CHIMERA INVESTMENT CORPORATION (NYSE:CIM) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain OfficersItem 5.02.Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
(b) On March 6, 2018, Paul Keenan, an independent member of the Board of Directors (the “Board”) of Chimera Investment Corporation (the “Company”), notified the Company that he will not stand for re-election at the Company’s 2018 Annual Meeting of Shareholders.His term ends on the day of the Company’s 2018 Annual Meeting of Shareholders.Mr. Keenan has not advised the Company of any disagreement with the Company on any matter related to the Company’s operations, policies or practices.The Board thanks Mr. Keenan for his many years of service and his contributions to the Company.
(d) On March 6, 2018, the Board increased the number of directors who constitute the Board from eight to nine and appointed Debra W. Still as an independent director of the Board, effective immediately. Ms. Still was elected to a term that continues until the Company’s 2018 annual meeting of stockholders and until her successor is duly elected and qualified, or until her earlier death, resignation or removal.
Ms. Still, 65, has nearly four decades of experience in real estate finance and since 2010 has served as President and Chief Executive Officer of Pulte Financial Services, which includes the mortgage lending, title and insurance operations of PulteGroup, Inc. (NYSE:PHM).
In addition to Pulte Financial Services, Ms. Still is also President of Pulte Mortgage, LLC, a nationwide lender headquartered in Englewood, Colorado. Ms. Still began her career with Pulte Mortgage, LLC in 1983 where she served in various executive capacities, including Chief Operating Officer, prior to being named President in 2004.
Ms. Still served as the 2013 Chairman of the Mortgage Bankers Association and is currently a member of the association’s Board of Directors, a member of MBA’s Consumer Affairs Advisory Council and Chairman of the MBA’s Opens Doors Foundation. Ms. Still was awarded MBA’s Andrew D. Woodward Distinguished Service Award in 2014.
Ms. Still is a graduate of Ithaca College, Ithaca, N.Y., with a Bachelor of Science degree and has completed graduate work in Finance at George Washington University, Washington, D.C
Ms. Still will be compensated in accordance with the Company’s standard compensation policies and practices for the Board, the components of which were disclosed in the Company’s Proxy Statement for its 2017 Annual Meeting of Stockholders dated April 17, 2017.
Ms. Still has entered into the Company’s standard indemnification agreement, a copy of which is filed as Exhibit 10.6 to the Company’s Report on Form 10-Q filed on November 5, 2015.There are no other arrangements or understandings between the appointee and any other person to which she was appointed.There are also no family relationships between the appointee and any director or executive officer of the Company and the appointee does not have any direct or indirect material interest in any transaction required to be disclosed to Item 404(a) of Regulation S-K.
Item 7.01Regulation FD Disclosure
A copy of the press release announcing the appointment of Ms. Still to the Board of Directors of Chimera Investment Corporation is furnished as Exhibit 99.1 to this Current Report on Form 8-K.
The information in this Item 7.01 and the exhibit furnished hereunder shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall they be deemed to be incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such a filing.Item 9.01 Financial Statements and Exhibits
CHIMERA INVESTMENT CORP ExhibitEX-99.1 2 a51768370ex99_1.htm EXHIBIT 99.1 Exhibit 99.1 Chimera Appoints New Board Member Debra W. Still and Announces the Retirement of Paul Keenan from the Chimera Board of Directors NEW YORK–(BUSINESS WIRE)–March 6,…To view the full exhibit click here
About CHIMERA INVESTMENT CORPORATION (NYSE:CIM)
Chimera Investment Corporation is a real estate investment trust. The Company is primarily engaged in the business of investing, on a leveraged basis, in a diversified portfolio of mortgage assets, including Agency residential mortgage-backed securities (RMBS), Non-Agency RMBS, Agency commercial mortgage backed securities (CMBS), residential mortgage loans and real estate related securities. The mortgage backed securities (MBS) and real estate-related securities the Company purchases may include investment-grade and non-investment grade classes, including the BB-rated, B-rated and non-rated classes. The Company invests in mortgage pass-through certificates issued or guaranteed by The Government National Mortgage Association (Ginnie Mae), The Federal National Mortgage Association (Fannie Mae) or The Federal Home Loan Mortgage Corporation (Freddie Mac). The Company may also invest in collateralized mortgage obligations (CMOs) issued by the Agencies.