whether the registrant is an emerging growth company as defined in 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.
Healthcare Realty Trust Incorporated (the "Company") held its Annual Meeting of Shareholders on May 8, 2018. At the Annual Meeting, there were present in person or by proxy 113,002,993.163 shares of the Company’s common stock, representing approximately 90.27% of the total outstanding eligible votes. The proposals considered at the Annual Meeting were voted on as follows:

1.
The following individuals were elected to serve as directors for one-year terms or until their successors have been elected and take office.
 
Votes For

Votes Withheld

Broker Non-Votes

David R. Emery
107,011,225.471

933,423.692

5,058,344.000

Todd J. Meredith
107,472,766.821

471,882.342

5,058,344.000

Nancy H. Agee
107,058,664.765

885,984.398

5,058,344.000

Edward H. Braman
107,637,048.062

307,601.101

5,058,344.000

Peter F. Lyle, Sr.
106,685,363.681

1,259,285.482

5,058,344.000

Edwin B. Morris III
104,775,933.590

3,168,715.573

5,058,344.000

John Knox Singleton
104,375,707.852

3,568,941.311

5,058,344.000

Bruce D. Sullivan
106,895,089.821

1,049,559.342

5,058,344.000

Christann M. Vasquez
107,182,816.681

761,832.482

5,058,344.000


2.
The shareholders ratified the appointment of BDO USA, LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2018, by the following vote:
Votes Cast in Favor
Votes Cast Against
Abstentions
Broker Non-Votes
112,367,397.801
559,843.362
75,752.000
—

3.
The shareholders approved, on a non-binding advisory basis, the Company’s compensation of its executive officers by the following vote:
Votes Cast in Favor
Votes Cast Against
Abstentions
Broker Non-Votes
104,941,588.003
2,861,420.795
141,640.365
5,058,344.000
















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.
 
HEALTHCARE REALTY TRUST INCORPORATED

               By: /s/ J. Christopher Douglas
                                                                  J. Christopher Douglas
                                                                  Executive Vice President and Chief Financial Officer
 
 
 
 
      Date: May 10, 2018