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NYMT > SEC Filings for NYMT > Form 8-K on 16-May-2014All Recent SEC Filings

Show all filings for NEW YORK MORTGAGE TRUST INC

Form 8-K for NEW YORK MORTGAGE TRUST INC


16-May-2014

Change in Directors or Principal Officers, Submission of Matters to a


Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On May 14, 2014, the Board of Directors (the "Board") of New York Mortgage Trust, Inc. (the "Company") appointed Kristine Nario to succeed Fredric S. Starker as Chief Financial Officer of the Company, effective immediately. Ms. Nario, 34, previously served as the Company's Controller, a position she has held since joining the Company in November 2012. Prior to joining the Company, Ms. Nario was an Assistant Vice President at Deutsche Bank AG (and certain of its affiliates) from August 2010 to November 2012, where she held positions in financial control and accounting services. Prior to joining Deutsche Bank, Ms. Nario was employed at Grant Thornton LLP from October 2005 to August 2010, where she gained experience in managing and supervising financial statement audits of privately and publicly held companies in various industries, including hedge funds, broker-dealers, private equity companies and REITs. Ms. Nario is a Certified Public Accountant (inactive), and graduated Cum Laude from the University of Santo Tomas, Manila, Philippines.

Starting in 2010, the Company outsourced its day-to-day accounting functions to Real Estate Systems Implementation Group, LLC ("RESIG") pursuant to an Accounting Outsourcing Agreement and RESIG agreed to provide the Company with a Chief Financial Officer. Mr. Starker is a principal of RESIG and was appointed as Chief Financial Officer of the Company on October 1, 2010 and served in that capacity until May 14, 2014 pursuant to the Accounting Outsourcing Agreement. In connection with the recent growth of the Company, the Company has re-internalized its accounting functions. Ms. Nario's promotion and Mr. Starker's concurrent resignation mark the completion of this re-internalization process.

In connection with Ms. Nario's appointment as the Company's Chief Financial Officer, upon the recommendation of the Compensation Committee, the Board approved a base salary of $225,000 for Ms. Nario. Ms. Nario is also eligible to participate in the Company's 2013 Incentive Compensation Plan.



Item 5.07 Submission of Matters to a Vote of Security Holders.

2014 Annual Meeting of Stockholders

On May 14, 2014, the Company held its Annual Meeting of Stockholders (the "Annual Meeting"). There were 63,589,248 shares of common stock of the Company represented in person or by proxy at the Annual Meeting, constituting approximately 83.99% of the outstanding shares of common stock on March 19, 2014, the record date for the Annual Meeting.

The matters voted upon at the Annual Meeting and the final results of such voting are set forth below:

Proposal 1: To elect five directors to the Company's Board of Directors.

Name                 For     Withheld
David R. Bock     23,486,000 444,419
Alan L. Hainey    23,518,934 411,485
Steven R. Mumma   23,538,650 391,769
Douglas A. Neal   23,547,054 383,365

Steven G. Norcutt 23,537,788 392,631

In addition, there were 39,658,829 broker non-votes associated with the election of the directors. All director nominees were duly elected at the Annual Meeting. Each of the individuals named in the above table will serve as director until the 2015 annual meeting of stockholders and until his successor is duly elected and qualified.


Proposal 2: To approve, on an advisory basis, the compensation of the Company's named executive officers.

For Against Abstain Broker Non-Votes 21,452,094 1,765,147 713,178 39,658,829

At the Annual Meeting, stockholders approved, on an advisory basis, the compensation of the Company's named executive officers. This advisory vote is commonly referred to as a "say-on-pay vote."

Proposal 3: To ratify, confirm and approve the selection of Grant Thornton LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2014.

For Against Abstain Broker Non-Votes 61,903,676 971,466 714,106 N/A

At the Annual Meeting, stockholders ratified the appointment of Grant Thornton LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2014.


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