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): December 12, 2011
ELLINGTON FINANCIAL LLC
(Exact name of registrant as specified in its charter)
| | | | |
| Delaware | | 001-34569 | | 26-0489289 |
(State or other jurisdiction of incorporation) | | (Commission File Number) | | (IRS Employer Identification No.) |
53 Forest Avenue
Old Greenwich, CT 06870
(Address and zip code of principal executive offices)
Registrant’s telephone number, including area code: (203) 698-1200
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)) |
| Item 5.02. | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
On December 12, 2011, the Board of Directors (the “Board”) of Ellington Financial LLC (the “Company”), upon the recommendation of the Compensation Committee of the Board, approved 2011 incentive compensation for Lisa Mumford, the Company’s Chief Financial Officer. Pursuant to the 2011 incentive compensation package approved by the Board, Ms. Mumford will receive a discretionary cash bonus of $250,000, with the payment of approximately 45% of this cash bonus deferred to the end of the 2011 fiscal year (the “Deferral Period”). During the Deferral Period, the deferred portion of the bonus will be subject to forfeiture under certain circumstances, including in the event Ms. Mumford resigns or her employment is terminated for cause. In addition, Ms. Mumford was awarded 2,400 LTIP Units, which are subject to forfeiture restrictions that will lapse one year from the date of grant. A copy of the LTIP Unit Award Agreement is attached as Exhibit 10.1 to this Form 8-K, and is incorporated herein by reference.
| Item 9.01. | Financial Statements and Exhibits. |
(d)Exhibits.The following exhibit is being furnished herewith this Current Report on Form 8-K.
| | 10.1 | LTIP Unit Award Agreement for Lisa Mumford dated December 12, 2011 |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
| | | | | | | | |
| | | | ELLINGTON FINANCIAL LLC | | |
| | | | (Registrant) | | |
| | | | |
| Date: December 16, 2011 | | | | By: | | /s/ Laurence Penn | | |
| | | | | | Laurence Penn | | |
| | | | | | Chief Executive Officer | | |
EXHIBIT INDEX
| | |
Exhibit | | Description |
| 10.1 | | LTIP Unit Award Agreement for Lisa Mumford dated December 12, 2011 |
