Arbor Realty Trust, Inc. ($ABR)

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

Okay. Thank you, Victor. This meeting will come to order. Good morning, ladies and gentlemen. I'm Paul Elenio, Chief Financial Officer of Arbor Realty Trust. As we have in each of the past several years, this meeting is being conducted virtually. Unfortunately, our Chairman and Chief Executive Officer, Mr. Ivan Kaufman is unable to be with us today, so I will be chairing the meeting. Mr. John Bishar, the Corporate Secretary of Arbor Realty Trust, Inc. will serve as Secretary of the meeting. Let me welcome all of you to the 2026 Annual Meeting of Stockholders. As we begin, I'd like to introduce the following directors who are able to join us today, Mr. Edward Farrell, Chair of our Audit Committee; Mr. Elliot Schwartz, Chair of our Corporate Governance Committee; Mr. Melvin Lazar, Ms. Karen Efron; Ms. Carey Wilkins. Written notice of this meeting was mailed on or about April 16, 2026, and to all holders of record of our common stock and our special voting preferred stock and the Secretary has presented affidavits certifying to the mailing of such notice. April 2, 2026 is the record date for the voting of shares at this meeting. The Secretary will file such notices and certificates with the minutes of this meeting. Equinity Trust Company, LLC, 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 vote at this meeting. As of the close of business on the record date, April 2, 2026, Arbor Realty Trust Inc. had outstanding and entitled to vote 192,361,203 shares of common stock and 16,170,218 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 based on the preliminary report from the inspector of elections, each of the proposals presented at the meeting has been approved. The preliminary voting results are subject to final certification and the company will report final voting results in a Form 8-K to be filed with the SEC within 4 business days after the meeting. The first item of business on the agenda is the election of 4 Class II directors each for a 3-year term to serve until the 2029 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. Carey Wilkins; Mr. Ivan Kaufman, Mr. Melvin Lazar, and Mr. John Nation as the Class II Directors. I therefore declare that the nominations for directors are closed. The following resolution is deemed duly presented at this meeting: resolved, that the stockholders of Arbor Realty Trust, Inc. hereby vote to elect each of Ms. Carry Wilkins, Mr. Ivan Kaufman, Mr. Melvin Lazar, and Mr. John Natorum each to a 3-year term each to serve until the 2029 Annual Meeting and until their successors are duly elected and qualified. The Board of Directors unanimously recommends that the stockholders vote for this proposal. The second item of business on the agenda is the amendment and restatement of the company's 2024 amended Anibok Stock Incentive Plan to authorize the issuance of an additional 8 million shares of the company's common stock for grants of restricted stock, restricted stock units or underlying stock options on the new stock incentive plan and to extend the term of the plan to May 2, 2036. The following resolution is deemed duly presented at this meeting. Resolved that the stockholders of our Arbor Realty Trust, Inc. and hereby adopt and ratify the amendment and restated of the company's 2024 amended Avivo stock incentive plan and extended the terms of the plan to May 20, 2036. The Board of Directors unanimously recommends that stockholders vote for this proposal. The third item of business on the agenda is the ratification of the 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 2026 fiscal year. The following resolution is deemed duly presented at this meeting. resolved that the stockholders of Arbor Realty Trust and hereby ratify the appointment of Ernst & Young LLP as the company's independent registered public accounting firm for 2026 fiscal year. Board of Directors unanimously recommends that the 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 approve the compensation of the company's named executive officers. The following resolution is deemed duly presented at this meeting: resolved, 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'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 Vote My Shares tab at the top right of your screen 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 4 proposals on which the stockholders are being asked to vote. Any other questions should be directed to Investor Relations at [email protected]. If you're attending this meeting as a stockholder of record or a beneficial owner and you've logged into the meeting using your control number, you can ask a question by clicking the question box to the right of your screen, typing your question into the text box and clicking the submit button. The floor is now open for stockholder questions or comments. Secretary, do we have any questions?

There are no questions, Paul.

Thank you. 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 a moment for any last votes to be submitted. John, are we waiting for any additional votes?

No, there are no additional votes.

Great. I now 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 preliminarily determined that each of the 4 proposals has been approved by the necessary votes. Therefore, all of the resolutions have been duly adopted.

The Secretary will file the master ballot and the final report of the inspector of elections with the minutes of the meeting of the company's stockholders. We are pleased by your attendance this meeting. We are grateful for your interest and support of Arbor Realty Trust, Inc. This concludes the 2026 Annual Meeting of the company's stockholders. I declare this meeting adjourned.