Current Report Filing (8-k)
May 25 2023 - 6:04AM
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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 22, 2023
LUMENT FINANCE TRUST, INC.
(Exact name of registrant as specified in its charter)
| Maryland |
|
001-35845 |
|
45-4966519 |
| (State or other
jurisdiction of incorporation) |
|
(Commission File Number) |
|
(IRS Employer Identification No.) |
230 Park Avenue, 20th
Floor
New York, New York 10169
(Address of principal executive offices)
(212) 317-5700
(Registrant’s telephone number, including
area code)
Not Applicable
(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:
| ¨ | 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)) |
Securities registered pursuant to Section 12(b)
of the Act:
| Title of each class |
|
Trading Symbol(s) |
|
Name
of each exchange on which registered |
| Common Stock, $0.01 par value per share |
|
LFT |
|
New York Stock Exchange |
| 7.875% Series A Cumulative Redeemable Preferred Stock, $0.01 par value per share |
|
LFTPrA |
|
New York Stock Exchange |
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).
Emerging growth company ¨
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. ¨
Item 5.02 Departure of Directors or Certain Officers; Election
of Directors; Appointment of Certain Officers, Compensatory Arrangements of Certain Officers.
Appointment of President
The Board of Directors (the “Board”)
of Lument Finance Trust, Inc. (the “Company”) appointed Mr. James J. Henson, age 70, as President of the Company effective
as of May 22, 2023. Mr. Henson will continue serving as General Counsel and Senior Managing Director of Lument Investment Management,
LLC, the external manager for the Company (the “Manager”). Mr. Henson is a Registered Securities Principal. Mr. Henson is
replacing Mr. James Flynn as President of the Company. Mr. Flynn will continue to serve as the Company’s Chairman and Chief Executive
Officer.
Prior to this role,
Mr. Henson had been the corporate secretary for the Company from March 2020 until May 2023. Since November 2015, Mr. Henson has served
as Senior Managing Director and General Counsel of Lument Real Estate Capital Holdings, LLC (“Holdings”), the parent company
of the Manager. Mr. Henson held the same positions at Holdings from May 2010 through May 2013 and was a member of the Board of Managers
of Holdings from May 2010 through November 2015.
Prior to joining Holdings, Mr. Henson co-founded
Stonehenge Financial Holdings, Inc. (“Stonehenge Financial”), a private equity fund manager. Mr. Henson was
a principal of Stonehenge Financial and served as its General Counsel from 1999 through 2010. Prior to his tenure at Stonehenge Financial,
Mr. Henson was Vice Chairman and General Counsel of Banc One Capital Holdings Corporation (“Banc One”) from 1989 through 1999.
Through its subsidiaries, Banc One engaged in investment and merchant banking, securities and insurance brokerage, investment management
and trust services, and commercial mortgage lending and servicing. From 1983 through 1989, Mr. Henson was a partner in Meuse, Rinker,
Chapman, Endres & Brooks, a regional investment banking firm that was acquired by Banc One. Mr. Henson worked as an investment banker
with an emphasis on mortgage-backed financings and bond refundings.
Mr. Henson has no family relationship with any
directors or executive officers of the Company, nor are there any arrangements or understandings between Mr. Henson and any other persons
pursuant to which he was selected as President. There are no related party transactions between Mr. Henson and the Company reportable
under Item 5.02 of Form 8-K and Item 404(a) of Regulation S-K.
Item 9.01 Financial Statements and Exhibits.
| 104 |
Cover Page Interactive Date File (embedded within the Inline XBRL document) |
SIGNATURE
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.
| |
LUMENT Finance Trust, Inc. |
| |
|
| Date: May 25, 2023 |
By: |
/s/ James A. Briggs |
| |
|
James A. Briggs |
| |
|
Chief Financial Officer |
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