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 13, 2018
SUTHERLAND ASSET MANAGEMENT CORPORATION
(Exact name of registrant as specified in its charter)
Maryland | | 001-35808 | | 90-0729143 |
(State or other jurisdiction
of incorporation) | | (Commission
File Number) | | (IRS Employer
Identification No.) |
1140 Avenue of the Americas, 7th Floor
New York, NY 10036
(Address of principal executive offices)
(212) 257-4600
(Registrant’s telephone number, including area code)
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:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o 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 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 x
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. x
Item 5.07 Submission of Matters to a Vote of Security Holders.
(a) The Annual Meeting of Stockholders (the “Annual Meeting”) of Sutherland Asset Management Corporation (the “Company”) was held on June 13, 2018, at which 26,415,556 shares of the Company’s common stock were represented in person or by proxy representing approximately 82.23% of the issued and outstanding shares of the Company’s common stock entitled to vote.
(b) At the Annual Meeting, the Company’s stockholders (i) elected the six directors below to serve on the Company’s board of directors until the Company’s 2019 annual meeting of stockholders and until their respective successors are duly elected and qualify and (ii) ratified the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2018. The proposals are described in detail in the Company’s 2018 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 | |
Thomas E. Capasse | | 21,920,852 | | 105,777 | | 4,388,927 | |
Jack J. Ross | | 21,465,613 | | 561,016 | | 4,388,927 | |
Frank P. Filipps | | 21,920,441 | | 106,188 | | 4,388,927 | |
J. Mitchell Reese | | 21,420,176 | | 606,453 | | 4,388,927 | |
David L. Holman | | 21,421,407 | | 605,222 | | 4,388,927 | |
Todd M. Sinai | | 20,682,809 | | 1,343,820 | | 4,388,927 | |
(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, 2018 were as follows:
Votes For | | Votes Against | | Abstain | | Broker Non-Votes | |
26,362,496 | | 21,182 | | 31,878 | | 0 | |
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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.
| | SUTHERLAND ASSET MANAGEMENT CORPORATION |
| | | |
| | | |
June 18, 2018 | | By: | /s/ Frederick C. Herbst |
| | Name: | Frederick C. Herbst |
| | Title: | Chief Financial Officer |
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