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): April 11, 2024
Brixmor Property Group Inc.
Brixmor Operating Partnership LP
(Exact Name of Registrant as Specified in Charter)
Maryland Delaware | 001-36160 333-201464-01 | 45-2433192 80-0831163 |
(State or Other Jurisdiction of Incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
450 Lexington Avenue
New York, New York 10017
(Address of Principal Executive Offices, and Zip Code)
(212) 869-3000
Registrant’s Telephone Number, Including Area Code
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 (see General Instructions A.2. below):
| | ¨ | Written communication 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 communication pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| | ¨ | Pre-commencement communication 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: |
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
| Common Stock, par value $0.01 per share | BRX | 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 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
| Brixmor Property Group Inc. Yes ¨ No x | Brixmor Operating Partnership LP Yes ¨ No x |
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.
| Brixmor Property Group Inc. ¨ | Brixmor Operating Partnership LP ¨ |
Item 5.02 Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers
On April 11, 2024, Brixmor Property Group Inc. (the “Company”) announced that James M. Taylor Jr., the Company’s Chief Executive Officer and President, is taking a temporary medical leave of absence, effective April 11, 2024. On April 11, 2024, the Company’s Board of Directors appointed Brian T. Finnegan, the Company’s Senior Executive Vice President, Chief Operating Officer, to also serve as interim Chief Executive Officer and President until Mr. Taylor’s return.
Item 7.01 Regulation FD Disclosure
On April 11, 2024, the Company issued a press release related to the matters described in Item 5.02 of this Current Report on Form 8-K. A copy of this press release is furnished herewith as Exhibit 99.1.
The information in Item 7.01 of this Current Report on Form 8-K and the information contained in Exhibit 99.1 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and is not incorporated by reference into any of the Company’s filings under the Securities Act of 1933, as amended, whether made before or after the date hereof, regardless of any general incorporation language in any such filing.
Item 9.01 Financial Statements and Exhibits
(d) The following exhibits are attached to this Current Report on Form 8-K
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrants have duly caused this report to be signed on their behalf by the undersigned hereunto duly authorized.
| Date: April 11, 2024 | BRIXMOR PROPERTY GROUP INC. |
| | | |
| | By: | /s/ Steven F. Siegel |
| | Name: | Steven F. Siegel |
| | Title: | Executive Vice President, |
| | | General Counsel and Secretary |
| | | |
| | BRIXMOR OPERATING PARTNERSHIP LP |
| | | |
| | By: | Brixmor OP GP LLC, its general partner |
| | | |
| | By: | BPG Subsidiary LLC, its sole member |
| | | |
| | By: | /s/ Steven F. Siegel |
| | Name: | Steven F. Siegel |
| | Title: | Executive Vice President, |
| | | General Counsel and Secretary |
