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Apollo Commercial Real Estate Finance (ARI)

Filed: 5 Jun 20, 4:24pm

 

 

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): June 2, 2020

 

Apollo Commercial Real Estate Finance, Inc.

(Exact name of registrant as specified in its charter)

 

Maryland

 

001-34452

 

27-0467113

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

c/o Apollo Global Management, Inc.

9 West 57th Street, 43rd Floor

New York, New York

 

10019

(Address of principal executive offices)

 

(Zip Code)

Registrant’s telephone number, including area code: (212) 515-3200

n/a

(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):

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

Symbol(s)

 

Name of each exchange

on which registered

Common Stock, $0.01 par value

 

ARI

 

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 5.07Submission of Matters to a Vote of Security Holders.

The Annual Meeting of Stockholders (the “Annual Meeting”) of Apollo Commercial Real Estate Finance, Inc. (the “Company”) was held on June 2, 2020, at which 140,391,878 shares of the Company’s common stock were represented in person or by proxy representing approximately 91.3% of the issued and outstanding shares of the Company’s common stock entitled to vote.

At the Annual Meeting, the Company’s stockholders: (i) elected the eight directors named below for a term expiring in 2021; (ii) ratified the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2020; and (iii) approved, on an advisory basis, the compensation of the Company’s named executive officers. The proposals are described in detail in the Company’s 2019 Proxy Statement. The final results for the votes regarding each proposal are set forth below.

(i)    The voting results with respect to the election of each director were as follows:

Name

 

Votes For

  

Votes Withheld

  

Broker Non-Votes

 

Mark C. Biderman

  

107,499,469

   

1,333,790

   

31,558,619

 

Brenna Haysom

  

107,964,921

   

868,338

   

31,558,619

 

Robert A. Kasdin

  

90,177,393

   

18,655,866

   

31,558,619

 

Katherine G. Newman

  

101,741,459

   

7,091,800

   

31,558,619

 

Eric L. Press

  

97,555,507

   

11,277,752

   

31,558,619

 

Scott S. Prince

  

90,128,114

   

18,705,145

   

31,558,619

 

Stuart A. Rothstein

  

106,531,301

   

2,301,958

   

31,558,619

 

Michael E. Salvati

  

84,731,561

   

24,101,698

   

31,558,619

 

(ii)    The voting results with respect to the ratification of the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2020 were as follows:

Votes For

 

Votes Against

  

Abstain

  

Broker Non-Votes

 

137,846,819

  

1,872,245

   

672,814

   

 

(iii)    The voting results with respect to the approval, on an advisory basis, of the compensation of the Company’s named executive officers were as follows:

Votes For

 

Votes Against

  

Abstain

  

Broker Non-Votes

 

104,516,233

  

3,512,653

   

804,361

   

31,558,631

 


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.

Apollo Commercial Real Estate Finance, Inc.

   

By:

 

/s/ Stuart A. Rothstein

Name:

 

Stuart A. Rothstein

Title:

 

President and Chief Executive Officer

Date: June 5, 2020