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PFSI PennyMac Financial Services

Filed: 7 Jun 21, 4:17pm

 

 

 

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 3, 2021

 

PennyMac Financial Services, Inc.

(formerly known as New PennyMac Financial Services, Inc.)

(Exact name of registrant as specified in its charter)

 

Delaware001-3872783-1098934
(State or other jurisdiction
of incorporation)
(Commission
File Number)
(IRS Employer
Identification No.)

 

3043 Townsgate Road, Westlake Village, California91361
(Address of principal executive offices)(Zip Code)

 

(818) 224-7442

(Registrant’s telephone number, including area code)

 

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:

 

¨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 classTrading Symbol(s)Name of each exchange on which registered
Common Stock, $0.0001 par valuePFSINew York Stock Exchange

  

 

 

 

 

 

Item 5.07    Submission of Matters to a Vote of Security Holders.

 

On June 3, 2021, PennyMac Financial Services, Inc. (the “Company”) held its Annual Meeting of Stockholders (the “Meeting”) for the purpose of: (i) electing eleven (11) director nominees to serve on the Board of Directors (the “Board”), each for a one-year term expiring at the 2022 Annual Meeting of Stockholders; (ii) ratifying the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2021; and (iii) approving, by non-binding vote, the Company’s executive compensation. The total number of shares of common stock entitled to vote as of the record date was 66,991,136, of which 61,346,122 votes, or 91.6%, were present in person or by proxy.

 

Proposal 1: The election of eleven (11) director nominees to serve on the Board, each for a one-year term expiring at the 2022 Annual Meeting of Stockholders.

 

Trustee Votes For Votes Against Abstentions Broker Non-Votes 
David A. Spector 53,994,093 1,208,548 83,886 6,059,595 
James K. Hunt 54,542,341 660,488 83,698 6,059,595 
Jonathon S. Jacobson 55,119,641 83,338 83,548 6,059,595 
Patrick Kinsella 55,155,344 46,932 84,251 6,059,595 
Anne D. McCallion 55,155,951 47,313 83,263 6,059,595 
Joseph Mazzella 54,964,726 238,332 83,469 6,059,595 
Farhad Nanji 54,807,905 394,900 83,722 6,059,595 
Jeffrey A. Perlowitz 55,056,685 146,294 83,548 6,059,595 
Lisa M. Shalett 55,147,085 56,436 83,006 6,059,595 
Theodore W. Tozer 55,155,589 47,209 83,729 6,059,595 
Emily Youssouf 55,150,474 52,758 83,295 6,059,595 

 

All director nominees were elected.

 

Proposal 2: Ratification of the appointment of Deloitte & Touche LLP as independent registered public accounting firm for the Company for the fiscal year ending December 31, 2021.

 

Votes For Votes Against Abstentions Broker Non-Votes 
60,962,328 269,196 114,598 0 

 

Proposal 3: Approval, by non-binding vote, of the Company’s executive compensation.

 

Votes For Votes Against Abstentions Broker Non-Votes 
51,139,324 3,989,286 157,917 6,059,595 

 

Item 9.01Financial Statements and Exhibits.

 

(d) Exhibits.

 

Exhibit No.Description
  
104Cover Page Interactive Data (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.

 

 PENNYMAC FINANCIAL SERVICES, INC.
  
  
Dated:  June 7, 2021/s/ Daniel S. Perotti
 

Daniel S. Perotti

Senior Managing Director and Chief Financial Officer