x
|
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED DECEMBER 31, 2019
|
o
|
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
MARYLAND
|
46-0633510
|
(State or other jurisdiction of incorporation or organization)
|
(I.R.S. Employer Identification No.)
|
Title of Each Class
|
Trading Symbol(s)
|
Name of Exchange on which Registered
|
Common stock, par value $0.01 per share
|
RESI
|
New York Stock Exchange
|
Large Accelerated Filer
|
¨
|
|
|
Accelerated Filer
|
x
|
Non-Accelerated Filer
|
¨
|
|
|
Smaller Reporting Company
|
¨
|
|
|
|
|
Emerging Growth Company
|
¨
|
Name
|
|
Age
|
|
Position
|
Rochelle R. Dobbs
|
|
58
|
|
Chair of the Board
|
Leland Abrams
|
|
37
|
|
Director
|
Michael A. Eruzione
|
|
65
|
|
Director
|
Leslie B. Fox
|
|
61
|
|
Director
|
Wade J. Henderson
|
|
71
|
|
Director
|
George W. McDowell
|
|
68
|
|
Director
|
Lazar Nikolic
|
|
40
|
|
Director
|
George G. Ellison
|
|
61
|
|
Chief Executive Officer and Director
|
Robin N. Lowe
|
|
55
|
|
Chief Financial Officer
|
Stephen H. Gray
|
|
50
|
|
Chief Administrative Officer and Senior Counsel
|
Michael G. Lubin
|
|
44
|
|
General Counsel and Corporate Secretary
|
Rene Dittrich
|
|
48
|
|
Chief Accounting Officer
|
(1)
|
All information set forth herein is as of April 24, 2020.
|
•
|
100% of pay is provided in the form of at-risk equity compensation (except for the 2019 Special Bonus paid to Mr. Gray and the compensation of our General Counsel, Michael Lubin, for whom we reimburse base salary and cash incentive compensation and pay at-risk equity compensation).
|
•
|
50% of equity grant value is performance-contingent, with earn-out requiring strong and sustained total stockholder return (“TSR”) growth before any value can be realized by our Chief Executive Officer, Chief Financial Officer, Chief Administrative Officer or General Counsel.
|
•
|
The value of our officers’ annual equity awards is generally targeted near the median of our peer group.
|
Peer Group
|
American Assets Trust
|
American Homes 4 Rent
|
BRT Apartments
|
Dynex Capital
|
EdR
|
Hannon Armstrong
|
Independence Realty
|
Investors Real Estate Trust
|
Invitation Homes Inc.
|
iStar
|
Ladder Capital
|
RAIT Financial Trust
|
Redwood Trust
|
STORE Capital
|
UMH Properties
|
Washington REIT
|
Median employee total annual compensation
|
|
$
|
56,502
|
|
Mr. Ellison, Chief Executive Officer, total annual compensation
|
|
$
|
1,749,998
|
|
Ratio of Chief Executive Officer to median employee compensation
|
|
31:1
|
|
Name and Principal Position |
|
Year
|
|
Salary
(1)
|
|
Stock Awards
(2)
|
|
Non-Equity Incentive Compensation (1)
|
|
All Other Compensation
(1) |
|
Total
|
||||||||||||
George G. Ellison,
Chief Executive Officer |
|
2019
|
|
$
|
—
|
|
|
$
|
1,749,998
|
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
|
$
|
1,749,998
|
|
|
2018
|
|
—
|
|
|
1,750,004
|
|
|
|
—
|
|
|
—
|
|
|
|
1,750,004
|
|
||||||
|
2017
|
|
—
|
|
|
1,700,006
|
|
|
|
—
|
|
|
—
|
|
|
|
1,700,006
|
|
||||||
Robin N. Lowe,
Chief Financial Officer |
|
2019
|
|
—
|
|
|
459,997
|
|
|
|
—
|
|
|
—
|
|
|
|
459,997
|
|
|||||
|
2018
|
|
—
|
|
|
400,002
|
|
|
|
—
|
|
|
—
|
|
|
|
400,002
|
|
||||||
|
2017
|
|
—
|
|
|
350,003
|
|
|
|
—
|
|
|
—
|
|
|
|
350,003
|
|
||||||
Stephen H. Gray,
Chief Administrative Officer and Senior Counsel |
|
2019
|
|
—
|
|
|
459,997
|
|
|
|
—
|
|
|
150,000
|
|
(3)
|
|
609,997
|
|
|||||
|
2018
|
|
—
|
|
|
400,002
|
|
|
|
—
|
|
|
—
|
|
|
|
400,002
|
|
||||||
|
2017
|
|
—
|
|
|
350,003
|
|
|
|
—
|
|
|
—
|
|
|
|
350,003
|
|
||||||
Michael G. Lubin,
General Counsel and Corporate Secretary |
|
2019
|
|
347,692
|
|
|
459,997
|
|
|
|
350,000
|
|
|
65,364
|
|
(4)
|
|
1,223,053
|
|
|||||
|
2018
|
|
325,000
|
|
|
400,002
|
|
|
|
350,000
|
|
|
58,102
|
|
(4)
|
|
1,133,104
|
|
||||||
|
2017
|
|
308,231
|
|
|
350,003
|
|
|
|
250,000
|
|
|
26,525
|
|
(4)
|
|
934,759
|
|
||||||
Rene Dittrich,
Chief Accounting Officer
|
|
2019
|
|
—
|
|
|
172,496
|
|
|
|
—
|
|
|
—
|
|
|
|
172,496
|
|
|||||
|
2018
|
|
—
|
|
|
150,003
|
|
|
|
—
|
|
|
—
|
|
|
|
150,003
|
|
||||||
|
2017
|
|
—
|
|
|
149,921
|
|
|
|
—
|
|
|
—
|
|
|
|
149,921
|
|
(1)
|
We did not pay any cash or other compensation directly to any of our named executive officers. Mr. Lubin is paid by a subsidiary of AAMC, but his entire cash compensation and benefits are reimbursed by Front Yard. The 2019 Special Bonus was paid to Mr. Gray by AAMC but reimbursed by Front Yard.
|
(2)
|
Represents the grant date fair value of RSUs and the fair value of options to purchase our common stock calculated in accordance with FASB ASC Topic 718, which grants are subject to the vesting conditions described in “Business Relationships and Related Party Transactions – Equity Incentive Plan.”
|
(3)
|
Represents the 2019 Special Bonus, which was a onetime bonus in the amount of $150,000 paid to Mr. Gray for service in 2019.
