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

 

May 2, 2016 (April 28, 2016)
Date of Report (Date of earliest event reported)

 

HCP, INC.
(Exact Name of Registrant as Specified in its Charter)

 

 

 

1920 Main Street, Suite 1200

Irvine, CA 92614

(Address of principal executive offices) (Zip Code)

 

(949) 407-0700

(Registrant’s telephone number, including area code)

 

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:

 

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.

 

HCP, Inc. (the “Company”) held its Annual Meeting of Stockholders (the “Annual Meeting”) on April 28, 2016.  At the Annual Meeting, there were present, in person or by proxy, 418,962,149 shares of the Company’s common stock, which represented approximately 89.76% of the shares entitled to vote and constituted a quorum.

 

Set forth below are the voting results of the three proposals considered and voted upon at the Annual Meeting, all of which were described in the Company’s definitive proxy statement filed with the Securities and Exchange Commission on March 17, 2016.

 

Proposal 1.  All of the nominees listed below were elected to the Board of Directors of the Company, and each received the affirmative vote of a majority of the votes cast at the Annual Meeting.

 

		For		Against		Abstain		Broker Non-Votes		% of Votes Supporting
Brian G. Cartwright		354,639,321		9,006,648		553,036		54,763,144		97.52%
Christine N. Garvey		350,620,949		13,133,405		444,651		54,763,144		96.39%
David B. Henry		356,280,936		7,456,336		461,733		54,763,144		97.95%
James P. Hoffmann		356,438,025		7,205,287		555,693		54,763,144		98.02%
Lauralee E. Martin		345,351,594		18,401,898		445,513		54,763,144		94.94%
Michael D. McKee		349,442,350		14,310,633		446,022		54,763,144		96.07%
Peter L. Rhein		350,063,650		13,567,124		568,231		54,763,144		96.27%
Joseph P. Sullivan		355,798,062		7,937,660		463,283		54,763,144		97.82%

 

 

Proposal 2.  The ratification of the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2016 was approved at the Annual Meeting.

 

For		Against		Abstain		Broker Non-Votes		% of Votes Supporting
409,126,863		8,997,209		838,077		N/A		97.85%

 

 

Proposal 3.  The advisory vote to approve executive compensation was approved at the Annual Meeting.

 

For		Against		Abstain		Broker Non-Votes		% of Votes Supporting
347,993,326		13,921,158		2,284,521		54,763,144		96.15%

 

 

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 hereunto duly authorized.

 

Date:  May 2, 2016

 

 

	HCP, Inc.
	By:	/s/ Timothy M. Schoen
		Timothy M. Schoen
		Executive Vice President and
		Chief Financial Officer