ARLINGTON ASSET INVESTMENT CORP. (NYSE:AI) Files An 8-K Submission of Matters to a Vote of Security HoldersItem 5.07.Submission of Matters to a Vote of Security Holders.
Arlington Asset Investment Corp. (the “Company”) held its annual meeting of shareholders on June 14, 2018.At the annual meeting, the shareholders voted on (i) the election of Eric F. Billings, Daniel J. Altobello, Daniel E. Berce, David W. Faeder, Peter A. Gallagher, Ralph S. Michael, III, Anthony P. Nader, III and J. Rock Tonkel, Jr. to the Company’s Board of Directors for one-year terms expiring at the 2019 annual meeting of shareholders, (ii) a proposal to ratify the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for 2018, (iii) a proposal to approve, on an advisory (non-binding) basis, the Company’s executive compensation, and (iv) a proposal to ratify the First Amendment to the Company’s Shareholder Rights Plan.The shareholders elected all eight nominees for director, approved the ratification of the appointment of PricewaterhouseCoopers LLP, approved, on an advisory basis, the Company’s executive compensation and approved the ratification of the First Amendment to the Company’s Shareholder Rights Plan.
The full results of the matters voted on at the annual meeting are set forth below:
Proposal No. 1 — Election of Directors:
|
Nominee for Director |
For |
Against |
Abstain |
Broker Non-Votes |
|
Eric F. Billings |
10,472,592 |
544,923 |
109,154 |
14,959,520 |
|
Daniel J. Altobello |
10,486,526 |
547,970 |
92,173 |
14,959,520 |
|
Daniel E. Berce |
10,564,554 |
452,592 |
109,523 |
14,959,520 |
|
David W. Faeder |
10,547,986 |
474,425 |
104,258 |
14,959,520 |
|
Peter A. Gallagher |
10,469,566 |
545,224 |
111,879 |
14,959,520 |
|
Ralph S. Michael, III |
10,495,415 |
541,027 |
90,227 |
14,959,520 |
|
Anthony P. Nader, III |
9,962,965 |
1,057,642 |
106,062 |
14,959,520 |
|
J. Rock Tonkel, Jr. |
10,523,809 |
510,941 |
91,919 |
14,959,520 |
Proposal No. 2 — Ratification of the Appointment of the Company’s Independent Registered Public Accounting Firm:
|
For |
Against |
Abstain |
Broker Non-Votes |
|
25,186,935 |
550,392 |
348,862 |
|
* |
No broker non-votes arose in connection with Proposal No. 2, due to the fact that the matter was considered “routine” under NYSE rules. |
Proposal No. 3 — Advisory Vote on Executive Compensation:
|
For |
Against |
Abstain |
Broker Non-Votes |
|
8,312,320 |
2,449,754 |
364,595 |
14,959,520 |
Proposal No. 4 — Ratification of the First Amendment to the Company’s Shareholder Rights Plan:
|
For |
Against |
Abstain |
Broker Non-Votes |
|
9,967,571 |
714,494 |
444,604 |
14,959,520 |
About ARLINGTON ASSET INVESTMENT CORP. (NYSE:AI)
Arlington Asset Investment Corp. is a principal investment firm. The Company acquires and holds a levered portfolio of residential mortgage-backed securities (MBS), consisting of agency MBS and private-label MBS. The Company may invest in other types of residential mortgage assets, such as residential mortgage loans, mortgage servicing rights and government sponsored enterprise (GSE) credit risk transfer securities, as well as other types of assets, including commercial MBS, asset backed securities, other structured securities, commercial mortgage loans, commercial loans, and other real estate-related loans and securities. The Company’s Agency MBS include residential mortgage pass-through certificates for which the principal and interest payments are guaranteed by a United States Government agency or GSE, such as the Federal National Mortgage Association and the Federal Home Loan Mortgage Corporation. Its subsidiary is Rosslyn REIT Trust, which is a real estate investment trust.
