SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Pursuant to Section 13 or 15(d) of
The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) April 27, 2018
TRI Pointe Group, Inc.
(Exact name of registrant as specified in its charter)
(State or other jurisdiction
19540 Jamboree Road, Suite 300, Irvine, California
(Address of principal executive offices)
Registrant’s telephone number, including area code: (949) 438-1400
(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))
Indicate by check mark whether the registrant is an emerging growth company as defined in 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 2018 annual meeting of stockholders of TRI Pointe Group, Inc. (the “Company”) was held on April 27, 2018 (the “Annual Meeting”). A total of 141,031,092 shares of the Company’s common stock were present or represented by proxy at the Annual Meeting, representing more than 93% of the Company’s shares outstanding as of the February 26, 2018 record date. The matters submitted for a stockholder vote and the related results are set forth below.
Proposal No. 1 - Election of six nominees to serve as directors:
Douglas F. Bauer
Lawrence B. Burrows
Daniel S. Fulton
Steven J. Gilbert
Constance B. Moore
Thomas B. Rogers
Proposal No. 2 - Ratification of the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the 2018 fiscal year.
Based on the foregoing votes, all six nominees were elected and Proposal No. 2 was approved.
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.
Date: April 30, 2018
TRI Pointe Group, Inc.
/s/ David C. Lee
David C. Lee
Vice President, General Counsel and Secretary