Peakstone Realty Trust Announces Board Changes and Officer Compensation Updates

TL;DR

Peakstone Realty Trust is shaking up its board and executive pay structure.

AI Summary

Peakstone Realty Trust announced on June 18, 2024, a series of significant corporate actions. These include the departure of two directors, the election of three new directors, and changes in officer compensation arrangements. Additionally, the company is submitting matters to a vote of its security holders and filing financial statements and exhibits.

Why It Matters

Changes in board composition and officer compensation can signal shifts in company strategy and governance, potentially impacting investor confidence and future performance.

Risk Assessment

Risk Level: medium — Changes in board composition and officer compensation can introduce uncertainty and signal potential strategic shifts.

Key Numbers

• 001-41686 — Commission File Number (Identifies the specific SEC filing for Peakstone Realty Trust.)

Key Players & Entities

• Peakstone Realty Trust (company) — Registrant
• June 18, 2024 (date) — Date of earliest event reported
• 001-41686 (company) — Commission File Number
• 1520 E. Grand Avenue, El Segundo, CA 90245 (company) — Address of principal executive offices

FAQ

Key Financial Figures

• $0.001 — nge on which registered Common shares, $0.001 par value per share PKST New York S

Filing Documents

• ef20031466_8k.htm (8-K) — 47KB
• ef20031466_ex10-1.htm (EX-10.1) — 15KB
• 0001140361-24-030793.txt ( ) — 198KB
• pkst-20240618.xsd (EX-101.SCH) — 4KB
• pkst-20240618_lab.xml (EX-101.LAB) — 21KB
• pkst-20240618_pre.xml (EX-101.PRE) — 16KB
• ef20031466_8k_htm.xml (XML) — 4KB

02

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. The board of trustees of Peakstone Realty Trust (the "Company") previously adopted, subject to shareholder approval, the First Amendment (the "Amendment") to the Peakstone Realty Trust Second Amended and Restated Employee and Trustee Long-Term Incentive Plan (the "Plan"), which was approved by the Company's shareholders on June 18, 2024 at the Company's 2024 annual meeting of shareholders (the "Annual Meeting"). The Amendment increases the aggregate number of common shares of beneficial interest of the Company, par value $0.001 per share (the "Shares"), that may be issued under awards pursuant to the Plan by 1,285,700 Shares. The foregoing description of the Amendment to the Plan is qualified in its entirely by reference to the text of such Amendment, which is filed as Exhibit 10.1 hereto, and incorporated herein by reference.

07

Item 5.07 Submission of Matters to a Vote of Security Holders. On June 18, 2024, the Company held the Annual Meeting, at which a quorum was present. The Company held its Annual Meeting to consider and vote on the four proposals set forth below, each of which is described in greater detail in the Company's Definitive Proxy Statement on Schedule 14A, which was filed with the U.S. Securities and Exchange Commission on April 29, 2024. The final voting results are set forth below. Proposal 1 – Election of Trustees The Company's shareholders elected the five nominated trustees identified below, each to serve and to hold office for a one-year term until the close of the Company's next annual meeting of shareholders in 2025 and until their successors are duly elected and qualify, with the votes cast as follows: Nominees Votes For Votes Withheld Broker Non-Vote Carrie DeWees 11,918,337 727,783 11,721,023 Michael J. Escalante 12,010,064 636,056 11,721,023 Jeffrey Friedman 12,067,897 578,223 11,721,023 Samuel Tang 11,970,342 675,778 11,721,023 Casey Wold 10,519,998 2,126,122 11,721,023 Proposal 2 – Ratification of Appointment of Ernst & Young LLP as the Company ' s Independent Registered Public Accounting Firm The Company's shareholders ratified the appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2024, with the votes cast as follows: Votes For Votes Against Abstain Broker Non-Vote 23,749,693 413,448 204,002 - Proposal 3 – Advisory (Non-Binding) Vote on the Compensation Paid to the Company's Named Executive Officers The Company's shareholders approved, on an advisory (non-binding) basis, the compensation paid to the Company's named executive officers, with the votes cast as follows: Votes For Votes Against Abstain Broker Non-Vote 10,234,632 2,090,772 320,716 11,721,023 Proposal 4 – Amendment to the Peakstone Realty Trust Second Amended and

Financial Statements and Exhibits

Financial Statements and Exhibits. (d) Exhibits . Exhibit No. Description 10.1 First Amendment to the Peakstone Realty Trust Second Amended and Restated Employee and Trustee Long-Term Incentive Plan 104 Cover Page Interactive Date File (embedded within the Inline XBRL document) Signature(s) Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Peakstone Realty Trust Date: June 21, 2024 By: /s/Javier F. Bitar Javier F. Bitar Chief Financial Officer and Treasurer

View Full Filing

View this 8-K filing on SEC EDGAR