Ellington Credit Company filed SEC Form 8-K: Submission of Matters to a Vote of Security Holders, Financial Statements and Exhibits
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Real Estate Investment Trusts
Real Estate
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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): May 29, 2025
(Exact name of registrant specified in its charter)
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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:
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Securities registered pursuant to Section 12(b) of the Act:
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).
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Item 5.07. Submission of Matters to a Vote of Security Holders.
On May 29, 2025, Ellington Credit Company (the “Fund”) held an annual meeting of shareholders (the "Annual Meeting"). Proxies for the Annual Meeting were solicited pursuant to Regulation 14A of the Securities Exchange Act of 1934, as amended. The final voting results for each of the matters submitted to a vote of the shareholders at the Annual Meeting are set forth below.
Proposal 1: Election of Trustees
Votes regarding the election of six trustees, each of whom was elected to serve until the expiration of the term of office or until such time as their respective successors are elected and qualified, were as follows:
| For | Withheld | Broker Non-Votes | ||||||||||||||||||
| Robert B. Allardice, III | 10,799,227 | 487,895 | 13,497,694 | |||||||||||||||||
| Mary McBride | 10,892,589 | 394,533 | 13,497,694 | |||||||||||||||||
| David J. Miller | 10,889,512 | 397,610 | 13,497,694 | |||||||||||||||||
| Laurence E. Penn | 10,822,644 | 464,478 | 13,497,694 | |||||||||||||||||
| Ronald I. Simon, Ph.D. | 9,910,227 | 1,376,895 | 13,497,694 | |||||||||||||||||
| Michael W. Vranos | 10,759,251 | 527,871 | 13,497,694 | |||||||||||||||||
Proposal 2: Ratification of the Appointment of the Fund's Independent Registered Public Accountants
Votes regarding the proposal to ratify the appointment of PricewaterhouseCoopers LLP as the Fund's independent registered public accounting firm for the year ending March 31, 2026 were as follows:
| For | Against | Abstentions | Broker Non-Votes | |||||||||||||||||
| 24,284,055 | 309,951 | 190,810 | * | |||||||||||||||||
* No broker non-votes arose in connection with this proposal due to the fact that the proposal was considered “routine” under New York Stock Exchange Rules.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits. The following exhibits are being filed with this Current Report.
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) | ||||||||||
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| ELLINGTON RESIDENTIAL MORTGAGE REIT | |||||||||||
| Dated: | May 29, 2025 | By: | /s/ Christopher Smernoff | ||||||||
| Christopher Smernoff | |||||||||||
| Chief Financial Officer | |||||||||||
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