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~~January 1727, ~~2014~~2015

~~COLE~~Cole ~~CORPORATE~~Corporate ~~INCOME~~Income ~~TRUST~~Trust, ~~INC~~Inc.

(Exact Name of Registrant as Specified in Its Charter)

Maryland	000-54940	27-2431980
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)
(State or other jurisdiction of incorporation or organization)	(Commission File Number)	(I.R.S. Employer Identification No.)

2325 East Camelback Road, Suite 1100, Phoenix, Arizona 85016

(Address of principal executive offices)

(Zip Code)

(602) 778-8700

(Registrant’s telephone number, including area code)

None

(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))

Item 15.0107 ~~Entry~~Submission ~~Into~~of Matters to a ~~Material~~Vote ~~Definitive~~of ~~Agreement~~Security Holders

~~On December 18, 2014, in connection with his appointment as a director and as chief executive officer and president of~~ Cole Corporate Income Trust, Inc. (the “Company”), ~~Mark~~held G.a ~~Selman~~Special ~~entered~~Meeting ~~into~~of anStockholders ~~indemnification~~on ~~agreement~~January 27, ~~with~~2015 (the ~~Company,~~“Special ~~effective~~Meeting”). asAs of December 1712, 2014 ~~(the “Indemnification Agreement”)~~, ~~that obligates~~ the ~~Company~~record todate ~~indemnify~~for ~~him to~~ the ~~maximum~~Special ~~extent~~Meeting, ~~permitted~~there bywere ~~Maryland law against all judgments~~197, ~~penalties~~605,729 ~~fines~~shares ~~and~~of ~~amounts~~common ~~paid~~stock ~~in settlement~~ issued and ~~all~~outstanding ~~expenses actually~~ and ~~reasonably incurred~~eligible ~~by Mr. Selman or on his behalf in connection with a proceeding. Mr. Selman is not entitled~~ to ~~indemnification~~be ifvoted itat ~~is established that one of~~ the ~~exceptions~~Special ~~to indemnification under Maryland law, as set forth in the Indemnification Agreement, exists~~Meeting.

InProxies ~~addition,~~for the ~~Indemnification~~Special ~~Agreement~~Meeting ~~requires~~were ~~the~~solicited ~~Company~~pursuant to ~~advance reasonable expenses~~Regulation ~~incurred~~14A byunder orthe onSecurities ~~behalf~~Exchange Act of Mr1934, as amended (the “Exchange Act”). ~~Selman~~ ~~within~~Set 10forth ~~days~~below ofare the ~~receipt~~voting byresults for the ~~Company~~proposals ofconsidered aand ~~statement~~voted ~~from~~upon ~~Mr. Selman~~at ~~requesting~~the Special Meeting, all of which were described in the ~~advance.~~definitive ~~The~~Joint Proxy ~~Indemnification~~Statement/Prospectus ~~Agreement~~filed ~~also~~by ~~provides~~Select ~~for~~Income ~~procedures~~REIT ~~for~~(“SIR”) and the ~~determination~~Company ofwith ~~entitlement~~the ~~to indemnification~~U.S. Securities and Exchange Commission (the “SEC”) on December 23, 2014.

The ~~foregoing~~Company’s ~~description~~stockholders ofapproved the ~~Indemnification~~merger ~~Agreement~~of isthe ~~qualified~~Company inwith ~~its~~and ~~entirety~~into bySC ~~reference~~Merger toSub, ~~the~~LLC ~~full~~(“SIR ~~text~~Merger ofSub”), a wholly ~~the~~owned ~~form~~subsidiary of ~~indemnification~~SIR, ~~agreement~~with ~~which~~SIR ~~was~~Merger ~~attached~~Sub surviving as ~~Exhibit~~a ~~10.1~~wholly toowned ~~the~~subsidiary ~~Company’s~~of ~~Current~~SIR ~~Report~~(the on“Merger”), ~~Form~~pursuant ~~8-K~~to ~~filed~~that ~~with~~certain ~~the~~Agreement ~~U.S.~~and ~~Securities~~Plan ~~and~~of ~~Exchange~~Merger, ~~Commission~~dated onas ~~September~~of August 230, 2014, ~~which~~as isamended ~~incorporated~~from ~~herein~~time byto ~~reference.~~time (the “Merger Agreement”), by and among the Company, SIR and SIR Merger Sub, and the other transactions contemplated by the Merger Agreement by the following vote:

