Form 8-K RAMCO GERSHENSON PROPERT For: Nov 06
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): November 6, 2015
RAMCO-GERSHENSON PROPERTIES TRUST
(Exact name of registrant as specified in its charter)
Maryland | 1-10093 | 13-6908486 |
(State or other jurisdiction | (Commission | (IRS Employer |
of incorporation) | File Number) | Identification No.) |
31500 Northwestern Highway, Suite 300, Farmington Hills, Michigan | 48334 |
(Address of principal executive offices) | (Zip Code) |
Registrant's telephone number, including area code | (248) 350-9900 | |
Not applicable
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On November 2, 2015, the Board of Trustees (the “Board”) of Ramco-Gershenson Properties Trust (the “Trust”) was expanded to nine members. Alice M. Connell and Laurie M. Shahon were appointed to fill the vacancies on the Board. The Board has determined, after considering all of the relevant facts and circumstances known as of the date hereof, that both Ms. Connell and Ms. Shahon are independent trustees in accordance with the NYSE listing standards and the Trust’s Corporate Governance Guidelines. Ms. Connell has been appointed to the Audit Committee of the Board and Ms. Shahon has been appointed to the Compensation Committee of the Board.
The foregoing is qualified in its entirety by reference to the press release announcing such appointments, a copy of which is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
Exhibit No. | Description | |
99.1 | Press Release dated November 5, 2015 | |
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 hereunto duly authorized.
RAMCO-GERSHENSON PROPERTIES TRUST | ||
Date: November 6, 2015 | By: | /s/ DEBORAH R. CHEEK |
Deborah R. Cheek | ||
Chief Accounting Officer | ||
EXHIBIT INDEX
Exhibit No. | Description | |
99.1 | Press Release dated November 5, 2015 | |
Exhibit 99.1
RAMCO-GERSHENSON TRUST ANNOUNCES NEW TRUSTEES
FARMINGTON HILLS, Mich.- Ramco-Gershenson Properties Trust (NYSE: RPT) ("Ramco-Gershenson") announced today that its Board of Trustees (the “Board”) has elected Alice M. Connell, Managing Principal of Bay Hollow Associates and Laurie M. Shahon, President and Founder of Wilton Capital Group, to serve on the Board of Trustees effective November 2, 2015.
“With the resignation of Matthew Ostrower from our Board earlier this year, the Board of Trustees commenced a search for his replacement with the goal of recruiting an individual whose strong leadership talents would benefit our shareholders,” said Dennis E. Gershenson, President and Chief Executive Officer of Ramco-Gershenson. “I am pleased to say that as part of that search process, two exemplary candidates were selected to join our Board. Both women have a breadth of finance, management and strategic planning experience that will be highly valuable to the Company as we execute our long-range goals. We look forward to their positive contributions over the next several years.”
About Alice M. Connell:
Ms. Connell is a Co-Founder and Managing Principal of Bay Hollow Associates, a real estate advisory firm, which provides objective, strategic counsel to investors in commercial real estate. She previously held a series of senior positions in the commercial real estate lending and real estate equity area of TIAA-CREF. Ms. Connell currently serves on the Boards of Empire State Realty Trust and RREEF America REIT III and is a former Director of Apollo Commercial Real Estate Finance. Ms. Connell is a member of the Advisory Boards of Parmenter Realty Partners and Park Madison Partners. She is currently a member of the Real Estate Advisory Committee of the New York State Common Retirement Fund and an Independent member of the Americas Investment Committee of CBRE Global Investors. Ms. Connell holds a B.A. degree, magna cum laude, from St. Bonaventure University, and an M.A. degree from New York University.
About Laurie M. Shahon:
Ms. Shahon is the President of Wilton Capital Group, a private direct investment firm she founded in 1994 that makes principal investments in later-stage ventures and medium-sized buyouts. She previously held investment banking positions with Morgan Stanley and Salomon Brothers. Ms. Shahon has served on numerous public and private company boards during the past 25 years, including KCG, The Bombay Company, Eddie Bauer, and Life Insurance Company of Boston and New York. Ms. Shahon holds an A.B. in English and Political Science from Wellesley College and an M.B.A. in Finance and International Business from Columbia Business School, where she has been an adjunct professor.
ABOUT RAMCO-GERSHENSON PROPERTIES TRUST:
Ramco-Gershenson Properties Trust (NYSE: RPT) is a fully integrated, self-administered, publicly-traded real estate investment trust (REIT) based in Farmington Hills, Michigan. The Company's primary business is the ownership and management of large, multi-anchored shopping centers primarily in a number of the largest metropolitan markets in the central United States. At September 30, 2015, the Company owned interests in and managed a portfolio of 76 shopping centers and one office building with approximately 16.3 million square feet of gross leasable area. At September 30, 2015, the Company's consolidated operating portfolio was 94.3% leased. Additional information regarding the Company is available on its corporate website: www.rgpt.com.
This press release may contain forward-looking statements that represent the Company’s expectations and projections for the future. Management of Ramco-Gershenson believes the expectations reflected in any forward-looking statements made in this press release are based on reasonable assumptions. Certain factors could occur that might cause actual results to vary, including deterioration in national economic conditions, weakening of real estate markets, decreases in the availability of credit, increases in interest rates, adverse changes in the retail industry, our continuing ability to qualify as a REIT and other factors discussed in the Company’s reports filed with the Securities and Exchange Commission.
Company Contact:
Dawn L. Hendershot, Vice President of Investor Relations
and Corporate Communications
31500 Northwestern Highway, Suite 300
Farmington Hills, MI 48334
(248) 592-6202
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