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

Hello, and welcome to the Arbor Realty Trust Annual Meeting of Stockholders . The meeting is being recorded. [Operator Instructions]

This meeting will come to order. 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 the Secretary of the meeting. Let me welcome all of you to join the 2025 Annual Meeting of Stockholders. As we begin, I would like to introduce the following directors, who are able to join us today: Mr. Elliot Schwartz, Chair of our Corporate Governance Committee; Mr. Edward Farrell; Ms. Caryn Efron; Mr. George Tsunis. I am now going to introduce Mr. Paul Elenio, our Chief Financial Officer, who 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 the meeting was mailed on or about April 17, 2025, to all holders of record of our common stock and our special voting preferred stock, and the Secretary has presented affidavit certifying to the mailing of such notice. April 1, 2025, is the record date for the voting of shares at this meeting. Secretary will file such notices and certificates with the minutes of this meeting. Equiniti Trust Company, LLC, represented by Ms. Christine Pino, has been designated the inspector of elections and is participating today. 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 vote at this meeting. As of the close of business on the record date, April 1, 2025, Arbor Realty Trust, Inc. had outstanding and entitled to vote 192,161,707 shares of common stock and 16,173,761 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. With that, we'll 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 received, the company has sufficient votes to pass all of the resolutions proposed by the Board of Directors at the meeting. The first item of business on the agenda is the election of 4 Class I directors, each for a 3-year term to serve until 2028 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. Caryn Efron, Mr. Joseph Martello, Mr. Edward Farrell and Mr. George Tsunis as the Class I directors. I therefore declare that nominations for directors are closed. The following resolution is deemed duly presented at this meeting. Resolve that the stockholders of Arbor Realty Trust hereby vote to elect each of Ms. Caryn Effron, Mr. Joseph Martello, Mr. Edward Farrell and Mr. George Tsunis, each to a 3-year term, each to serve until the 2028 Annual Meeting and until their successors are duly elected and qualified. The Board of Directors unanimously recommends that stockholders vote for this proposal. The second item of business on the agenda is ratification of the appointment of Ernst & Young LLP as the company's independent registered public accounting firm to examine and report on the financial statements of the company for the 2025 fiscal year. The following resolution is deemed duly presented at this meeting. Resolve that the stockholders of Arbor Realty Trust, Inc. hereby ratify the appointment of Ernst & Young LLP as the company's independent registered public accounting firm for the 2025 fiscal year. The 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 third item of business on the agenda is the adoption of a nonbinding advisory resolution to approve the compensation of the company's named executive officers. The following resolution is deemed duly presented at this meeting. Resolve that the stockholders of Arbor Realty Trust, Inc. 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 are attending this meeting as a stockholder of record or 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. The floor is now open for appropriate questions or comments from stockholders of the company. Being respectful of the time and interest of all stockholders, questions and comments are appropriate to the extent that they relate to the 3 proposals on which the stockholders are being asked to vote. Any other questions should be directed to Investor Relations at [email protected]. If you are attending this meeting as a stockholder of record or 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 toolbar appearing at the top of the meeting page and then typing and submitting your question by 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 from any of the stockholders.

Thank you, John. That concludes our question and comment period. If you intend to vote your shares during the meeting, please do so now. Again, I emphasize that if you previously voted by proxy, it is not necessary to vote during the meeting unless you wish to change your vote. Voting during the meeting revokes your prior proxy. I will pause for a moment for any last votes to be submitted. I don't know if we have any votes being submitted.

There are none.

Okay. Therefore, I declare the polls closed. All votes and proxies are now in the custody of the Inspector of Elections. Mr. Bishar, will you please report on the voting results?

The Inspector of Elections has determined that each of the 3 proposals has been approved by the necessary votes. Therefore, all of the resolutions have been duly adopted.

Secretary will file the master ballot and the final report of the Inspector of Elections with the minutes of the meetings of the company's stockholders. We are pleased by your attendance at this meeting. We are grateful for your interest and support of Arbor Realty Trust. This concludes the 2025 Annual Meeting of the company's stockholders. I declare this meeting adjourned.