Item 8.01. Other Events.

By notice dated April 15, 2022, Highlands REIT, Inc. (the "Company") called an annual meeting of stockholders to be held on June 10, 2022. Stockholders of record as of April 1, 2022 were entitled to notice of, and to vote at, the meeting.



Under Maryland law and the Company's bylaws, in order for a quorum to be present
and the Company to conduct the business of the meeting, the presence, in person
or by proxy, of stockholders entitled to cast a majority of all the votes
entitled to be cast at the meeting on any matter is required. As of the record
date, there were 885,221,996 shares of common stock of the Company outstanding
and entitled to vote. The Company determined that only 321,257,446 shares were
represented in person or by proxy at the meeting; accordingly, a quorum was not
present at the meeting.

Because a quorum was not present at the meeting, no business was conducted and
the 2022 annual meeting of stockholders was adjourned. We do not expect to
reconvene the 2022 annual meeting of stockholders. As a result, the current
directors of the Company, Jeffrey L. Shekell, R. David Turner and Richard Vance,
will continue as members of the board of directors of the Company until their
respective successors are duly elected and qualify.

As a quorum was not present, no votes were cast at the meeting.



The Company did receive proxies or ballots directing that their shares be voted
as follows with respect to the Company's directors (although no votes were
cast):
                                                           Percentage of Proxies or                                Percentage of Proxies or
         Nominee                         For                   Ballots Received                Withhold                Ballots Received              Broker Non-Votes
Jeffrey L. Shekell                   143,499,268                     45%                      13,100,532                      4%                        164,657,646
R. David Turner                      143,597,575                     45%                      13,002,225                      4%                        164,657,646
Richard Vance                        143,657,167                     45%                      12,942,633                      4%                        164,657,646



The Company also received proxies or ballots directing that their shares be
voted as follows with respect to the approval, on a non-binding, advisory basis,
of the compensation of the Company's named executive officers as described in
its proxy materials (although no votes were cast):

                    For            Against         Abstain        Broker Non-Votes
                134,337,535       16,250,957      6,011,304         164,657,650



The Company also received proxies or ballots directing that their shares be
voted as follows with respect to the approval, on a non-binding, advisory basis,
of the frequency of future advisory votes on the compensation of the Company's
named executive officers as described in its proxy materials (although no votes
were cast):

             3 Years         2 Years         1 Year         Abstain         Broker Non-Votes
            68,105,728      8,069,673      69,583,821      10,840,576         164,657,648

The Company also received proxies or ballots directing that their shares be voted as follows with respect to the ratification of the selection of Grant Thornton LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2022 (although no votes were cast):



                              For            Against        Abstain
                          306,331,788       9,440,525      5,485,133

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