Arbor Realty Trust, Inc. (ABR) Earnings Call Transcript & Summary

Hello, and welcome to the 2024 Arbor Realty Trust Inc. Annual Meeting of Shareholders. Please note that this meeting is being recorded. [Operator Instructions]. This meeting is about to begin.

Good morning, ladies and gentlemen. I am Ivan Kaufman, the Chairman and Chief Executive Officer of Arbor Realty Trust. As we have in each of the past several years, this meeting is being conducted virtually. Mr. John Bishar, the Corporate Secretary of Arbor Realty Trust, will serve as Secretary of the meeting. Let me welcome all of you to the 2024 Annual Meeting of Stockholders. As we begin, I would like to introduce the following directors who are able to join us today, Mr. Melvin Lazar, Chair of our Audit Committee; Mr. Elliot Schwartz, Chair of our Corporate Governance Committee; Mr. Edward Farrell; Mr. Kenneth Bacon; Ms. Caryn Effron; Ms. Carrie Wilkens. I am now going to introduce Mr. Paul Elenio, our Chief Financial Officer, will preside over the balance of the meeting. I will be available later in the meeting to respond to appropriate questions from any stockholders.

Thank you, Ivan. Written notice of this meeting was mailed on or about April 18, 2024, for all holders of record of our common stock and our special voting preferred stock and the Secretary has presented affidavit certifying the mailing of such notice. April 1, 2024 is the record date for the voting of shares at this meeting. The Secretary will file such notice and certificate with the minutes of this meeting. Equiniti Trust Company, LLC, formerly known as American Stock Transfer and Trust Company, represented by Ms. Christine Pino, has been designated the inspector of elections and is participating today. The inspector has taken the oath of office which I direct to be filed with the minutes of this meeting. The Secretary will now report the number of shares of common stock and shares of special voting preferred stock entitled to a vote at this meeting.

As of the close of business on the record date, April 1, 2024, Arbor Realty Trust Inc. had [ outstanding ] and entitled to vote 189,452,116 shares of common stock and 16,293,589 shares of special voting preferred stock, each share of which is entitled to 1 vote. The inspector of elections has determined that a quorum is present. Therefore, this meeting is duly organized for the transaction of business.

We will now proceed with the business agenda. Each of the following proposals is described in detail in the proxy statement distributed in connection with this meeting. I am pleased to announce that from proxies already read, the company has sufficient votes to pass all of the resolutions proposed by the Board of Directors at this meeting. The first item of business on the agenda is the election of one Class II director for a 2-year term to serve until 2026 Annual Meeting and until her successor is duly elected and qualified and the election of the last 3 directors each for a 3-year term to serve until the 2027 Annual Meeting and until their successors are duly elected and qualified. The Secretary has advised that under the company's bylaws, the only persons who have been properly nominated are those nominees listed in the company's proxy statement. Ms. Carrie Wilkens as the Class II Director and Mr. William Green, Mr. Elliot Schwartz, and Mr. Kenneth Bacon as the Class III directors. I, therefore, declare that the nominations for directors are closed. Resolved that the stockholders of Arbor Realty Trust, Inc. hereby vote to elect Ms. Carrie Wilkens to a 2-year term to serve until the 2026 Annual Meeting and until our successor is duly elected and qualified and to elect each of Mr. William Green, Elliot Schwartz and Mr. Kenneth Bacon each to a 3-year term, each to serve until the 2027 Annual Meeting and until their successors are duly elected and qualified. The Board of Directors unanimously recommends that stockholders vote for this proposal. Second item of business on the agenda is the amendment and restatement of the company's 2020 amended Omnibus Stock Incentive Plan to authorize the issuance of an additional 5 million shares of the company's common stock for grants of restricted stock, restricted stock units or underlying stock options under the stock incentive plan and to extend the terms of the plan to May 22, 2034. The following resolution is deemed duly presented at this meeting. Resolved that the stockholders of Arbor Realty Trust hereby adopt and ratify the amendment and restatement of the company's 2020 Amended Omnibus Stock Incentive Plan and extend the terms of the plan to May 22, 2034. The Board of Directors unanimously recommends that stockholders vote for this proposal. The third item of business on the agenda, the ratification appointment of Ernst & Young LLP as the company's independent registered public accounting firm to examine the report on the financial statements of the company for the 2024 fiscal year. Resolved that the stockholders of Arbor Realty Trust hereby ratify the appointment of Ernst & Young LLP as the company's independent registered public accounting firm for the 2024 fiscal year. Board of Directors unanimously recommends that stockholders vote for this proposal. Representatives of Ernst & Young LLP are participating in the meeting today and are available to respond to appropriate questions from stockholders during the question-and-answer period. The fourth item of business on the agenda is the adoption of a nonbinding advisory resolution to the combination of the company's named executive officers. Resolved that the stockholders of Arbor Realty Trust hereby ratify a nonbinding advisory resolution to approve the compensation of the company's named executive officers. The Board of Directors unanimously recommends that stockholders vote for this proposal. The polls are now open for voting on these proposals. If you have previously voted by proxy, you do not need to vote during the meeting unless you wish to change your vote. Voting at the meeting revokes any prior proxy you may have submitted. If you're attending this meeting as a stockholder of record or a beneficial owner and you have logged into the meeting by following the instructions given in the proxy statement, you can vote your shares by clicking the link proxy voting site on the meeting page on the left and then following the prompts. We will close the polls promptly following the conclusion of the question and comment period. Floor is now open for appropriate questions or comments from the stockholders of the company. being respective of time and the interest of all stockholders, questions and comments are appropriate to the extent that they relate to the 4 proposals on which the stockholders are being asked to vote. Any other question would be directed to Investor Relations at investorrelations@arbor.com. If you're attending the meeting as a stockholder of record or a beneficial owner and you have logged into the meeting using your control number, you can ask a question by clicking the messaging icon on the left side of the tool bar appearing at the top of the meeting page and then typing and submitting your question clicking the send icon to the right of the text box. The floor is now open for stockholder questions or comments.

Paul, there are no questions or comments from shareholders.