Additional Proxy Soliciting Materials (definitive) (defa14a)

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

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  FORM 8-K

 

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CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): August 7, 2017

 

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PARKWAY, INC.

(Exact Name of Registrant as Specified in its Charter)

 

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Maryland		001-37819		61-1796261
(State or Other Jurisdiction of Incorporation)		(Commission File Number)		(IRS Employer Identification No.)
San Felipe Plaza  5847 San Felipe Street, Suite 2200,
Houston, Texas				77057
(Address of Principal Executive Offices)				(Zip code)

[phone]

(Registrant’s telephone number, including area code)

N/A

(Former name or former address, if changed since last report)

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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)

x	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))

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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 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).     Emerging growth company x

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. x

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Item 7.01. Regulation FD Disclosure

On August 7, 2017, Parkway, Inc. (the “Company”) issued a press release announcing that on September 25, 2017 it will hold a special meeting of stockholders in connection with the previously announced merger pursuant to the Agreement and Plan of Merger, dated June 29, 2017, by and among the Company, Parkway Properties LP, Real Estate Houston US Trust, Real Estate Houston US LLC, and Real Estate Houston US LP.

Stockholders are entitled to vote at the special meeting if they owned shares of common stock or limited voting stock of the Company as of the close of business on August 7, 2017, the record date for the special meeting.

The information included in this Current Report on Form 8-K under this Item 7.01 (including Exhibit 99.1) shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any filing made by the Company under the Exchange Act or Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.

Item 9.01. Financial Statements and Exhibits  

(d) Exhibits

Exhibit No.		Description
99.1		Press Release of Parkway, Inc., dated August 7, 2017.

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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.

 

Date: August 7, 2017						PARKWAY, INC.
						BY:		/s/ A. Noni Holmes-Kidd
								A. Noni Holmes-Kidd
								Vice President, General Counsel and Secretary

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EXHIBIT INDEX

Exhibit No.		Description
99.1		Press Release of Parkway, Inc. dated August 7, 2017.