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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)
July 15, 2020

 READY CAPITAL CORPORATION

(Exact Name of Registrant as Specified in its Charter)

Maryland

001-35808

90-0729143

(State or Other Jurisdiction

(Commission File Number)

(IRS Employer

Of Incorporation)

Identification No.)

1251 Avenue of the Americas,
50
th Floor

New York, NY 10020

(Address of principal executive offices)
(Zip Code)

Registrant's telephone number, including area code: (212) 257-4600

(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:

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 Exchange Act:

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common Stock, $0.0001 par value per share

RC

New York Stock Exchange

7.00% Convertible Senior Notes due 2023

RCA

New York Stock Exchange

6.50% Senior Notes due 2021

RCP

New York Stock Exchange

6.20% Senior Notes due 2026

RCB

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 (§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 

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 5.07     Submission of Matters to a Vote of Security Holders.

(a) The Annual Meeting of Stockholders (the “Annual Meeting”) of Ready Capital Corporation (the “Company”) was held virtually on July 15, 2020, at which 46,442,036 shares of the Company’s common stock were represented in person or by proxy representing approximately 84.2% of the issued and outstanding shares of the Company’s common stock entitled to vote.

(b) At the Annual Meeting, the Company’s stockholders (i) elected the seven directors below to serve on the Company’s board of directors until the Company’s 2021 annual meeting of stockholders and until their respective successors are duly elected and qualify; (ii) ratified the appointment of Deloitte & Touche, LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2020; and (iii) approved, on an advisory basis, the compensation of the Company's named executive officers. The proposals are described in detail in the Company’s 2020 Proxy Statement. The final results for the votes regarding each proposal are set forth below.

(i)   The voting results with respect to the election of each director were as follows:

Name

    

Votes For

    

Votes Withheld

    

Broker Non- Votes

 

Thomas E. Capasse

36,733,025

801,599

8,907,412

Jack J. Ross

34,933,283

2,601,341

8,907,412

Frank P. Filipps

37,046,168

488,456

8,907,412

Gilbert E. Nathan

33,504,249

4,030,375

8,907,412

Andrea Petro

32,241,325

5,293,299

8,907,412

J. Mitchell Reese

33,528,131

4,006,493

8,907,412

Todd E. Sinai

28,981,695

8,552,929

8,907,412

(ii)  The voting results with respect to the ratification of the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2020 were as follows:

Votes For

    

Votes Against

    

Abstain

    

Broker Non-Votes

 

45,112,203

983,701 

346,129 

(iii) The voting results with respect to the approval, on an advisory basis, of the compensation of the Company’s named executive officers were as follows:

Votes For

    

Votes Against

    

Abstain

    

Broker Non-Votes

 

32,272,911

4,964,659 

297,043 

8,907,423 

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.

Ready Capital Corporation

By:

/s/ Andrew Ahlborn

Name:

Andrew Ahlborn

Title:

Chief Financial Officer

Dated: July 20, 2020

v3.20.2
Document and Entity Information
Jul. 15, 2020
Document Information [Line Items]  
Document Type 8-K
Document Period End Date Jul. 15, 2020
Entity File Number 001-35808
Entity Registrant Name READY CAPITAL CORPORATION
Entity Incorporation, State or Country Code MD
Entity Tax Identification Number 90-0729143
Entity Address, Address Line One 1251 Avenue of the Americas,50th Floor
Entity Address, City or Town New York
Entity Address, State or Province NY
Entity Address, Postal Zip Code 10020
City Area Code 212
Local Phone Number 257-4600
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Entity Emerging Growth Company false
Entity Central Index Key 0001527590
Amendment Flag false
Common Stock [Member]  
Document Information [Line Items]  
Title of 12(b) Security Common Stock, $0.0001 par value per share
Trading Symbol RC
Security Exchange Name NYSE
Convertible Notes Payable [Member]  
Document Information [Line Items]  
Title of 12(b) Security 7.00% Convertible Senior Notes due 2023
Trading Symbol RCA
Security Exchange Name NYSE
6.50% Senior Notes due 2021  
Document Information [Line Items]  
Title of 12(b) Security 6.50% Senior Notes due 2021
Trading Symbol RCP
Security Exchange Name NYSE
6.20% Senior Notes due 2026  
Document Information [Line Items]  
Title of 12(b) Security 6.20% Senior Notes due 2026
Trading Symbol RCB
Security Exchange Name NYSE