8-K 1 bylaws8-k31318noexhibits.htm 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): March 13, 2018 (March 13, 2018)

MID-AMERICA APARTMENT COMMUNITIES, INC.
(Exact name of registrant as specified in its charter)

Tennessee |  | 001-12762 |  | 62-1543819
(State or other jurisdiction of incorporation) |  | (Commission File Number) |  | (IRS Employer Identification No.)

6584 Poplar Avenue Memphis, Tennessee |  | 38138
(Address of principal executive offices) |  | (Zip Code)

(901) 682-6600
(Registrant’s telephone number, including area code)
N/A
(Former name or former address, if changed since last report)

Check the appropriate box 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))

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 ¨☐
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. ¨☐

Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.
On March 13, 2018, the Board of Directors (the “Board”) of Mid-America Apartment Communities, Inc. (the “Company”) adopted and approved the Fourth Amended and Restated Bylaws of the Company (the “Bylaws”). The changes to the Bylaws include a “proxy access” provision and certain other technical or non-substantive revisions.
The foregoing summary of the changes to the Bylaws is qualified in its entirety by reference to the Bylaws. The Bylaws, along with a copy marked to show changes from the prior Bylaws, are included as Exhibits 3.2(i) and 3.2(ii), respectively, to this Current Report on Form 8-K and are incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
The following exhibit is filed pursuant to Item 9.01:

Exhibit Number |  | Description
3.2(i) |  | Fourth Amended and Restated Bylaws of Mid-America Apartment Communities, Inc. dated March 13, 2018
3.2(ii) |  | Fourth Amended and Restated Bylaws, marked to show changes effective as of March 13, 2018

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.

|  |  |  | MID-AMERICA APARTMENT COMMUNITIES, INC.
Date: March 13, 2018 |  |  |  | By: |  | /s/ Albert M. Campbell, III
|  |  |  |  |  | Albert M. Campbell, III
|  |  |  |  |  | Executive Vice President and Chief Financial Officer (Principal Financial Officer)