LTC PROPERTIES INC 8-K

What Happened
LTC Properties, Inc. (LTC) filed an 8-K reporting the results of its virtual Annual Meeting of Stockholders held May 20, 2026. Stockholders elected six directors to the board, approved the advisory (say-on-pay) vote for named executive officer compensation, and ratified Ernst & Young LLP as the company's independent registered public accounting firm for fiscal 2026. Vote totals were disclosed for each matter.

Key Details

• Director elections (votes For / Against / Abstain / Broker Non-Votes):
  • Cornelia Cheng: 32,478,949 / 247,411 / 63,540 / 6,639,588
  • David L. Gruber: 32,591,576 / 146,564 / 51,760 / 6,639,588
  • Jeffrey C. Hawken: 32,395,204 / 329,919 / 64,777 / 6,639,588
  • Bradley J. Preber: 32,548,503 / 173,361 / 68,036 / 6,639,588
  • Wendy L. Simpson: 32,285,974 / 453,380 / 50,546 / 6,639,588
  • Timothy J. Triche, M.D.: 31,621,007 / 1,108,278 / 60,615 / 6,639,588
• Advisory vote on executive compensation (Proposal 2): For 31,454,030 / Against 1,228,903 / Abstain 106,967 / Broker Non-Votes 6,639,588.
• Auditor ratification (Proposal 3): Ernst & Young LLP ratified — For 38,142,277 / Against 1,191,990 / Abstain 95,221 (no broker non-votes).

Why It Matters

• The results confirm the company’s board composition for the coming year and show shareholders’ formal approval of the named executive officers’ compensation on an advisory basis.
• Ratification of Ernst & Young LLP ensures continuity of the company’s independent auditor for fiscal 2026.
• The presence of 6.64 million broker non-votes on director and say-on-pay items indicates a sizable portion of shares were not voted on those matters (common when shares are held in street name and brokers lack discretionary voting authority), which can affect the total vote counts used to gauge shareholder support.