UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act


Date of Report (Date of earliest event reported): December 7, 2016



AMERICAN REALTY INVESTORS, INC.
(Exact Name of Registrant as Specified in its Charter)

Nevada
001-15663
75-2847135
(State or other
jurisdiction of incorporation)
(Commission
File No.)
(I.R.S. Employer
Identification No.)
1603 LBJ Freeway, Suite 800
Dallas, Texas
75234
(Address of principal executive offices)
(Zip Code)

Registrant’s telephone number, including area code 469-522-4200



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:
☐
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 


 

Section 5 - Corporate Governance and Management

Item 5.07 - Submission of Matters to the Vote of Security Holders

On December 7, 2016, the Annual Meeting of Stockholders of American Realty Investors, Inc. ("ARL" or the "Issuer" or the "Registrant") was held, following a solicitation of proxies, pursuant to a Notice of Annual Meeting and related Proxy Statement, dated November 4, 2016, distributed in accordance with the requirements of Regulation 14A under the Securities Exchange Act of 1934, as amended.  On the record date of November 3, 2016, a total of 15,514,360 shares of Common Stock were outstanding, with each share entitled to cast one vote.

At the Annual Meeting, which involved the election of directors, the following named persons received the number of votes cast for, against or withheld, as well as the number of abstention and broker non-votes:
 
 
Name
 
No. of Votes
For
 
%
For
 
No. of Votes Withheld
 
No. of Votes Abstained
 
Broker Non-
Votes
 
Henry A. Butler
 
13,986,384
 
90.15%
 
33,585
 
-
 
1,554,062
 
Robert A. Jakuszewski
 
13,987,317
 
90.16%
 
32,652
 
-
 
1,554,062
 
Ted R. Munselle
 
13,987,275
 
90.16%
 
32,694
 
-
 
1,554,062
 
Raymond D. Roberts, Sr.
 
13,987,166
 
90.16%
 
32,803
  
 
1,554,062

All of the nominees named above, each of which is currently a director of the Registrant, were elected at such Annual Meeting.

The only other matter presented at the Annual Meeting was the ratification of the appointment of Farmer, Fuqua & Huff, P.C. as the independent registered public accounting firm for the Registrant for the fiscal year ending December 31, 2016, and any interim period.  A total of 15,523,378 votes were cast FOR, 46,882 votes were cast AGAINST, and 3,771 votes ABSTAINED from voting with respect to such proposal.  There were no broker non-votes.

The Annual Meeting of the Board of Directors was held on the following day, December 8, 2016. At such meeting, Henry A. Butler was reelected Chairman of the Board.
 
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SIGNATURES


Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this Current Report on Form 8-K to be signed on its behalf by the undersigned, hereunto duly authorized.

Dated: December 8, 2016
 
 
AMERICAN REALTY INVESTORS, INC.
 
 
By: /s/ Gene S. Bertcher
Gene S. Bertcher, Executive Vice
President and Chief Financial Officer

 
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