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)
April 16, 2015


General Growth Properties, Inc.
(Exact name of registrant as specified in its charter)

Delaware
 
1-34948
 
27-2963337
(State or other jurisdiction
(Commission
(I.R.S. Employer
of incorporation)
File Number)
Identification No.)
 
 
 


110 N. Wacker Drive, Chicago, Illinois 60606
(Address of principal executive offices) (Zip Code)

(312) 960-5000
(Registrant’s telephone number, including area code)


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 5.07 Submission of Matters to a Vote of Security Holders
On April 16, 2015, General Growth Properties, Inc. (the “Company”) held its 2015 Annual Meeting of Stockholders (the “Annual Meeting”) at which 818,214,463 shares of its common stock were represented. During the Annual Meeting, our stockholders were asked to consider and vote upon the proposals described in detail in the Company’s definitive proxy statement for the Annual Meeting, which was filed with the SEC on March 5, 2015. The final voting results for each matter submitted to a vote of stockholders at the meeting are as follows:


Proposal 1 – Election of Directors

All nine of the nominees for directors were elected to serve for a term which expires at our 2016 annual meeting of stockholders and until their respective successors are duly elected and qualified, by the votes set forth below.

Nominee
Voted For
Voted Against
Abstain
Broker Non-Votes
Richard B. Clark
774,140,506
19,420,516
483,499
24,169,942
Mary Lou Fiala
726,009,351
67,356,752
678,418
24,169,942
J. Bruce Flatt
736,698,461
56,866,683
479,377
24,169,942
John K. Haley
725,991,078
67,372,486
680,957
24,169,942
Daniel B. Hurwitz
725,985,724
67,376,501
682,296
24,169,942
Brian W. Kingston
784,178,994
9,386,542
478,985
24,169,942
Sandeep Mathrani
780,209,721
13,157,693
677,107
24,169,942
David J. Neithercut
790,260,766
3,100,864
682,892
24,169,942
Mark R. Patterson
747,729,260
45,634,091
681,170
24,169,942


Proposal 2 – Ratification of the Selection of Independent Registered Public Accounting Firm

The appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2015 was ratified by the stockholders, by the votes set forth below.

Voted For
Voted Against
Abstain
813,961,203
3,861,446
391,814
        

Proposal 3 – Advisory Vote on Executive Compensation

The stockholders approved, on an advisory basis, the compensation of our named executive directors, by the votes set forth below.

Voted For
Voted Against
Abstain
Broker Non-Votes
706,826,175
86,020,858
1,197,488
24,169,942
    



        
Proposal 4— Stockholder Proposal on a Policy that a Significant Portion of Future Stock Option Grants to Senior Executives be Performance-Based

The stockholders did not approve the stockholder proposal on a policy that a significant portion of future stock option grants to senior executives be performance-based, by the votes set forth below.
Voted For
Voted Against
Abstain
Broker Non-Votes
221,729,294
571,688,200
627,027
24,169,942
                



SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
GENERAL GROWTH PROPERTIES, INC.
By:    /s/ Stacie L. Herron    

    Stacie L. Herron, Vice President and Secretary

Date: April 17, 2015


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