Edgar Filing: Colony Capital, Inc.

Date: May 11, 2015

COLONY CAPITAL, INC.

/s/ Ronald M. Sanders

Ronald M. Sanders

Chief Legal Officer

8-K

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 6, 2015

COLONY CAPITAL, INC.

(Exact name of registrant as specified in its charter)

Maryland

001-34456

27-0419483

(State or other jurisdiction

of incorporation)

(Commission

File Number)

(IRS Employer

Identification No.)

2450 Broadway, 6th Floor

Santa Monica, CA

90404

(Address of principal executive offices)

(Zip Code)

Registrant’s telephone number, including area code: (310) 282-8820

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):

¨	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))

Item 5.07.

Submission of Matters to a Vote of Security Holders.

Results of 2015 Annual Meeting of Stockholders

On May 6, 2015, Colony Capital, Inc. (the “Company”) held its 2015 Annual Meeting of Stockholders at which (i) directors were elected, (ii) the compensation paid to the Company’s named executive officers was approved in an advisory vote, and (iii) the appointment of Ernst & Young LLP as independent registered public accounting firm for the Company was ratified. The proposals are described in detail in the Company’s 2015 Proxy Statement. The final results for the votes regarding each proposal are set forth below.

Election of Directors

The following persons comprising the entire previous board of directors of the Company were duly elected as directors of the Company until the 2016 Annual Meeting of Stockholders or until their successors are duly elected and qualified: Thomas J. Barrack, Jr., Richard B. Saltzman, Nancy A. Curtin, George G. C. Parker, John A. Somers, and John L. Steffens. The table below sets forth the voting results for each director nominee:


Nominee	Votes For		Votes Withheld		Broker Non-Votes
Thomas J. Barrack, Jr.		75,770,680		4,596,773		7,253,619
Richard B. Saltzman		80,210,544		156,909		7,253,619
Nancy A. Curtin		79,902,077		465,376		7,253,619
George G. C. Parker		78,099,166		2,268,287		7,253,619
John A. Somers		79,841,652		525,801		7,253,619
John L. Steffens		79,812,631		554,822		7,253,619

Approval (on an advisory, non-binding basis) on Executive Compensation

The Company’s stockholders approved (on an advisory, non-binding basis) the compensation of the Company’s named executive officers as described in the Compensation Discussion and Analysis and Executive Compensation Tables of the Company’s 2015 Proxy Statement. The table below sets forth the voting results for this proposal:


Votes For	Votes Against		Abstentions		Broker Non-Votes
84,045,192		442,800		83,357		7,253,619

Ratification of Appointment of Ernst & Young LLP as the Company’s Independent Registered Public Accounting Firm for the Year Ending December 31, 2015

The table below sets forth the voting results for this proposal:


Votes For	Votes Against		Abstentions		Broker Non-Votes
90,797,649		787,367		12,932		0

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.