Arbor Realty Trust filed SEC Form 8-K: Submission of Matters to a Vote of Security Holders, Financial Statements and Exhibits
$ABR
Real Estate Investment Trusts
Real Estate
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):
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
(STATE OF INCORPORATION)
| (COMMISSION FILE NUMBER) | (IRS EMPLOYER ID. NUMBER) | ||||
| (ZIP CODE) | |||||
| (ADDRESS OF PRINCIPAL EXECUTIVE OFFICES) | |||||
(516 ) 506-4200
(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)) | |||||
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 o
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. o
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading symbols | Name of each exchange on which registered | ||||||||||||
Item 5.07 Submission of Matters to a Vote of Security Holders.
On May 22, 2024, Arbor Realty Trust, Inc. (“Arbor”) held its virtual annual meeting of stockholders. At the meeting, the stockholders voted, as indicated below, on the following proposals:
1. The stockholders approved the election of Dr. Wilkens to serve as a Class II director until the 2026 annual meeting of stockholders and Messrs. Bacon, Green and Schwartz to serve as Class III directors until the 2027 annual meeting of stockholders and until their respective successors are duly elected and qualified.
| Nominee | For | Against | Abstain | Broker Non-Vote | ||||||||||||||||||||||
| Carrie Wilkens | 69,903,996 | 2,231,213 | 716,068 | 67,015,791 | ||||||||||||||||||||||
| Kenneth J. Bacon | 59,388,910 | 12,739,222 | 723,145 | 67,015,791 | ||||||||||||||||||||||
| William C. Green | 68,922,982 | 3,185,671 | 742,624 | 67,015,791 | ||||||||||||||||||||||
| Elliot Schwartz | 56,917,909 | 15,190,117 | 743,251 | 67,015,791 | ||||||||||||||||||||||
2. The stockholders approved the amendment and restatement of Arbor's 2020 Amended Omnibus Stock Incentive Plan as disclosed in the 2024 proxy statement.
| For | Against | Abstain | Broker Non-Vote | |||||||||||||||||
| 64,311,609 | 7,249,145 | 1,290,523 | 67,015,791 | |||||||||||||||||
3. The stockholders ratified the appointment of Ernst & Young LLP as Arbor's independent registered public accounting firm for fiscal year 2024.
| For | Against | Abstain | ||||||||||||
| 136,582,708 | 2,244,803 | 1,039,557 | ||||||||||||
4. The stockholders approved the compensation of Arbor’s named executive officers as disclosed in the 2024 proxy statement.
| For | Against | Abstain | Broker Non-Vote | |||||||||||||||||
| 48,814,302 | 22,307,963 | 1,729,012 | 67,015,791 | |||||||||||||||||
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
| Exhibit Number | Exhibit | |||||||
| 104 | Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document. | |||||||
SIGNATURE
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.
| ARBOR REALTY TRUST, INC. | ||||||||
| By: | /s/ Paul Elenio | |||||||
| Name: | Paul Elenio | |||||||
| Title: | Chief Financial Officer | |||||||
| Date: May 22, 2024 | ||||||||