STONEGATE MORTGAGE CORPORATION (NYSE:SGM) Files An 8-K Submission of Matters to a Vote of Security Holders
Item5.07.
|
Submission of Matters to a Vote of Security Holders. |
On April27, 2017, Stonegate Mortgage Corporation (the Company)
held a special meeting of stockholders (the Special Meeting). At
the close of business on March23, 2017, the record date for the
Special Meeting, there were 25,854,022shares of the Companys
common stock issued, outstanding and entitled to vote at the
Special Meeting, of which a quorum of 22,049,409 shares,
representing 85.28% of the total shares issued, outstanding and
entitled to vote, were present in person or represented by proxy
at the Special Meeting.
At the Special Meeting, holders of the Companys common stock were
requested to vote upon: (1)the adoption of the Agreement and Plan
of Merger, dated as of January26, 2017, by and among the Company,
Home Point Financial Corporation and Longhorn Merger Sub, Inc.,
as such agreement may be amended from time to time (themerger
proposal), (2)the approval, on a non-binding, advisory basis, of
the compensation that certain executive officers of the Company
may receive in connection with the merger to agreements or
arrangements with the Company (the compensation proposal), and
(3)the approval of one or more adjournments of the Special
Meeting, if necessary or appropriate, including adjournments to
permit further solicitation of proxies in favor of the merger
proposal if there are insufficient votes at the time of the
Special Meeting to approve the merger proposal (the adjournment
proposal). The final voting results for each of the proposals
voted upon at the Special General Meeting, as certified by the
independent inspector of election, Broadridge Financial
Solutions, Inc., are set forth below. The proposals are described
in further detail in the Companys definitive proxy statement for
the Special Meeting filed with the Securities and Exchange
Commission on Schedule 14A on March27, 2017.
Proposal 1. The Companys stockholders approved
the merger proposal. The table below sets forth the voting
results.
| Votes For | Votes Against | Abstentions |
Broker Non-Votes |
|||
|
22,017,357 |
29,536 | 2,516 |
Proposal 2. The Companys stockholders approved,
on a non-binding, advisory basis, the compensation proposal. The
table below sets forth the voting results.
| Votes For | Votes Against | Abstentions |
Broker Non-Votes |
|||
|
20,874,563 |
1,037,017 | 137,829 |
Proposal 3. The Companys stockholders approved
the adjournment proposal. The table below sets forth the voting
results.
| Votes For | Votes Against | Abstentions |
Broker Non-Votes |
|||
|
21,858,434 |
159,259 | 31,716 |
| Item8.01. | Other Events. |
On April27, 2017, the Company issued a press release announcing
the results of the Special Meeting. A copy of the press release
is attached hereto as Exhibit 99.1 and is incorporated by
reference herein.
| Item9.01 | Financial Statements and Exhibits. |
| (d) | Exhibits. |
|
Exhibit No. |
Description of Exhibit |
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| 99.1 | Press Release, dated April 27, 2017. |
About STONEGATE MORTGAGE CORPORATION (NYSE:SGM)
Stonegate Mortgage Corporation is a non-bank mortgage company. The Company is focused on originating, financing and servicing the United States residential mortgage loans. The Company’s segments include Originations, Servicing, Financing and Other. The Originations segment primarily originates and sells residential mortgage loans, which conform to the underwriting guidelines of the government sponsored enterprises and government agencies, and non-agency whole loan investors. The Servicing segment includes loan administration, collection and default activities, including the collection and remittance of loan payments, responding to customer inquiries, collection of principal and interest payments, holding custodial funds for the payment of property taxes and insurance premiums, counseling delinquent mortgagors and modifying loans. The Financing segment includes warehouse-lending activities to correspondent customers by the Company’s subsidiary, NattyMac, LLC. STONEGATE MORTGAGE CORPORATION (NYSE:SGM) Recent Trading Information
STONEGATE MORTGAGE CORPORATION (NYSE:SGM) closed its last trading session down -0.01 at 7.95 with 10,085 shares trading hands.