1 unchanged sentence
Management, with the participation of our chief executive officer and chief financial officer, has evaluated the effectiveness of our disclosure controls and procedures at December 31, 2022.
−Removed: Based on this evaluation, our chief executive officer and chief financial officer have concluded that our disclosure controls and procedures were effective as of December 31, 2021.
+Added: Based on this evaluation, our chief executive officer and chief financial officer have concluded that our disclosure controls and procedures were effective at December 31, 2022.
No change in internal control over financial reporting occurred during the quarter ended December 31, 2022 that has materially affected, or is reasonably likely to materially affect, internal controls over financial reporting.
9 unchanged sentences
In making this assessment, we used the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission in Internal Control—Integrated Framework (2013 Framework).
−Removed: Based on this assessment, we concluded that, as of December 31, 2021, our internal control over financial reporting was effective.
+Added: Based on this assessment, we concluded that, at December 31, 2022, our internal control over financial reporting was effective.
Our independent registered public accounting firm has issued a report on management’s assessment of our internal control over financial reporting, which is included herein.
38 unchanged sentences
Certain Relationships and Related Transactions, and Director Independence
−Removed: The information contained in the section captioned “Certain Relationships and Related Transactions” and “Director Independence” of the 2022 Proxy Statement is incorporated herein by reference.
−Removed: Principal Accounting Fees and Services
−Removed: The information regarding our independent accountant’s fees and services in the sections captioned “Independent Accountants’ Fees” and “Audit Committee Pre-Approval Policy” of the 2022 Proxy Statement is incorporated herein by reference.
+Added: The information contained in the sections captioned “Certain Relationships and Related Transactions” and “Director Independence” of the 2023 Proxy Statement is incorporated herein by reference.
+Added: Principal Accountant Fees and Services
+Added: The information regarding our independent accountants’ fees and services in the sections captioned “Independent Accountants’ Fees” and “Audit Committee Pre-Approval Policy” of the 2023 Proxy Statement is incorporated herein by reference.
Exhibits and Financial Statement Schedules
6 unchanged sentences
Articles Supplementary of 6.375% Series D Cumulative Redeemable Preferred Stock.
−Removed: 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.
Articles Supplementary of 6.25% Series E Cumulative Redeemable Preferred Stock.
17 unchanged sentences
and UMB Bank, NA, as trustee.
+Added: Indenture, dated as of August 5, 2022, between Arbor Realty Trust, Inc.
+Added: Bank Trust Company, National Association, as trustee.
Form of 5.00% Senior Note due 2026 (included in Exhibit 4.9).
Description of securities of Arbor Realty Trust, Inc.
+Added: Form of 7.50% Convertible Senior Notes due 2025 (included in Exhibit 4.10).
+Added: Indenture, dated as of October 11, 2022, among Arbor Realty SR, Inc., Arbor Realty Trust, Inc.
+Added: and UMB Bank, N.A., as trustee.
+Added: Form of 8.50% Senior Notes due 2027 (included in Exhibit 4.14).
Non-Competition Agreement, dated July 14, 2016, by and among Arbor Realty Trust, Inc., Arbor Realty Limited Partnership, Arbor Commercial Mortgage, LLC and Ivan Kaufman.
−Removed: Third Amended and Restated Agreement of Limited Partnership of Arbor Realty Limited Partnership, dated July 14, 2016, by and among Arbor Realty GPOP, Inc., Arbor Realty LPOP, Inc., Arbor Commercial Mortgage, LLC and Arbor Realty Trust, Inc.
Registration Rights Agreement, dated July 1, 2003, between Arbor Realty Trust, Inc.
27 unchanged sentences
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.
+Added: Pooling and Servicing Agreement, dated as of February 1, 2022, by and among Arbor Private Label Depositor, LLC, Midland Loan Services, Computershare Trust Company and Wilmington Trust.
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.
3 unchanged sentences
Second Amendment dated October 12, 2021 to the 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.
+Added: Third Amendment dated February 7, 2022 to the 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.
List of Significant Subsidiaries of Arbor Realty Trust, Inc.
