Business Context and Reporting Period
Orion Office REIT Inc. filed this Form 8-K regarding its 2023 Annual Meeting of Stockholders held on May 16, 2023. The filing identifies the registrant as Orion Office REIT Inc., although the request metadata names Orion Properties Inc. The company is listed on the New York Stock Exchange under ticker ONL and is an emerging growth company.
As of the March 20, 2023 record date, 56,639,040 shares of common stock were outstanding.
Financial and Operating Metrics
This filing concerns shareholder voting results and does not provide revenue, profit, cash flow, margins, debt, liquidity, or other operating or financial performance metrics.
Material Changes Versus the Prior Comparable Period
The filing does not report a prior-period comparison or material financial or operating change.
Meeting Results, Outlook, and Other Matters
- All five director nominees were elected to serve until the next annual meeting and until their successors are elected and qualify.
- KPMG LLP was ratified as the company’s independent registered public accounting firm for the fiscal year ending December 31, 2023.
- No other proposals were submitted to stockholders.
- No guidance, outlook, management commentary, contingencies, unusual items, or risk updates were disclosed.
Voting Results
| Proposal | For | Against | Abstain | Broker Non-Votes |
|---|---|---|---|---|
| Paul H. McDowell | 37,555,328 | 289,607 | 55,302 | 8,060,012 |
| Reginald H. Gilyard | 31,197,636 | 6,647,684 | 54,917 | 8,060,012 |
| Kathleen R. Allen | 36,765,200 | 1,085,600 | 49,437 | 8,060,012 |
| Richard J. Lieb | 33,673,761 | 4,170,338 | 56,138 | 8,060,012 |
| Gregory J. Whyte | 36,775,170 | 1,068,968 | 56,099 | 8,060,012 |
| Ratification of KPMG appointment | 45,081,709 | 825,755 | 52,785 | None |
Important Facts to Verify
- Confirm the applicable company name: the filing is for Orion Office REIT Inc., not Orion Properties Inc.
- Verify the continued composition of the five-member board following the election.
- Review subsequent filings for financial results, debt and liquidity information, guidance, or changes in auditor status.
- Note that the filing date is May 18, 2023, while the reported annual meeting occurred on May 16, 2023.