American Realty Investors Inc. filed SEC Form 8-K: Submission of Matters to a Vote of Security Holders
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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Section 5 – Corporate Governance and Management
Item 5.07 - Submission of Matters to the Vote of Security Holders
On December 11, 2024, the Annual Meeting of Stockholders of American Realty Investors, Inc. (“ARL” or the “Issuer” or the “Registrant”) was held, following a solicitation of proxies, pursuant to a Notice of Annual Meeting and related Proxy Statement, dated November 11, 2024, distributed in accordance with the requirements of Regulation 14A under the Securities Exchange Act of 1934, as amended. On the record date of November 8, 2024, a total of 16,152,043 shares of Common Stock were outstanding, with each share entitled to cast one vote.
At the meeting, proxies representing at least 15,340,969 shares (94.98% of the outstanding) appeared and were cast, thereby establishing a quorum present in person or by proxy. It was noted that, of the 16,152,043 outstanding shares of Common Stock, 6,578,272 shares are held in DTC/CEDE accounts.
At the Annual Meeting, which involved the election of directors, the following named persons received the number of votes cast for, against or withheld, as well as the number of abstention and broker non-votes:
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Name |
No. of Votes For |
Of Shares Voted, % For |
No. of Votes Withheld |
No. of Votes Abstained |
Broker Non- Votes |
| Henry A. Butler | 15,221,922 | 94.24% | 103,596 | - | 15,782 |
| William J. Hogan | 15,077,621 | 93.35% | 247,597 | - | 15,782 |
| Robert A. Jakuszewski | 15,110,255 | 93.55% | 215,263 | - | 15,782 |
| Ted R. Munselle | 15,004,101 | 92.89% | 321,417 | - | 15,782 |
| Fernando Victor Lara Celis | 15,110,196 | 93.55% | 215,322 | - | 48,782 |
All of the nominees named above, each of which is currently a director of the Registrant, were elected at such Annual Meeting.
The only other matter presented at the Annual Meeting was the ratification of the appointment of Farmer, Fuqua & Huff, P.C. as the independent registered public accounting firm for the Registrant for the fiscal year ending December 31, 2024, and any interim period. A total of 15,263,383 votes were cast FOR, 77,586 votes were cast AGAINST, and 330 votes ABSTAINED from voting with respect to such proposal. There were no broker non-votes.
The Annual Meeting of the Board of Directors was held on the following day, December 12, 2024. At such meeting, Henry A. Butler was re-elected Chairman of the Board and Ted R. Munselle was re-appointed as the Presiding Director.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this Current Report on Form 8-K to be signed on its behalf by the undersigned, hereunto duly authorized.
Dated: December 12, 2024
| AMERICAN REALTY INVESTORS, INC. | |||
| By: | /s/ Erik L. Johnson | ||
| Erik L. Johnson, President and Chief | |||
| Executive Officer | |||