|
(4)
|
Represents expenses reimbursed by Front Yard to AAMC relating to Mr. Lubin’s employment in the Cayman Islands. The amount provided for 2017 includes $3,750 for Cayman Islands government-required pension benefits and $22,775 in medical insurance benefits. The amount provided for 2018 includes $5,179 for Cayman Islands government-required pension benefits and $52,923 in medical insurance benefits. The amount provided for 2019 includes $5,179 for Cayman Islands government-required pension benefits and $60,185 in medical insurance benefits.
|
Name and
Type of Award (1)
|
|
Grant Date
|
|
Estimated Future Payouts under
Equity Incentive Plan Awards
|
|
All other stock awards: Number of shares of stock or units
(#)
|
|
Grant date fair value of stock and option awards (2)
|
||||||||||
|
|
Threshold
(#) |
|
Target
(#) |
|
Maximum
(#) |
|
|
||||||||||
George G. Ellison
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
RSUs (3)
|
|
3/29/2019
|
|
—
|
|
|
142,020
|
|
|
—
|
|
|
—
|
|
|
$
|
1,050,002
|
|
RSUs (4)
|
|
3/29/2019
|
|
—
|
|
|
—
|
|
|
—
|
|
|
75,512
|
|
|
699,996
|
|
|
Robin N. Lowe
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
RSUs (3)
|
|
3/29/2019
|
|
—
|
|
|
31,109
|
|
|
—
|
|
|
—
|
|
|
229,999
|
|
|
RSUs (4)
|
|
3/29/2019
|
|
—
|
|
|
—
|
|
|
—
|
|
|
24,811
|
|
|
229,998
|
|
|
Stephen H. Gray
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
RSUs (3)
|
|
3/29/2019
|
|
—
|
|
|
31,109
|
|
|
—
|
|
|
—
|
|
|
229,999
|
|
|
RSUs (4)
|
|
3/29/2019
|
|
—
|
|
|
—
|
|
|
—
|
|
|
24,811
|
|
|
229,998
|
|
|
Michael G. Lubin
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
RSUs (3)
|
|
3/29/2019
|
|
—
|
|
|
31,109
|
|
|
—
|
|
|
—
|
|
|
229,999
|
|
|
RSUs (4)
|
|
3/29/2019
|
|
—
|
|
|
—
|
|
|
—
|
|
|
24,811
|
|
|
229,998
|
|
|
Rene Dittrich
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
RSUs (4)
|
|
3/29/2019
|
|
—
|
|
|
—
|
|
|
—
|
|
|
18,608
|
|
|
172,496
|
|
(1)
|
Front Yard does not have any non-equity incentive plans in which its named executive officers participate. Front Yard reimburses AAMC for annual incentive compensation paid to Mr. Lubin. Mr. Lubin has a targeted annual cash incentive award that is expressed as a percentage of his annual cash total compensation of 40% to 55%. Mr. Lubin’s 2019 annual incentive compensation was $350,000.
|
(2)
|
Represents the grant date fair value of RSUs calculated in accordance with FASB ASC Topic 718.
|
(3)
|
Represents market-based RSUs. The Performance Goal for market-based RSUs granted was satisfied on June 18, 2019, being the date on which the sum of (a) the average price per share for the consecutive 20-trading-days ending on such date plus (b) the amount of all reinvested dividends, calculated on a per-share basis from the date of grant through such date, equaled or exceeded 125% of the price per share of $9.27 on the date of grant. The market-based RSUs will vest in three equal annual installments on March 29, 2020, 2021 and 2022, subject to acceleration or forfeiture.
|
(4)
|
Represents service-based RSUs that vest ratably on each of March 29, 2020, 2021 and 2022, subject to acceleration or forfeiture.
|
|
|
OPTION AWARDS
|
|
STOCK AWARDS
|
||||||||||||||||||||||||||
(a)
|
|
(b)
|
|
(c)
|
|
(e)
|
|
(f)
|
|
(g)
|
|
(h)
|
|
(i)
|
|
(j)
|
||||||||||||||
Name
|
|
Number of
Securities Underlying Unexercised Options Exercisable
(#)
|
|
Number of
Securities Underlying Unexercised Options Unexercisable
(#)
|
|
Option
Exercise Price
($)
|
|
Option
Expiration Date |
|
Number of
Shares or Units of
Stock That Have Not Vested
(#)
|
|
Market Value of Shares or Units of Stock That Have Not Vested
($)(1)
|
|
Equity Incentive Plan Awards: Number of Unearned Shares, Units or Other Rights That Have Not Vested
(#)
|
|
Equity incentive plan awards: market or payout value of unearned shares, units or other rights that have not vested
($)(1)
|
||||||||||||||
George G. Ellison
|
|
—
|
|
|
—
|
|
|
$
|
—
|
|
|
—
|
|
|
|
—
|
|
|
|
$
|
—
|
|
|
142,020
|
|
(2)
|
|
$
|
1,752,527
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
|
75,512
|
|
(3)
|
|
931,818
|
|
|
—
|
|
|
|
—
|
|
||||
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
68,870
|
|
(4)
|
|
849,856
|
|
||||
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
|
54,824
|
|
(5)
|
|
676,528
|
|
|
—
|
|
|
|
—
|
|
||||
|
—
|
|
|
267,857
|
|
|
14.30
|
|
|
5/26/24
|
|
(6)
|
|
19,813
|
|
(7)
|
|
244,492
|
|
|
—
|
|
|
|
—
|
|
||||
|
300,000
|
|
|
—
|
|
|
10.04
|
|
|
8/9/23
|
|
(8)
|
|
—
|
|
|
|
—
|
|
|
—
|
|
|
|
—
|
|
||||
Robin N. Lowe
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
31,109
|
|
(2)
|
|
383,885
|
|
|||
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
|
24,811
|
|
(3)
|
|
306,168
|
|
|
—
|
|
|
|
—
|
|
||||
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
15,742
|
|
(4)
|
|
194,256
|
|
||||
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
|
12,531
|
|
(5)
|
|
154,633
|
|
|
—
|
|
|
|
—
|
|
||||
|
—
|
|
|
55,147
|
|
|
14.30
|
|
|
5/26/24
|
|
(6)
|
|
4,079
|
|
(7)
|
|
50,335
|
|
|
—
|
|
|
|
—
|
|
||||
|
65,583
|
|
|
—
|
|
|
10.04
|
|
|
8/9/23
|
|
(8)
|
|
—
|
|
|
|
—
|
|
|
—
|
|
|
|
—
|
|
||||
Stephen H. Gray
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
31,109
|
|
(2)
|
|
383,885
|
|
|||
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
|
24,811
|
|
(3)
|
|
306,168
|
|
|
—
|
|
|
|
—
|
|
||||
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
15,742
|
|
(4)
|
|
194,256
|
|
||||
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
|
12,531
|
|
(5)
|
|
154,633
|
|
|
—
|
|
|
|
—
|
|
||||
|
—
|
|
|
55,147
|
|
|
14.30
|
|
|
5/26/24
|
|
(6)
|
|
4,079
|
|
(7)
|
|
50,335
|
|
|
—
|
|
|
|
—
|
|
||||
|
65,583
|
|
|
—
|
|
|
10.04
|
|
|
8/9/23
|
|
(8)
|
|
—
|
|
|
|
—
|
|
|
—
|
|
|
|
—
|
|
||||
Michael G. Lubin
