Orchid Island Capital, Inc. (NYSE:ORC) Files An 8-K Submission of Matters to a Vote of Security Holders

ME Staff 8-k
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Orchid Island Capital, Inc. (NYSE:ORC) Files An 8-K Submission of Matters to a Vote of Security Holders

Item 5.07. Submission of Matters to a Vote of Security Holders.

At the annual meeting of stockholders of Orchid Island Capital,
Inc. (the “Company”) held on June 13, 2017 (the “Annual
Meeting”), the stockholders voted on the following matters: (i)
the election of the five nominated directors, (ii) the
ratification of the appointment of BDO USA, LLP as the Company’s
independent registered public accounting firm for the year ending
December 31, 2017, and (iii) the approval, on an advisory basis,
of the compensation of the Company’s named executive officers.
As of March 30, 2017, the record date for the Annual Meeting,
there were 33,912,558 shares of common stock outstanding and
entitled to vote.
The full results of the matters voted on at the annual meeting of
stockholders are set forth below:
Proposal 1Election of Directors. The following nominees were
elected to our Board to serve until the next annual meeting of
the Company’s stockholders or until his or her successor is
elected and qualified: Robert E. Cauley, G. Hunter Haas, IV, W
Coleman Bitting, Frank P. Filipps and Ava L. Parker.
Nominee for Director
For
Witthheld
Broker Non-Votes
Robert E. Cauley
9,205,070
340,256
17,854,587
G. Hunter Haas, IV
8,471,629
1,073,697
17,854,587
W Coleman Bitting
8,515,256
1,030,070
17,854,587
Frank P. Filipps
8,509,834
1,035,492
17,854,587
Ava L. Parker
8,485,827
1,059,499
17,854,587
John B. Van Heuvelen, who had been nominated for re-election to
the Board of Directors, passed away prior to the Annual Meeting.
Our Board chose not to submit a substitute nominee for Mr. Van
Heuvelen’s director position, and that position shall remain
vacant until a replacement is appointed by the Board.
Proposal 2Ratification of Appointment of Independent Registered
Public Accounting Firm. This proposal was ratified upon the
following vote.
For
Against
Abstain
Broker Non-Votes
26,505,700
529,353
364,860
*
___________
*
No broker non-votes arose in connection with Proposal 2
due to the fact that the matter was considered
“routine” under New York Stock Exchange rules.
Proposal 3Advisory Vote on Named Executive Officer Compensation.
This advisory vote was approved upon the following vote.
For
Against
Abstain
Broker Non-Votes
6,815,680
2,138,254
591,392
17,854,587
Item 8.01. Other Events.
On June 13, 2017, the Company announced that the Board of
Directors of the Company declared a dividend for the month of
June 2017 of $0.14 per share to be paid on July 10, 2017 to
holders of record on June 30, 2016, with an ex-dividend date of
June 28, 2017. In addition, the Company announced certain details
of its MBS portfolio as of May 31, 2017 as well as certain other
information regarding the Company. A copy of the Company’s press
release announcing the dividend and the other information
regarding the Company is attached hereto as Exhibit 99.1 and
incorporated herein by this reference.
Caution About Forward-Looking Statements.
This Current Report on Form 8-K contains forward-looking
statements within the meaning of the Private Securities
Litigation Reform Act of 1995 and other federal securities laws.
These forward looking statements are based upon the Company’s
present expectations, but the Company cannot assure you that
actual results will not vary from the expectations contained in
the forward-looking statements. Investors should not place undue
reliance upon forward looking statements. For further discussion
of the factors that could affect outcomes, please refer to the
“Risk Factors” section of the Company’s Form 10-K for the year
ended December 31, 2016. All forward-looking statements speak
only as of the date on which they are made. New risks and
uncertainties arise over time, and it is not possible to predict
those events or how they may affect the Company. Except as
required by law, the Company is not obligated to, and does not
intend to, update or revise any forward-looking statements,
whether as a result of new information, future events or
otherwise.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.
(d) Exhibits
Exhibit No.
Description
99.1
Press Release dated June 13, 2017


About Orchid Island Capital, Inc. (NYSE:ORC)

Orchid Island Capital, Inc. (Orchid) is a specialty finance company that invests in residential mortgage-backed securities (RMBS). The Company’s business objective is to provide risk-adjusted total returns to its investors over the long term through a combination of capital appreciation and the payment of regular monthly distributions. Its portfolio consists of two categories of Agency RMBS: traditional pass-through Agency RMBS and structured Agency RMBS. Its pass-through securities are the securities secured by residential real property in which payments of both interest and principal on the securities are generally made monthly. The mortgage loans underlying pass-through certificates include fixed-rate mortgages, adjustable-rate mortgages (ARMs) and Hybrid ARMs. Its structured Agency RMBS consists of collateralized mortgage obligations, interest only securities, inverse interest only securities and principal only securities, among other types of structured Agency RMBS.