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| ARR > SEC Filings for ARR > Form 8-K on 31-May-2012 | All Recent SEC Filings |
31-May-2012
Submission of Matters to a Vote of Security Holders
ARMOUR Residential REIT, Inc. ("ARMOUR") held its 2012 Annual Meeting of Stockholders at 8:00 a.m. (EDT) on May 30, 2012, for the purpose of: (i) electing nine directors; (ii) ratifying the appointment of Deloitte & Touche LLP ("Deloitte") as ARMOUR's independent registered public accounting firm for fiscal year 2012; (iii) approving, by non-binding vote, ARMOUR's 2011 executive compensation; and (iv) approving, by a non-binding vote, the frequency of future stockholder advisory votes relating to ARMOUR's executive compensation. For more information on the proposals described below, please refer to ARMOUR's proxy statement dated April 20, 2012. As of the record date of April 19, 2012, there were a total of 177,673,337 shares of common stock outstanding and entitled to vote at the Annual Meeting. At the Annual Meeting, 143,821,159 shares of common stock, or approximately 81% of the shares outstanding and entitled to vote at the Annual Meeting, were represented in person or by proxy; therefore a quorum was present.
Proposal 1 - Election of Directors.
The nine nominees proposed by ARMOUR's Board of Directors were elected to serve
as a director until our Annual Meeting of Stockholders to be held in 2013 or
until their successors are duly elected and qualified. The voting results for
each nominee were as follows:
Nominee For Withheld Broker Non-Votes
Scott J. Ulm 50,215,750 2,198,077 91,407,332
Jeffrey J. Zimmer 48,443,201 3,970,626 91,407,332
Daniel C. Staton 47,621,616 4,792,211 91,407,332
Marc H. Bell 47,708,842 4,704,985 91,407,332
Thomas K. Guba 49,776,806 2,637,021 91,407,332
John P. Hollihan, III 49,807,666 2,606,161 91,407,332
Stewart J. Paperin 49,836,946 2,576,881 91,407,332
Jordan Zimmerman 50,067,103 2,346,724 91,407,332
Robert C. Hain 48,622,255 3,791,572 91,407,332
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Proposal 2 - Ratification of the appointment of Deloitte & Touche LLP as ARMOUR's independent registered certified public accountants for fiscal year 2012.
Stockholders ratified the appointment of Deloitte as ARMOUR's independent registered public accountants for the fiscal year ending December 31, 2012. The proposal received the following final voting results:
For Against Abstain 140,616,176 1,910,804 1,294,179
Proposal 3 - Approval, by non-binding vote, of ARMOUR's 2011 executive compensation.
Stockholders approved, by non-binding vote, ARMOUR's 2011 executive compensation. The proposal received the following final voting results:
For Against Abstain Broker Non-Votes 45,679,039 5,435,386 1,299,402 91,407,332
Proposal 4 - Approval, by non-binding vote, of the frequency of future stockholder advisory votes related to ARMOUR's executive compensation.
Stockholders approved, by non-binding vote, a frequency of every 3 years of future stockholder advisory votes related to ARMOUR's executive compensation. The proposal received the following final voting results:
1 Year 2 Years 3 Years Abstain Broker Non-Votes 24,199,979 1,671,611 25,299,282 1,242,955 91,407,332
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