8-K

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): February 2, 2021

 _________________________________

Hudson Pacific Properties, Inc.

Hudson Pacific Properties, L.P.

(Exact name of registrant as specified in its charter) 

Hudson Pacific Properties, Inc.	Maryland	001-34789	27-1430478
	(State or other jurisdiction	(Commission	(IRS Employer
	of incorporation)	File Number)	Identification No.)

Hudson Pacific Properties, L.P.	Maryland	333-202799-01	80-0579682
	(State or other jurisdiction	(Commission	(IRS Employer
	of incorporation)	File Number)	Identification No.)

 

11601 Wilshire Blvd., Ninth Floor		90025
Los Angeles,	California
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: (310) 445-5700

Not Applicable

(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))

Securities registered pursuant to Section 12(b) of the Act:

Registrant	Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Hudson Pacific Properties, Inc.	Common Stock, $0.01 par value	HPP	New York Stock Exchange

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

    Hudson Pacific Properties, Inc.                                     ☐

    Hudson Pacific Properties, L.P.                                     ☐

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.

    Hudson Pacific Properties, Inc.                                     ☐

    Hudson Pacific Properties, L.P.                                     ☐

This Current Report on Form 8-K is filed by Hudson Pacific Properties, Inc. (the “Company”), a Maryland corporation, and Hudson Pacific Properties, L.P. (the “Operating Partnership”), a Maryland limited partnership, of which the Company serves as the sole general partner.

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

On February 2, 2021, Alex Vouvalides, Chief Investment Officer and Chief Operating Officer, and Joshua Hatfield, EVP, Operations (together, the “Executives”) notified Company management of their resignations from the Company in order to pursue their own venture, each effective February 7, 2021 (the “Effective Date”). The Executives’ duties and responsibilities have been reassigned to existing executive officers and other management personnel at the Company. The Executives’ resignations from the Company were not due to any disagreement with the Company or its management on any matter relating to the Company’s operations, policies or practices. The Company is considering a consulting arrangement with the Executives for a transition period.

Item 7.01 Regulation FD Disclosure.

On February 8, 2021, the Company issued a press release announcing the resignation of Mr. Vouvalides and Mr. Hatfield. A copy of the press release is furnished herewith as Exhibit 99.1. Exhibit 99.1 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, or the Exchange Act, or otherwise subject to the liabilities under that Section and shall not be deemed to be incorporated by reference into any filing of the Company under the Securities Act of 1933 or the Exchange Act.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.	Description
99.1**	Press release of Hudson Pacific Properties, Inc. dated February 8, 2021.

_____________

** Furnished herewith.

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.

Date:	February 8, 2021	Hudson Pacific Properties, Inc.
		By:	/s/ Mark T. Lammas
			Mark Lammas President
		Hudson Pacific Properties, L.P.
		By:	Hudson Pacific Properties, Inc.
			Its General Partner
		By:	/s/ Mark T. Lammas
			Mark Lammas President

EX-99.1

Hudson Pacific Properties, Inc.
Press Release

Hudson Pacific Properties Announces

Management Changes

LOS ANGELES (February 8, 2021)—Hudson Pacific Properties, Inc. (“Hudson Pacific”) (NYSE: HPP) today announced that Chief Investment Officer Alexander Vouvalides and Executive Vice President Joshua Hatfield have resigned. Vouvalides and Hatfield are leaving Hudson Pacific to form their own company.

“We thank Alex and Josh for their many contributions through the years as we’ve grown the company exponentially and we wish them every success as they embark on their future endeavors,” said Victor Coleman, Chairman and Chief Executive Officer of Hudson Pacific Properties. “They will always remain a part of our broader Hudson Pacific family and we hope to continue to do business together. We have a very capable and seasoned leadership team, who will seamlessly oversee and manage our ongoing business priorities. We plan to have a consulting arrangement with Alex and Josh to further facilitate a smooth transition.”

About Hudson Pacific Properties

Hudson Pacific is a real estate investment trust with a portfolio of office and studio properties totaling over 19 million square feet, including land for development. Focused on premier West Coast epicenters of innovation, media and technology, its anchor tenants include Fortune 500 and leading growth companies such as Netflix, Google, Square, Uber, NFL Enterprises and more. Hudson Pacific is publicly traded on the NYSE under the symbol HPP and listed as a component of the S&P MidCap 400 Index. For more information visit HudsonPacificProperties.com.

Forward-Looking Statements Regarding Hudson Pacific Properties

This press release may contain forward-looking statements within the meaning of the federal securities laws. Forward-looking statements relate to expectations, beliefs, projections, future plans and strategies, anticipated events or trends and similar expressions concerning matters that are not historical facts. In some cases, you can identify forward-looking statements by the use of forward-looking terminology such as “may,” “will,” “should,” “expects,” “intends,” “plans,” “anticipates,” “believes,” “estimates,” “predicts,” or “potential” or the negative of these words and phrases or similar words or phrases that are predictions of or indicate future events or trends and that do not relate solely to historical matters. Forward-looking statements involve known and unknown risks, uncertainties, assumptions and contingencies, many of which are beyond Hudson Pacific’s control, which may cause actual results to differ significantly from those expressed in any forward-looking statement. All forward-looking statements reflect Hudson Pacific’s good faith beliefs, assumptions and expectations, but they are not guarantees of future performance. Furthermore, Hudson Pacific disclaims any obligation to publicly update or revise any forward-looking statement to reflect changes in underlying assumptions or factors, of new information, data or methods, future events or other changes. For a further discussion of these and other factors that could cause Hudson Pacific’s future results to differ materially from any forward-looking statements, see the section entitled “Risk Factors” in Hudson Pacific’s Annual Report on Form 10-K filed with the Securities and Exchange Commission, or SEC, and other risks described in documents subsequently filed by Hudson Pacific from time to time with the SEC.

Hudson Pacific Properties, Inc.
Press Release

Investor Contact:

Laura Campbell

Senior Vice President, Investor Relations & Marketing

(310) 622-1702

lcampbell@hudsonppi.com

Media Contact:

Laura Murray

Director, Communications

(310) 622-1781

lmurray@hudsonppi.com

XML

Cover	Feb. 02, 2021	Jan. 25, 2021	Dec. 31, 2019
Entity Information [Line Items]
Document Type	8-K
Document Period End Date	Feb. 02, 2021
Entity Registrant Name	Hudson Pacific Properties, Inc.
Entity Incorporation, State or Country Code	MD
Entity File Number	001-34789
Entity Tax Identification Number	27-1430478
Entity Address, Address Line One	11601 Wilshire Blvd., Ninth Floor
Entity Address, City or Town	Los Angeles,
Entity Address, State or Province	CA
Entity Address, Postal Zip Code	90025
City Area Code	310
Local Phone Number	445-5700
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of each class	Common Stock, $0.01 par value
Trading Symbol	HPP
Security Exchange Name	NYSE
Entity Emerging Growth Company		false
Entity Central Index Key			0001482512
Amendment Flag			false
Hudson Pacific Partners, L.P.
Entity Information [Line Items]
Entity Registrant Name	Hudson Pacific Properties, L.P.
Entity Incorporation, State or Country Code	MD
Entity File Number	333-202799-01
Entity Tax Identification Number	80-0579682
Entity Emerging Growth Company	false
Entity Central Index Key			0001496264