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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 On May 15, 2025, the Registrant held its 2025 Annual Meeting virtually.


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

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