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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 17, 2024
 
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))

Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading Symbol(s)Name of each exchange on which registered
Common Stock, $0.01 par value per shareAHHNew York Stock Exchange
6.75% Series A Cumulative Redeemable Perpetual Preferred Stock, $0.01 par value per shareAHHPrANew 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 (§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 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On December 17, 2024, the Board of Directors (the “Board”) of Armada Hoffler Properties, Inc. (the “Company”) increased the size of the Board from nine directors to ten directors and appointed Shawn J. Tibbetts, the President and Chief Operating Officer of the Company, as a director, in each case effective January 1, 2025, in connection with Mr. Tibbetts’ previously announced appointment to Chief Executive Officer of the Company, also effective January 1, 2025. Mr. Tibbetts will serve until the Company’s 2025 annual meeting of stockholders (the “2025 Annual Meeting”) or until his successor is duly elected and qualifies.

As an executive officer of the Company, Mr. Tibbetts will not receive any additional compensation for his service on the Board.

There were no arrangements or understandings between Mr. Tibbetts and any other persons pursuant to which Mr. Tibbetts was selected as a director. Neither Mr. Tibbetts nor any member of his immediate family has or had a direct or indirect interest in any transaction in which the Company or any of its subsidiaries is or was a participant that would be required to be disclosed under Item 404(a) of Regulation S-K.





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.
 
 ARMADA HOFFLER PROPERTIES, INC.
  
Date: December 17, 2024
By:/s/ Matthew Barnes-Smith
 Matthew Barnes-Smith
 Chief Financial Officer, Treasurer, and Corporate Secretary


v3.24.4
Document and Entity Information
Dec. 17, 2024
Entity Listings [Line Items]  
Document Type 8-K
Document Period End Date Dec. 17, 2024
Entity Registrant Name ARMADA HOFFLER PROPERTIES, INC.
Entity Incorporation, State or Country Code MD
Entity File Number 001-35908
Entity Tax Identification Number 46-1214914
Entity Address, Address Line One 222 Central Park Avenue
Entity Address, Address Line Two Suite 2100
Entity Address, City or Town Virginia Beach
Entity Address, State or Province VA
Entity Address, Postal Zip Code 23462
City Area Code 757
Local Phone Number 366-4000
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Entity Emerging Growth Company false
Amendment Flag false
Entity Central Index Key 0001569187
Common stock  
Entity Listings [Line Items]  
Title of 12(b) Security Common Stock, $0.01 par value per share
Trading Symbol AHH
Security Exchange Name NYSE
Redeemable convertible preferred stock  
Entity Listings [Line Items]  
Title of 12(b) Security 6.75% Series A Cumulative Redeemable Perpetual Preferred Stock, $0.01 par value per share
Trading Symbol AHHPrA
Security Exchange Name NYSE
Armada Hoffler Properties (NYSE:AHH-A)
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