-----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, WPf8wOBzPPKfaeotLfnXdoDRWuaK2B6B1wrdzqkbvM2NMMic2TjqddAsXPnyi51b EjgiIKYRUsymLK294P17ew== 0000014846-05-000039.txt : 20051215 0000014846-05-000039.hdr.sgml : 20051215 20051215142758 ACCESSION NUMBER: 0000014846-05-000039 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20050913 ITEM INFORMATION: Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20051215 DATE AS OF CHANGE: 20051215 FILER: COMPANY DATA: COMPANY CONFORMED NAME: BRT REALTY TRUST CENTRAL INDEX KEY: 0000014846 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] IRS NUMBER: 132755856 STATE OF INCORPORATION: MA FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-07172 FILM NUMBER: 051266213 BUSINESS ADDRESS: STREET 1: 60 CUTTER MILL RD STREET 2: SUITE 303 CITY: GREAT NECK STATE: NY ZIP: 11021-3190 BUSINESS PHONE: 5164663100 FORMER COMPANY: FORMER CONFORMED NAME: BERG ENTERPRISES REALTY GROUP DATE OF NAME CHANGE: 19750724 8-K 1 brt8kginsburgsimon.txt 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) December 13, 2005 BRT REALTY TRUST ---------------- (Exact name of Registrant as specified in charter) Massachusetts 001-07172 13-2755856 ------------------------------------------------------------------------- (State or other (Commission file No.) (IRS Employer jurisdiction of I.D. No.) incorporation) 60 Cutter Mill Road, Suite 303, Great Neck, New York 11021 ------------------------------------------------------------------------ (Address of principal executive offices) (Zip code) Registrant's telephone number, including area code 516-466-3100 ------------ 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 (see General Instruction A.2. below): --- 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 Principal Officers; Election of Directors; Appointment of Principal Officers. On December 13, 2005, the Board of Trustees of BRT Realty Trust elected Alan H. Ginsburg (67 years old) and Jonathan H. Simon (40 years old) to its Board of Trustees. Messrs. Ginsburg and Simon will serve as Class I trustees until BRT's 2006 annual meeting of shareholders. Mr. Ginsburg is the Chief Executive Officer of The CED Companies, a family of businesses he founded in 1987. The CED Companies develop, build and manage multi-family apartment communities. Prior to establishing The CED Companies, Mr. Ginsburg was president and owner of Colony Development Corporation and a principal with Alco Universal, Inc., both of which were multi-family residential development companies based in Michigan. Mr. Simon founded the Simon Development Group in 1994. The Simon Development Group owns and manages a diverse portfolio of residential, retail and commercial space. Its portfolio includes buildings in Manhattan, Brooklyn and Connecticut which contain over 600 residential units, several national, retail stores and 160,000 square feet of commercial space. There are no arrangements or understandings between Messrs. Ginsburg or Simon and the Registrant, its subsidiaries or any other person pursuant to which either Messrs. Ginsburg or Simon was selected as a trustee of the Registrant. There is no information required to be disclosed with respect to either Messrs. Ginsburg or Simon pursuant to Item 404(a) of Regulation S-K. On December 13, 2005, David Herold, a trustee of BRT Realty Trust, advised that he will not stand for re-election as a trustee of BRT Realty Trust at the next annual meeting of shareholders scheduled for early March, 2006. Mr. Herold advised the Board of Trustees that he is not standing for re-election for personal reasons and he intends to significantly reduce his business activities. The Registrant issued a press release on December 14, 2005. A copy of the press release is attached hereto as Exhibit 99.1. Item 9.01. Financial Statements and Exhibits. (a) Financial Statements of Businesses Acquired. Not applicable. (b) Pro Forma Financial Information. Not applicable. (c) Exhibits. 99.1 Press Release dated December 14, 2005. Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. BRT REALTY TRUST Date: December 14, 2005 By: /s/ Simeon Brinberg ------------------------------ Simeon Brinberg Senior Vice President EXHIBIT 99.1 BRT REALTY TRUST 60 CUTTER MILL ROAD, SUITE 303 GREAT NECK, NY 11021 Telephone No.: 516-466-3100 Facsimile No.: 516-466-3132 www.brtrealty.com BRT REALTY TRUST ANNOUNCES ELECTION OF ALAN H. GINSBURG AND JONATHAN H. SIMON TO ITS BOARD OF TRUSTEES AND THAT DAVID HEROLD WILL NOT STAND FOR RE-ELECTION TO ITS BOARD OF TRUSTEES Great Neck, New York - December 14, 2005 - BRT Realty Trust (NYSE: BRT) today announced that Alan H. Ginsburg and Jonathan H. Simon were elected to its Board of Trustees. Messrs. Ginsburg and Simon will serve as Class I trustees until the 2006 annual meeting of shareholders and it is expected that each will be proposed for election to a full three-year term at the 2006 annual meeting of shareholders. Mr. Ginsburg is the Chief Executive Officer of The CED Companies, a family of businesses he founded in 1987. The CED Companies develop, build and manage multi-family apartment communities. Prior to establishing The CED Companies, Mr. Ginsburg was president and owner of Colony Development Corporation and a principal with Alco Universal, Inc., both of which were multi-family residential development companies based in Michigan. Mr. Simon founded the Simon Development Group in 1994. The Simon Development Group owns and manages a diverse portfolio of residential, retail and commercial space. Its portfolio includes buildings in Manhattan, Brooklyn and Connecticut. "We are delighted to have both Alan and Jon join our Board of Trustees," said Fredric H. Gould, BRT's Chairman of the Board. "Their experience and activities in commercial and residential real estate development enhance the range of skills and expertise within our Board of Trustees," noted Mr. Gould. BRT also announced today that David Herold, a trustee of BRT Realty Trust, has advised that he will not stand for re-election to the Board of Trustees at the next annual meeting of shareholders to be held in early March, 2006. Mr. Herold has served on the Board of Trustees since 1997 and as a member of its Audit Committee, Compensation Committee, and Nominating and Corporate Governance Committee. Fredric H. Gould, Chairman of the Board, stated, "I, along with the trustees, officers and employees of BRT Realty Trust, are deeply appreciative of the contributions made by David Herold during his tenure on our Board of Trustees. His valuable advice and counsel will be greatly missed." BRT Realty Trust is a mortgage-oriented real estate investment trust. Certain information contained herein is forward looking within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities and Exchange Act of 1934, as amended. BRT intends such forward looking statements to be covered by the safe harbor provisions for forward looking statements contained in the Private Securities Litigation Reform Act of 1995 and includes this statement for purposes of complying with these safe harbor provisions. The forward looking statements should not be relied upon since they involve known and unknown risks, uncertainties and other factors, which, in some cases, are beyond BRT's control and could materially affect actual results, performance or achievements. Contact: Simeon Brinberg - (516) 466-3100 -----END PRIVACY-ENHANCED MESSAGE-----