-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, TB2qUGgmcMigeO0UmwHcQ350xNu/JpKfxpv4LcwG+GG90M2kpc497SkkvMBM8ePP 6vic1N73QQzC+fs6qzO0fw== 0000908737-06-000319.txt : 20060510 0000908737-06-000319.hdr.sgml : 20060510 20060510141037 ACCESSION NUMBER: 0000908737-06-000319 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20060509 ITEM INFORMATION: Entry into a Material Definitive Agreement ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20060510 DATE AS OF CHANGE: 20060510 FILER: COMPANY DATA: COMPANY CONFORMED NAME: SENIOR HOUSING PROPERTIES TRUST CENTRAL INDEX KEY: 0001075415 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] IRS NUMBER: 043445278 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-15319 FILM NUMBER: 06825087 BUSINESS ADDRESS: STREET 1: 400 CENTRE STREET CITY: NEWTON STATE: MA ZIP: 02458 BUSINESS PHONE: 6173323990 8-K 1 snh_8k.htm

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

 

Date of Report (Date of earliest event reported): May 9, 2006

 

SENIOR HOUSING PROPERTIES TRUST

 

 

Maryland

001-15319

04-3445278

(State of organization)

(Commission file number)

(I.R.S. Employer Identification Number)

 

 

400 Centre Street, Newton, Massachusetts 02458

 

 

617-796-8350

 

 

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:

 

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 


 

 

ITEM 1.01.   ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT; ITEM 8.01. OTHER EVENTS.

 

At the regular annual shareholders meeting of Senior Housing Properties Trust, or the Company, held on May 9, 2006, the Company’s shareholders re-elected Frank J. Bailey (64,502,766 shares voted for and 1,401,195 shares withheld) and Barry M. Portnoy (64,233,916 shares voted for and 1,670,045 shares withheld) as trustees. The terms of office of Messrs. Bailey and Portnoy will extend until the Company’s annual meeting of shareholders in 2009. Messrs. John L. Harrington, Gerard M. Martin and Frederick N. Zeytoonjian continue to serve as trustees with terms of office expiring in 2007, 2007 and 2008, respectively.

 

On May 9, 2006, the Company changed its trustee compensation arrangements. A summary of the Company’s currently effective trustee compensation is filed as Exhibit 10.1 hereto and is incorporated by reference herein.

 

On May 9, 2006, the Company granted each of the Company’s trustees 1,500 common shares of beneficial interest, par value $0.01 per share, valued at $17.65, the closing price of the Company’s common shares on the New York Stock Exchange on that day, pursuant to the trustee compensation arrangements described above.

 

ITEM 9.01.   FINANCIAL STATEMENTS AND EXHIBITS.

 

(d)

Exhibits

 

 

The Company hereby files the following exhibit:

 

 

10.1

Summary of Trustee Compensation

 

 

 


 

 

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.

 

 

SENIOR HOUSING PROPERTIES TRUST

 

 

 

By:/s/ John R. Hoadley

 

John R. Hoadley

 

Treasurer and Chief Financial Officer

 

 

Date: May 10, 2006

 

 

 

 

 

 EX-10.1 2 ex10-1.htm

Exhibit 10.1

 

SENIOR HOUSING PROPERTIES TRUST

 

Summary of Trustee Compensation

 

The following is a summary of the currently effective compensation of the trustees of Senior Housing Properties Trust (the “Company”) for services as trustees, which is subject to modification at any time by the Board of Trustees.

•

Each independent trustee receives an annual fee of $25,000, plus a fee of $500 for each meeting attended. Up to two $500 fees are payable if a board meeting and one or more board committee meetings are held on the same date.

•

The chairpersons of the audit committee, the compensation committee and the nominating and governance committee, each of whom is an independent trustee, receive an additional annual fee of $7,500, $3,500 and $3,500, respectively.

•

Each trustee is entitled to receive a grant of 1,500 of the Company’s common shares of beneficial interest on the date of the first board meeting following each annual meeting of shareholders (or, for trustees who are first elected or appointed at other times, on the day of the first board meeting attended).

•

The Company generally reimburses all trustees for travel expenses incurred in connection with their duties as trustees.

 

 

 

 

 

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