Current Report · Items 5.07 · 8-K
American Realty Investors, Inc.
ARLNYSEEQUITYCurrent
Submission of Matters to a Vote of Security Holders
Item 5.07 – Submission of Matters to the Vote of Security Holders On December 10, 2025, the Annual Meeting of Stockholders of American Realty Investors, Inc. (“ARL” or the “Issuer” or the “Registrant”) was held, following a solicitation of proxies, pursuant to a Notice of Annual Meeting and related Proxy Statement, dated November 4, 2025, distributed in accordance with the requirements of Regulati…
Disclosure sections
Item 5.07Item 5.07 - Submission of Matters to Vote
Item 5.07 – Submission of Matters to the Vote of Security Holders
On December 10, 2025, the Annual Meeting of Stockholders of American Realty Investors, Inc. (“ARL” or the “Issuer” or the “Registrant”) was held, following a solicitation of proxies, pursuant to a Notice of Annual Meeting and related Proxy Statement, dated November 4, 2025, distributed in accordance with the requirements of Regulation 14A under the Securities Exchange Act of 1934, as amended. On the record date of November 3, 2025, a total of 16,152,043 shares of Common Stock were outstanding, with each share entitled to cast one vote.
At the meeting, proxies representing at least 15,698,093 shares (97.2%% of the outstanding) appeared and were cast, thereby establishing a quorum present in person or by proxy. It was noted that, of the 16,152,043 outstanding shares of Common Stock, 7,261,561 shares are held in DTC/CEDE accounts on the Record Date.
At the Annual Meeting, which involved the election of directors, the following named persons received the number of votes cast for, against or, as well as the number of abstention and broker non-votes:
Name For Against Abstention Broker Non-Votes
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Henry A. Butler 15,216,520 — 87,663 393,910
William J. Hogan 15,125,497 — 178,686 393,910
Robert A. Jakuszewski 15,105,464 — 198,719 393,910
Fernando V. Lara Celis 15,125,653 — 178,530 393,910
Ted R. Munselle 15,108,495 — 195,688 393,910
All of the nominees named above, each of which is currently a director of the Registrant, were elected at such Annual Meeting.
The only other matter presented at the Annual Meeting was the ratification of the appointment of Farmer, Fuqua & Huff, P.C. as the independent registered public accounting firm for the Registrant for the fiscal year ending December 31, 2025, and any interim period. A total of 15,617,234 votes were cast FOR, 80,618 votes were cast AGAINST, and 241 votes ABSTAINED from voting with respect to such proposal. There were no broker non-votes.
The Annual Meeting of the Board of Directors was held on the following day, December 11, 2025. At such meeting, Henry A. Butler was re-elected Chairman of the Board and Ted R. Munselle was re-appointed as the Presiding Director.