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, 2016

  

 

 

GREAT AJAX CORP.

(Exact name of registrant as specified in charter) 

 

 

 

Maryland 001 36844 47 1271842
(State or other jurisdiction of
incorporation)		 (Commission File Number) (IRS Employer
Identification No.)

 

9400 SW Beaverton—Hillsdale Hwy

Suite 131

Beaverton, OR 97005

(Address of principal executive offices)

 

Registrant’s telephone number, including area code:

503 505 5670

 

 

 

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 (see General Instruction A.2. below):

 

¨ 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))

 

 

 

 

 

Item 5.07 Submission of Matters to a Vote of Security Holders.

 

2016 Annual Meeting of Stockholders

 

On June 7, 2016, Great Ajax Corp. (the “Company”) held its 2016 Annual Meeting of Stockholders (the “Annual Meeting”). There were 10,578,529 shares of common stock of the Company represented in person or by proxy at the Annual Meeting, constituting approximately 69.05% of the outstanding shares of common stock on April 11, 2016, the record date for the Annual Meeting.

 

The matters voted upon at the Annual Meeting and the final results of such voting are set forth below:

 

Proposal 1: The re-election of the seven director nominees named in the Proxy Statement, each for a term expiring at the 2017 annual meeting of stockholders.

 

Name  For  Withheld
Lawrence Mendelsohn  6,876,200  49,306
Russell Schaub  6,855,401  70,105
Steven L. Begleiter  6,475,885  449,621
John C. Condas  6,460,479  465,027
Jonathan Bradford Handley, Jr.  6,886,067  39,439
Daniel Hoffman  6,460,479  465,027
J. Kirk Ogren, Jr.  6,088,259  837,247

 

In addition, there were 3,653,023 broker non-votes associated with the re-election of the directors. All director nominees were duly re-elected at the Annual Meeting. Each of the individuals named in the above table will serve as director until the 2017 annual meeting of stockholders and until his successor is duly elected and qualified.

 

Proposal 2: The adoption of the 2016 Equity Incentive Plan.

 

For  Against  Abstain  Broker Non-Votes
5,185,523  1,735,837  4,146  3,653,023

 

At the Annual Meeting, stockholders adopted the 2016 Equity Incentive Plan.

 

Proposal 3: The ratification of the appointment of Moss Adams LLP to serve as our registered independent public accounting firm for the year ending December 31, 2016.

 

For  Against  Abstain  Broker Non-Votes
10,491,787  85,942  800  0

 

 

 

 

At the Annual Meeting, stockholders ratified the appointment of Moss Adams LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2016.

 

Item 9.01 Financial Statements and Exhibits.

 

Exhibit   Description
     
10.1   The Company’s 2016 Equity Incentive Plan

 

 

 

 

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 thereunto duly authorized.

 

  GREAT AJAX CORP.
   
  By: /s/ Lawrence Mendelsohn
  Name:  Lawrence Mendelsohn
  Title: Chief Executive Officer

 

Dated: June 7, 2016