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

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. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On December 6, 2018, the board of directors (the “Board”) of Jernigan Capital, Inc. (the “Company”) voted to increase the size of the Board from six to eight directors and to fill the resulting vacancies by appointing Randall L. Churchey and Rebecca Owen to serve as directors of the Company until the 2019 annual meeting of stockholders. The Board also appointed both Mr. Churchey and Ms. Owenas members of thecompensation committee of the Board and the nominating and corporate governancecommittee of the Board.

Mr. Churchey, age 58, served asChief Executive Officer and a member of the board of directors of Education Realty Trust, Inc. (“EDR”), a publicly-traded student-housing real estate investment trust, from 2010 until September 2018 when EDR was acquired by an affiliate of Greystar Real Estate Partners LLC (“Greystar”). Effective January 2015, Mr. Churchey was appointed as Chairman of EDR’s board of directors. Mr. Churchey served as Executive Director of Greystar until November 2018. Since July 2014, Mr. Churchey has served as lead independent director of MedEquities Realty Trust, Inc. (NYSE: MRT), a publicly traded healthcare real estate investment trust. From November 2013 until June 2018, Mr. Churchey served on the board of governors of the National Association of Real Estate Investment Trusts.

Ms. Owen, age 56,has served in various roles at Clark Enterprises, Inc., a private investment firm, and its affiliated companies since 1995. She currently serves as Senior Vice President of Clark Enterprises, Inc., and since 2015, she has served as President of CEI Realty, Inc., the real estate investment arm of Clark Enterprises, Inc. From 1995 to 2017, Ms. Owen served as Chief Legal Officer of Clark Enterprises, Inc.Since 2013, Ms. Owen has servedas a member of the board of directorsof Carr Properties, a private real estate investment trust. Since 2016, she has also served as a member of the Real Estate Investment Advisory Committee of ASB Capital Management, LLC, an institutional real estate investment firm.

As independent members of the Board, Mr. Churchey and Ms. Owen will be entitled to certain compensation that all of the Company’s independent directors receive, including an annual retainer of $50,000, certain meeting fees and reimbursement for reasonable out-of-pocket expenses incurred in attending Board and committee meetings. Mr. Churchey and Ms. Owen will also be eligible to receive grants under the Company’s Amended and Restated 2015 Equity Incentive Plan.

There are no arrangements or understandings between Mr. Churchey or Ms. Owen and any other persons to which Mr. Churchey and Ms. Owen were named as directors. There are no transactions between Mr. Churchey or Ms. Owen and the Company that would be reportable under Item 404(a) of Regulation S-K.

In connection with their appointments to the Board, Mr. Churchey and Ms. Owen have entered into indemnification agreements in the same form as those entered into with the Company’s other directors.


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.

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