Jernigan Capital, Inc. (NYSE:JCAP) 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.
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Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements with Certain Officers. |
On March 30, 2017, Jernigan Capital, Inc. (the Company) filed a
Current Report on Form 8-K reporting the promotion of Kelly P.
Luttrell to the positions of Senior Vice President, Chief
Financial Officer and Treasurer of the Company, effective May 3,
2017, to fill the vacancy created by the retirement of William C.
Drummond. Effective May 3, 2017, Ms. Luttrell also serves as the
Companys principal accounting officer and as Senior Vice
President, Chief Financial Officer and Treasurer of JCAP
Advisors, LLC, the external manager of the Company. This Current
Report on Form 8-K/A amends the March 30, 2017 Form 8-K to
include information regarding (i) an indemnification agreement,
entered into as of May 3, 2017, between the Company and Ms.
Luttrell and (ii) decisions on Ms. Luttrells compensation made by
the Companys board of directors on May 3, 2017.
In connection with Ms. Luttrells appointment as the Companys
Senior Vice President, Chief Financial Officer and Treasurer, the
Company entered into an indemnification agreement with Ms.
Luttrell substantially identical to those entered into with its
other executive officers. The indemnification agreement provides
for indemnification of Ms. Luttrell to the fullest extent
permitted by Maryland law. A copy of Ms. Luttrells
indemnification agreement is attached hereto as Exhibit 99.1 and
is incorporated herein by reference.
In addition, on May 3, 2017, Ms. Luttrell received a grant of
20,000 restricted shares of the Companys common stock to the
Companys Amended and Restated 2015 Equity Incentive Plan, which
shares vest in three equal annual installments on each of the
first three anniversaries of the date of grant. A copy of Ms.
Luttrells restricted stock award agreement is attached hereto as
Exhibit 99.2 and is incorporated herein by reference.
Ms. Luttrell will be compensated by the Manager, which receives
management fees and reimbursement of certain expenses to the
Management Agreement, dated as of April 1, 2015, between the
Manager and the Company, as amended. As previously disclosed, the
Company does not intend to pay any cash compensation to Ms.
Luttrell for her service as an executive officer or reimburse the
Manager for her cash compensation.
| Item 9.01. | Financial Statements and Exhibits. |
| (d) Exhibits. |
| Exhibit No. | Description | |
| 99.1 | Indemnification Agreement with Kelly P. Luttrell. | |
| 99.2 | Restricted Stock Agreement with Kelly P. Luttrell. |
About Jernigan Capital, Inc. (NYSE:JCAP)
Jernigan Capital, Inc. is a commercial real estate finance company. The Company provides capital to private developers, owners and operators of self-storage facilities. It intends to generate long-term returns on development property investments through a fixed rate of interest on its invested capital together with an interest in the positive cash flows of the self-storage development from operations, sales and/or refinancings. It generates cash flows from construction loans and operating property loans in the form of a fixed interest rate and origination fees. It originates various loans, such as bridge loans and credit lines. It has development property investments in Orlando, Atlanta, Tampa, Chicago and Miami. Its operating property loans are located in New Orleans, Newark, Nashville, Sacramento and Chicago. The Company conducts its investment activities through Jernigan Capital Operating Company, LLC. The Company is externally managed and advised by JCap Advisors, LLC. Jernigan Capital, Inc. (NYSE:JCAP) Recent Trading Information
Jernigan Capital, Inc. (NYSE:JCAP) closed its last trading session up +0.58 at 22.35 with 220,808 shares trading hands.
