Brookdale Senior Living Inc.

Regulatory Filings • Jun 30, 2020

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 of 1934
Date of Report (Date of earliest event reported)	June 30, 2020

Brookdale Senior Living Inc.
(Exact name of registrant as specified in its charter)

Delaware	001-32641	20-3068069
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

111 Westwood Place,	37027
(Address of principal executive offices)	(Zip Code)

Registrant's telephone number, including area code
(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 ( see General Instruction A.2. below):
☐	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))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, $0.01 Par Value Per Share	BKD	New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Section 5 - Corporate Governance and Management

Item 5.07 Submission of Matters to a Vote of Security Holders

Brookdale Senior Living Inc. (the "Company") held its 2020 annual meeting of stockholders on June 30, 2020 (the "Annual Meeting"). Set forth below is information concerning each matter submitted to a vote at the Annual Meeting, including the final voting results. Each such matter is described in detail in the Company's definitive proxy statement on Schedule 14A filed with the Securities and Exchange Commission on May 18, 2020 (the "Proxy Statement").

Proposal 1 : Stockholders elected Lucinda M. Baier, Frank M. Bumstead, and Lee S. Wielansky for election as Class I directors and Jordan R. Asher, Victoria L. Freed, and Guy P. Sansone for election as Class II directors, each to hold office for a one-year term expiring at the 2021 annual meeting of stockholders. Each such nominee received a majority of votes cast in his or her election. The following votes were taken in connection with the election of directors at the Annual Meeting:

Director Nominees	Votes For	Votes Against	Abstentions	Broker Non-Votes
Lucinda M. Baier	153,416,804	1,444,497	23,487	13,563,379
Frank M. Bumstead	151,746,202	3,046,866	91,720	13,563,379
Lee S. Wielansky	153,101,892	1,746,133	36,763	13,563,379
Jordan R. Asher	153,614,188	1,239,698	30,902	13,563,379
Victoria L. Freed	153,322,321	1,534,404	28,063	13,563,379
Guy P. Sansone	153,484,251	1,369,152	31,385	13,563,379

The terms of office of the following Class III directors continued after the Annual Meeting: Marcus E. Bromley, Rita Johnson-Mills, and Denise W. Warren.

Proposal 2 : Stockholders approved, on an advisory basis, the compensation paid to the Company's named executive officers, as disclosed in the Proxy Statement. The following votes were taken in connection with the proposal:

Votes For	Votes Against	Abstentions	Broker Non-Votes
133,558,072	21,175,303	151,413	13,563,379

Proposal 3 : Stockholders approved the ratification of the appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for 2020. The following votes were taken in connection with the proposal:

Votes For	Votes Against	Abstentions	Broker Non-Votes
164,116,976	4,251,063	80,128	—

Section 9 - Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits.

(d)	Exhibits
104	Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURE

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.

BROOKDALE SENIOR LIVING INC. — By:	/s/ Chad C. White
Name:	Chad C. White
Title:	Executive Vice President, General Counsel and Secretary