Current Report Filing (8-k)
24 May 2019 - 6:07AM
Edgar (US Regulatory)
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
May
22, 2019
Date
of Report (Date of earliest event reported)
ANWORTH
MORTGAGE ASSET CORPORATION
.
(Exact
Name of Registrant as Specified in its Charter)
Maryland
(State
or Other Jurisdiction of Incorporation)
001-13709
|
52-2059785
|
(Commission File Number)
|
(IRS Employer Identification No.)
|
1299 Ocean Avenue, Second Floor, Santa Monica, California
|
90401
|
(Address
of Principal Executive Offices)
|
(Zip
Code)
|
(310)
255-4493
(
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:
⃞
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))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
|
|
Trading Symbol(s)
|
|
Name of each exchange on which registered
|
Common Stock, $0.01 Par Value
|
|
ANH
|
|
New York Stock Exchange
|
Series A Cumulative Preferred Stock, $0.01 Par Value
|
|
ANHPRA
|
|
New York Stock Exchange
|
Series B Cumulative Convertible Preferred Stock, $0.01 Par Value
|
|
ANHPRB
|
|
New York Stock Exchange
|
Series C Cumulative Redeemable Preferred Stock, $0.01 Par Value
|
|
ANHPRC
|
|
New York Stock Exchange
|
Indicate by check mark whether the registrant is an emerging growth
company as defined in Rule 405 of the Securities Act of 1933, as
amended, or Rule 12b-2 of the Exchange Act.
|
|
Emerging growth company
⃞
|
|
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.
⃞
|
Item 5.02(a).
|
Departure of Directors or Certain Officers.
|
On May 22, 2019, Mr. Lee A. Ault, III, a director on the board of
directors (the “Board”) of Anworth Mortgage Asset Corporation
(“Anworth”) and a member of the Audit Committee, Compensation Committee,
and Nominating and Corporate Governance Committee of the Board, retired
from the Board and each committee. Mr. Ault’s retirement from the Board
did not stem from any disagreement with Anworth or its management,
operations, policies, or practices. Mr. Ault did not stand for
re-election to the Board at Anworth’s 2019 Annual Meeting of
Stockholders, and accordingly, his term expired on May 22, 2019, the
date of the 2019 Annual Meeting and his retirement from the Board.
Item 5.07.
|
|
Submission of Matters to a Vote of Security Holders.
|
On May 22, 2019, Anworth held its 2019 Annual Meeting of Stockholders
(the “Annual Meeting”). The following actions were taken at the Annual
Meeting, for which proxies were solicited pursuant to Regulation 14A
under the Securities Exchange Act of 1934, as amended:
1. The six nominees proposed by the Board were elected as directors to
hold office until the next annual meeting of stockholders or until their
successors have been duly elected and qualified by the following final
voting results:
|
Nominee
|
|
For
|
|
Against
|
|
Abstain
|
|
|
|
Joseph E. McAdams
|
|
44,633,953
|
|
3,417,288
|
|
871,905
|
|
|
|
Joe E. Davis
|
|
41,877,151
|
|
6,194,834
|
|
851,161
|
|
|
|
Robert C. Davis
|
|
44,153,481
|
|
3,918,205
|
|
851,460
|
|
|
|
Lloyd McAdams
|
|
42,768,488
|
|
5,271,375
|
|
883,283
|
|
|
|
Mark S. Maron
|
|
45,969,783
|
|
2,091,331
|
|
862,032
|
|
|
|
Dominique Mielle
|
|
46,356,503
|
|
1,702,618
|
|
864,025
|
|
|
2. The advisory vote to approve the compensation of our Named Executive
Officers was approved. The proposal received the following final voting
results: for: 29,123,646; against: 16,768,724; and abstentions:
3,030,776.
3. The ratification of the appointment of RSM US LLP as our independent
registered public accounting firm for the fiscal year ending December
31, 2019 was approved. The proposal received the following final voting
results: for: 84,215,614; against: 2,895,943; and abstentions: 859,515.
On May 23, 2019, Anworth issued a press release announcing the final
voting results of the Annual Meeting.
A copy of the press release is filed as Exhibit 99.1 to this Current
Report on Form 8-K and is incorporated herein by reference.
Item 9.01
|
Financial Statements and Exhibits
|
(a)
|
Not Applicable.
|
|
|
(b)
|
Not Applicable.
|
|
|
(c)
|
Not Applicable.
|
|
|
(d)
|
Exhibits.
|
|
|
|
Exhibit 99.1
|
|
|
|
Press release dated May 23, 2019 announcing the final voting
results of Anworth’s 2019 Annual Meeting.
|
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.
|
|
ANWORTH MORTGAGE ASSET CORPORATION
|
|
|
|
|
Date:
|
May 23, 2019
|
By:
|
/s/ Charles J. Siegel
|
|
|
|
|
Chief Financial Officer
|
EXHIBIT INDEX
Anworth Mortgage Asset Corp. Prfd C (NYSE:ANHPC)
Historical Stock Chart
From Jun 2024 to Jul 2024
Anworth Mortgage Asset Corp. Prfd C (NYSE:ANHPC)
Historical Stock Chart
From Jul 2023 to Jul 2024
Real-Time news about Anworth Mortgage Asset Corp. Prfd C (New York Stock Exchange): 0 recent articles
More Anworth Mortgage Asset Corp News Articles