PEI Pennsylvania Real Estate Investment Trust

On June 1, 2023, Pennsylvania Real Estate Investment Trust (the “Trust”) held its Annual Meeting of Shareholders (the “Annual Meeting”). At the Annual Meeting, four matters were submitted to a vote by the Common Shareholders and one matter was submitted to a vote by the Preferred Shareholders.

The voting results for the matters submitted to the Common Shareholders were as follows:

1.    The Trust’s Common Shareholders elected the following nominees as trustees, each to hold office until the Annual Meeting of Shareholders to be held in 2024 and until their respective successors have been duly elected and have qualified, by the vote set forth below:

In accordance with the Trust’s governing documents, each of the above-named trustees was elected by a plurality of the votes cast, however, none of them received a majority of the votes cast. Accordingly, pursuant to the Trust’s corporate governance guidelines, each of Mr. Alburger, Mr. Coradino, Mr. DeMarco, Ms. Epps, Mr. Pasquerilla, Mr. Pizzi and Mr. Roberts has tendered his or her offer of resignation to the Board of Trustees of the Trust (the “Board”). The Board will consider the resignation offers and make a determination as to whether to accept or reject the tendered resignations, in each case with the applicable trustee recusing himself or herself from participating in the decision regarding his or her resignation offer, within 90 days of the date of certification of the Annual Meeting results. Promptly thereafter, the Trust will publicly disclose the Board’s decision regarding the tendered resignations.

2.    The Trust’s Common Shareholders voted, on an advisory basis, on the Trust’s executive compensation as disclosed in the Proxy Statement. This proposal received the following votes:

3.    The Trust’s Common Shareholders voted, on an advisory basis, on the frequency of the advisory vote on the Trust’s executive compensation as disclosed in the Proxy Statement. This proposal received the following votes:

Consistent with the vote of the Common Shareholders, the Board has determined that it will continue to hold a non-binding, advisory vote on the compensation paid to the Trust’s named executive officers every year.

4.    The Trust’s Common Shareholders ratified the Audit Committee’s selection of BDO USA, LLP as the Trust’s independent auditor for 2023, as follows:

Additionally, the Trust’s Preferred Shareholders elected the following nominees as trustees, each to hold office until the earlier of (a) the 2024 Annual Meeting of Shareholders and their successors are duly elected and qualified, or (b) such time as all accrued and unpaid dividends on the Outstanding Preferred Shares have been paid in full and the dividends for the then current dividend period have been paid in full or declared and set apart for payment in full.

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.