Form 8-K - Current report

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): June 7, 2024

Granite Point Mortgage Trust Inc.

(Exact name of registrant as specified in its charter)

Maryland

001-38124

61-1843143

(State or other jurisdiction
of incorporation)

(Commission
File Number)

(I.R.S. Employer
Identification No.)


3 Bryant Park, Suite 2400A
New York,	NY	10036
(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: (212) 364-5500

Not Applicable

(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, par value $0.01 per share

GPMT

NYSE

7.00% Series A Fixed-to-Floating Rate Cumulative Redeemable Preferred Stock, par value $0.01 per share

GPMTPrA

NYSE

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.

The Company held its Annual Meeting on June 6, 2024, for the purpose of: (i) electing six directors to serve on the Board until the 2025 Annual Meeting of Stockholders; (ii) approving on an advisory basis the compensation of the Company’s named executive officers; (iii) approving on an advisory basis the frequency of future advisory votes regarding the compensation of the Company’s named executive officers; and (iv) ratifying the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2024.

On April 8, 2024, the record date for the Annual Meeting, there were 51,034,800 shares of the Company’s common stock outstanding and entitled to vote at the Annual Meeting. There were 39,027,104 shares represented in person or by proxy at the Annual Meeting, constituting a quorum for the transaction of business.

Proposal 1 — Election of Directors

Each of the six director nominees proposed by the Board was elected to serve as a director until the Company’s 2025 Annual Meeting of Stockholders, or until his or her successor is duly elected and qualified. The voting results for each director nominee were as follows:


Nominee	For	Against	Abstain	Broker Non-Votes
Tanuja M. Dehne	23,956,048	1,793,714	117,419	13,159,923
Stephen G. Kasnet	24,043,796	1,708,341	115,044	13,159,923
Sheila K. McGrath	24,020,415	1,705,926	140,840	13,159,923
W. Reid Sanders	24,007,599	1,744,772	114,810	13,159,923
John A. Taylor	24,063,087	1,663,268	140,826	13,159,923
Hope B. Woodhouse	23,930,479	1,794,599	142,103	13,159,923

Proposal 2 — Advisory Vote on Executive Compensation

Stockholders approved the advisory resolution on the Company’s executive compensation. The proposal received the following final voting results:


For	Against	Abstain	Broker Non-Votes
23,516,943	2,044,034	306,204	13,159,923

Proposal 3 — Advisory Vote on the Frequency of Future Advisory Votes on Executive Compensation

Stockholders approved, on an advisory basis, “Every Year” for the frequency of the Company’s future advisory votes on executive compensation. The proposal received the following final voting results:


Every Year	Every Two Years	Every Three Years	Abstain	Broker Non-Votes
25,251,230	103,369	257,970	254,612	13,159,923

The Board of Directors has determined that the Company will hold an advisory vote on executive compensation at each annual meeting of stockholders until the next required vote on the frequency of stockholder votes on executive compensation.

Proposal 3 — Ratification of Selection of Independent Registered Public Accounting Firm

Stockholders ratified the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2024. The proposal received the following final voting results:


For	Against	Abstain
38,100,512	764,184	162,408


Item 9.01			Financial Statements and Exhibits.
(d) Exhibits


Exhibit No.						Description
104						Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

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.


	GRANITE POINT MORTGAGE TRUST INC.


	By:	/s/ MICHAEL J. KARBER
		Michael J. Karber
		General Counsel and Secretary

Date: June 7, 2024

Document and Entity Information Document	Jun. 07, 2024
Entity Information [Line Items]
Document Type	8-K
Document Period End Date	Jun. 07, 2024
Entity Registrant Name	Granite Point Mortgage Trust Inc.
Entity Central Index Key	0001703644
Amendment Flag	false
Entity Incorporation, State or Country Code	MD
Entity File Number	001-38124
Entity Tax Identification Number	61-1843143
Entity Address, Address Line One	3 Bryant Park, Suite 2400A
Entity Address, City or Town	New York,
Entity Address, State or Province	NY
Entity Address, Postal Zip Code	10036
City Area Code	212
Local Phone Number	364-5500
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Entity Emerging Growth Company	false
NEW YORK STOCK EXCHANGE, INC. [Member] \| Series A Preferred Stock
Entity Information [Line Items]
Title of 12(b) Security	7.00% Series A Fixed-to-Floating Rate Cumulative Redeemable Preferred Stock, par value $0.01 per share
Trading Symbol	GPMTPrA
Security Exchange Name	NYSE
NEW YORK STOCK EXCHANGE, INC. [Member] \| Common Stock
Entity Information [Line Items]
Title of 12(b) Security	Common Stock, par value $0.01 per share
Trading Symbol	GPMT
Security Exchange Name	NYSE