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 16, 2018 (May 15, 2018)

 

Granite Point Mortgage Trust Inc.

(Exact name of registrant as specified in its charter)

 

Maryland

 

001-38124

 

61-1843143

(State or other jurisdiction
of incorporation)

 

(Commission
File Number)

 

(I.R.S. Employer
Identification No.)

 

590 Madison Avenue, 38th Floor

New York, New York 10022

(Address of principal executive offices)

(Zip Code)

 

Registrant’s telephone number, including area code: (212) 364-3200

 

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:

 

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 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.

 

Granite Point Mortgage Trust Inc. (the “Company”) held its Annual Meeting of Stockholders on May 15, 2018 in New York, New York for the purpose of: (i) electing nine directors to serve on the Company’s board of directors until the 2019 Annual Meeting of Stockholders; (ii) holding an advisory vote relating to executive compensation; (iii) holding an advisory vote on the frequency of future advisory votes relating to executive compensation; and (iv) ratifying the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2018.

 

Proposal 1 — Election of Directors

 

Each of the nine director nominees proposed by the Company’s board of directors was elected to serve as a director until the Company’s 2019 Annual Meeting of Stockholders, or until his or her successor is duly elected and qualified. The voting results for each director nominee were as follows:

 

Nominee

 

For

 

Against

 

Abstain

 

Broker Non-Votes

Tanuja M. Dehne

 

24,792,082

 

329,979

 

80,691

 

12,896,005

Martin A. Kamarck

 

24,820,206

 

303,684

 

78,862

 

12,896,005

Stephen G. Kasnet

 

24,894,666

 

226,418

 

81,668

 

12,896,005

William Roth

 

22,201,435

 

2,936,166

 

65,151

 

12,896,005

W. Reid Sanders

 

24,866,032

 

255,572

 

81,148

 

12,896,005

Thomas E. Siering

 

22,194,758

 

2,927,904

 

80,090

 

12,896,005

Brian C. Taylor

 

22,160,111

 

2,959,027

 

83,614

 

12,896,005

John A. Taylor

 

24,776,209

 

342,455

 

84,088

 

12,896,005

Hope B. Woodhouse

 

24,833,341

 

293,852

 

75,559

 

12,896,005

 

Proposal 2 — Advisory Vote Relating to Executive Compensation

 

Stockholders approved the advisory resolution on the Company’s executive compensation. The proposal received the following final voting results:

 

For

 

Against

 

Abstain

 

Broker Non-Votes

24,455,752

 

440,323

 

306,677

 

12,896,005

 

Proposal 3 — Advisory Vote on the Frequency of Future Advisory Votes Relating to Executive Compensation

 

Stockholders voted to have the Company hold an advisory vote on executive compensation every year. The proposal received the following final voting results:

 

Every Year

 

Every Two Years

 

Every Three Years

 

Abstain

 

Broker Non-Votes

24,452,840

 

242,253

 

180,996

 

326,663

 

12,896,005

 

Based on the stockholder voting results above, and consistent with its own recommendation, the Company’s board of directors has determined that the Company will continue to hold an advisory vote relating to executive compensation on an annual basis until the next required vote on the frequency of such advisory votes.

 

Proposal 4 — Ratification of Selection of Independent Registered Public Accounting Firm

 

Stockholders ratified the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2018. The proposal received the following final voting results:

 

For

 

Against

 

Abstain

37,829,782

 

151,079

 

117,896

 



 

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 16, 2018

GRANITE POINT MORTGAGE TRUST INC.

 

 

 

By:

/s/ Rebecca B. Sandberg

 

 

Rebecca B. Sandberg

 

 

Secretary and General Counsel