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
31,109
|
|
(2)
|
|
383,885
|
|
|||
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
|
24,811
|
|
(3)
|
|
306,168
|
|
|
—
|
|
|
|
—
|
|
||||
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
15,742
|
|
(4)
|
|
194,256
|
|
||||
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
|
12,531
|
|
(5)
|
|
154,633
|
|
|
—
|
|
|
|
—
|
|
||||
|
—
|
|
|
55,147
|
|
|
14.30
|
|
|
5/26/24
|
|
(6)
|
|
4,079
|
|
(7)
|
|
50,335
|
|
|
—
|
|
|
|
—
|
|
||||
|
65,583
|
|
|
—
|
|
|
10.04
|
|
|
8/9/23
|
|
(8)
|
|
—
|
|
|
|
—
|
|
|
—
|
|
|
|
—
|
|
||||
Rene Dittrich
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
|
18,608
|
|
(3)
|
|
229,623
|
|
|
—
|
|
|
|
—
|
|
|||
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
|
9,398
|
|
(5)
|
|
115,971
|
|
|
—
|
|
|
|
—
|
|
||||
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
|
3,496
|
|
(7)
|
|
43,141
|
|
|
—
|
|
|
|
—
|
|
(1)
|
Market value was calculated by multiplying the number of shares in column (g) by $12.34, which was the closing price of Front Yard’s common stock as quoted on NYSE on December 31, 2019.
|
(2)
|
The Performance Goal for market-based RSUs granted on March 29, 2019 was satisfied on June 18, 2019, being the date on which the sum of (a) the average price per share for the consecutive 20-trading-days ending on such date plus (b) the amount of all reinvested dividends, calculated on a per-share basis from the date of grant through such date, equaled or exceeded 125% of the price per share of $9.27 on the date of grant. The market-based RSUs will vest ratably on each of March 29, 2020, 2021 and 2022, subject to acceleration or forfeiture.
|
(3)
|
The outstanding service-based RSUs were granted on March 29, 2019 and will vest ratably on each of March 29, 2020, 2021 and 2022, subject to acceleration or forfeiture.
|
(4)
|
The Performance Goal for market-based RSUs granted on May 24, 2018 was satisfied on December 31, 2019, being the date on which the sum of (a) the average price per share for the consecutive 20-trading-days ending on such date plus (b) the amount of all reinvested dividends, calculated on a per-share basis from the date of grant through such date, equaled or exceeded 125% of the price per share of $10.64 on the date of grant. The first 1/3 of the market-based RSUs vested on December 31, 2019, and the remaining 2/3 of the market-based RSUs will vest ratably on each of May 24, 2020 and 2021, subject to acceleration or forfeiture.
|
(5)
|
The outstanding service-based RSUs were granted on May 24, 2018 and will vest ratably on each of May 24, 2019, 2020 and 2021, subject to acceleration or forfeiture.
|
(6)
|
The Performance Goal for stock options granted on May 26, 2017 has not yet been satisfied and will expire on May 26, 2021 if the Performance Goal is not satisfied. If the Performance Goal is satisfied, the options will vest at the later of (a) ratably on each of May 26, 2018, 2019 and 2020 or (b) the date of satisfaction of the Performance Goal.
|
(7)
|
The outstanding service-based RSUs were granted on May 26, 2017 and will vest ratably on each of May 26, 2018, 2019 and 2020, subject to acceleration or forfeiture.
|
(8)
|
The Performance Goal for the vesting of the stock options granted on August 9, 2016 was satisfied on February 15, 2017, being the date on which the sum of (a) the average price per share for the consecutive 20-trading-days ending on such date plus (b) the amount of all reinvested dividends, calculated on a per-share basis from the date of grant through such date, equaled or exceeded 125% of the price per share of $10.04 on the date of grant. The stock options vested in three equal annual installments on August 9, 2017, 2018 and 2019.
|
|
|
Stock Awards
|
|||||
Name
|
|
Number of Shares
Acquired on Vesting
(#) (1)
|
|
Value Realized
on Vesting
($) (2)
|
|||
George G. Ellison
|
|
102,413
|
|
|
$
|
1,201,136
|
|
Robin N. Lowe
|
|
22,366
|
|
|
262,785
|
|
|
Stephen H. Gray
|
|
22,366
|
|
|
262,785
|
|
|
Michael G. Lubin
|
|
22,366
|
|
|
262,785
|
|
|
Rene Dittrich
|
|
8,197
|
|
|
94,002
|
|
(1)
|
The Number of Shares Acquired on Vesting is the gross number of shares acquired.
|
(2)
|
The Value Realized on Vesting was determined by multiplying the number of shares acquired by close price reported on the vesting date.
|
Name
|
|
Fees Earned or
Paid in Cash
|
|
Stock Awards
(1)
|
|
Total
|
||||||
Rochelle R. Dobbs (2)
|
|
$
|
201,698
|
|
|
$
|
79,995
|
|
|
$
|
281,693
|
|
Leland Abrams (2)
|
|
37,635
|
|
|
79,995
|
|
|
117,630
|
|
|||
Michael A. Eruzione (2)
|
|
71,698
|
|
|
79,995
|
|
|
151,693
|
|
|||
Leslie B. Fox (2)
|
|
59,875
|
|
|
79,995
|
|
|
139,870
|
|
|||
Wade J. Henderson (2)
|
|
74,107
|
|
|
79,995
|
|
|
154,102
|
|
|||
George W. McDowell (2)
|
|
131,698
|
|
|
79,995
|
|
|
211,693
|
|
|||
Lazar Nikolic (2)
|
|
53,456
|
|
|
79,995
|
|
|
133,451
|
|
|||
David B. Reiner (3)
|
|
57,148
|
|
|
—
|
|
|
57,148
|
|
(1)
|
On August 12, 2019, Mses. Dobbs and Fox and Messrs. Abrams, Eruzione, Henderson, McDowell and Nikolic, being the non-management members of the Board of Directors serving as of such date, were each awarded 7,136 RSUs under the Company’s 2019 Equity Incentive Plan for their service to the Board for the 2019-2020 service year. Upon vesting, the RSUs settle for shares of common stock upon the earlier of the third anniversary of the grant date and the termination of the director’s service, subject to acceleration or forfeiture. The number of RSUs awarded was determined by dividing $80,000 by a share price of $11.21, which was the closing sales price of our common stock on the NYSE on August 12, 2019 and represents the grant date fair value calculated in accordance with FASB ASC 718.
