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 2, 2015 (June 1, 2015)

 

 

iStar Financial Inc.

(Exact name of registrant as specified in its charter)

 

 

 

Registrant’s telephone number, including area code:  (212) 930-9400

 

N/A

(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):

 

o                                    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

o                                    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

o                                    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

o                                    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 June 1, 2015, iStar Financial Inc. (the “Company”) held its 2015 Annual Meeting of Shareholders in New York, New York for the purpose of: (i) electing six directors to its board of directors, (ii) ratifying the appointment of PricewaterhouseCoopers LLP as its independent registered public accounting firm for the fiscal year ending December 31, 2015, (iii) approving, on a non-binding advisory basis, the compensation of its named executive officers and (iv) approving, on a non-binding advisory basis, a proposal submitted by a shareholder.  The final voting results for each of the proposals submitted to a vote of shareholders at the annual meeting are set forth below.

 

Proposal 1.  Election of Directors:  At the annual meeting, six directors were elected for terms expiring in 2016.  For each nominee, the numbers of votes cast for, votes withheld and broker non-votes were as follows:

 

Name of Nominees		For		Withheld		Broker Non-Votes
Jay Sugarman		62,359,622		1,282,769		15,535,628
Robert W. Holman, Jr.		62,744,897		897,494		15,535,628
Robin Josephs		62,615,893		1,026,498		15,535,628
John G. McDonald		62,823,901		818,490		15,535,628
Dale Anne Reiss		63,265,724		376,667		15,535,628
Barry W. Ridings		63,275,891		366,500		15,535,628

 

Proposal 2.  Ratification of Independent Registered Public Accounting Firm:  At the annual meeting, the shareholders ratified the selection of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2015.  The number of votes cast for and against the ratification of the selection of independent registered public accounting firm and the number of abstentions were as follows:

 

For		Against		Abstentions
78,705,043		283,083		189,893

 

Proposal 3. Shareholder Advisory (Non-Binding) Vote on Executive Compensation:  At the annual meeting, the votes on a proposal to approve, on a non-binding advisory basis, the compensation of the Company’s named executive officers were as follows:

 

For		Against		Abstentions		Broker Non-Votes
61,643,036		1,710,560		288,795		15,535,628

 

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Proposal 4.  Shareholder Proposal (Non-Binding):  At the annual meeting, the vote upon a resolution to approve, on a non-binding advisory basis, a shareholder proposal was as follows:

 

For		Against		Abstentions		Broker Non-Votes
39,866,031		23,493,732		282,628		15,535,628

 

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SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this Report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

		iSTAR FINANCIAL INC.
Date: June 2, 2015	By:	/s/ David DiStaso
		David DiStaso
		Chief Financial Officer

 

 

- Signature Page -

 

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