12 unchanged sentences
Pursuant to this regulation, we hereby agree to furnish a copy of any such instrument to the SEC upon request.
−Removed: EXHIBIT INDEX
−Removed: Incorporated by reference to Registration Statement on Form S-11 (No.
−Removed: 333-110472), as amended, filed November 13, 2003.
−Removed: Incorporated by reference to Quarterly Report on Form 10-Q for the quarter ended June 30, 2007
−Removed: Incorporated by reference to Exhibit 3.7 on Form 8-A filed June 2, 2021.
−Removed: Incorporated by reference to Exhibit 3.1 on Form 8-K filed June 28, 2021.
−Removed: Incorporated by reference to Exhibit 3.5 on Form 8-A filed August 11, 2021.
−Removed: Incorporated by reference to Exhibit 3.6 on Form 8-A filed October 12, 2021.
−Removed: Incorporated by reference to Form 8-K filed July 15, 2016.
−Removed: Incorporated by reference to Exhibit 3.1 of Form 8-K filed December 1, 2020.
−Removed: Incorporated by reference to Registration Statement on Form S-11/A (No.
−Removed: 333-110472), as amended, filed December 31, 2003.
−Removed: Incorporated by reference to Exhibit 4.1 on Form 8-A, filed June 2, 2021.
−Removed: Incorporated by reference to Exhibit 4.1 on Form 8-A filed August 11, 2021.
−Removed: Incorporated by reference to Exhibit 4.1 on Form 8-A filed October 12, 2021.
−Removed: Incorporated by reference to Exhibit 4.1 of Form 8-K filed March 13, 2018.
−Removed: Incorporated by reference to Exhibit 4.1 of Form 8-K filed July 3, 2018.
−Removed: Incorporated by reference to Exhibit 4.1 of Form 8-K filed July 20, 2018.
−Removed: Incorporated by reference to Exhibit 4.1 of Form 8-K filed November 12, 2019.
−Removed: Incorporated by reference to Exhibit 4.1 on Form 8-K filed May 4, 2021.
−Removed: Incorporated by reference to Annual Report on Form 10-K for the year ended December 31, 2019.
−Removed: Incorporated by reference to Quarterly Report on Form 10-Q for the quarter ended March 31, 2009.
−Removed: Incorporated by reference to Quarterly Report on Form 10-Q for the quarter ended March 31, 2017.
−Removed: Incorporated by reference to Annual Report on Form 10-K for the year ended December 31, 2018.
−Removed: Incorporated by reference to Quarterly Report on Form 10-Q for the quarter ended June 30, 2021.
−Removed: Incorporated by reference to Form 8-K filed March 2, 2016.
−Removed: Incorporated by reference to Exhibit 1.1 of Form 8-K filed May 10, 2017.
−Removed: Incorporated by reference to Quarterly Report on Form 10-Q for the quarter ended June 30, 2020.
−Removed: Incorporated by reference to Exhibit 10.1 on Form 8-K filed May 4, 2021.
−Removed: Incorporated by reference to Exhibit 10.2 on Form S-4 (No.
−Removed: 333-257494) filed June 28, 2021.
−Removed: Incorporated by reference to Quarterly Report on Form 10-Q for the quarter ended September 30, 2021.
−Removed: Incorporated by reference to Exhibit 3.2 of Form 8-K filed February 7, 2022.
Pursuant to the requirements of Section 13 or 15(d) 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.
5 unchanged sentences
/s/ Ivan Kaufman
−Removed: Chairman of the Board of Directors, Chief Executive Officer and President (Principal Executive Officer)
+Added: Chairman of the Board of Directors,
+Added: Chief Executive Officer and President
+Added: (Principal Executive Officer)
February 17, 2023
5 unchanged sentences
February 17, 2023
−Removed: /s/ Archie R.
−Removed: February 18, 2022
/s/ Caryn Effron
13 unchanged sentences
February 17, 2023
−Removed: /s/ George Tsunis
−Removed: George Tsunis
−Removed: February 18, 2022
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.