8-K
BLACKSTONE MORTGAGE TRUST, INC. (BXMT)
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): July 21, 2021
Blackstone Mortgage Trust, Inc.
(Exact name of registrant as specified in its charter)
| Maryland | 1-14788 | 94-6181186 |
|---|---|---|
| (State or Other Jurisdiction<br> <br>of Incorporation) | (Commission<br> <br>File Number) | (I.R.S. Employer<br> <br>Identification No.) |
345 Park Avenue, 24^th^ Floor
New York, New York 10154
(Address of Principal Executive Offices) (Zip Code)
Registrant’s telephone number, including area code: (212) 655-0220
Not Applicable
(Former Name or 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:
| ☐ | 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)) |
| --- | --- |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading<br> <br>Symbol(s) | Name of each exchange<br> <br>on which registered |
|---|---|---|
| Class A common stock, par value $0.01 per share | BXMT | New York Stock Exchange |
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 July 21, 2021, the Board of Directors (the “Board of Directors”) of Blackstone Mortgage Trust, Inc. (the “Company”) approved an increase in the number of directors constituting the full Board of Directors from eight to nine and elected Nnenna Lynch to fill the vacancy created by the increase, effective immediately.
Ms. Lynch, 50, is the chief executive officer of Xylem Projects LLC (“Xylem”), a mission-driven real estate firm which she founded in July 2018. Prior to founding Xylem, Ms. Lynch served as managing principal and head of development for The Georgetown Company, which she joined in March 2014. She was previously a senior advisor on economic development for the Bloomberg mayoral administration in New York City from 2008 to February 2014. Ms. Lynch has served as a member of the board of directors of AvalonBay Communities, Inc. (NYSE: AVB) since May 2021. She is a graduate of Villanova University, where she won five NCAA track titles, and Oxford University, where she attended as a Rhodes Scholar. The Company believes Ms. Lynch’s extensive professional experience in the real estate industry provides the Board of Directors with valuable perspectives into the Company’s business.
The selection of Ms. Lynch to serve as a director of the Company was not pursuant to any arrangement or understanding with any other person. There are no family relationships between Ms. Lynch and any director or executive officer of the Company and there are no transactions between Ms. Lynch and the Company that would be required to be reported under Item 404(a) of Regulation S-K.
For her service as a director, Ms. Lynch will be entitled to receive the compensation for non-employee directors described under the heading “Executive Compensation—Non-Employee Director Compensation” in the Company’s definitive proxy statement on Schedule 14A relating to the Company’s 2021 annual meeting of stockholders filed with the Securities and Exchange Commission on April 28, 2021, which description is incorporated herein by reference, as amended or supplemented by the Board of Directors.
Item 7.01 Regulation FD Disclosure.
On July 21, 2021, the Company issued a press release announcing the election of Ms. Lynch to serve as a director. The press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
| Exhibit<br>No. | Description |
|---|---|
| 99.1 | Press Release of Blackstone Mortgage Trust, Inc. dated July 21, 2021. |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
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.
| BLACKSTONE MORTGAGE TRUST, INC. | ||
|---|---|---|
| Date: July 21, 2021 | ||
| By: | /s/ Leon Volchyok | |
| Name: | Leon Volchyok | |
| Title: | Chief Legal Officer and Secretary |
EX-99.1
Exhibit 99.1
Nnenna Lynch Appointed to Board of Directors of Blackstone Mortgage Trust
New York, July 21, 2021 – Blackstone Mortgage Trust, Inc. (NYSE: BXMT) announced today that Nnenna Lynch has been appointed to its Board of Directors, effective immediately.
Ms. Lynch brings a diverse array of knowledge and experience in real estate investment and development to the BXMT board. She is Founder & CEO of Xylem Projects, a mission-driven real estate firm focused on preserving workforce housing and developing mixed-use projects, and is a seasoned executive in urban redevelopment with a track-record of leading initiatives in the public and private sectors.
Michael B. Nash, Executive Chairman of the Board of BXMT, said: “We are thrilled to welcome Nnenna to our Board of Directors. Her deep experience in real estate across areas including mixed-use, residential, commercial and affordable housing as well as sustainability and public policy will be invaluable as we continue to grow our business.”
Prior to founding Xylem Projects, Ms. Lynch served as the Managing Principal and Head of Development for The Georgetown Company, a privately held diversified real estate company. She was also previously a Senior Policy Advisor for Mayor Michael Bloomberg in New York City where she spearheaded initiatives including large-scale redevelopment projects. Ms. Lynch is a graduate of Villanova University, where she won five NCAA track titles, and Oxford University, where she attended as a Rhodes Scholar. She also sits on the boards of Avalon Bay (NYSE: AVB) and New York Road Runners.
About Blackstone Mortgage Trust
Blackstone Mortgage Trust (NYSE:BXMT) is a real estate finance company that originates senior loans collateralized by commercial real estate in North America, Europe, and Australia. Our investment objective is to preserve and protect shareholder capital while producing attractive risk-adjusted returns primarily through dividends generated from current income from our loan portfolio. Our portfolio is composed primarily of loans secured by high-quality, institutional assets in major markets, sponsored by experienced, well-capitalized real estate investment owners and operators. These senior loans are capitalized by accessing a variety of financing options, depending on our view of the most prudent strategy available for each of our investments. We are externally managed by BXMT Advisors L.L.C., a subsidiary of Blackstone. Further information is available at www.bxmt.com.
Contact
Blackstone
+1 (212) 583-5263
PressInquiries@Blackstone.com
Source: Blackstone Mortgage Trust, Inc.