pdm-20250515

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 15, 2025

Piedmont Office Realty Trust, Inc.

(Exact name of registrant as specified in its charter)

Commission File Number: 001-34626


Maryland						58-2328421
(State or other jurisdiction of						(IRS Employer
incorporation)						Identification No.)

5565 Glenridge Connector Ste. 450

Atlanta, Georgia 30342

(Address of principal executive offices, including zip code)

(770) 418-8800

(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:

☐ 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

Name of each exchange on which registered

Common Stock, $0.01 par value

PDM

New York Stock Exchange

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.o

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

On May 15, 2025, the Registrant held its 2025 Annual Meeting virtually. Proxies for the meeting were solicited pursuant to Regulation 14A under the Securities Exchange Act of 1934, as amended.

The following matters were submitted to a vote of the stockholders:

The Registrant’s stockholders elected the following individuals to its board of directors for one-year terms expiring in 2026:


Name	Number of Shares Voted For	Number of Shares Voted Against	Number of Shares Abstained	Broker Non-Votes
Kelly H. Barrett	85,497,659	3,692,128	110,574	13,871,969
Glenn G. Cohen	87,993,284	1,199,744	107,649	13,871,969
Jeffrey J. Donnelly	88,678,821	409,721	212,134	13,871,969
Deneen L. Donnley	88,598,737	592,716	108,908	13,871,969
Mary M. Hager	88,275,212	788,875	236,590	13,871,969
Barbara B. Lang	83,629,182	5,544,252	127,243	13,871,969
Stephen E. Lewis	88,689,808	404,373	206,180	13,871,969
C. Brent Smith	88,691,751	501,492	107,434	13,871,969
Dale H. Taysom	88,793,771	363,540	143,366	13,871,969

The Registrant’s stockholders voted to ratify the appointment of Deloitte and Touche, LLP, as independent registered public accountants for the fiscal year ended December 31, 2025, as follows:


Number of Shares Voted For	Number of Shares Voted Against	Number of Shares Abstained
102,434,741	582,112	156,825

The Registrant's stockholders voted to approve, on an advisory basis, the compensation of the named executive officers as disclosed in the proxy statement as follows:


Number of Shares Voted For	Number of Shares Voted Against	Number of Shares Abstained	Broker Non-Votes
85,314,153	3,642,473	345,082	13,871,969

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this Current Report on Form 8-K to be signed on its behalf by the undersigned hereunto duly authorized.

Piedmont Office Realty Trust, Inc.

(Registrant)

Dated:

May 15, 2025

By:

/s/ Sherry L. Rexroad

Sherry L. Rexroad

Chief Financial Officer and Executive Vice President

Piedmont Office Realty Trust Inc. filed SEC Form 8-K: Submission of Matters to a Vote of Security Holders