UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported): May 3, 2024

 

Starwood Property Trust, Inc.

(Exact name of registrant as specified in its charter)

 

Maryland (State or other jurisdiction of incorporation)

001-34436 (Commission File Number)

27-0247747 (IRS Employer Identification No.)

 

591 West Putnam Avenue Greenwich, CT		06830
(Address of principal executive offices)		(Zip Code)

 

Registrant’s telephone number, including area code: (203) 422-7700

 

(Former name or former address, if changed since last report.)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

¨

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

¨

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

¨

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class	Trading Symbol(s)	Name of each exchange on which  registered
Common stock, $0.01 par value per share	STWD	New York Stock Exchange

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company ¨

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

 

 

Item 5.07.

Submission of Matters to a Vote of Security Holders.

 

On May 3, 2024, Starwood Property Trust, Inc. (the “Company”) held its 2024 annual meeting of shareholders (the “Annual Meeting”). At the Annual Meeting, the Company’s shareholders: (i) elected the nine persons listed below as directors of the Company, each to serve until the Company’s 2025 annual meeting of shareholders and until his or her successor is duly elected and qualified; (ii) approved, on an advisory basis, the Company’s executive compensation as disclosed in the Company’s definitive proxy statement; and (iii) ratified the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the calendar year ending December 31, 2024. Set forth below are the voting results for each of the proposals voted upon by the Company’s shareholders at the Annual Meeting:

 

Proposal 1 – Election of Directors

 

Nominee		For				Withheld				Broker Non- Votes
Richard D. Bronson			147,541,087				4,414,908				91,467,921
Jeffrey G. Dishner			149,636,722				2,319,273				91,467,921
Camille J. Douglas			141,889,991				10,066,004				91,467,921
Deborah L. Harmon			150,686,151				1,269,844				91,467,921
Solomon J. Kumin			150,445,809				1,510,186				91,467,921
Fred Perpall			150,704,130				1,251,865				91,467,921
Fred S. Ridley			131,590,512				20,365,483				91,467,921
Barry S. Sternlicht			145,858,086				6,097,909				91,467,921
Strauss Zelnick			147,831,263				4,124,732				91,467,921

 

Proposal 2 – Advisory Vote on Executive Compensation

 

For			Against				Abstentions				Broker Non-Votes
145,953,686				4,535,661				1,466,648				91,467,921

 

Proposal 3 – Ratification of Appointment of Deloitte & Touche LLP as the Company’s Independent Registered Public Accounting Firm for the Calendar Year Ending December 31, 2024

 

For			Against				Abstentions				Broker Non-Votes
241,006,374				1,641,213				776,329				-

 

 

SIGNATURE

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

Dated: May 7, 2024	STARWOOD PROPERTY TRUST, INC.
	By:	/s/ Barry Sternlicht
	Name:	Barry Sternlicht
	Title:	Chief Executive Officer