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Form 8-K American Capital Mortgag For: Apr 19

April 21, 2016 4:38 PM EDT



U.S. 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): April 21, 2016 (April 19, 2016)


American Capital Mortgage Investment Corp.
(Exact name of registrant as specified in its charter)
 
MARYLAND
001-35260
45-0907772
(State or other jurisdiction
of incorporation)
(Commission
File Number)
(I.R.S. Employer
Identification No.)
 
 
2 Bethesda Metro Center, 14th Floor Bethesda, MD 20814
(Address of principal executive offices, zip code)
 
Registrant’s telephone number, including area code: (301) 968-9220
 
(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

[ ] Soliciting material pursuant to Rule 14a-12(b) under the Exchange Act

[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act

[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act







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

On April 19, 2016, American Capital Mortgage Investment Corp. (the “Company”) held its 2016 Annual Meeting of Stockholders (the “Annual Meeting”), at the Hyatt Regency Bethesda, 7400 Wisconsin Avenue, Bethesda, Maryland 20814, at 9:00 a.m. (ET). The record date for the Annual Meeting was February 25, 2016. As of the record date, a total of 47,625,500 shares of the Company’s common stock were entitled to vote at the Annual Meeting. There were 38,477,626 shares of common stock present in person or by proxy at the Annual Meeting. Set forth below are the matters acted upon by the stockholders, and the final voting results of each such proposal.

1.
Election of Directors. The Company’s stockholders voted to elect nine (9) Director Nominees to hold office for a term of one (1) year and until his or her successor is duly elected and qualified.
Nominee
For

Against

Abstain

Non Votes

Gary Kain
20,770,594

1,776,639

137,525

15,792,868

John R. Erickson
19,472,309

3,053,088

159,361

15,792,868

Samuel A. Flax
20,676,062

1,834,273

174,423

15,792,868

Alvin N. Puryear
20,627,553

1,877,833

179,372

15,792,868

Robert M. Couch
22,076,573

427,179

181,006

15,792,868

Morris A. Davis
21,836,809

672,604

175,345

15,792,868

Randy E. Dobbs
15,948,801

6,558,497

177,460

15,792,868

Larry K. Harvey
22,104,567

405,648

174,543

15,792,868

Prue B. Larocca
21,859,047

646,637

179,074

15,792,868



2.
Ratification of appointment of Ernst & Young LLP. The Company’s stockholders voted to ratify the appointment of Ernst & Young LLP as the Company’s independent public accountant for the year ending December 31, 2016.
For
Against
Abstain
37,685,154
354,809
437,663
 










SIGNATURE
 
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.
 
 
 
 
 
 
 
 
AMERICAN CAPITAL MORTGAGE INVESTMENT CORP.
Dated: April 21, 2016
By:
/s/ Samuel A. Flax 
 
 
 
Samuel A. Flax
Executive Vice President and Secretary





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