FRANKLIN STREET PROPERTIES CORP /MA/

Regulatory Filings • May 15, 2025

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

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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): May 15, 2025

Franklin Street Properties Corp.

(Exact name of registrant as specified in its charter)

Maryland	001-32470	04-3578653
(State
or other jurisdiction of incorporation)	(Commission File
Number)	(IRS
Employer Identification No.)

401 Edgewater Place , Suite 200 , Wakefield , Massachusetts	01880
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code: ( 781 ) 557-1300

(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, $.0001 par value per share | FSP | NYSE American |

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. ¨

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Item 5.07 Submission of Matters to a Vote of Security Holders.

Franklin Street Properties Corp., a Maryland corporation (the “Company”), held its 2025 Annual Meeting of Stockholders (the “2025 Annual Meeting”) on May 15, 2025. The 2025 Annual Meeting was called for the following purposes: (1) to elect six directors, each to serve for a one-year term expiring at the 2026 Annual Meeting of Stockholders and until his or her respective successor is duly elected and qualified, (2) to ratify the Audit Committee’s appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2025, and (3) to approve, by non-binding vote, the Company’s executive compensation.

(1) The following table sets forth the names of the directors elected at the 2025 Annual Meeting for a new one-year term expiring at the 2026 Annual Meeting of Stockholders and the final number of votes cast for or against each director and the number of broker non-votes.

Name	For	Against	Broker Non-Votes
George J. Carter	73,065,641	2,983,759	11,391,059
Georgia Murray	71,885,963	4,163,437	11,391,059
John N. Burke	71,557,387	4,492,013	11,391,059
Dennis J. McGillicuddy	71,760,424	4,288,976	11,391,059
Bruce J. Schanzer	73,775,661	2,273,739	11,391,059
Milton P. Wilkins, Jr.	72,977,423	3,071,977	11,391,059

(2) The proposal to ratify the Audit Committee’s appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2025 was approved. The final number of votes cast for, against or abstaining from voting on that proposal are listed below.

For	Against	Abstain
82,123,873	5,174,384	142,202

(3) The proposal to approve, by non-binding vote, the Company’s executive compensation was approved. The final number of votes cast for, against or abstaining from voting on that proposal and broker non-votes are listed below.

For	Against	Abstain	Broker Non-Votes
66,808,398	9,160,834	80,168	11,391,059

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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.

FRANKLIN STREET PROPERTIES CORP.
By:	/s/ Scott H. Carter
	Scott H. Carter
	Executive Vice President, General Counsel and
Secretary

Date: May 15, 2025

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