REDWOOD TRUST INC 8-K

What Happened

• Redwood Trust, Inc. filed an 8-K on May 19, 2026 reporting results of its 2026 Annual Meeting of Stockholders. Stockholders approved an amendment to the Second Amended and Restated 2014 Incentive Award Plan to increase the number of shares available for issuance by 8,500,000 common shares (the Board had previously approved the Amendment).
• Stockholders re-elected eight directors and ratified the appointment of Grant Thornton LLP as the independent registered public accounting firm for 2026. The non-binding advisory vote on named executive officer compensation was also voted on.

Key Details

• Shares entitled to vote: 124,994,931.
• Incentive Plan: Amendment approved to increase available shares by 8,500,000 common shares.
• Directors elected (each to serve until the 2027 annual meeting):
  • Greg H. Kubicek — For: 78,131,734
  • Christopher J. Abate — For: 80,131,852
  • Doneene K. Damon — For: 79,896,685
  • Armando Falcon — For: 79,876,488
  • Douglas B. Hansen — For: 80,073,974
  • Debora D. Horvath — For: 78,785,557
  • Dashiell I. Robinson — For: 79,497,267
  • Faith A. Schwartz — For: 80,349,364 (Broker non-votes reported: 24,490,760)
• Auditor ratification: Grant Thornton LLP ratified — For: 102,402,420; Against: 3,293,418; Abstentions: 168,330.
• Advisory vote on executive compensation: For: 77,832,360; Against: 3,149,440; Abstentions: 391,608 (24,490,760 broker non-votes).

Why It Matters

• The 8.5 million-share increase expands the reserve available for employee equity awards, which can affect future dilution and the company’s ability to grant stock-based compensation. Investors should watch how quickly and for what purposes the new shares are used.
• Re-election of the full slate of directors and ratification of the auditor indicate governance continuity. The advisory “say-on-pay” vote received majority support, though it is non-binding.
• These items are primarily corporate governance and compensation-related; there are no reported changes to executive officers or financial results in this filing.