|
(2)
|
As of December 31, 2019, each of Mses. Dobbs and Fox and Messrs. Abrams, Eruzione, Henderson, McDowell and Nikolic had 7,136 RSUs outstanding.
|
(3)
|
Mr. Reiner stepped down as a Director of Front Yard on May 23, 2019.
|
•
|
an annual retainer of $60,000;
|
•
|
an additional $75,000 to the Chair of the Board of Directors;
|
•
|
an additional $15,000 to the Audit Committee chairperson;
|
•
|
an additional $10,000 to all committee chairpersons (other than the Audit Committee chairperson); and
|
•
|
an additional $6,500 to all committee members, including the committee chairperson.
|
Name of Beneficial Owner:
|
|
Amount
|
|
Percent
|
Vanguard Group (1)
|
|
7,132,919
|
|
13.19%
|
Deer Park Road Management Company, L.P. (2)
|
|
6,524,359
|
|
12.07%
|
BlackRock, Inc. (3)
|
|
4,017,302
|
|
7.43%
|
Altisource Portfolio Solutions S.A. (4)
|
|
3,453,657
|
|
6.39%
|
ARP Americas LP (5)
|
|
2,734,512
|
|
5.06%
|
Directors, Nominee and Named Executive Officers:
|
|
Amount
|
|
Percent
|
Rochelle R. Dobbs (6)
|
|
51,593
|
|
*
|
Leland Abrams (7)
|
|
79,000
|
|
*
|
George G. Ellison (8)
|
|
769,620
|
|
1.41%
|
Michael A. Eruzione (9)
|
|
19,227
|
|
*
|
Leslie B. Fox (10)
|
|
—
|
|
*
|
Wade J. Henderson (11)
|
|
4,546
|
|
*
|
George W. McDowell (12)
|
|
16,816
|
|
*
|
Lazar Nikolic (13)
|
|
252,242
|
|
*
|
Robin N. Lowe (14)
|
|
156,186
|
|
*
|
Stephen H. Gray (14)
|
|
117,386
|
|
*
|
Michael G. Lubin (14)
|
|
148,519
|
|
*
|
Rene Dittrich (15)
|
|
26,653
|
|
*
|
All Directors and Executive Officers as a Group (12 persons) (16)
|
|
1,641,788
|
|
3.00%
|
*
|
Less than 1%
|
(1)
|
Based on information contained in a Schedule 13G/A filed with the SEC on February 11, 2020 by Vanguard Group (which we refer to as “Vanguard”). Includes 49,946 shares as to which sole voting power is claimed, 2,500 shares as to which shared voting power is claimed, 7,088,420 shares as to which sole dispositive power is claimed and 44,499 shares as to which shared dispositive power is claimed. Vanguard’s address is 100 Vanguard Blvd., Malvern, PA 19355.
|
(2)
|
Based on information contained in a Schedule 13D filed jointly with the SEC on February 20, 2020 by Deer Park Road Management Company, LP, Deer Park Road Management GP, LLC, Deer Park Road Corporation, Michael Craig-Scheckman, AgateCreek LLC, and Scott Edward Burg (which we refer to collectively as “Deer Park Road”) and in Forms 4 filed jointly with the SEC on March 11, 2020, March 17, 2020 and March 23, 2020 by Deer Park Road. Includes 6,191,766 shares as to which shared voting power and shared dispositive power is claimed and zero shares as to which sole voting power and sole dispositive power is claimed. Deer Park Road’s address is 1195 Bangtail Way, Steamboat Springs, Colorado 80487.
|
(3)
|
Based on information contained in a Schedule 13G/A filed with the SEC on February 5, 2020 by BlackRock, Inc. (which we refer to as “BlackRock”). Includes 3,889,307 shares as to which sole voting power is claimed, 4,017,302 shares as to which sole dispositive power is claimed and zero shares as to which shared voting and shared dispositive power is claimed. BlackRock’s address is 55 East 52nd Street, New York, NY 10055.
|
(4)
|
Based on information contained in a Schedule 13D/A jointly filed with the SEC on February 19, 2020 by Altisource Portfolio Solutions S.A. and William B. Shepro. Includes 3,453,657 shares as to which both sole voting power and sole dispositive power is claimed and 194,860 shares as to which shared voting and shared dispositive power is claimed. ASPS’s address is 40, avenue Monterey, L- 2163 Luxembourg, Grand Duchy of Luxembourg.
|
(5)
|
Based on information contained in a Schedule 13G jointly filed with the SEC on April 16, 2020 by ARP Americas LP and Asset Management Exchange Master ICAV. Includes 2,734,512 shares as to which both sole voting power and sole dispositive power is claimed and zero shares as to which both shared voting power and shared dispositive power is claimed. ARP America’s LP’s address is 1120 Avenue of the Americas, 15th Floor, New York, NY 10036 and Asset Management Exchange Master ICAV’s address is Riverside One, 37 - 42 Sir John Rogerson’s Quay, Grand Canal Dock, Dublin 2 D02 X576 Ireland.
|
(6)
|
Includes 4,196 RSUs granted on May 26, 2017 that have vested and will become issuable on May 26, 2020. Excludes 7,049 RSUs granted on May 24, 2018 that that have vested and 7,136 RSUs that were granted on August 12, 2019 that will vest within 60 days after April 24, 2020. Receipt of such excluded shares is deferred until the third anniversary of the grant date, and none of such excluded shares have voting rights until the deferral period expires.
|
(7)
|
Excludes 7,136 RSUs that were granted on August 12, 2019 that will vest within 60 days after April 24, 2020. Receipt of such excluded shares is deferred until the third anniversary of the grant date, and none of such excluded shares have voting rights until the deferral period expires.
