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):
May 26, 2021 (May 26, 2021)
Arbor Realty Trust, Inc.
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
maryland
(STATE OF INCORPORATION)
| 001-32136 | 20-0057959 |
| (COMMISSION FILE NUMBER) | (IRS EMPLOYER ID. NUMBER) |
| 333 Earle Ovington Boulevard, Suite 900 | |
| Uniondale, New York | 11553 |
| (ADDRESS OF PRINCIPAL EXECUTIVE OFFICES) | (ZIP CODE) |
(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 ¨
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. ¨
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading symbols | Name of each exchange on which registered | ||
| Common Stock, par value $0.01 per share | ABR | New York Stock Exchange | ||
| Preferred Stock, 8.25% Series A Cumulative Redeemable, par value $0.01 per share | ABR-PA | New York Stock Exchange | ||
| Preferred Stock, 7.75% Series B Cumulative Redeemable, par value $0.01 per share | ABR-PB | New York Stock Exchange | ||
| Preferred Stock, 8.50% Series C Cumulative Redeemable, par value $0.01 per share | ABR-PC | New York Stock Exchange |
| Item 5.07 | Submission of Matters to a Vote of Security Holders |
On May 26, 2021, Arbor Realty Trust, Inc. held its virtual annual meeting of stockholders. At the meeting, the stockholders voted as indicated below on the following proposals:
| 1. | Election of three Class III directors for a three-year term of office expiring at the 2024 annual meeting of stockholders. |
| Nominee | Votes Cast For | Withheld | Broker Non-Vote | ||||||
| Kenneth J. Bacon | 68,461,050 | 12,398,480 | 37,884,260 | ||||||
| William C. Green | 71,579,844 | 9,279,686 | 37,884,260 | ||||||
| Elliot Schwartz | 59,204,284 | 21,655,246 | 37,884,260 |
Each nominee received more than the majority of the votes cast and was each elected as a director of Arbor Realty Trust, Inc.
| 2. | Ratification of the appointment of Ernst & Young LLP as the independent registered public accounting firm of Arbor Realty Trust, Inc. for the fiscal year 2021. |
| For | Against | Abstain | Broker Non-Vote | ||||||||
| 116,113,811 | 2,352,401 | 277,578 | 0 | ||||||||
Proposal 2 was approved.
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 26, 2021