8-K
filed May 12, 2023, 7:59 PM ET
ticker STRS
CIK 0000885508
other
confidence high
sentiment neutral
materiality 0.30
Stratus Properties shareholders approve officer exculpation amendment and re-elect three Class I directors
STRATUS PROPERTIES INC
- Amendment to certificate of incorporation to add officer exculpation effective May 11, 2023 (approved 4,293,734 For, 148,833 Against, 10,470 Abstain).
- Class I directors Laurie L. Dotter (4,343,404 For), James E. Joseph (4,200,419 For), Michael D. Madden (4,329,142 For) elected for three-year terms.
- Advisory vote on executive compensation: 3,350,551 For, 1,091,513 Against, 10,944 Abstain (2,103,545 broker non-votes).
- Ratification of CohnReznick LLP as auditor for 2023: 6,527,661 For, 15,773 Against, 13,148 Abstain.
Key facts
Extracted from this filing and checked against the source text.
Governance Changes
SEC 8-K Item 5.03/5.05/5.06
confidence 0.9
STRATUS PROPERTIES INC: Approved and filed amendment to certificate of incorporation to add officer exculpation as permitted by Delaware law (effective 2023-05-11).
- Change
- charter amendment
- Effective
- 2023-05-11
Exact text from the filing
At Stratus Properties Inc.’s (Stratus) 2023 annual meeting of stockholders held on May 11, 2023 (the Annual Meeting), Stratus’ stockholders approved the amendment to Stratus’ amended and restated certificate of incorporation, as amended (the certificate of incorporation), to provide for the exculpation of officers as permitted by Delaware law (the Amendment). Accordingly, on May 11, 2023, Stratus filed a certificate of amendment to its certificate of incorporation (the Certificate of Amendment) with the Delaware Secretary of State, and the Amendment became effective on the date of filing.
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
STRATUS PROPERTIES INC shareholders approved Approval of the amendment to Stratus’ certificate of incorporation to add officer exculpation at the 2023-05-11 meeting.
- Proposal
- charter amendment
- Outcome
- passed
- Meeting
- 2023-05-11
Exact text from the filing
Proposal No. 4: Approval of the amendment to Stratus’ certificate of incorporation to add officer exculpation. Votes For Votes Against Abstentions Broker Non-Votes 4,293,734 148,833 10,470 2,103,545
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
STRATUS PROPERTIES INC shareholders approved Approval, on an advisory basis, of the compensation of Stratus’ named executive officers at the 2023-05-11 meeting.
- Proposal
- say on pay
- Outcome
- passed
- Meeting
- 2023-05-11
Exact text from the filing
Proposal No. 2: Approval, on an advisory basis, of the compensation of Stratus’ named executive officers. Votes For Votes Against Abstentions Broker Non-Votes 3,350,551 1,091,513 10,944 2,103,545
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
STRATUS PROPERTIES INC shareholders approved Election of three Class I director nominees at the 2023-05-11 meeting.
- Proposal
- director election
- Outcome
- passed
- Meeting
- 2023-05-11
Exact text from the filing
Proposal No. 1: Election of three Class I director nominees. Name Votes For Votes Withheld Broker Non-Votes Laurie L. Dotter 4,343,404 109,633 2,103,545 James E. Joseph 4,200,419 252,618 2,103,545 Michael D. Madden 4,329,142 123,895 2,103,545
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
STRATUS PROPERTIES INC shareholders approved Ratification, on an advisory basis, of the appointment of CohnReznick LLP as Stratus’ independent registered public accounting firm for 2023 at the 2023-05-11 meeting.
- Proposal
- auditor ratification
- Outcome
- passed
- Meeting
- 2023-05-11
Exact text from the filing
Proposal No. 3: Ratification, on an advisory basis, of the appointment of CohnReznick LLP as Stratus’ independent registered public accounting firm for 2023. Votes For Votes Against Abstentions Broker Non-Votes 6,527,661 15,773 13,148 N/A
View on SEC.gov
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