|
(8)
|
Includes options to purchase 300,000 shares that have vested but have not yet been exercised, an aggregate of 47,225 service-based RSUs that vest on May 24, 2020 and May 26, 2020, and an aggregate of 34,435 market-based RSUs that vest on May 24, 2020. Does not include an aggregate of 77,753 service-based RSUs, 129,115 market-based RSUs or options to purchase 267,857 shares, none of which vest or become exercisable within 60 days after April 24, 2020.
|
(9)
|
Includes 4,196 RSUs granted on May 26, 2017 that have vested and will become issuable on May 26, 2020. Excludes 7,049 RSUs granted on May 24, 2018 that that have vested and 7,136 RSUs that were granted on August 12, 2019 that will vest within 60 days after April 24, 2020. Receipt of such excluded shares is deferred until the third anniversary of the grant date, and none of such excluded shares have voting rights until the deferral period expires.
|
(10)
|
Excludes 7,136 RSUs that were granted on August 12, 2019 that will vest within 60 days after April 24, 2020. Receipt of such excluded shares is deferred until the third anniversary of the grant date, and none of such excluded shares have voting rights until the deferral period expires.
|
(11)
|
Includes 4,196 RSUs granted on May 26, 2017 that have vested and will become issuable on May 26, 2020. Excludes 7,049 RSUs granted on May 24, 2018 that that have vested and 7,136 RSUs that were granted on August 12, 2019 that will vest within 60 days after April 24, 2020. Receipt of such excluded shares is deferred until the third anniversary of the grant date, and none of such excluded shares have voting rights until the deferral period expires.
|
(12)
|
Excludes 739 RSUs granted on May 26, 2017 that have vested, 7,049 RSUs granted on May 24, 2018 that that have vested and 7,136 RSUs that were granted on August 12, 2019 that will vest within 60 days after April 24, 2020. Receipt of such excluded shares is deferred until the third anniversary of the grant date, and none of such excluded shares have voting rights until the deferral period expires.
|
(13)
|
Excludes 7,136 RSUs that were granted on August 12, 2019 that will vest within 60 days after April 24, 2020. Receipt of such excluded shares is deferred until the third anniversary of the grant date, and none of such excluded shares have voting rights until the deferral period expires.
|
(14)
|
For each individual, includes options to purchase 65,583 shares that have vested but have not yet been exercised, an aggregate of 10,345 service-based RSUs that vest on May 24, 2020 and May 26, 2020, an aggregate of 7,871 market-based RSUs that vest on May 24, 2020 and May 26, 2020. Does not include an aggregate of 22,805 service-based RSUs, 28,610 market-based RSUs or options to purchase 55,147 shares, none of which vest or become exercisable within 60 days after April 24, 2020.
|
(15)
|
Includes an aggregate of 8,195 service-based RSUs that vest on May 24, 2020 and May 26, 2020. Excludes an aggregate of 17,104 service-based RSUs, none of which vest within 60 days after April 24, 2020.
|
(16)
|
Includes options to purchase 496,749 shares that have vested but have not yet been exercised, an aggregate of 86,455 service-based RSUs that vest on May 24, 2020 and May 26, 2020, an aggregate of 58,048 market-based RSUs that vest on May 24, 2020 and May 26, 2020 and an aggregate of 12,588 RSUs for which issuance was deferred until May 26, 2020. Excludes an aggregate of 242,159 service-based RSUs (including 78,887 director RSUs for which issuance of shares is deferred until the third anniversary of the grant date), an aggregate of 214,945 market-based RSUs and options to purchase an aggregate of 433,298 shares, none of which vest or become exercisable within 60 days after April 24, 2020.
|
Plan Category
|
|
Number of Securities to be Issued upon Exercise of Outstanding Options and RSUs
|
|
Weighted Average Exercise Price of Outstanding Options
|
|
Number of Securities Remaining Available for Future Issuance under Equity Compensation Plans
|
||||
|
|
|
|
|
|
|
||||
Equity Compensation Plans Approved by Security Holders:
|
||||||||||
2012 Conversion Option Plan
|
|
14,334
|
|
|
$
|
5.81
|
|
|
—
|
|
2016 Equity Incentive Plan
|
|
2,351,047
|
|
|
12.00
|
|
|
—
|
|
|
2019 Equity Incentive Plan
|
|
49,952
|
|
|
—
|
|
|
1,650,071
|
|
|
|
|
|
|
|
|
|
||||
Equity Compensation Plans Not Approved by Security Holders:
|
||||||||||
None
|
|
—
|
|
|
—
|
|
|
—
|
|
|
Total
|
|
2,415,333
|
|
|
$
|
11.71
|
|
|
1,650,071
|
|
Exhibit Number
|
|
Description
|
|
Separation Agreement, dated as of December 21, 2012, between Front Yard Residential Corporation f/k/a Altisource Residential Corporation and Altisource Portfolio Solutions S.A. (incorporated by reference to Exhibit 2.1 of the Registrant's Current Report on Form 8-K filed with the Commission on December 28, 2012).
|
|
|
Membership Interest Purchase and Sale Agreement, dated September 30, 2016, between MSR I, LP and Front Yard Residential, L.P. f/k/a Altisource Residential, L.P. (incorporated by reference to Exhibit 2.1 of the registrant's Current Report on Form 8-K filed on October 3, 2016).
|
|
|
Purchase and Sale Agreement, dated September 30, 2016, between Firebird SFE I, LLC and Front Yard Residential f/k/a Altisource Residential, L.P. (incorporated by reference to Exhibit 2.2 of the registrant's Current Report on Form 8-K filed on October 3, 2016).
|
|
|
Purchase and Sale Agreement, dated March 30, 2017, among Vaca Morada Partners, LP, MSR II, LP and Front Yard Residential, L.P. f/k/a Altisource Residential, L.P. (incorporated by reference to Exhibit 2.1 of the Registrant's Current Report on Form 8-K filed on April 5, 2017).
|
|
|
First Amendment to the Purchase and Sale Agreement, dated June 29, 2017, among Vaca Morada Partners, LP, MSR II, LP and Front Yard Residential, L.P. f/k/a Altisource Residential, L.P. (incorporated by reference to Exhibit 2.1 of the Registrant's Current Report on Form 8-K filed on July 6, 2017).
|
|
|
Second Amendment to the Purchase and Sale Agreement, dated November 29, 2017, among Vaca Morada Partners, LP, MSR II, LP and Front Yard Residential, L.P. f/k/a Altisource Residential, L.P. (incorporated by reference to Exhibit 2.1 of the Registrant's Current Report on Form 8-K filed on December 5, 2017).
