UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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| Item 5.07 | Submission of Matters to a Vote of Security Holders. |
On June 10, 2021, Broadmark Realty Capital Inc. (the “Company”) held its 2021 annual meeting of stockholders (the “Annual Meeting”). At the Annual Meeting, the Company’s stockholders voted on the four proposals described below. The proposals presented at the Annual Meeting are described in detail in the Company’s Proxy Statement, filed with the Securities and Exchange Commission on April 27, 2021.
As of April 13, 2021, the record date for the Annual Meeting, there were a total of 132,566,410 shares of the Company’s common stock issued and outstanding and entitled to vote on each matter presented for vote at the Annual Meeting. The final results for each of the matters submitted to a vote of the stockholders at the Annual Meeting are as follows:
Proposal 1: Election of Directors.
| Nominee | Votes For | Votes Against | Abstentions | Broker Non-Votes | ||||
| Joseph L. Schocken | 72,214,074 | 946,594 | 190,402 | 24,644,142 | ||||
| Jeffrey B. Pyatt | 72,650,686 | 518,525 | 181,859 | 24,644,142 | ||||
| Stephen G. Haggerty | 72,417,012 | 706,490 | 227,568 | 24,644,142 | ||||
| Daniel J. Hirsch | 65,325,470 | 7,790,271 | 235,329 | 24,644,142 | ||||
| Kevin M. Luebbers | 66,998,512 | 6,116,210 | 236,348 | 24,644,142 | ||||
| Norma J. Lawrence | 72,316,208 | 811,378 | 223,484 | 24,644,142 | ||||
| David A. Karp | 67,000,309 | 6,116,285 | 234,476 | 24,644,142 |
Proposal 2: Ratification of the selection of Moss Adams LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2021.
Votes For | Votes Against | Abstentions | Broker Non-Votes | |||
| 97,504,372 | 340,085 | 150,755 | Not Applicable |
Proposal 3: Advisory vote on the Company’s executive compensation.
Votes For | Votes Against | Abstentions | Broker Non-Votes | |||
| 70,593,142 | 2,110,653 | 647,275 | 24,644,142 |
Proposal 4: Advisory vote on the frequency of future advisory votes on the Company’s executive compensation.
| One Year | Two Years | Three Years | Abstentions | |||
| 71,969,017 | 124,629 | 707,451 | 549,973 |
Based on the results of the advisory vote on the frequency of future advisory votes on the compensation of the Company’s executive officers, and consistent with the recommendation of the Board of Directors, the Company has determined it will hold an advisory vote on executive compensation every year until the next required advisory vote on the frequency of such votes.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| BROADMARK REALTY CAPITAL INC. | ||
| By: | /s/ Nevin Boparai | |
| Name: Nevin Boparai | ||
| Title: Executive Vice President and Chief Legal Officer | ||
Date: June 11, 2021