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 19, 2017

 

 

CBRE GROUP, INC.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   001-32205   94-3391143

(State or other jurisdiction

of incorporation)

  

(Commission

File Number)

  

(IRS Employer

Identification No.)

400 South Hope Street, 25th Floor

Los Angeles, California

     90071
(Address of Principal Executive Offices)     (Zip Code)

(213) 613-3333

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:

 

☐ 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(b))

 

☐ 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.  ☐

 

 

 

This Current Report on Form 8-K is filed by CBRE Group, Inc., a Delaware corporation (which we may refer to as “we,” “us,” “our” or the “company”), in connection with the matters described herein:

 

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

The company held its Annual Meeting on May 19, 2017 at approximately 8:30 a.m. (Mountain Time).

The voting results from the Annual Meeting were as follows:

 

  1. Each of the following 11 directors was elected to our Board of Directors, to serve until the next annual meeting of stockholders in 2018 or until their respective successors are elected and qualified. Each director received the number of votes set forth below. For each director, there were 14,930,756 broker non-votes.

 

Name    For      Against      Abstain  

Brandon B. Boze

      233,673,876        62,903,631        428,065  

Beth F. Cobert

      295,771,709        827,614        406,249  

Curtis F. Feeny

      233,422,524        63,157,817        425,231  

Bradford M. Freeman

      233,130,050        63,439,387        436,135  

Christopher T. Jenny

      231,052,670        65,517,022        435,880  

Gerardo I. Lopez

      209,596,023        86,978,847        430,702  

Frederic V. Malek

      288,584,709        7,987,309        433,554  

Paula R. Reynolds

      289,716,819        6,854,320        434,433  

Robert E. Sulentic

      293,382,014        3,249,761        373,797  

Laura D. Tyson

      294,379,047        2,186,177        440,348  

Ray Wirta

      291,617,447        4,955,459        432,666  

 

  2. The ratification of the appointment of KPMG LLP as our independent registered public accounting firm for 2017 was approved by a vote of 304,322,352 shares in favor, 7,178,662 shares against and 435,314 shares abstaining. There were no broker non-votes on this proposal.

 

  3. The advisory approval of named executive officer compensation for the fiscal year ended December 31, 2016 was approved by a vote of 289,150,668 shares in favor, 7,344,133 shares against and 510,771 shares abstaining. There were 14,930,756 broker non-votes on this proposal.

 

  4. The advisory vote on the frequency of future advisory votes on the company’s named executive compensation was held and the frequency that received the most votes was 1 year. The results of the vote were as follows: 278,348,307 shares in favor of 1 year, 61,056 shares in favor of 2 years, 18,195,824 shares in favor of 3 years and 400,385 shares abstaining. There were 14,930,756 broker non-votes. In light of the voting results with respect to the frequency of stockholder votes on executive compensation, our Board of Directors has decided that the company will hold an annual advisory vote on the compensation of named executive officers.

 

  5. The 2017 Equity Incentive Plan was approved by a vote of 282,219,585 shares in favor, 14,603,700 shares against and 182,287 shares abstaining. There were 14,930,756 broker non-votes on this proposal.

SIGNATURE

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 hereunto duly authorized.

 

Date: May 23, 2017   CBRE GROUP, INC.
  By:  

/s/ GIL BOROK

    Gil Borok
    Deputy Chief Financial Officer and Chief Accounting Officer