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): May 25, 2016

 

PennyMac Mortgage Investment Trust

(Exact name of registrant as specified in its charter)

 

Maryland 001-34416 27-0186273
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)

 

3043 Townsgate Road, Westlake Village, California   91361
(Address of principal executive offices)   (Zip Code)
           

(818) 224-7442

(Registrant’s telephone number, including area code)

 

Not Applicable

(Former name or former address, if changed since last report)


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:

 

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

o 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.

 

On May 25, 2016, PennyMac Mortgage Investment Trust (the “Company”) held its Annual Meeting of Shareholders (the “Meeting”) in Westlake Village, California for the purpose of: (i) electing two (2) Class I trustees to serve on the Company’s board of trustees (the “Board”) until its 2019 Annual Meeting of Shareholders; (ii) ratifying the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2016; and (iii) approving, by non-binding vote, the Company’s executive compensation. The total number of common shares of beneficial interest entitled to vote at the Meeting was 69,066,949, of which 60,012,927 shares, or 86.89%, were present in person or by proxy.

 

Proposal 1: The election of two (2) Class I trustees to serve on the Board until the 2019 Annual Meeting of Shareholders.

 

Trustee  Votes For   Votes Withheld   Broker Non-Votes 
Scott W. Carnahan   35,916,975    602,749    23,493,203 
Frank P. Willey   35,913,397    606,327    23,493,203 

 

All Class III trustee nominees were elected. The other continuing trustees of the Company are Stanford L. Kurland, David A. Spector, Preston DuFauchard, Nancy McAllister, Stacey D. Stewart, Randall D. Hadley and Clay A. Halvorsen.

 

Proposal 2: Ratification of the appointment of Deloitte & Touche LLP as independent registered public accounting firm for the Company for the fiscal year ending December 31, 2016.

 

Votes For   Votes Against   Abstentions   Broker Non-Votes 
 59,487,396    266,632    258,899    0 

 

Proposal 3: Approval, by non-binding vote, of the Company’s executive compensation.

 

Votes For   Votes Against   Abstentions   Broker Non-Votes 
 23,058,660    12,421,939    1,039,125    23,493,203 

 

Further information regarding these proposals is set forth in the Company’s definitive proxy statement on Schedule 14A filed with the SEC on April 8, 2016.

 

 

 

 

 

 

 

 

 

 

 2 

 

 

SIGNATURE

 

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 hereunto duly authorized.

 

  PENNYMAC MORTGAGE INVESTMENT TRUST
   
Dated: May 27, 2016 By:  /s/ Jeffrey P. Grogin
    Jeffrey P. Grogin
Chief Administrative and Legal Officer and Secretary

 

 

 

 

 

 

 

 

 

 3