Business Context and Reporting Period
This Form 8-K reports on the results of the 2018 Annual Meeting of Stockholders for American Realty Capital New York City REIT, Inc. (the "Company"). The meeting was initially called on May 31, 2018, and reconvened on June 15, 2018. The Company is an emerging growth company incorporated in Maryland.
Key Financial Metrics
The filing text does not provide specific financial metrics such as revenue, profit, cash flow, margins, debt, or liquidity. This report focuses exclusively on corporate governance and voting results.
Material Changes and Voting Results
Stockholders holding approximately 71.0% of the issued and outstanding common stock (22,347,025 shares out of 31,481,650) participated in the meeting. The following matters were approved by a majority of votes cast or shares entitled to vote:
- Election of Director: Abby M. Wenzel was re-elected as a Class I director to serve until the 2021 annual meeting.
- Charter Amendments: Stockholders approved three proposals to amend the Company's charter:
- Proposal 2A: Eliminate NASAA REIT guideline-related provisions.
- Proposal 2B: Eliminate the duration of the Company provision.
- Proposal 2C: Revise certain ownership and transfer restrictions.
- Auditor Ratification: KPMG LLP was ratified as the independent registered public accounting firm for the fiscal year ending December 31, 2018.
Guidance, Outlook, and Risks
The filing text does not contain management commentary, financial guidance, outlook, or specific risk factors beyond the standard disclosure of the voting outcomes.
Key Facts for Investor Verification
- Verify the specific implications of the charter amendments (Proposals 2A, 2B, and 2C) on shareholder rights and company structure.
- Confirm the term length and responsibilities of the newly re-elected director, Abby M. Wenzel.
- Note that approximately 29% of outstanding shares were not represented at the meeting.
- Review the full proxy statement for detailed voting breakdowns and broker non-vote impacts on specific proposals.