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):  June 11, 2014 (June 10, 2014)
 
ESSEX PROPERTY TRUST, INC.
ESSEX PORTFOLIO, L.P.
(Exact name of registrant as specified in its charter)
 
001-13106 (Essex Property Trust, Inc.)
333-44467-01 (Essex Portfolio, L.P.)
(Commission File Number)
 
Maryland (Essex Property Trust, Inc.)
77-0369576 (Essex Property Trust, Inc.)
California (Essex Portfolio, L.P.)
77-0369575 (Essex Portfolio, L.P.)
(State of Incorporation)
(I.R.S. Employer Identification No.)
 
925 East Meadow Drive, Palo Alto, California 94303
(Address of principal executive offices) (Zip Code)
 
(650) 494-3700
(Registrant’s telephone number, including area code)
 
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 5.07
Submission of Matters to a Vote of Security Holders
 
On June 10, 2014, the Company held its Annual Meeting of Stockholders, at which the stockholders:
 
1.            Elected the following nominees to serve as directors until the 2015 annual meeting or until their successors are elected and qualified: David W. Brady, Keith R. Guericke, Irving F. Lyons, III, George M. Marcus, Gary P. Martin, Issie N. Rabinovitch, Thomas E. Randlett, Thomas E. Robinson, Michael J. Schall, Byron A. Scordelis, Janice L. Sears, Thomas P. Sullivan, and Claude J. Zinngrabe, Jr.
 
2.            Ratified the appointment of KPMG LLP as the independent registered public accounting firm for the Company for the year ending December 31, 2014.
 
3.            Cast an advisory vote approving the Company's executive compensation disclosed in the proxy statement.
 
As of the record date of April 3, 2014, for the Annual Meeting of Stockholders, there were 62,201,054 shares outstanding and entitled to vote.
 
(i) The results of the voting for the directors were as follows:
 
 
Affirmative
Withheld
David W. Brady
50,090,941
534,663
Keith R. Guericke
50,110,853
514,751
Irving F. Lyons, III
50,360,157
265,447
George M. Marcus
49,939,302
686,302
George P. Martin
47,408,296
3,217,308
Issie N. Rabinovitch
48,379,605
2,245,999
Thomas E. Randlett
50,062,477
563,127
Thomas E. Robinson
50,362,744
262,860
Michael J. Schall
50,295,567
330,037
Byron A. Scordelis
50,248,570
377,034
Janice L. Sears
50,162,529
463,075
Thomas P. Sullivan
50,362,959
262,645
Claude J. Zinngrabe, Jr.
50,292,828
332,776

There were 5,449,032 broker non-votes with respect to the election of the Company’s directors.
 
 (ii) The results of the voting for the ratification of KPMG, LLP as the Company’s registered public accounting firm for 2014 were as follows:
 
For
 
Against
 
Abstentions
 
Broker Non-Votes
55,780,655
 
186,370
 
107,611
 
0
 
(iii) The results of the advisory vote to approve executive compensation were as follows:
 
For
 
Against
 
Abstentions
 
Broker Non-Votes
50,296,462
 
194,762
 
134,380
 
5,449,032
 
SIGNATURE
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrants have duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
Date:  June 11, 2014
 
 
 
 
 
ESSEX PROPERTY TRUST, INC.
 
 
 
 
/s/ Michael T. Dance
 
 Name:
Michael T. Dance
 
 Title:
Executive Vice President &
 
 
Chief Financial Officer
 
 
 
 
ESSEX PORTFOLIO, L.P.
 
 
 
 
By:
Essex Property Trust, Inc.,
 
 
 it's General Partner
 
 
 
/s/ Michael T. Dance
 
 Name:
Michael T. Dance
 
 Title:
Executive Vice President &
 
 
Chief Financial Officer