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WASHINGTON REAL ESTATE INVESTMENT TRUST FILES (8-K) Disclosing Results of Operations and Financial Condition, Change in Directors or Principal Officers, Other Events, Financial Statements and Exhibits

July 25, 2014



Item 2.02 Results of Operations and Financial Condition

and

Item 7.01 Regulation FD Disclosure

A press release issued by the Registrant on July 24, 2014 regarding earnings for the three and six months ended June 30, 2014, is attached as Exhibit 99.1. Also, certain supplemental information not included in the press release is attached as Exhibit 99.2. This information is being furnished pursuant to Item 7.01 and Item 2.02 of Form 8-K. This information is not deemed to be "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934 and is not incorporated by reference into any Securities Act registration statements.

Item 5.02 - Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

On July 23, 2014, the Compensation Committee and Board of Trustees approved a correction to the long-term incentive plan (LTIP) adopted on April 23, 2014 and described in a Form 8-K filed on April 29, 2014 (the "Form 8-K"). As corrected, the LTIP provides that each regular award opportunity (i.e., the regular award opportunity for the three-year period commencing in 2014 and each regular award opportunity thereafter) will vest 75% at the end of the three-year performance period and 25% on the one-year anniversary of the end of the performance period. As such, each such regular award opportunity will be payable 75% in unrestricted shares and 25% in restricted shares that vest after one year. The one-time transition award opportunity will continue to vest as set forth in the Form 8-K.

Item 8.01 - Other Events



The Board of Trustees adopted a new trustee share ownership policy for non-employee trustees. Under the new policy, each trustee is required to retain an aggregate number of common shares of the Trust at least equal to five times the annual cash retainer. In order to calculate the required number of shares, the annual cash retainer is multiplied by five, with the resulting product then being divided by the average closing price for the 60 days prior to the date compliance is calculated.

The policy takes effect on July 23, 2014, with each non-employee trustee being required to meet the threshold within five years after their initial election to the Board.

Item 9.01 Financial Statements and Exhibits

(c) Exhibits Exhibit Number Description 99.1 Press release issued July 24, 2014 regarding earnings for the three and six months ended June 30, 2014 Certain supplemental information not included in the press 99.2 release



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Source: Edgar Glimpses


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