--- schema_version: "secwatch.filing_event.v1" accession: "0000074208-23-000050" form_type: "8-K" ticker: "UDR" cik: "0000074208" company_name: "UDR, Inc." filed_at: "2023-06-06T23:59:59+00:00" generated_at: "2026-06-14T06:59:15.617100+00:00" event_type: "other" sentiment: "neutral" materiality_score: 0.1 calibrated_materiality_score: 0.1 confidence: "high" source: SEC EDGAR --- # UDR shareholders elect all ten director nominees at 2023 annual meeting ## Summary - All ten directors elected; James D. Klingbeil received lowest support at 284M votes for. - Advisory say-on-pay approved with 264M votes for (85.8% of votes cast, excluding broker non-votes). - Ratification of Ernst & Young as auditor for FY 2023 approved with 304.9M votes for. - Shareholders selected every year as preferred frequency for advisory say-on-pay votes (302.3M votes for 1-year). - Board determined to hold annual advisory vote on executive compensation going forward. ## SEC filing metadata - accession: 0000074208-23-000050 - form_type: 8-K - ticker: UDR - cik: 0000074208 - company_name: UDR, Inc. - filed_at: 2023-06-06T23:59:59+00:00 - event_type: other - sentiment: neutral - materiality_score: 0.1 - calibrated_materiality_score: 0.1 - confidence: high - sec_items: 5.07 - EDGAR index: https://www.sec.gov/Archives/edgar/data/74208/000007420823000050/0000074208-23-000050-index.htm - EDGAR primary document: https://www.sec.gov/Archives/edgar/data/74208/000007420823000050/udr-20230601x8k.htm ## Machine-readable alternates - HTML: https://secwatch.observer/filing/0000074208-23-000050 - JSON: https://secwatch.observer/filing/0000074208-23-000050.json - Plain text: https://secwatch.observer/filing/0000074208-23-000050.txt ## Key facts - Shareholder Votes UDR, Inc. shareholders approved Election of ten directors to serve until 2024 annual meeting at the 2023-06-01 meeting. - Proposal: director election - Outcome: passed - Meeting: 2023-06-01 source text: 1. At the Annual Meeting, the Company’s shareholders elected, by the vote indicated below, the following ten persons as directors of the Company, each to serve as such until the Company’s annual meeting of shareholders to be held in 2024, or until his or her respective successor is duly elected and qualified: ​ ​ ​ ​ ​ ​ ​ ​ Name ​ Votes For ​ Votes Against ​ Abstentions ​ Broker Non-Votes Katherine A. Cattanach ​ 294,972,386 ​ ​ 12,602,901 ​ ​ 281,090 ​ ​ 11,093,843 ​ Jon A. Grove ​ 294,414,334 ​ ​ 13,155,750 ​ ​ 286,293 ​ ​ 11,093,843 ​ Mary Ann King ​ 300,431,118 ​ ​ 7,163,392 ​ ​ 261,867 ​ ​ 11,093,843 ​ James D. Klingbeil ​ 284,018,650 ​ ​ 23,556,563 ​ ​ 281,164 ​ ​ 11,093,843 ​ Clint D. McDonnough ​ 305,180,040 ​ ​ 2,393,802 ​ ​ 282,535 ​ ​ 11,093,843 ​ Robert A. McNamara ​ 293,601,921 ​ ​ 14,002,198 ​ ​ 252,258 ​ ​ 11,093,843 ​ Diane M. Morefield ​ 303,024,317 ​ ​ 4,568,429 ​ ​ 263,631 ​ ​ 11,093,843 ​ Kevin C. Nickelberry ​ 305,044,426 ​ ​ 2,522,105 ​ ​ 289,846 ​ ​ 11,093,843 evidence_url: https://www.sec.gov/Archives/edgar/data/74208/000007420823000050/0000074208-23-000050-index.htm - Shareholder Votes UDR, Inc. shareholders approved Advisory vote to approve named executive officer compensation at the 2023-06-01 meeting. - Proposal: say on pay - Outcome: passed - Meeting: 2023-06-01 source text: 2. At the Annual Meeting, the shareholders approved, on an advisory basis, the compensation of the Company’s named executive officers, as disclosed in the Company’s Proxy Statement for the Annual Meeting pursuant to the compensation disclosure rules of the Securities and Exchange Commission, by the votes indicated below: ​ ​ ​ ​ Votes For ​ Votes Against ​ Abstentions ​ Broker Non-Votes 264,011,743 ​ 43,380,665 ​ 463,969 ​ 11,093,843 evidence_url: https://www.sec.gov/Archives/edgar/data/74208/000007420823000050/0000074208-23-000050-index.htm - Shareholder Votes UDR, Inc. shareholders approved Advisory vote on frequency of say-on-pay at the 2023-06-01 meeting. - Proposal: say on pay frequency - Outcome: passed - Meeting: 2023-06-01 source text: 4. At the Annual Meeting, the shareholders selected, on an advisory basis, every year as the preferred frequency with which shareholders are provided with an advisory vote on the compensation of the Company’s named executive officers, by the votes indicated below: ​ 1 Year 2 Years 3 Years Abstentions Broker Non-Votes 302,327,042 75,191 5,243,302 210,842 11,093,843 evidence_url: https://www.sec.gov/Archives/edgar/data/74208/000007420823000050/0000074208-23-000050-index.htm - Shareholder Votes UDR, Inc. shareholders approved Ratification of Ernst & Young LLP as independent auditor for 2023 at the 2023-06-01 meeting. - Proposal: auditor ratification - Outcome: passed - Meeting: 2023-06-01 source text: 3. At the Annual Meeting, the shareholders approved the proposal to ratify the appointment of Ernst & Young LLP to serve as the Company’s independent registered public accounting firm for the year ending December 31, 2023, by the votes indicated below: ​ ​ ​ ​ Votes For ​ Votes Against ​ Abstentions ​ Broker Non-Votes 304,890,759 ​ 13,875,212 ​ 184,249 ​ N/A evidence_url: https://www.sec.gov/Archives/edgar/data/74208/000007420823000050/0000074208-23-000050-index.htm This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.