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INLAND REAL ESTATE CORP FILES (8-K) Disclosing Submission of Matters to a Vote of Security Holders

June 23, 2014



Item 5.07 Submission of Matters to a Vote of Security Holders. On June 18, 2014, as part of the annual meeting of stockholders of Inland Real Estate Corporation, a Maryland corporation (the "Company"), the Company held a stockholder vote on Proposals 1, 2, 3 and 4 as described in the Company's Notice of Annual Meeting of Stockholders and Proxy Statement ("the Proxy Statement"). As of the record date on April 17, 2014, a total of 99,778,868 shares of the Company's common stock were outstanding and entitled to vote. A total of 86,618,549 shares were present in person or by proxy at the annual meeting, representing approximately 86.81% of the outstanding stock entitled to vote. The stockholders elected the eight nominees named below to serve as directors until the next annual meeting of stockholders or as otherwise provided in the Company's governing documents. The final results of the election of directors were as follows:

Broker Name Votes For Votes Against Abstentions Non-Votes Thomas P. D'Arcy 68,837,262 2,053,987 160,651 15,566,649 Daniel L. Goodwin 68,687,464 2,193,599 170,837 15,566,649 Joel G. Herter 69,154,908 1,728,322 168,670 15,566,649 Heidi N. Lawton 69,319,246 1,590,065 142,589 15,566,649 Thomas H. McAuley 68,739,561 2,152,464 159,875 15,566,649 Thomas R. McWilliams 69,634,747 1,268,970 148,183 15,566,649 Joel D. Simmons 63,839,913 7,066,348 145,639 15,566,649 Mark E. Zalatoris 69,205,346 1,681,904 164,650 15,566,649



In addition to electing directors, the stockholders ratified the appointment of KPMG LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2014. Stockholders cast 84,026,122 votes for ratifying the appointment and 2,341,167 votes against ratifying the appointment.

Stockholders abstained from casting 251,260 votes on the ratification of the appointment of KPMG LLP, and there were no broker non-votes. The stockholders approved Proposal 3 to approve the 2014 Equity Award Plan as described in the Proxy Statement. Stockholders cast 60,896,545 votes approving Proposal 3 and 9,749,982 against approving Proposal 3. There were 405,373 abstentions and 15,566,649 broker non-votes on this proposal. Stockholders also voted in favor of a non-binding advisory resolution approving our executive compensation. Stockholders cast 62,272,397 votes in favor of the resolution and 8,359,607 against the resolution. There were 419,896 abstentions and 15,566,649 broker non-votes on this proposal.

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Source: Edgar Glimpses


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