|
|
|
Purchase Agreement, dated as of August 8, 2018, by and among FYR SFR Purchaser, LLC, RHA 1 Inc., RHA 2 Inc., RHA 3 Inc., HavenBrook Partners, LLC, Rental Home Associates LLC and each of the unitholders of HavenBrook Partners, LLC (incorporated by reference to Exhibit 2.1 of the Registrant’s Current Report on Form 8-K filed on August 9, 2018).
|
|
|
Articles of Restatement of Altisource Residential Corporation (incorporated by reference to Exhibit 3.3 of the Registrant's Current Report on Form 8-K filed on April 8, 2013).
|
|
|
Articles of Amendment of Front Yard Residential Corporation (incorporated by reference to Exhibit 3.1 of the registrant's Current Report on Form 8-K filed on February 9, 2018).
|
|
|
Amended and Restated By-laws of Front Yard Residential Corporation (incorporated by reference to Exhibit 3.2 of the Registrant's Current Report on Form 8-K filed with the Commission on February 9, 2018).
|
|
|
Support Services Agreement, dated as of December 21, 2012, between Front Yard Residential Corporation f/k/a Altisource Residential Corporation and Altisource Solutions S.à r.l. (incorporated by reference to Exhibit 10.1 of the Registrant’s Current Report on Form 8-K filed with the Commission on December 28, 2012).
|
|
|
Master Services Agreement, dated as of December 21, 2012, between Front Yard Residential Corporation f/k/a Altisource Residential Corporation and Altisource Solutions S.à r.l. (incorporated by reference to Exhibit 10.4 of the Registrant’s Current Report on Form 8-K filed with the Commission on December 28, 2012).
|
|
10.3 †
|
|
Front Yard Residential Corporation f/k/a Altisource Residential Corporation Conversion Option Plan (incorporated by reference to Exhibit 10.8 of the Registrant’s Current Report on Form 8-K filed with the Commission on December 28, 2012).
|
|
Front Yard Residential Corporation f/k/a Altisource Residential Corporation Special Conversion Option Plan (incorporated by reference to Exhibit 10.9 of the Registrant’s Current Report on Form 8-K filed with the Commission on December 28, 2012).
|
|
|
Master Repurchase Agreement and related Annexes, dated as of December 22, 2014, between Credit Suisse Securities (USA) LLC and ARNS, Inc. (incorporated by reference to Exhibit 10.22 of the Registrant’s Annual Report on Form 10-K filed with the Commission on March 2, 2015).
|
|
|
Flow Servicing Agreement, dated as of January 24, 2015, between Fay Servicing, LLC and Front Yard Residential L.P. f/k/a Altisource Residential, L.P. (incorporated by reference to Exhibit 10.25 of the Registrant’s Annual Report on Form 10-K filed with the Commission on March 2, 2015).
|
Exhibit Number
|
|
Description
|
|
Asset Management Agreement, dated March 31, 2015, among Front Yard Residential Corporation f/k/a Altisource Residential Corporation, Altisource Residential, L.P. and Altisource Asset Management Corporation (incorporated by reference to Exhibit 10.1 of the Registrant's Current Report on Form 8-K filed with the Commission on April 2, 2015).
|
|
|
Amendment to Asset Management Agreement, dated April 7, 2015, among Front Yard Residential Corporation f/k/a Altisource Residential Corporation, Altisource Residential, L.P. and Altisource Asset Management Corporation (incorporated by reference to Exhibit 10.1 of the Registrant's Current Report on Form 8-K filed with the Commission on April 13, 2015).
|
|
|
Guaranty, dated as of April 10, 2015 made by Front Yard Residential Corporation f/k/a Altisource Residential Corporation in favor of Nomura Corporate Funding Americas, LLC (incorporated by reference to Exhibit 10.2 of the Registrant’s Quarterly Report on Form 10-Q filed with the Commission on May 7, 2015).
|
|
|
Second Amended and Restated Loan and Security Agreement, dated as of April 5, 2018, among Nomura Corporate Funding Americas, LLC, and ARLP REO I, LLC, on behalf of itself and with respect to QRS Series of ARLP REO I, LLC and TRS Series of ARLP REO I, LLC, ARLP REO II, LLC, on behalf of itself and with respect to QRS Series of ARLP REO II, LLC and TRS Series of ARLP REO II, LLC, ARLP REO III, LLC, on behalf of itself and with respect to QRS Series of ARLP REO III, LLC and TRS Series of ARLP REO III, LLC, ARLP REO IV, LLC, on behalf of itself and with respect to QRS Series of ARLP REO IV, LLC and TRS Series of ARLP REO IV, LLC, ARLP REO V, LLC, on behalf of itself and with respect to QRS Series of ARLP REO V, LLC and TRS Series of ARLP REO V, LLC, ARLP REO VI, LLC, on behalf of itself and with respect to QRS Series of ARLP REO VI, LLC and TRS Series of ARLP REO VI, LLC, ARLP REO VII, LLC, on behalf of itself and with respect to QRS Series of ARLP REO VII, LLC and TRS Series of ARLP REO VII, LLC and ARLP REO 400, LLC, on behalf of itself and with respect to QRS Series of ARLP REO 400, LLC and TRS Series of ARLP REO 400, LLC and ARLP REO 500, LLC, on behalf of itself and with respect to QRS Series of ARLP REO 500, LLC and TRS Series of ARLP REO 500, LLC and each other Delaware limited liability company that is organized in series that may be subsequently added as a party to the Agreement under a Joinder Agreement (incorporated by reference to Exhibit 10.1 of the Registrant’s Current Report on Form 8-K filed with the Commission on April 11, 2018).
|
|
|
Front Yard Residential Corporation f/k/a Altisource Residential Corporation 2016 Equity Incentive Plan. (incorporated by reference to Exhibit 10.29 of the Registrant’s Annual Report on Form 10-K filed with the Commission on March 1, 2017)
|
|
|
Form of Stock Option Award Agreement under the 2016 Equity Incentive Plan (incorporated by reference to Exhibit 10.6 of the Registrant’s Quarterly Report on Form 10-Q filed with the Commission on November 7, 2016).
|
|
|
Form of Restricted Stock Unit Award Agreement under the 2016 Equity Incentive Plan (incorporated by reference to Exhibit 10.7 of the Registrant’s Quarterly Report on Form 10-Q filed with the Commission on November 7, 2016).
