Edgar Filing: Armada Hoffler Properties, Inc.

ARMADA HOFFLER PROPERTIES, INC.

Date: December 21, 2015

/s/ Eric L. Smith

Eric L. Smith

Chief Investment Officer and Secretary

Form 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): December 15, 2015

ARMADA HOFFLER PROPERTIES, INC.

(Exact name of registrant as specified in its charter)

Maryland

001-35908

46-1214914

(State or other jurisdiction

of incorporation)

(Commission

File Number)

(IRS Employer

Identification No.)

222 Central Park Avenue, Suite 2100

Virginia Beach, Virginia

23462

(Address of principal executive offices)

(Zip Code)

Registrant’s telephone number, including area code: (757) 366-4000

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))

Item 5.02.

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

On December 15, 2015, Admiral Joseph W. Prueher, an independent member of the Board of Directors (the “Board”) of Armada Hoffler Properties, Inc. (the “Company”), notified the Company of his decision not to stand for reelection to the Board when his current term expires at the Company’s 2016 annual meeting of stockholders (the “2016 Annual Meeting”). Admiral Prueher’s decision is not the result of any disagreement with the Company related to the Company’s operations, policies or practices and is solely due to unavoidable scheduling conflicts. Admiral Prueher intends to continue to serve as a director and a member of the Audit Committee of the Board until the expiration of his term in connection with the election of directors at the 2016 Annual Meeting.

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.