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AGREE REALTY CORP FILES (8-K) Disclosing Submission of Matters to a Vote of Security Holders

May 6, 2014



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

On May 5, 2014, Agree Realty Corporation (the "Company") held its annual meeting of stockholders. The matters on which the stockholders voted, in person or by proxy, were:

(i) the election of two directors of the Company to serve until the annual

meeting of stockholders in 2017;



(ii) the ratification of the appointment of Grant Thornton LLP as the Company's

independent registered public accounting firm for 2014; and



(iii) the approval, by non-binding vote, of executive compensation as disclosed

in the Company's proxy statement for the 2014 annual meeting of stockholders pursuant to the compensation disclosure rules of the Securities and Exchange Commission including the Compensation Discussion and Analysis, the compensation tables and other related disclosure; and



(iv) the approval of the 2014 Omnibus Incentive Plan.

The two nominees were elected, the appointment of the independent registered public accounting firm was ratified, and the executive compensation was approved, by non-binding vote. In addition, the 2014 Omnibus Incentive Plan was approved. The results of the voting were as follows:

Election of Directors: Director Votes For Votes Withheld Abstentions Broker Non-Votes Farris G. Kalil 10,339,963 348,127 0 2,945,069 Gene Silverman 10,342,374 345,716 0 2,945,069



Ratification of Appointment of Independent Registered Public Accounting Firm:

Votes For Votes Against Abstentions Broker Non-Votes 13,482,527 135,517 15,115 0



Approval, by non-binding vote, of Executive Compensation:

Votes For Votes Against Abstentions Broker Non-Votes 10,234,512 372,014 81,564 2,945,069



Approval of the 2014 Omnibus Incentive Plan:

Votes For Votes Against Abstentions Broker Non-Votes 9,254,907 1,344,587 88,596 2,945,069


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Source: Edgar Glimpses


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