|
|
|
Agreement between Front Yard Residential Corporation f/k/a Altisource Residential Corporation and RESI Shareholders Group, dated May 10, 2016 (incorporated by reference to Exhibit 10.1 of the Registrant’s Current Report on Form 8-K filed with the Commission on May 11, 2016).
|
|
|
Property Management Services Agreement, dated September 30, 2016, by and between HOME SFR Borrower, LLC and Main Street Renewal, LLC (incorporated by reference to Exhibit 10.1 of the Registrant’s Current Report on Form 8-K filed with the Commission on October 3, 2016).
|
|
|
Side Letter, dated September 30, 2016, by and between HOME SFR Borrower, LLC and Main Street Renewal, LLC (incorporated by reference to Exhibit 10.2 of the Registrant’s Current Report on Form 8-K filed with the Commission on October 3, 2016).
|
|
|
Amendment and Waiver Agreement, dated September 30, 2016, by and among Front Yard Residential Corporation f/k/a Altisource Residential Corporation and Altisource Solutions S.à r.l. (incorporated by reference to Exhibit 10.3 of the Registrant’s Current Report on Form 8-K filed with the Commission on October 3, 2016).
|
|
|
Loan Agreement, dated September 30, 2016, among Home SFR Borrower, LLC, as Borrower, MSR I, L.P., as a Lender, MSR II, L.P., as a Lender, and MSR Lender LLC, as Agent (incorporated by reference to Exhibit 10.4 of the Registrant’s Current Report on Form 8-K filed with the Commission on October 3, 2016).
|
|
|
Amended and Restated Loan Agreement, dated October 7, 2016, between Home SFR Borrower, LLC, as Borrower, and MSR Lender LLC, as Lender (incorporated by reference to Exhibit 10.1 of the Registrant’s Current Report on Form 8-K filed with the Commission on October 14, 2016).
|
Exhibit Number
|
|
Description
|
|
Third Amended and Restated Master Repurchase Agreement, dated November 18, 2016, by and among Credit Suisse First Boston Mortgage Capital LLC, Credit Suisse AG, acting through its Cayman Islands Branch, Alpine Securitization LTD and other Buyers joined thereto from time to time, Altisource Residential, L.P., ARLP Repo Seller S, LLC, ARLP Repo Seller L, LLC and ARNS, Inc., ARLP Trust, ARLP Trust 3 on behalf of itself and each of its series, ARLP Trust 4, ARLP Trust 5 on behalf of itself and each of its series, ARLP Trust 6 on behalf of itself and each of its series, ARLP Securitization Trust, Series 2014-1 on behalf of itself and each of its series, ARLP Securitization Trust, Series 2014-2 on behalf of itself and each of its series, RESI SFR Sub, LLC and RESI REO Sub, LLC, and the Altisource Residential Corporation (incorporated by reference to Exhibit 10.1 of the Registrant’s Current Report on Form 8-K filed with the Commission on November 23, 2016).
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Third Amended and Restated Guaranty made by Front Yard Residential Corporation f/k/a Altisource Residential Corporation in favor of Credit Suisse First Boston Mortgage Capital LLC, for the benefit of Credit Suisse AG, acting through its Cayman Islands Branch, Alpine Securitization LTD and other Buyers joined thereto from time to time, dated November 18, 2016 (incorporated by reference to Exhibit 10.2 of the Registrant’s Current Report on Form 8-K filed with the Commission on November 23, 2016).
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Loan Agreement, dated March 30, 2017, among Home SFR Borrower II, LLC, as Borrower, Vaca Morada Partners, LP, as a Lender, MSR II, LP, as a Lender, and Amherst SFR Lender, LLC, as Agent (incorporated by reference to Exhibit 10.1 of the Registrant's Current Report on Form 8-K filed on April 5, 2017).
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Credit and Security Agreement, dated April 6, 2017, between RESI TL1 Borrower, LLC; American Money Management Corporation, as Agent; and each Lender named a party thereto (incorporated by reference to Exhibit 10.1 of the Registrant's Current Report on Form 8-K filed on April 12, 2017).
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Loan Agreement, dated June 29, 2017, among Home SFR Borrower III, LLC, as Borrower, Vaca Morada Partners, LP, as a Lender, MSR II, LP, as a Lender, and Amherst SFR Lender, LLC, as Agent (incorporated by reference to Exhibit 10.1 of the Registrant's Current Report on Form 8-K filed on July 6, 2017).
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Amended and Restated Loan Agreement, dated November 13, 2017, by and among Home SFR Borrower II, LLC, as Borrower, Vaca Morada Partners, LP, as a Lender, MSR II, L.P., as a Lender, and Amherst SFR Lender LLC, as Agent (incorporated by reference to Exhibit 10.1 of the Registrant's Current Report on Form 8-K filed on November 17, 2017).
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Amended and Restated Loan Agreement, dated November 13, 2017, by and among Home SFR Borrower III, LLC, as Borrower, Vaca Morada Partners, LP, as a Lender, MSR II, L.P., as a Lender, and Amherst SFR Lender LLC, as Agent (incorporated by reference to Exhibit 10.2 of the Registrant's Current Report on Form 8-K filed on November 17, 2017).
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Loan Agreement (Tranche 3A), dated November 29, 2017, among Home SFR Borrower IV, LLC, as Borrower, Vaca Morada Partners, LP, as a Lender, MSR II, LP, as a Lender, and Amherst SFR Lender, LLC, as Agent (incorporated by reference to Exhibit 10.1 of the Registrant's Current Report on Form 8-K filed on December 5, 2017).
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Loan Agreement (Tranche 3B), dated November 29, 2017, among Home SFR Borrower IV, LLC, as Borrower, Vaca Morada Partners, LP, as a Lender, MSR II, LP, as a Lender, and Amherst SFR Lender, LLC, as Agent (incorporated by reference to Exhibit 10.2 of the Registrant's Current Report on Form 8-K filed on December 5, 2017).
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Omnibus Amendment to Master Services Agreement, Waiver Agreement, Services Letter and Fee Letter, dated as of the August 8, 2018, by and between Front Yard Residential Corporation f/k/a/ Altisource Residential Corporation and Altisource S.à r.l., as successor in interest to Altisource Solutions S.à r.l. (incorporated by reference to Exhibit 10.1 of the Registrant’s Current Report on Form 8-K filed on August 9, 2018).
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Loan Agreement, dated as of August 8, 2018, by and between FYR SFR Borrower, LLC, as Borrower, and Berkadia Commercial Mortgage LLC, as Lender (incorporated by reference to Exhibit 10.2 of the Registrant’s Current Report on Form 8-K filed on August 9, 2018).
