8-K
filed June 7, 2023, 7:59 PM ET
ticker LADR
CIK 0001577670
other material
confidence high
sentiment neutral
materiality 0.40
Ladder Capital shareholders approve 2023 Omnibus Incentive Plan and charter amendment limiting officer liability
Ladder Capital Corp
- New 2023 Plan authorizes up to 3M new shares plus up to ~10.25M unused shares from prior 2014 Plan.
- Charter amendment to eliminate or limit officer liability under DGCL approved and filed.
- Brian Harris and Mark Alexander re-elected as Class III directors with terms expiring 2026.
- Ernst & Young ratified as independent auditor for 2023 with 110.5M votes for.
Key facts
Extracted from this filing and checked against the source text.
Governance Changes
SEC 8-K Item 5.03/5.05/5.06
confidence 0.9
Ladder Capital Corp: Amendment to Second Amended and Restated Certificate of Incorporation to eliminate or limit officer liability under the Delaware General Corporation Law (effective 2023-06-07).
- Change
- charter amendment
- Effective
- 2023-06-07
Exact text from the filing
the stockholders of the Company, among other things, approved an amendment to the Company’s Second Amended and Restated Certificate of Incorporation, to eliminate or limit the liability of certain of the Company’s officers to the extent permitted by the Delaware General Corporation Law (the “Charter Amendment”). The Charter Amendment became effective upon the Company’s filing of a Certificate of Second Amendment to the Amended and Restated Certificate of Incorporation with the Secretary of State of Delaware on June 7, 2023
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
Ladder Capital Corp shareholders approved The approval of the Charter Amendment at the 2023-06-06 meeting.
- Proposal
- charter amendment
- Outcome
- passed
- Meeting
- 2023-06-06
Exact text from the filing
4. The approval of the Charter Amendment: VOTES FOR VOTES AGAINST ABSTENTIONS BROKER NON-VOTES 78,814,823 9,954,502 232,442 21,819,552
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
Ladder Capital Corp shareholders approved The re-election of Brian Harris and Mark Alexander to the Board of Directors as Class III Directors at the 2023-06-06 meeting.
- Proposal
- director election
- Outcome
- passed
- Meeting
- 2023-06-06
Exact text from the filing
1. The re-election of Brian Harris and Mark Alexander to the Board of Directors as Class III Directors: DIRECTOR NOMINEE VOTES FOR VOTES WITHHELD BROKER NON-VOTES Brian Harris 66,051,179 22,950,588 21,819,552 Mark Alexander 47,738,556 41,263,211 21,819,552
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
Ladder Capital Corp shareholders approved The approval of the 2023 Plan at the 2023-06-06 meeting.
- Proposal
- equity plan
- Outcome
- passed
- Meeting
- 2023-06-06
Exact text from the filing
3. The approval of the 2023 Plan: VOTES FOR VOTES AGAINST ABSTENTIONS BROKER NON-VOTES 79,074,593 9,527,413 399,761 21,819,552
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
Ladder Capital Corp shareholders approved The ratification of the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for 2023 at the 2023-06-06 meeting.
- Proposal
- auditor ratification
- Outcome
- passed
- Meeting
- 2023-06-06
Exact text from the filing
2. The ratification of the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for 2023: VOTES FOR VOTES AGAINST ABSTENTIONS 110,497,086 179,475 144,758
View on SEC.gov
This headline and bullets were generated automatically by deepseek-v4-flash:cloud@v2 from the public filing. Read the source on SEC.gov before relying on any specific claim. Not investment advice.
See methodology for how this pipeline works.