American Tower Corporation (REIT) filed SEC Form 8-K: Submission of Matters to a Vote of Security Holders, Other Events, Financial Statements and Exhibits
$AMT
Real Estate Investment Trusts
Real Estate
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): May 14, 2025
AMERICAN TOWER CORPORATION
(Exact Name of Registrant as Specified in Charter)
(State or Other Jurisdiction of Incorporation) | (Commission File Number) | (I.R.S. Employer Identification No.) | |||||||||||||||
(Address of Principal Executive Offices) (Zip Code)
(617 ) 375-7500
(Registrant's telephone number, including area code)
Not Applicable
(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):
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||||||
| | ||||||||
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.☐
Item 5.07 Submission of Matters to a Vote of Security Holders.
The 2025 Annual Meeting of Stockholders (the “Annual Meeting”) of American Tower Corporation (the “Company”) was held virtually on May 14, 2025. At the Annual Meeting, the Company's stockholders elected eleven individuals to the Board of Directors (the “Board”) and approved Proposals 2 and 3. The proposals are described in more detail in the Company's definitive proxy statement on Schedule 14A filed with the Securities and Exchange Commission on April 2, 2025.
The final results of the stockholder voting regarding each proposal were as follows:
1. Election of the following directors for the ensuing year and until his or her successor is elected and qualified.
| Nominee | Votes Cast For | Votes Against | Votes Abstained | Broker Non-Votes | ||||||||||
| Steven O. Vondran | 400,389,841 | 735,038 | 579,796 | 23,279,436 | ||||||||||
| Kelly C. Chambliss | 398,343,068 | 2,789,993 | 571,614 | 23,279,436 | ||||||||||
| Teresa H. Clarke | 400,510,638 | 621,066 | 572,971 | 23,279,436 | ||||||||||
| Kenneth R. Frank | 395,768,397 | 4,728,777 | 1,207,501 | 23,279,436 | ||||||||||
| Robert D. Hormats | 396,389,529 | 4,707,078 | 608,068 | 23,279,436 | ||||||||||
| Rajesh Kalathur | 400,552,134 | 572,294 | 580,247 | 23,279,436 | ||||||||||
| Grace D. Lieblein | 390,326,209 | 10,807,700 | 570,766 | 23,279,436 | ||||||||||
| Craig Macnab | 396,845,370 | 4,274,879 | 584,426 | 23,279,436 | ||||||||||
| Neville R. Ray | 385,000,582 | 16,122,533 | 581,560 | 23,279,436 | ||||||||||
| Pamela D. A. Reeve | 385,961,829 | 15,169,878 | 572,968 | 23,279,436 | ||||||||||
| Bruce L. Tanner | 398,132,525 | 2,990,444 | 581,706 | 23,279,436 | ||||||||||
2. Approval, on an advisory basis, of the Company’s executive compensation.
| Votes Cast For | Votes Against | Votes Abstained | Broker Non-Votes | ||||||||
| 378,040,886 | 22,168,168 | 1,495,621 | 23,279,436 | ||||||||
3. Ratification of the selection of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for 2025.
| Votes Cast For | Votes Against | Votes Abstained | Broker Non-Votes | ||||||||
| 398,272,680 | 26,570,096 | 141,335 | — | ||||||||
Item 8.01 Other Events.
On May 15, 2025, the Company issued a press release (the “Press Release”) announcing that the Board declared a cash distribution of $1.70 per share on shares of the Company’s common stock, payable on July 11, 2025 to the stockholders of record at the close of business on June 13, 2025.
A copy of the Press Release is filed herewith as Exhibit 99.1.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
| Exhibit No. | Description | |||||||
| 99.1 | ||||||||
| 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.
| AMERICAN TOWER CORPORATION | |||||||||||
| (Registrant) | |||||||||||
| Date: | May 15, 2025 | By: | /s/ Rodney M. Smith | ||||||||
| Rodney M. Smith | |||||||||||
| Executive Vice President, Chief Financial Officer and Treasurer | |||||||||||