0001481832-12-000018.txt : 20120815 0001481832-12-000018.hdr.sgml : 20120815 20120815090921 ACCESSION NUMBER: 0001481832-12-000018 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20120814 ITEM INFORMATION: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers FILED AS OF DATE: 20120815 DATE AS OF CHANGE: 20120815 FILER: COMPANY DATA: COMPANY CONFORMED NAME: PREFERRED APARTMENT COMMUNITIES INC CENTRAL INDEX KEY: 0001481832 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] IRS NUMBER: 271712193 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-34995 FILM NUMBER: 121035415 BUSINESS ADDRESS: STREET 1: 3625 CUMBERLAND BOULEVARD STREET 2: SUITE 400 CITY: ATLANTA STATE: GA ZIP: 30339 BUSINESS PHONE: 770 818 4100 MAIL ADDRESS: STREET 1: 3625 CUMBERLAND BOULEVARD STREET 2: SUITE 400 CITY: ATLANTA STATE: GA ZIP: 30339 8-K 1 pac-1289xv1x8xk_xxchangexi.htm FORM 8-K PAC-1289-v1-8-K_-_Change_in_Directors__Officers_Dupree_as_Vice_Chairman_-_August_15__2012rev1
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): August 15, 2012

Preferred Apartment Communities, Inc.
(Exact Name of Registrant as Specified in its Charter)

Maryland
001-34995
27-1712193
(State or other Jurisdiction
of Incorporation)
(Commission File Number)
(I.R.S. Employer
Identification No.)

3625 Cumberland Boulevard, Suite 400, Atlanta, Georgia
30339
(Address of Principal Executive Offices)
(Zip Code)

Registrant's telephone number, including area code:  (770) 818-4100
_____________________

(Former name or former address, if changed since last report)
_____________________

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))





Item 5.02
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

Effective as of August 15, 2012, the Board of Directors (the "Board") of the Company approved a realignment of the duties and responsibilities of certain officers and directors of the Company. Leonard A. Silverstein, formerly the Company's Vice Chairman of the Board, Executive Vice President, General Counsel and Secretary, has been appointed to the new positions of President and Chief Operating Officer, and remains a member of the Board. In connection with Mr. Silverstein's realignment of duties and responsibilities, John A. Williams will continue to serve as Chairman of the Board and Chief Executive Officer, and Daniel M. DuPree, the Company's lead independent director, will serve as the Vice Chairman of the Board. In addition, Michael J. Cronin, the Company's Chief Accounting Officer and Treasurer, has been appointed Executive Vice President of the Company, and Jeffrey R. Sprain has been appointed General Counsel and Secretary of the Company.

Item 7.01    Regulation FD Disclosure.

On August 15, 2012, the Company issued a press release announcing its Board of Directors realigned the duties and responsibilities of certain officers and directors of the Company. The full text of the press release is attached as Exhibit 99.1 to this current report on Form 8-K.

This information, including the exhibit attached hereto, is being furnished and shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that section. This information, including the exhibit, shall not be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any incorporation by reference language in any of those filings. This current report on Form 8-K will not be deemed an admission as to the materiality of any information furnished under this item in this current report on Form 8-K that is required to be disclosed solely by Regulation FD.

Item 9.01    Financial Statements and Exhibits.

(d)    Exhibits.

99.1    Press Release issued August 15, 2012



SIGNATURE

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.

 
PREFERRED APARTMENT COMMUNITIES, INC.
(Registrant)

Date: August 15, 2012
By:
/s/ John A. Williams
 
 
John A. Williams
 
 
Chief Executive Officer



EXHIBIT INDEX

Exhibit Number

Description

99.1
Press Release issued August 15, 2012
 
 





 EX-99.1 2 pac-1314xv1xofficer_realig.htm PRESS RELEASE PAC-1314-v1-Officer_Realignment_Press_Releaserev1

Preferred Apartment Communities, Inc. Announces Director and Officer Realignment
Atlanta, GA, August 15, 2012

Preferred Apartment Communities, Inc. (NYSE MKT: APTS), or the Company, today announced that, effective as of August 15, 2012, it has realigned the duties and responsibilities of certain officers and directors of the Company. Leonard A. Silverstein, formerly the Company's Vice Chairman of the Board of Directors (the "Board"), Executive Vice President, General Counsel and Secretary, has been appointed to the new positions of President and Chief Operating Officer, and remains a member of the Board. In connection with Mr. Silverstein's realignment of duties and responsibilities, John A. Williams will continue to serve as Chairman of the Board and Chief Executive Officer, and Daniel M. DuPree, the Company's lead independent director, will serve as the Vice Chairman of the Board. In addition, Michael J. Cronin, the Company's Chief Accounting Officer and Treasurer, has been appointed Executive Vice President of the Company, and Jeffrey R. Sprain has been appointed General Counsel and Secretary of the Company.

About Preferred Apartment Communities, Inc.

Preferred Apartment Communities, Inc. is a Maryland corporation formed primarily to acquire and operate multifamily properties in select targeted markets throughout the United States. As part of our property acquisition strategy, we may enter into forward purchase contracts or purchase options for to-be-built multifamily communities and we may make mezzanine loans, provide deposit arrangements, or provide performance assurances, as may be necessary or appropriate, in connection with the construction of these properties. As a secondary strategy, we also may acquire senior mortgage loans, subordinate loans or mezzanine debt secured by interests in multifamily properties, membership or partnership interests in multifamily properties and other multifamily related assets and invest not more than 10% of our total assets in other real estate related investments, as determined by our manager as appropriate for us. Preferred Apartment Communities, Inc. has elected to be taxed as a real estate investment trust, or REIT, under the Internal Revenue Code of 1986, as amended, commencing with our tax year ended December 31, 2011.

SOURCE: Preferred Apartment Communities, Inc.

Preferred Apartment Communities, Inc.
Leonard A. Silverstein 770-818-4147
President and Chief Operating Officer
Email: lsilverstein@pacapts.com