Form 8-K

 

 

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 7, 2010

 

 

Saul Centers, Inc.

(Exact name of registrant as specified in its charter)

 

 

 

Maryland   1-12254   52-1833074

(State or Other Jurisdiction

of Incorporation)

  (Commission File Number)  

(IRS Employer

Identification Number)

 

7501 Wisconsin Avenue, Bethesda, Maryland   20814
(Address of Principal Executive Offices)   (Zip Code)

(301) 986-6200

(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))

 

 

 


Item 5.07. Submission of Matters to a Vote of Security Holders.

On May 7, 2010, Saul Centers, Inc. (the “Company”) held its Annual Meeting of Stockholders, at which General P.X. Kelley, Charles R. Longsworth, Patrick F. Noonan and B. Francis Saul III were reelected to the Board of Directors for three year terms expiring at the 2013 Annual Meeting. The terms of the remaining Board members did not expire as of the May 7, 2010 meeting and those individuals continue as directors of the Company. Holders of 17,042,944 shares of the Company’s common stock voted in person at the meeting or by proxy (representing 94.6% of the 17,891,820 shares eligible to vote) as follows:

 

     In Favor    Withheld    Not Voted

General P.X. Kelley

   15,472,864    94,134    1,475,946

Charles R. Longsworth

   15,474,564    92,434    1,475,946

Patrick F. Noonan

   15,474,123    92,875    1,475,946

B. Francis Saul III

   15,481,402    85.596    1,475,946

In addition, stockholders voted for the ratification of Ernst & Young as independent public accountants as follows:

 

      In Favor   

Opposed

   Abstain
   17,010,150    25,397    7,397

 

Item 8.01. Other Events.

The Company posted on its web site, www.saulcenters.com, a presentation given by management at the Company’s annual meeting of stockholders. The presentation is Exhibit 99. (a) to this current report on Form 8-K.

 

Item 9.01. Financial Statements and Exhibits.

99.(a) Annual Meeting Presentation.

 

2


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.

 

SAUL CENTERS, INC.

By:

 

/s/    SCOTT V. SCHNEIDER        

  Scott V. Schneider
 

Senior Vice President and

Chief Financial Officer

Dated: May 11, 2010

 

3


EXHIBIT INDEX

 

Exhibit

No.

  

Description

99. (a)    Annual Meeting Presentation, delivered May 7, 2010.