$CHMI·8-K

Cherry Hill Mortgage Investment Corp · Jun 12, 11:40 AM ET

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Cherry Hill Mortgage Investment Corp 8-K

Research Summary

AI-generated summary

Updated

Cherry Hill Mortgage Reports Annual Meeting Results; Charter Amendment Rejected

What Happened

  • Cherry Hill Mortgage Investment Corporation filed an 8-K on June 12, 2026 reporting the results of its June 11, 2026 annual meeting. Five directors — Jeffrey B. Lown II, Joseph Murin, Robert C. Mercer, Jr., Sharon Lee Cook, and Dale Hoffman — were re-elected to the Board. Shareholders also approved, on a non-binding advisory basis, the 2025 executive compensation disclosure, ratified Ernst & Young LLP (EY) as independent auditors for 2026, and rejected a proposed charter amendment that would have removed the Board’s exclusive power to amend the Company’s bylaws.

Key Details

  • Director re-elections (Votes For / Votes Withheld / Broker Non-Vote = 11,592,342 for each):
    • Jeffrey B. Lown II: 9,184,252 / 2,052,934
    • Joseph Murin: 9,189,112 / 2,048,074
    • Robert C. Mercer, Jr.: 9,184,495 / 2,052,691
    • Sharon Lee Cook: 9,173,986 / 2,063,200
    • Dale Hoffman: 9,209,225 / 2,027,961
  • Advisory vote on named executive officer compensation (non-binding): For 7,958,045; Against 2,415,169; Abstentions 863,972; Broker Non-Vote 11,592,342.
  • Auditor ratification: EY approved as independent public auditors for 2026 — For 20,191,515; Against 2,116,312; Abstentions 521,701.
  • Charter Amendment to remove the Board’s exclusive power to amend bylaws: Not approved — For 9,644,152; Against 1,384,973; Abstentions 208,061; Broker Non-Vote 11,592,342.

Why It Matters

  • Governance: The Board’s composition remains unchanged with the re-election of all five nominees, preserving current oversight and strategic direction.
  • Shareholder rights: The rejected charter amendment means the Board retains its exclusive power to amend or adopt bylaws; shareholders will not gain that proposed change at this time.
  • Auditors & pay: Ratification of EY provides continuity for the Company’s financial reporting; the advisory approval of executive compensation signals shareholder support but is non-binding and does not itself change pay arrangements.
  • Voting note: Large broker non-vote totals (11,592,342) appeared on several matters, which can materially affect election and proposal outcomes when many shares are held in street name without voting instructions.

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