SEC EDGAR · 8-K
8-K – 2026-05-07 – reg-20260506.htm
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8-K 0000910606 0001066247 false 0000910606 srt:PartnershipInterestMember 2026-05-06 2026-05-06 0000910606 us-gaap:CommonStockMember 2026-05-06 2026-05-06 0000910606 reg:SeriesACumulativeRedeemablePreferredStockMember 2026-05-06 2026-05-06 0000910606 reg:SeriesBCumulativeRedeemablePreferredStockMember 2026-05-06 2026-05-06 0000910606 2026-05-06 2026-05-06 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 May 7, 202 6 ( May 6, 2026 ) Date of Report (Date of earliest event reported) REGENCY CENTERS CORPORATION REGENCY CENTERS, L.P. (Exact name of registrant as specified in its charter) Florida (Regency Centers Corporation) Delaware (Regency Centers, L. P.) 001-12298 (Regency Centers Corporation) 0-24763 (Regency Centers, L.P.) 59-3191743 (Regency Centers Corporation) 59-3429602 (Regency Centers, L.P.) (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.) One Independent Drive , Suite 114 Jacksonville , Florida 32202 (Address of principal executive offices) (Zip Code) ( 904 ) 598-7000 (Registrant's telephone number, including area code) Not Applicable (Former name or former address, if changed since last report) Securities registered pursuant to Section 12(b) of the Act: Regency Centers Corporation Title of each class Trading Symbol Name of each exchange on which registered Common Stock, $0.01 par value REG The Nasdaq Stock Market LLC 6.250% Series A Cumulative Redeemable Preferred Stock, par value $0.01 per share REGCP The Nasdaq Stock Market LLC 5.875% Series B Cumulative Redeemable Preferred Stock, par value $0.01 per share REGCO The Nasdaq Stock Market LLC Regency Centers, L.P. Title of each class Trading Symbol Name of each exchange on which registered None N/A N/A 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)) 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. Item 5.07 Submission of Matters to a Vote of Security Holders On May 7, 2026, Regency Centers Corporation (the "Company”) held an annual meeting of its shareholders to vote on the following proposals: Proposal One - Election of Directors: The board of directors proposed eleven nominees to stand for election at the 2026 annual meeting and each of the nominees was elected. Each of the nominees was elected to serve until the 2027 annual meeting or until their successors are duly elected and qualified. The voting results are as follows: Nominee Votes For Votes Against Abstain Broker Non-Votes Martin E. Stein, Jr. 169,577,767 2,125,310 70,382 3,181,307 Gary E. Anderson 169,503,471 2,198,241 71,747 3,181,307 Bryce Blair 168,751,018 2,950,756 71,685 3,181,307 Kristin A. Campbell 168,212,220 3,490,341 70,898 3,181,307 Deirdre J. Evens 171,519,894 183,455 70,110 3,181,307 Thomas W. Furphy 171,668,953 32,666 71,840 3,181,307 Karin M. Klein 169,722,196 1,705,569 345,694 3,181,307 Peter D. Linneman 170,061,709 1,640,326 71,424 3,181,307 Lisa Palmer 171,679,364 23,924 70,171 3,181,307 Mark J. Parrell 171,666,729 35,062 71,668 3,181,307 James H. Simmons, III 171,515,994 184,058 73,407 3,181,307 Proposal Two - Advisory Vote on Executive Compensation for Fiscal Year 2025: Results of the non-binding advisory vote of the shareholders on the executive compensation of the Company's named executive officers for fiscal year 2025 were as follows: For Against Abstain Broker Non-Votes 164,324,175 7,114,045 335,239 3,181,307 Proposal Three - Ratification of Appointment of KPMG LLP as the Company's Independent Registered Public Accounting Firm: The board of directors selected the accounting firm of KPMG LLP to serve as the independent registered public accounting firm for the Company for the current fiscal year ending December 31, 2026, and also submitted such appointment for ratification by the shareholders at the annual meeting. The shareholders ratified the appointment of KPMG LLP, with the voting results as follows: For Against Abstain 160,466,059 14,454,754 33,953 Item 7.01 Regulation FD Disclosures Declaration of Dividend for Common Stock and Series A and Series B Preferred Stock On May 6, 2026, the Board of the Company: 1. Declared a dividend on the Company's common stock of $0.755 per share, payable on July 2, 2026 to shareholders of record as of June 12, 2026. 2. Declared a dividend on the Company’s 6.250% Series A Cumulative Redeemable Preferred Stock (the “Series A Preferred Stock”), which will be paid at a rate of $0.390625 per share on July 31, 2026. The dividend will be payable to holders of record of the Company’s Series A Preferred Stock as of the close of business on July 16, 2026; and 3. Declared a dividend on the Company’s 5.875% Series B Cumulative Redeemable Preferred Stock (the “Series B Preferred Stock”), which will be paid at a rate of $0.367200 per share on July 31, 2026. The dividend will be payable to holders of record of the Company’s Series B Preferred Stock as of the close of business on July 16, 2026. Item 9.01(d) Financial Statements and Exhibits Exhibit 99.1 Press release issued by Regency Centers Corporation on May 7, 2026 104 Cover Page Interactive Data File (the cover page XBRL tags are embedded within the inline XBRL documents) 2 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. REGENCY CENTERS CORPORATION May 7, 2026 By: /s/ Michael R. Herman Michael R. Herman, Senior Vice President General Counsel and Corporate Secretary REGENCY CENTERS, L.P. By: Regency Centers Corporation, its general partner May 7, 2026 By: /s/ Michael R. Herman Michael R. Herman, Senior Vice President General Counsel and Corporate Secretary 3