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 4, 2012

 

 

Apollo Commercial Real Estate Finance, Inc.

(Exact name of registrant as specified in its charter)

 

 

 

Maryland
  001-34452
  27-0467113

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

 

c/o Apollo Global Management, LLC

9 West 57th Street, 43rd Floor

New York, New York

  10019
(Address of principal executive offices)   (Zip Code)

Registrant’s telephone number, including area code: (212) 515-3200

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):

 

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

 

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

 

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

 

¨ 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.

(a) Apollo Commercial Real Estate Finance, Inc.’s (the “Company”) Annual Meeting of Stockholders (the “Annual Meeting”) was held on May 4, 2012, at which 20,561,032 shares of the Company’s common stock were represented in person or by proxy representing approximately 92.26% of the issued and outstanding shares of the Company’s common stock entitled to vote.

(b) At the Annual Meeting, the Company’s stockholders (i) elected the seven directors named below for a term expiring in 2013; (ii) ratified the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2012 and (iii) approved, on an advisory basis, the compensation of the Company’s named executive officers. The proposals are described in detail in the Company’s 2012 Proxy Statement. The final results for the votes regarding each proposal are set forth below.

(i) The voting results with respect to the election of each director were as follows:

 

Name

   Votes For      Votes Withheld      Broker Non-Votes  

Douglas D. Abbey

     11,488,478.087         375,628.000         7,104,610.000   

Joseph F. Azrack

     11,250,502.556         613,603.531         7,104,610.000   

Mark C. Biderman

     11,391,734.087         472,372.000         7,104,610.000   

Alice Connell

     11,677,300.087         186,806.000         7,104,610.000   

Eric L. Press

     9,593,441.087         2,270,665.000         7,104,610.000   

Michael Salvati

     11,533,305.087         330,801.000         7,104,610.000   

Stuart A. Rothstein

     10,844,758.087         1,019,348.000         7,104,610.000   

(ii) The voting results with respect to the ratification of the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2012 were as follows:

 

Votes For

 

Votes Against

 

Abstain

 

Broker Non-Votes

18,856,886.087

  100,126.000   11,704.000   -0-

(iii) The voting results with respect to the approval, on an advisory basis, of the compensation of the Company’s named executive officers were as follows:

 

Votes For

 

Votes Against

 

Abstain

 

Broker Non-Votes

11,479,378.255

  350,194.301   34,533.531   7,104,610.000

 

- 2 -


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.

 

Apollo Commercial Real Estate Finance, Inc.
By:  

/s/ Stuart A. Rothstein

Name:

Title:

 

Stuart A. Rothstein

President, Chief Executive Officer, Chief Financial Officer, Treasurer and Secretary

Date: May 10, 2012

 

- 3 -