Item 5.07. Submission of Matters to a Vote of Security Holders.
On
As of the close of business on
At the Special Meeting, the proposals described below were considered, each of
which is further described in the Company's definitive proxy statement filed
with the
The final voting results for each proposal are set forth below.
1. Proposal to approve the Merger and the other transactions contemplated by the
Merger Agreement: For Against Abstain Broker Non-Votes 17,644,369 390,895 33,690 -
Proposal 1 was approved by the Company's shareholders, as the number of votes in favor of Proposal 1 constituted the affirmative vote of holders of Common Shares entitled to cast not less than a majority of all the votes entitled to be cast on the matter.
2. Proposal to approve, on a non-binding, advisory basis, the compensation that
may be paid or become payable to the Company's named executive officers that is based on or otherwise relates to the Merger:
For Against Abstain Broker Non-Votes 15,918,130 2,072,349 78,475
-
Proposal 2 was approved by the Company's shareholders, as the number of votes in favor of Proposal 2 constituted the affirmative vote a majority of the votes cast on the proposal.
3. Proposal to approve any adjournment of the Special Meeting for the purpose of
soliciting additional proxies if there are not sufficient votes at the Special Meeting to approve the Merger and the other transactions contemplated by the Merger Agreement:
Because there were sufficient votes at the Special Meeting to approve the proposal regarding the Merger and the other transactions contemplated by the Merger Agreement, this third proposal was not submitted to the Company's shareholders for approval at the Special Meeting.
The parties intend to complete the transaction as soon as reasonably practicable.
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Item 8.01. Other Events.
On
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits. Exhibit No. Description 99.1 Press Release ofJernigan Capital, Inc. , datedOctober 26, 2020
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