Angel Oak Mortgage REIT, Inc 8-K, filed May 17, 2023
Angel Oak Mortgage REIT, Inc. (AOMR)
8-K
2023-05-17
For: 2023-05-17
View Original
Added on
April 06, 2026
About this 8-K
Angel Oak Mortgage REIT, Inc filed this 8-K on May 17, 2023.
Items reported
- Item 5.07: Shareholder vote results
- Item 9.01: Financial statements and exhibits
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 17, 2023
(Exact name of registrant as specified in its charter)
(State or other jurisdiction of incorporation or organization) | (Commission File Number) | (I.R.S. Employer Identification No.) | |||||||||
(Address of Principal Executive Offices and Zip Code)
Registrant’s telephone number, including area code: (404 ) 953-4900
Not Applicable
(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 (see General Instruction A.2. below):
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||||||
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 5.07. Submission of Matters to a Vote of Security Holders.
On May 17, 2023, Angel Oak Mortgage REIT, Inc. (the “Company”) held its Annual Meeting of Stockholders (the “2023 Annual Meeting”) to (i) elect the nine (9) directors listed below, each to serve until the Company’s 2024 Annual Meeting of Stockholders and until their successors are duly elected and qualify; and (ii) ratify the appointment of KPMG LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2023.
At the close of business of March 20, 2023, the record date for the 2023 Annual Meeting, an aggregate of 24,925,357 shares of the Company’s common stock were issued and outstanding. At the 2023 Annual Meeting, 15,732,284 shares of common stock were represented in person or by proxy; therefore, a quorum was present.
At the 2023 Annual Meeting, the Company’s stockholders voted as follows:
(1) For the election of the below-named nominees to the Board of Directors of the Company:
| Nominees | Number of Votes For | Number of Votes Withheld | Broker Non-Votes | ||||||||
| Michael Fierman | 10,778,524 | 2,415,313 | 2,538,447 | ||||||||
| Edward Cummings | 12,960,891 | 232,946 | 2,538,447 | ||||||||
| Craig Jones | 9,362,908 | 3,830,929 | 2,538,447 | ||||||||
| Christine Jurinich | 10,389,765 | 2,804,072 | 2,538,447 | ||||||||
| W.D. (“Denny”) Minami | 12,855,500 | 338,337 | 2,538,447 | ||||||||
| Jonathan Morgan | 9,623,357 | 3,570,480 | 2,538,447 | ||||||||
| Landon Parsons | 13,138,300 | 55,537 | 2,538,447 | ||||||||
| Michael Peck | 12,961,291 | 232,546 | 2,538,447 | ||||||||
| Vikram Shankar | 12,960,252 | 233,585 | 2,538,447 | ||||||||
(2) For the ratification of the appointment of KPMG LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2023:
| Number of Votes For | Number of Votes Against | Abstentions | ||||||||||||
| 15,729,840 | 1,610 | 834 | ||||||||||||
(3) For the approval of a one-year interval, by non-binding advisory vote, as to the frequency of future non-binding advisory votes to approve the compensation of the Company’s named executive officers:
| 1 year | 2 years | 3 years | Abstentions | Broker Non-Votes | ||||||||||
| 13,149,086 | 6,784 | 2,921 | 35,046 | 2,538,447 | ||||||||||
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
Exhibit No.
Exhibit 104 Cover Page Interactive Data File (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.
| Date: May 17, 2023 | ANGEL OAK MORTGAGE REIT, INC. | |||||||
By: /s/ Brandon Filson | ||||||||
| Name: Brandon Filson | ||||||||
| Title: Chief Financial Officer and Treasurer | ||||||||