EPR PROPERTIES 8-K

What Happened EPR Properties filed an 8-K (dated May 7, 2026) reporting the results of its Annual Meeting of Shareholders held May 5, 2026. Ten trustee nominees were elected to one-year terms expiring in 2027. Shareholders also approved, on a non-binding advisory basis, the compensation of the company’s named executive officers and ratified KPMG LLP as the company’s independent registered public accounting firm for 2026. Vote totals reported in the filing are shown below.

Key Details

• Board elections: All ten nominees were elected to one-year terms (expiring 2027). For votes by nominee:
  • Peter C. Brown: 47,280,218
  • William P. Brown: 49,068,843
  • John P. Case III: 48,922,803
  • James B. Connor: 46,664,195
  • Virginia E. Shanks: 49,077,050
  • Gregory K. Silvers: 48,133,828
  • Robin P. Sterneck: 47,602,055
  • John Peter Suarez: 48,893,601
  • Lisa G. Trimberger: 48,642,766
  • Caixia Y. Ziegler: 48,871,386
  • Each nominee record also showed broker non-votes of 9,469,327.
• Advisory “say-on-pay” (non-binding): For 46,207,399; Against 3,008,823; Abstain 1,556,796; Broker non-vote 9,469,327.
• Auditor ratification: KPMG LLP ratified as independent registered public accounting firm for 2026 — For 58,111,016; Against 2,003,383; Abstain 127,946.

Why It Matters

• Board continuity: Investors can expect the current slate of trustees to continue governing through 2027, which maintains management and strategic continuity.
• Compensation oversight: The non-binding shareholder approval of executive compensation signals general shareholder support but does not require changes; the board may consider the vote in future pay decisions.
• Audit continuity: Ratification of KPMG keeps the company’s auditor in place for 2026, which matters for consistency in financial reporting and audits.
• Voting context: A substantial number of broker non-votes (9,469,327) were recorded on non-routine items, meaning some shares held by brokers did not vote on certain matters — relevant when assessing vote margins.