Arbor Realty Trust,Inc. (NYSE:ABR) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

Arbor Realty Trust,Inc. (NYSE:ABR) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

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On March 5, 2015, the Company entered into an Annual Incentive Agreement with Ivan Kaufman, which generally sets forth the agreement of the Company and Mr. Kaufman with respect to Mr. Kaufman’s annual base salary and incentive compensation from the Company commencing in 2015 and continuing during his service as Chief Executive Officer. That agreement was amended on March 31, 2017, primarily to provide for certain incentive compensation dependent on the Company’s successful integration of the acquisition of our manager’s, Arbor Commercial Mortgage, LLC, agency business (the “Acquisition”). Under the terms of the agreement, Mr. Kaufman will have an annual base salary of $1,000,000 and an annual performance cash bonus target opportunity of 220% of base salary (with a threshold annual bonus opportunity of 110% and a maximum annual bonus opportunity of 330% of base salary — with the opportunity to earn an additional $550,000 annually in the event of extraordinary performance with respect to corporate capital growth goals). The goals applicable to the annual performance bonus will relate to the Company’s adjusted funds from operations, corporate capital growth (as noted above), balance sheet-management and efficiency, the relative risk of the Company’s portfolio, the growth of the Company’s agency servicing portfolio and the Compensation Committee’s assessment of Mr. Kaufman’s leadership and achievement of subjective goals during the calendar year. These goals (and the other goals contemplated by the agreement) are to be set by the Compensation Committee of the Company’s Board of Directors.

The agreement further provides for: (i) annual grants of three-year time-vesting restricted stock with a value at grant of $550,000; (ii) annual grants, for a five year period, of performance and time based-vesting restricted stock with an annual grant value of $3,000,000, dependent on reaching certain goals relating to the Company’s integration of the Acquisition, including originations, growth in the servicing portfolio and the weighted average servicing fee; and (iii) performance-vesting restricted stock units with an annual value at grant of $3,300,000. Each grant of performance and time based-vesting restricted stock noted in clause (ii) above will vest in full on the third anniversary of the grant date. The performance-vesting restricted stock units noted in clause (iii) above will vest, in whole or in part, based on the attainment of total shareholder return goals over a four year period.

The agreement also provides for the treatment of the various incentive awards upon a termination of Mr. Kaufman’s employment. Among other things, the agreement provides that in the event of a termination of employment by the Company without cause or by Mr. Kaufman for good reason (as such terms are defined in the agreement), then the annual bonus for the year of termination will be paid out at the target level of performance (which is 220% of base salary), all unvested restricted stock issued to clauses (i) and (ii) in the preceding paragraph will vest in full and performance-vesting restricted stock units described in clause (iii) of the preceding paragraph will vest pro-rata based on the elapsed portion of the performance period (based upon actual performance).

The foregoing description of the agreement is qualified in all respects by the terms of the agreement.


About Arbor Realty Trust, Inc. (NYSE:ABR)

Arbor Realty Trust, Inc. is a specialized real estate finance company that invests in a diversified portfolio of structured finance assets in the multifamily and commercial real estate markets. The Company operates in the portfolio segment of commercial mortgage loans and investments. The Company invests primarily in real estate-related bridge and mezzanine loans, including junior participating interests in first mortgages, preferred and direct equity. The Company may also directly acquire real property and invest in real estate-related notes and certain mortgage-related securities. Its principal business objective is to maximize the difference between the yield on its investments and the cost of financing these investments to generate cash available for distribution, facilitate capital appreciation and maximize total return to its stockholders. The Company is externally managed and advised by Arbor Commercial Mortgage, LLC (ACM or its Manager).

Arbor Realty Trust, Inc. (NYSE:ABR) Recent Trading Information

Arbor Realty Trust, Inc. (NYSE:ABR) closed its last trading session up +0.05 at 8.38 with 258,905 shares trading hands.

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