0001104659-12-039476.txt : 20120523 0001104659-12-039476.hdr.sgml : 20120523 20120523163803 ACCESSION NUMBER: 0001104659-12-039476 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20120522 ITEM INFORMATION: Submission of Matters to a Vote of Security Holders FILED AS OF DATE: 20120523 DATE AS OF CHANGE: 20120523 FILER: COMPANY DATA: COMPANY CONFORMED NAME: MFA FINANCIAL, INC. CENTRAL INDEX KEY: 0001055160 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] IRS NUMBER: 133974868 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-13991 FILM NUMBER: 12864645 BUSINESS ADDRESS: STREET 1: 350 PARK AVENUE STREET 2: 21ST FL CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 2122076400 MAIL ADDRESS: STREET 1: 350 PARK AVE STREET 2: 21ST FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 FORMER COMPANY: FORMER CONFORMED NAME: MFA MORTGAGE INVESTMENTS DATE OF NAME CHANGE: 20020809 FORMER COMPANY: FORMER CONFORMED NAME: AMERICA FIRST MORTGAGE INVESTMENTS INC DATE OF NAME CHANGE: 19980211 8-K 1 a12-12804_18k.htm 8-K

 

 

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):  May 22, 2012

 

MFA FINANCIAL, INC.

(Exact name of registrant as specified in its charter)

 

Maryland

 

1-13991

 

13-3974868

(State or other jurisdiction

 

(Commission File Number)

 

(IRS Employer

of incorporation

 

 

 

Identification No.)

or organization)

 

 

 

 

 

350 Park Avenue, 20th Floor

 

 

New York, New York

 

10022

(Address of principal executive offices)

 

(Zip Code)

 

Registrant’s telephone number, including area code: (212) 207-6400

 

Not Applicable

(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 (see General Instruction A.2. below):

 

o            Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

o            Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

o            Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

o            Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 


 

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

 

On May 22, 2012, MFA Financial, Inc. (the “Company”) held its 2012 Annual Meeting of Stockholders (the “Annual Meeting”) in New York, New York for the purpose of:  (i) electing three Class II directors to serve on the board of directors (the “Board”) until the 2015 Annual Meeting of Stockholders and until their successors are duly elected and qualify; (ii) ratifying the appointment of KPMG LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2012; and (iii) approving, by advisory (non-binding) vote, the Company’s executive compensation.  The final voting results for each of the proposals submitted to a vote of stockholders at the Annual Meeting are set forth below.

 

Proposal 1.   The three nominees for election to the Board were elected to serve on the Board until the 2015 Annual Meeting of Stockholders and until their successors are duly elected and qualify, based on the following votes:

 

Name of Class II
Nominee

 

For

 

Withheld

 

Broker Non-Votes

 

 

 

 

 

 

 

 

 

Michael L. Dahir

 

254,572,550

 

4,696,950

 

65,319,028

 

 

 

 

 

 

 

 

 

Robin Josephs

 

254,627,859

 

4,641,641

 

65,319,028

 

 

 

 

 

 

 

 

 

George H. Krauss

 

252,261,726

 

7,007,774

 

65,319,028

 

 

Proposal 2.  The ratification of the appointment of KPMG LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2012, was approved, based on the following votes:

 

For

 

Against

 

Abstentions

 

 

 

 

 

 

 

322,692,081

 

1,438,079

 

458,368

 

 

Proposal 3.  The proposal to approve, on an advisory (non-binding) basis, the Company’s executive compensation was approved, based on the following votes:

 

For

 

Against

 

Abstentions

 

Broker Non-Votes

 

 

 

 

 

 

 

 

 

250,770,870

 

7,037,438

 

1,461,192

 

65,319,028

 

 

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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.

 

 

MFA FINANCIAL, INC.

 

(REGISTRANT)

 

 

 

By:

/s/ Harold E. Schwartz

 

 

Name: Harold E. Schwartz

 

 

Title: Senior Vice President and

 

 

General Counsel

 

 

Date: May 23, 2012

 

 

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