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): November 3, 2020
Walker & Dunlop, Inc.
(Exact name of registrant as specified in its charter)
Maryland | 001-35000 | 80-0629925 | ||
(State or other Jurisdiction of
Incorporation) |
(Commission File Number) | (IRS Employer Identification No.) |
7501 Wisconsin Avenue
Suite 1200E Bethesda, MD |
20814 | |
(Address of Principal Executive Offices) | (Zip Code) |
Registrant’s telephone number, including area code: (301) 215-5500
Not applicable
(Former name or former address if changed since last report.)
Securities registered pursuant to Section 12(b) of the Act:
Title of each class | Trading Symbol |
Name of each exchange on which
registered |
||
Common Stock, $0.01 Par Value Per Share | WD | New York Stock Exchange |
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
¨ 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.
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On November 3, 2020, the Board of Directors of Walker & Dunlop, Inc. (the “Company”) approved an amendment (the “Amendment”) to the Company’s Management Deferred Stock Unit Purchase Plan (the “Plan”). The Amendment increases the number of shares reserved for issuance under the Plan by 400,000 shares.
The foregoing summary of the Amendment is qualified by reference to the copy of the Amendment filed as Exhibit 10.1 hereto and incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
Exhibit
Number |
Description | ||
10.1 | Amendment to the Walker & Dunlop, Inc. Management Deferred Stock Unit Purchase Plan. | ||
104 | Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101). |
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.
WALKER & DUNLOP, INC. (Registrant) |
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Date: November 6, 2020 | By: | /s/ Stephen P. Theobald | |
Name: | Stephen P. Theobald | ||
Title: | Executive Vice President and Chief Financial Officer |
Exhibit 10.1
AMENDMENT TO THE
WALKER & DUNLOP, INC.
MANAGEMENT DEFERRED STOCK UNIT PURCHASE PLAN
THIS AMENDMENT TO THE WALKER & DUNLOP, INC. MANAGEMENT DEFERRED STOCK UNIT PURCHASE PLAN (this “Amendment”), is made and adopted as of November 3, 2020 by the Board of Directors (the “Board”) of Walker & Dunlop, Inc., a Maryland corporation (the “Company”). Capitalized terms used but not otherwise defined herein shall have the respective meanings ascribed to them in the Walker & Dunlop, Inc. Management Deferred Stock Unit Purchase Plan (the “Plan”).
WHEREAS, the Plan may be amended by the Board at any time; and
WHEREAS, the Board desires to amend the Plan as set forth herein.
NOW, THEREFORE, BE IT RESOLVED, that the Plan be and hereby is amended as follows:
1. | Section 4(a) of the Plan is hereby amended by deleting the number “530,000” and substituting the number “930,000” in lieu thereof. |
2. | This Amendment shall be and is hereby incorporated in and forms a part of the Plan. |
3. | Except as set forth herein, the Plan shall remain in full force and effect. |
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