NEW YORK MORTGAGE TRUST, INC. (NASDAQ:NYMT) 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 March 15, 2018, the Board of Directors (the “Board”) of New York Mortgage Trust, Inc. (the “Company”), on the recommendation of the Nominating and Corporate Governance Committee of the Board, unanimously approved the appointment of Lisa A. Pendergast as a director of the Company, effective as of March 15, 2018, to serve until the 2018 annual meeting of stockholders (the “2018 Annual Meeting”) or until such time as her successor is elected and qualified. The Board expects to appoint Ms. Pendergast to one or more committees of the Board following the 2018 Annual Meeting. Ms. Pendergast becomes the sixth member of the Board, filling the vacant seat created in September 2017.

Ms. Pendergast, 56, is currently Executive Director of Commercial Real Estate Finance Council, a trade organization with over 305 member companies and over 9,000 individual members that covers the commercial and multi-family real estate finance markets, a position she has held since September 2016. Ms. Pendergast was Managing Director of the Commercial Mortgage-Backed Securities Strategy and Risk division of Jefferies LLC from 2009 to June 2016. From 2001 to 2009, Ms. Pendergast was Managing Director of the Commercial Mortgage-Backed Securities Strategy division of RBS Greenwich Capital. Prior to her employment at RBS Greenwich Capital, Ms. Pendergast was Managing Director in the Financial Strategies Group at Prudential Securities from 1987 to 2000. Ms. Pendergast holds a B.A. in English Literature and Political Science from Marymount College of Fordham University.

The Board has determined that Ms. Pendergast qualifies as independent in accordance with the listing requirements of the Nasdaq Stock Market LLC (“Nasdaq”) and the Company’s Corporate Governance Guidelines. With the addition of Ms. Pendergast, five of the six directors of the Company qualify as independent in accordance with the listing requirements of Nasdaq and the Company’s Corporate Governance Guidelines.

For her services as an independent director, Ms. Pendergast will receive the same fees and compensation as other independent directors for similar services. A description of the fees and compensation paid to independent directors of the Company is set forth under the section entitled “Compensation of Directors” in the Company’s 2017 proxy statement filed on March 28, 2017, which section is incorporated by reference herein. As of the date of this Current Report on Form 8-K, the structure of the Company’s 2018 compensation program for independent directors, which includes a cash retainer and annual equity grant, remains substantially unchanged from the compensation structure for independent directors that was utilized in 2016.

There were no arrangements or understandings to which Ms. Pendergast was elected as a director, and there are no related party transactions between the Company and Ms. Pendergast reportable under Item 404(a) of Regulation S-K.

Item 7.01. Regulation FD Disclosure.

On March 15, 2018, the Company issued a press release (the “Board Press Release”) announcing the appointment of Ms. Pendergast to the Board. A copy of the Board Press Release is furnished as Exhibit 99.1 hereto and incorporated by reference herein.

Item 9.01.Financial Statements and Exhibits.

NEW YORK MORTGAGE TRUST INC Exhibit
EX-99.1 2 a991nymtpressreleasebod.htm EXHIBIT 99.1 Exhibit Lisa Pendergast Appointed as Directorof New York Mortgage Trust,…
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About NEW YORK MORTGAGE TRUST, INC. (NASDAQ:NYMT)

New York Mortgage Trust, Inc. is a real estate investment trust. The Company is engaged in the business of acquiring, investing in, financing and managing primarily mortgage-related assets and financial assets. Its investment portfolio includes residential mortgage loans, including second mortgages and loans sourced from distressed markets, multi-family commercial mortgage-backed securities (CMBS), mezzanine loans to and preferred equity investments in owners of multi-family properties, equity and debt securities issued by entities that invest in residential and commercial real estate and commercial real estate-related debt investments, and Agency residential mortgage-backed securities (RMBS). It may also acquire and manage various other types of mortgage-related and financial assets, including non-Agency RMBS, collateralized mortgage obligations and securities issued by newly originated residential securitizations, including credit sensitive securities from these securitizations.