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 3, 2017

Jernigan Capital, Inc.

(Exact Name of Registrant as Specified in its Charter)

(901) 567-9510

(Registrant’s telephone number, including area code)

N/A

(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 (see General Instruction A.2. below): 

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).

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. x

(e). The Board of Directors (the “Board”) of Jernigan Capital, Inc. (the “Company”) previously approved, subject to approval by the holders of the common stock of the Company, par value $0.01 per share (“Common Stock”), the Company’s Amended and Restated 2015 Equity Incentive Plan (the “Plan”). At the Company’s Annual Meeting of Stockholders, which was held on May 3, 2017 (the “Annual Meeting”), the holders of Common Stock approved the action of the Board approving the Plan to increase the number of shares of Common Stock reserved for issuance under the Plan by 170,000 shares from 200,000 shares to 370,000 shares and to extend the term of the Plan to May 2, 2027.

The foregoing description is qualified in its entirety by the text of the Plan, a copy of which is incorporated herein by reference as Exhibit 10.1 hereto.

At the Annual Meeting, the Company’s stockholders approved all of the proposals presented, which are described in detail in the Company’s Definitive Proxy Statement on Schedule 14A that was filed with the Securities and Exchange Commission on March 24, 2017 (the “Proxy Statement”). Holders of 7,871,565 shares of Common Stock and holders of 10,000 shares of the Company’s Series A Preferred Stock were present in person or represented by proxy at the Annual Meeting.

The following are the voting results of the proposals submitted to the Company’s stockholders at the Annual Meeting:

Proposal 1: For the holders of Common Stock to elect the five director nominees named in the Proxy Statement.

For the holders of Series A Preferred Stock to elect the director nominee named in the Proxy Statement.

Proposal 2: For the holders of Common Stock to approve and adopt the Plan.

Proposal 3: For the holders of Common Stock to ratify the appointment of Grant Thornton LLP as the Company’s independent registered public accounting firm for the Company’s fiscal year ending December 31, 2017.

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 hereunto duly authorized.

Dated: May 3, 2017

Exhibit Index