ARBOR REALTY TRUST INC 10-Q

Item 1A. Risk Factors ​ There have been no material changes to the risk factors set forth in Item 1A of our 2020 Annual Report. ​ 66 Table of Contents ​ Item 6. Exhibits ​ ​ ​ ​ Exhibit # Description 3.1 ​ Articles of Incorporation of Arbor Realty Trust, Inc. * ​ ​ ​ 3.2 ​ Articles of Amendment to Articles of Incorporation of Arbor Realty Trust, Inc. ** ​ ​ ​ 3.2 ​ Amended and Restated Bylaws of Arbor Realty Trust, Inc. *** ​ ​ ​ 3.4 ​ Articles Supplementary of 6.375% Series D Cumulative Redeemable Preferred Stock. **** ​ ​ ​ 3.5 ​ Articles Supplementary reclassifying and designating the authorized shares of 8.25% Series A Cumulative Redeemable Preferred Stock, 7.75% Series B Cumulative Redeemable Preferred Stock and 8.50% Series C Cumulative Redeemable Preferred Stock as additional shares of undesignated preferred stock of Arbor Realty Trust, Inc. ***** ​ ​ ​ 4.1 ​ Indenture, dated as of April 30, 2021, between Arbor Realty Trust, Inc. and UMB Bank, NA, as trustee. ****** ​ ​ ​ 4.2 ​ Form of 5.00% Senior Note due 2026 (included in Exhibit 4.1). ​ ​ ​ 4.3 ​ Specimen 6.375% Series D Cumulative Redeemable Preferred Stock Certificate. ******* ​ ​ ​ 10.1 ​ Second amended and restated Annual Incentive Agreement, dated April 22, 2021, by and between Arbor Realty Trust, Inc. and Ivan Kaufman. ​ ​ ​ 10.2 ​ Pooling and Servicing Agreement, dated as of June 1, 2021, by and among Arbor Private Label Depositor, LLC, Midland Loan Services and Wells Fargo Bank, National Association ​ ​ ​ 10.3 ​ Form of Registration Rights Agreement relating to the 5.00% Senior Notes due 2026, dated as of April 30, 2021, among Arbor Realty Trust, Inc. and the several purchasers of the Notes party thereto. ******** ​ ​ ​ 10.4 ​ Fourth Amended and Restated Agreement of Limited Partnership of Arbor Realty Limited Partnership, dated June 25, 2021, by and among Arbor Realty GPOP, Inc., Arbor Realty LPOP, Inc., Arbor Commercial Mortgage, LLC and Arbor Realty Trust, Inc. ********* ​ ​ ​ 31.1 ​ Certification of Chief Executive Officer pursuant to Exchange Act Rule 13a-14. ​ ​ ​ 31.2 ​ Certification of Chief Financial Officer pursuant to Exchange Act Rule 13a-14. ​ ​ ​ 32 ​ Certifications of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. ​ ​ ​ 101.1 ​ Financial statements from the Quarterly Report on Form 10-Q of Arbor Realty Trust, Inc. for the quarter ended June 30, 2021, filed on July 30, 2021, formatted in XBRL: (i) the Consolidated Balance Sheets, (ii) the Consolidated Statements of Operations, (iii) the Consolidated Statements of Changes in Equity, (iv) the Consolidated Statements of Cash Flows and (v) the Notes to Consolidated Financial Statements. ​ ​ ​ 104 ​ Cover Page Interactive Data File (formatted in Inline XBRL and contained in Exhibit 101) ​ In accordance with Item 601 (b)(4)(iii)(A) of Regulation S-K, certain instruments with respect to long-term debt of the registrant have been omitted but will be furnished to the Securities and Exchange Commission upon request. * Incorporated by reference to Registration Statement on Form S-11 (No. 333-110472), as amended, filed November 13, 2003. 67 Table of Contents ** Incorporated by reference to the Registrant’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2007. *** Incorporated by reference to Exhibit 3.1 of Form 8-K filed December 1, 2020. **** Incorporated by reference to Exhibit 3.7 on Form 8-A filed June 2, 2021. ***** Incorporated by reference to Exhibit 3.1 on Form 8-K filed June 28, 2021. ****** Incorporated by reference to Exhibit 4.1 on Form 8-K filed May 4, 2021. ******* Incorporated by reference to Exhibit 4.1 on Form 8-A, filed June 2, 2021. ******** Incorporated by reference to Exhibit 10.1 on Form 8-K filed May 4, 2021. ********* Incorporated by reference to Exhibit 10.2 on Form S-4 (No. 333-257494) filed June 28, 2021. ​ ​ 68 Table of Contents 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 thereunto duly authorized. ​ ​ ​ ARBOR REALTY TRUST, INC . ​ ​ ​ Date: July 30, 2021 By: /s/ Ivan Kaufman Ivan Kaufman Chief Executive Officer ​ ​ ​ ​ ​ ​ Date: July 30, 2021 By: /s/ Paul Elenio Paul Elenio Chief Financial Officer ​ ​ 69