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): March 2, 2018
DCT INDUSTRIAL TRUST INC.
DCT INDUSTRIAL OPERATING PARTNERSHIP LP
(Exact name of registrant as specified in its charter)
| Maryland (DCT Industrial Trust Inc.) | 001-33201 | 82-0538520 | ||
| Delaware (DCT Industrial Operating Partnership LP | 333-195185 | 82-0538522 | ||
| (State or other jurisdiction of Incorporation or organization) |
(Commission File Number) |
(IRS Employer Identification No.) |
555 17th Street, Suite 3700
Denver, CO 80202
(Address of principal executive offices)
(303) 597-2400
(Registrant’s telephone number, including area code)
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 Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
DCT Industrial Trust Inc.
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. ☐
DCT Industrial Operating Partnership LP
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 5.02. | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
On March 2, 2018, John C. O’Keeffe, a member of the Board of Directors (the “Board of Directors”) of DCT Industrial Trust Inc. (the “Company”), informed the Board of Directors that he will not stand for re-election to the Board of Directors at the Company’s next annual meeting of stockholders to be held on May 3, 2018 (the “Annual Meeting”). As a result, after the Annual Meeting, Mr. O’Keeffe will no longer serve as a member of the Board of Directors.
SIGNATURES
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.
| DCT INDUSTRIAL TRUST INC. | ||||||
| March 2, 2018 | ||||||
| By: | /s/ John G. Spiegleman | |||||
| Name: John G. Spiegleman | ||||||
| Title: Executive Vice President and General Counsel | ||||||
| DCT INDUSTRIAL OPERATING PARTNERSHIP LP
By: DCT Industrial Trust Inc., its general partner | ||||||
| March 2, 2018 | ||||||
| By: | /s/ John G. Spiegleman | |||||
| Name: John G. Spiegleman | ||||||
| Title: Executive Vice President and General Counsel | ||||||