UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
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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
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| Item 5.03. | Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year. |
On October 12, 2022, Washington Real Estate Investment Trust (the “Company”), filed Articles of Amendment to its Articles of Amendment and Restatement, as amended (the “Articles of Amendment”) with the State Department of Assessments and Taxation of Maryland to change its name to “Elme Communities.” The Articles of Amendment became effective as of 12:01 a.m. Eastern Time on October 17, 2022. In addition, the Company amended its Amended and Restated Bylaws, as amended (the “Amended and Restated Bylaws”), effective October 17, 2022, solely to reflect the name change.
In connection with the name change, the Company intends to change its trading symbol on the New York Stock Exchange for the Company’s shares of beneficial interest, $0.01 par value per share, from “WRE” to “ELME”. The trading symbol change is expected to take place on October 20, 2022.
The foregoing description of the Articles of Amendment and Amended and Restated Bylaws is a summary only, does not purport to be complete and is subject to, and qualified in its entirety by, the Articles of Amendment and Amended and Restated Bylaws, copies of which are filed as Exhibit 3.1 and Exhibit 3.2, respectively, to this Current Report on Form 8-K, and are incorporated herein by reference.
| Item 7.01. | Regulation FD. |
On October 17, 2022, the Company issued a press release announcing its legal name change and corporate rebranding. A copy of the press release is furnished as Exhibit 99.1 hereto.
| Item 9.01. | Financial Statements and Exhibits. |
(d) Exhibits.
The following exhibits are furnished with this report on Form 8-K:
| Exhibit No. |
Description | |
| 3.1 | Articles of Amendment to the Articles of Amendment and Restatement, effective as of October 17, 2022 | |
| 3.2 | Amended and Restated Bylaws of Washington Real Estate Investment Trust, as amended | |
| 3.3 | Redline of Amended and Restated Bylaws of Washington Real Estate Investment Trust, as amended | |
| 99.1 | Press release issued October 17, 2022 | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). | |
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.
| ELME COMMUNITIES | ||
| (Registrant) | ||
| By: | /s/ W. Drew Hammond | |
| (Signature) | ||
| W. Drew Hammond | ||
| Vice President and Chief Accounting Officer | ||
October 17, 2022
(Date)