Form 8-K

 

 

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): May 2, 2014 (April 30, 2014)

 

 

AG MORTGAGE INVESTMENT TRUST, INC.

 

 

 

Maryland   001-35151   27-5254382

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(I.R.S. Employer

Identification No.)

245 Park Avenue, 26th floor

New York, New York 10167

(212) 692-2000

(Address, including zip code, and telephone number, including area code, of registrant’s principal executive offices)

 

 

Check the appropriate box below if the Form 8-K 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 5.07     Submission of Matters to a Vote of Security Holders.

At the 2014 annual meeting of stockholders of AG Mortgage Investment Trust, Inc. (the “Company”) held on April 30, 2014, the Company’s stockholders voted on the following matters which were set forth in the notice for the meeting:

 

  1. election of the board of directors, with each director serving a one-year term until his successor is elected and qualifies;

 

  2. ratification of the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2014; and

 

  3. approval, on an advisory basis, of the Company’s executive compensation.

Each of the seven nominees was elected, the appointment of PricewaterhouseCoopers LLP as the independent registered public accounting firm was ratified and executive compensation was approved on an advisory basis.

The vote tabulation for each proposal is as follows:

 

  1. Election of Directors:

 

   

Director

   Votes For        Votes
Withheld
       Broker Non-Votes
 

Arthur Ainsberg

     13,363,021           204,712         9,303,896
 

Andrew L. Berger

     13,296,317           271,416         9,303,896
 

Joseph LaManna

     13,301,234           266,499         9,303,896
 

Jonathan Lieberman

     12,701,460           866,273         9,303,896
 

Peter Linneman

     13,273,017           294,716         9,303,896
 

David Roberts

     13,199,424           368,309         9,303,896
 

Frank Stadelmaier

     11,468,728           2,099,005         9,303,896

 

  2. Ratification of Appointment of Independent Registered Public Accounting Firm:

 

   

Votes For

 

Votes Against

 

Abstentions

 

Broker Non-Votes

 

22,692,197

  96,437   82,995   -0-

 

  3. Approval, on an Advisory Basis, of Executive Compensation:

 

   

Votes For

 

Votes Against

 

Abstentions

 

Broker Non-Votes

 

13,226,703

  239,988   101,042   9,303,896


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.

Date: May 2, 2014

AG MORTGAGE INVESTMENT TRUST, INC.

By:   /s/ ALLAN KRINSMAN
 

 

  Name: Allan Krinsman
  Title: General Counsel and Secretary