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Loan Agreement, dated as of December 7, 2018, by and among Home SFR Borrower, LLC, as Borrower, and Morgan Stanley Bank, N.A. and the other lenders from time to time party hereto, as Lenders, Morgan Stanley Mortgage Capital Holdings, LLC , as Administrative Agent and Wells Fargo Bank, N.A., as paying agent and calculation agent (incorporated by reference to Exhibit 10.1 of the Registrant’s Current Report on Form 8-K filed on December 13, 2018).
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Amendment to Property Management Services Agreement, dated as of December 7, 2018, by and between Main Street Renewal LLC and HOME SFR Borrower, LLC (incorporated by reference to Exhibit 10.2 of the Registrant’s Current Report on Form 8-K filed on December 13, 2018).
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Exhibit Number
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Description
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Amendment No. 2 to Second Amended and Restated Loan and Security Agreement, dated as of April 5, 2019, among Nomura Corporate Funding Americas, LLC, and ARLP REO I, LLC, on behalf of itself and with respect to QRS Series of ARLP REO I, LLC and TRS Series of ARLP REO I, LLC; ARLP REO II, LLC, on behalf of itself and with respect to QRS Series of ARLP REO II, LLC and TRS Series of ARLP REO II, LLC; ARLP REO III, LLC, on behalf of itself and with respect to QRS Series of ARLP REO III, LLC and TRS Series of ARLP REO III, LLC; ARLP REO IV, LLC, on behalf of itself and with respect to QRS Series of ARLP REO IV, LLC and TRS Series of ARLP REO IV, LLC; ARLP REO V, LLC, on behalf of itself and with respect to QRS Series of ARLP REO V, LLC and TRS Series of ARLP REO V, LLC; ARLP REO VI, LLC, on behalf of itself and with respect to QRS Series of ARLP REO VI, LLC and TRS Series of ARLP REO VI, LLC; ARLP REO VII, LLC, on behalf of itself and with respect to QRS Series of ARLP REO VII, LLC and TRS Series of ARLP REO VII, LLC; ARLP REO 400, LLC, on behalf of itself and with respect to QRS Series of ARLP REO 400, LLC and TRS Series of ARLP REO 400, LLC; and ARLP REO 500, LLC, on behalf of itself and with respect to QRS Series of ARLP REO 500, LLC and TRS Series of ARLP REO 500, LLC and each other Delaware limited liability company that is organized in series that may be subsequently added as a party thereto (incorporated by reference to Exhibit 10.1 of the registrant's Current Report on Form 8-K filed with the SEC on April 10, 2019).
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Amended and Restated Asset Management Agreement, dated as of May 7, 2019, by and among Front Yard Residential Corporation, Front Yard Residential, L.P. and Altisource Asset Management Corporation (incorporated by reference to Exhibit 10.1 of the registrant's Current Report on Form 8-K filed with the SEC on May 8, 2019).
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Agreement, date May 21, 2019, by and among Front Yard Residential Corporation and Snow Park Capital Partners, LP (incorporated by reference to Exhibit 10.1 of the registrant's Current Report on Form 8-K filed with the SEC on May 21, 2019).
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Front Yard Residential Corporation 2019 Equity Incentive Plan (incorporated by reference to Appendix 1 of the Registrant’s Definitive Proxy Statement on Schedule 14A filed with the Commission on April 12, 2019).
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Schedule of Subsidiaries (incorporated by reference to Exhibit 21 of the Registrant’s Annual Report on Form 10-K filed with the Commission on February 28, 2020).
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Consent of Ernst and Young LLP (incorporated by reference to Exhibit 23 of the Registrant’s Annual Report on Form 10-K filed with the Commission on February 28, 2020).
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Power of Attorney (incorporated by reference to the signature page of the Registrant’s Annual Report on Form 10-K filed with the Commission on February 28, 2020).
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31.1*
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Certification of CEO Pursuant to Section 302 of the Sarbanes-Oxley Act
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31.2*
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Certification of CFO Pursuant to Section 302 of the Sarbanes-Oxley Act
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32.1*
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Certification of CEO Pursuant to Section 906 of the Sarbanes-Oxley Act
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32.2*
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Certification of CFO Pursuant to Section 906 of the Sarbanes-Oxley Act
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Front Yard Residential Corporation
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April 29, 2020
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By:
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/s/ George G. Ellison
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George G. Ellison
Chief Executive Officer |
April 29, 2020
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By:
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/s/ Robin N. Lowe
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Robin N. Lowe
Chief Financial Officer |
Signature
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Title
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Date
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*
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Chair of the Board of Directors
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April 29, 2020
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Rochelle R. Dobbs
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*
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Director
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April 29, 2020
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Leland Abrams
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*
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Director
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April 29, 2020
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Michael A. Eruzione
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*
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Director
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April 29, 2020
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Leslie B. Fox
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*
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Director
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April 29, 2020
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Wade J. Henderson
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*
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Director
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April 29, 2020
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George W. McDowell
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*
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Director
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April 29, 2020
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Lazar Nikolic
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/s/ George G. Ellison
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Director and Chief Executive Officer (Principal Executive Officer)
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April 29, 2020
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George G. Ellison
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/s/ Robin N. Lowe
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Chief Financial Officer (Principal Financial Officer
and Principal Accounting Officer)
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April 29, 2020
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Robin N. Lowe
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By:
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/s/ George G. Ellison
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April 29, 2020
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George G. Ellison
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Attorney-in-Fact
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*
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A signed Power of Attorney authorizing George G. Ellison and Robin N. Lowe, and each of them severally, to sign the annual report on Form 10-K for the fiscal year ended December 31, 2019 and any amendments thereto as attorneys-in-fact for certain directors and officers of the registrant is included herein as Exhibits 24, incorporated by reference to Exhibit 24 of the Form 10-K filed by the Company on February 28, 2020.
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Date:
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April 29, 2020
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By:
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/s/
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George G. Ellison
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George G. Ellison
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Chief Executive Officer
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Date:
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April 29, 2020
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By:
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/s/
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Robin N. Lowe
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Robin N. Lowe
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Chief Financial Officer
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Date:
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April 29, 2020
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By:
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/s/
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George G. Ellison
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George G. Ellison
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Chief Executive Officer
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Date:
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April 29, 2020
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By:
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/s/
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Robin N. Lowe
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Robin N. Lowe
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Chief Financial Officer
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