Edgar Filing: DDR CORP

DDR CORP.

Date: May 11, 2017

/s/ David E. Weiss

David E. Weiss

Executive Vice President, General Counsel and Secretary

8-K

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 9, 2017

DDR Corp.

(Exact name of registrant as specified in its charter)


Ohio	1-11690	34-1723097
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

3300 Enterprise Parkway, Beachwood, Ohio		44122
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code (216) 755-5500

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 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 9, 2017, DDR Corp. (the “Company”) held its annual meeting of shareholders. The matters presented to shareholders for vote and the final voting results on such matters were as follows:

1.	Nine directors, each to serve until the next annual meeting of shareholders and until a successor has been duly elected and qualified, were elected by the following vote:


	For		Against		Abstain		Broker Non-Votes
Terrance R. Ahern		307,460,067		18,936,209		219,988		13,944,727
Jane E. DeFlorio		315,157,163		11,220,020		239,073		13,944,727
Thomas Finne		310,452,770		15,945,498		217,996		13,944,727
Robert H. Gidel		307,783,130		18,622,437		210,697		13,944,727
David R. Lukes		322,109,588		4,291,226		215,451		13,944,727
Victor B. MacFarlane		307,961,306		18,443,307		211,651		13,944,727
Alexander Otto		309,828,362		16,578,755		209,147		13,944,727
Scott D. Roulston		307,924,725		18,482,243		209,296		13,944,727
Barry A. Sholem		307,875,925		18,532,454		207,885		13,944,727

2.	The shareholder advisory vote regarding the compensation of the Company’s named executive officers was approved by the following vote:


For	Against	Abstain	Broker Non-Votes
315,391,752	10,854,233	370,279	13,944,727

3.	The shareholder advisory vote regarding the frequency for future shareholder advisory votes regarding the compensation of the Company’s named executive officers.


1 year	2 years	3 years	Abstain	Broker Non-Votes
299,090,409	210,078	26,964,867	350,682	13,944,727

The Company will hold shareholder advisory votes regarding the compensation of the Company’s named executive officers every year until the next shareholder advisory vote regarding the frequency for future shareholder advisory votes on named executive officer compensation.

4.	The ratification of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the Company’s fiscal year ending December 31, 2017 was approved by the following vote:


For	Against	Abstain
337,401,664	2,842,196	317,131

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.