Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal
Year Business Change
On
In connection with the Business Change, our
As amended, the Bylaws currently provide that (1) Trustees shall be elected by a plurality of the votes cast in an uncontested election; (2) Trustees shall be elected by a majority of all the votes entitled to be cast in a contested election; and (3) a majority of all the votes cast shall be required to approve any other matter submitted by the Board to our shareholders for approval or otherwise voted upon by our shareholders.
The foregoing summary of the Bylaw Amendment is qualified in its entirety by reference to the full text of the Bylaw Amendment, which is attached hereto as Exhibit 3.1 to this Current Report on Form 8-K and incorporated herein by reference.
Item 8.01 Other Events Risk Factors
In connection with the Business Change, we have updated our disclosures regarding the principal risks to which we may be subject. The updated disclosure is filed herewith as Exhibit 99.1, and such disclosure is incorporated herein by reference.
Description of Our Securities
Exhibit 4.1 to this Current Report on Form 8-K sets forth a description of our securities registered under Section 12 of the Securities Exchange Act of 1934, as amended, and is incorporated herein by reference.
List of Our Subsidiaries
A list of our subsidiaries is filed as Exhibit 21.1 hereto and incorporated herein by reference.
Trustee Compensation
In connection with the Business Change, we also updated our Trustee compensation arrangements. A summary of our currently effective Trustee compensation arrangements is filed as Exhibit 10.1 hereto and is incorporated herein by reference.
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Item 9.01. Financial Statements and Exhibits.
(d) Exhibits Exhibit Number Description 3.1 Amendment to the Amended and Restated Bylaws ofRMR Mortgage Trust , datedMarch 23, 2021 4.1 Description of Securities 10.1 Summary of Trustee Compensation 21.1 Subsidiaries of the Company 99.1 Summary of Principal Risk Factors 104 Cover Page Interactive Data File. (Embedded within the Inline XBRL document.) 2
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