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers


For	Against	Abstain	Broker Non-Votes
120,005,549.10	5,659,664.95	3,635,589.03	0

~~Effective~~Because ~~December~~the ~~17,~~holders ~~2014,~~of ~~Mr. Selman was appointed as~~ a ~~director,~~majority of the ~~chief~~outstanding ~~executive~~shares ~~officer~~approved ~~and~~ the ~~president~~proposal ofto ~~the~~approve ~~Company by~~ the ~~Company’s~~ ~~board~~Merger ~~of directors. Mr. Selman, age 59, has served as senior vice president of asset management at American Realty Capital Properties, Inc. (“ARCP”),~~ and ~~at Cole Real Estate Investments, Inc. (“Cole”) prior to its~~ ~~merger~~the ~~with~~other ~~ARCP,~~transactions ~~since~~contemplated ~~April~~by ~~2011. From~~the ~~September~~Merger ~~2009 until April 2011~~Agreement, ~~Mr.~~the ~~Selman~~vote ~~served~~to asapprove ~~senior~~the ~~vice~~adjournment ~~president~~ of ~~real~~the ~~estate~~Special ~~operations~~Meeting ofif ~~Cole,~~there ~~and~~had ~~from~~not ~~June~~been ~~2008~~sufficient ~~until~~votes ~~August~~to ~~2009,~~approve hethe ~~served~~Merger aswas ~~vice~~not ~~president of real estate operations of Cole~~called.

~~Mr.~~No ~~Selman~~other ~~has~~proposals ~~more~~were ~~than~~submitted ~~25 years of experience in real estate and capital markets. Prior~~ to ~~joining~~a ~~Cole,~~vote heof ~~was vice president with McMillin Commercial where his responsibilities included raising equity, acquisitions and asset management. Before joining McMillin, he held~~ the position of senior vice president of portfolio management at Realty Income Corporation, a publicly traded real estate investment trust, where he was responsible for managing its portfolio. Previous to joining Realty Income, Mr. Selman was a senior manager with KPMG Peat MarwickCompany’s ~~Real Estate Consulting Group~~stockholders.

MrItem 7.01 ~~Selman~~Regulation ~~earned~~FD ~~his Master’s in Business Administration, a Bachelor of Science in Business Administration (Finance) and a Bachelor of Arts in Psychology from San Diego State University.~~ Disclosure

2On January 27, 2015, the Company issued a press release, attached to this Current Report on Form 8-K as Exhibit 99.1 and incorporated herein by reference, announcing that stockholders of the Company have approved the Merger.

~~Mr.~~This Item ~~Selman~~7.01 ~~did not enter into an employment agreement with the Company in connection with his appointment as the Company’s chief executive officer~~ and ~~president, and~~ the ~~appointment~~attached ofExhibit Mr99. ~~Selman~~1 asare aprovided ~~director~~under ~~and~~Item 7.01 asof ~~the~~Form ~~chief~~8-K ~~executive officer~~ and ~~president~~are offurnished ~~the Company was not made pursuant~~ to, ~~any arrangement or understanding between Mr. Selman~~ and ~~any~~shall ~~other person. Mr. Selman has~~ not ~~had~~be ~~any direct or indirect material interests in any transaction with the Company or to which the Company is a party or in any currently proposed transaction with~~deemed ~~the Company or~~ to ~~which~~be ~~the~~“filed” ~~Company is a party. Mr. Selman replaces Nicholas S. Schorsch~~with, ~~who resigned as a director and as~~ the ~~chief executive officer and president of the Company effective as of December 12, 2014~~SEC.

Item 8.01 Other Events

Effective as of December 17, 2014, Marcus E. Bromley was elected as chairman of the board of directors of the Company.

Item 9.01

Financial Statements and Exhibits

(d)

Exhibits

ExhibitNo.		Description
Exhibit Number		Description
10.1		Form of Indemnification Agreement (Incorporated by reference to Exhibit 10.1 to the Company’s Form 8-K (File No. 000-54940), filed on September 2, 2014).
99.1		Press release issued by Cole Corporate Income Trust, Inc. on January 27, 2015.

SIGNATURE

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.

Dated: December 19, 2014		COLE CORPORATE INCOME TRUST, INC.
Dated: January 27, 2015	COLE CORPORATE INCOME TRUST, INC.
	By:	~~By:~~/s/ Simon J. Misselbrook	~~/s/ Simon J. Misselbrook~~
	Name:	~~Name:~~Simon J. Misselbrook	~~Simon J. Misselbrook~~
	Title:	~~Title:~~Chief Financial Officer and Treasurer	~~Chief Financial Officer and Treasurer~~
		Principal Financial Officer	~~Principal Financial Officer~~

Exhibit Index

ExhibitNo.		Description
Exhibit Number		Description
10.1		Form of Indemnification Agreement (Incorporated by reference to Exhibit 10.1 to the Company’s Form 8-K (File No. 000-54940), filed on September 2, 2014).
99.1		Press release issued by Cole Corporate Income Trust, Inc. on January 27, 2015.

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