Item 5.02. Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
Effective as of December 16, 2021, the Board of Directors of Transcontinental
Realty Investors, Inc. (the "Company" or the "Issuer" or "TCI") appointed
Bradley J. Muth, age 61, President and Chief Executive Officer of the Company.
Mr. Muth most recently, from July 2019 to September 2021, was Senior Managing
Director, Capital Markets and Development of ValueRock Realty Partners, an
Irvine, California based national real estate investment services firm, focusing
on value-ad commercial real estate throughout California, Hawaii and Arizona.
Prior thereto, from December 2014 to June 2019, he was Senior Managing Director,
Portfolio and Asset Management of Madison Marquette, a leading commercial real
estate investment manager, service provider, developer and operator of real
property based in San Francisco, California and Washington, DC. From 2012 to
2014, he was Chief Investment Officer of Buckingham Companies, a real estate
investment firm engaged in the multifamily sector. Mr. Muth, from 1994 to 2012,
was Managing Principal or Senior Managing Partner of ING/Concert Realty
Partners, a real estate investment and operations firm. He has been engaged in
the real estate industry for more than 30 years. He is also a certified public
accountant (1984).
Item 5.07 - Submission of Matters to the Vote of Security Holders
On December 15, 2021, the Annual Meeting of Stockholders of Transcontinental
Realty Investors, Inc. ("TCI" or the "Issuer" or the "Registrant") was held,
following a solicitation of proxies, pursuant to a Notice of Annual Meeting and
related Proxy Statement, dated November 5, 2021, distributed in accordance with
the requirements of Regulation 14A under the Securities Exchange Act of 1934, as
amended. On the record date of November 4, 2021, a total of 8,639,316 shares of
Common Stock were outstanding, with each share entitled to cast one vote.
At the meeting, proxies representing at least 8,205,191 shares (94.98% of the
outstanding) appeared and were cast, thereby establishing a quorum present in
person or by proxy. It was noted that, of the 8,639,316 outstanding shares of
Common Stock, 3,104,833 shares are held in DTC/CEDE accounts.
At the Annual Meeting, which involved the election of directors, the following
named persons received the number of votes cast for, against or withheld, as
well as the number of abstention and broker non-votes:
No. of Votes Of Shares No. of No. of Broker Non-
Name For Voted, % For Votes Votes Votes
Withheld Abstained
Henry A. Butler 7,500,176 91.41% 388,033 - 316,982
William J. Hogan 7,496,291 91.14% 391,918 - 316,982
Robert A. Jakuszewski 7,468,790 91.03% 419,419 - 316,982
Ted R. Munselle 7,496,178 91.36% 392,031 - 316,982
Bradford A. Phillips 7,500,377 91.41% 387,832 - 316,982
Raymond D. Roberts, Sr. 7,491,805 91.31% 396,404 - 316,982
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All of the nominees named above, each of which is currently a director of the
Registrant, were elected at such Annual Meeting.
The second matter presented at the Annual Meeting was the ratification of the
appointment of Farmer, Fuqua & Huff, P.C. as the independent registered public
accounting firm for the Registrant for the fiscal year ending December 31, 2021,
and any interim period. A total of 7,854,407 votes were cast FOR, 318,539 votes
were cast AGAINST, and 32,245 votes ABSTAINED from voting with respect to such
proposal.
The Annual Meeting of the Board of Directors was held on the following day,
December 16, 2021. At such meeting, Henry A. Butler was reelected Chairman of
the Board.
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