Universal Health Realty Income Trust Board Changes
Ticker: UHT · Form: 8-K · Filed: Jun 6, 2024 · CIK: 798783
Sentiment: neutral
Topics: governance, board-of-directors, compensation
Related Tickers: UHT
TL;DR
UHT board shakeup, new director elected, compensation details updated.
AI Summary
Universal Health Realty Income Trust announced on June 5, 2024, a change in its board of directors. Specifically, the company reported the departure of a director and the election of a new director, along with updates to its executive compensation arrangements. The filing also noted that matters were submitted to a vote of security holders.
Why It Matters
Changes in a company's board of directors can signal shifts in strategy or governance, potentially impacting investor confidence and future performance.
Risk Assessment
Risk Level: low — The filing primarily concerns routine corporate governance matters such as director changes and compensation, which typically carry low immediate risk.
Key Numbers
- 1-9321 — SEC File Number (Identifies the specific filing for Universal Health Realty Income Trust.)
- 23-6858580 — IRS Employer Identification No. (Tax identification number for the company.)
Key Players & Entities
- Universal Health Realty Income Trust (company) — Registrant
- June 5, 2024 (date) — Date of earliest event reported
- Maryland (jurisdiction) — State of Incorporation
- King of Prussia, Pennsylvania (location) — Principal Executive Offices
FAQ
Who departed from the board of directors?
The filing indicates the departure of a director, but does not name the individual in the provided text.
Who was elected to the board of directors?
The filing states a new director was elected, but does not provide the name of the individual in the provided text.
What is the principal business address of Universal Health Realty Income Trust?
The principal executive offices are located at Universal Corporate Center, 367 South Gulph Road, King of Prussia, Pennsylvania 19406.
What is the date of the earliest event reported in this 8-K filing?
The earliest event reported is dated June 5, 2024.
What other items are covered in this 8-K filing besides director changes?
The filing also covers updates to compensatory arrangements of certain officers and the submission of matters to a vote of security holders.
Filing Stats: 822 words · 3 min read · ~3 pages · Grade level 12.6 · Accepted 2024-06-06 16:15:11
Key Financial Figures
- $0.01 — stered Shares of beneficial interest, $0.01 par value UHT New York Stock Exchan
Filing Documents
- uht-20240605.htm (8-K) — 72KB
- 0000950170-24-069899.txt ( ) — 189KB
- uht-20240605.xsd (EX-101.SCH) — 27KB
- uht-20240605_htm.xml (XML) — 5KB
02
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. 2024 Long-Term Incentive, Annual Restricted Stock Awards The chief element of compensation for our executive officers has historically been the annual granting of long-term incentive awards. As reflected on the table below, on June 5, 2024, the Compensation Committee of the Board of Trustees granted restricted stock awards to each of our executive officers. The restricted shares are scheduled to vest on the second anniversary date of the award. Dividends declared by us are accrued and accumulated with respect to these shares and will be paid in the aggregate on the vesting date on the shares that ultimately vest. Name Title Shares of Restricted Stock Alan B. Miller Chairman of the Board, Chief Executive Officer and President 6,083 Charles F. Boyle Senior Vice President and Chief Financial Officer 3,536 Cheryl K. Ramagano Senior Vice President - Operations, Treasurer and Secretary 3,536 Karla J. Peterson Vice President, Acquisitions and Development 1,556
07
Item 5.07 Submission of Matters to a Vote of Security Holders. On June 5, 2024, Universal Health Realty Income Trust (the "Trust") held its 2024 Annual Meeting of Stockholders. This year's Annual Meeting of Stockholders was conducted virtually via a live audio webcast. At the Annual Meeting, the Trust's stockholders: (i) voted to elect two Class II members of the Board of Trustees for a three-year term scheduled to expire at the Trust's 2027 Annual Meeting of Stockholders; (ii) voted in favor of the nonbinding advisory vote on named executive officer compensation; (iii) voted in favor of an amendment to the Universal Health Realty Income Trust Amended and Restated 2007 Restricted Stock Plan, and; (iv) voted to ratify the selection of KPMG, LLP, as the Trust's independent registered public accounting firm for the fiscal year ending December 31, 2024. The final voting results were as follows: Proposal No. 1: Election of Trustees: Marc D. Miller Gayle L. Capozzalo Votes cast in favor 7,788,611 8,075,084 Votes cast against 1,124,878 843,502 Votes abstained 30,458 25,362 Non-votes 2,271,154 2,271,154 Uncast 0 0 Proposal No. 2: The nonbinding advisory vote on named executive officer compensation: Votes cast in favor 8,397,996 Votes cast against 490,648 Votes abstained 55,303 Non-votes 2,271,154 Uncast 0 Proposal No. 3: Amendment to the Universal Health Realty Income Trust Amended and Restated 2007 Restricted Stock Plan: Votes cast in favor 8,500,383 Votes cast against 378,223 Votes abstained 65,341 Non-votes 2,271,154 Uncast 0 Proposal No. 4: Ratification of the selection of KPMG, LLP, as the Trust's independent registered public accounting firm for the fiscal year ending December 31, 2024: Votes cast in favor 10,732,744 Votes cast against 443,359 Votes abstained 38,999 Non-votes 0 Uncast 0
SIGNATURES
SIGNATURES 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 thereunto duly authorized. UNIVERSAL HEALTH REALTY INCOME TRUST Date: June 6, 2024 By: /s/ Charles F. Boyle Name: Charles F. Boyle Title: Senior Vice President and Chief Financial Officer