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 2022 Annual Report. ​ 56 Table of Contents Item 2. Unregistered Sale of Equity Securities and Use of Proceeds ​ In March 2023, the Board of Directors authorized a share repurchase program providing for the repurchase of up to $50.0 million of our outstanding common stock. The repurchase of our common stock may be made from time to time in the open market, through privately negotiated transactions, or otherwise in compliance with Rule 10b-18 and Rule 10b5-1 under the Securities Exchange Act of 1934, based on our stock price, general market conditions, applicable legal requirements and other factors. The program may be discontinued or modified at any time. ​ The following table includes the purchases made during the three months ended March 31, 2023 ($ in thousands, except share and per share data): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Approximate Dollar ​ ​ ​ ​ ​ ​ ​ Total Number of ​ Value of Shares That ​ ​ ​ ​ ​ ​ ​ Shares Purchased as ​ May Yet Be ​ ​ Total Number of ​ Average Price Paid ​ Part of a Publicly ​ Purchased Under the Period Shares Purchased per Share Announced Program Program January 1 - 31, 2023 — ​ — — ​ — February 1 - 28, 2023 — ​ — — ​ — March 1 - 31, 2023 886,432 ​ $ 10.91 886,432 ​ $ 40,329 Total 886,432 ​ $ 10.91 886,432 ​ ​ Subsequent to March 31, 2023, we repurchased additional shares under this share repurchase program. Through April 30, 2023, we repurchased a total of 3,545,604 shares of our common stock under this program at a total cost of $37.4 million and an average cost of $10.56 per share. ​ ​ 57 Table of Contents ​ Item 6. Exhibits ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Exhibit # Description Form Exhibit # Filing Date 3.1 ​ Articles of Incorporation of Arbor Realty Trust, Inc. ​ S-11 ​ 3.1 ​ 11/13/03 ​ ​ ​ ​ ​ ​ ​ ​ ​ 3.2 ​ Articles of Amendment to Articles of Incorporation of Arbor Realty Trust, Inc. ​ 10-Q ​ 3.2 ​ 08/07/07 ​ ​ ​ ​ ​ ​ ​ ​ ​ 3.3 ​ Amended and Restated Bylaws of Arbor Realty Trust, Inc. ​ 8-K ​ 3.1 ​ 12/01/20 ​ ​ ​ ​ ​ ​ ​ ​ ​ 31.1 ​ Certification of Chief Executive Officer pursuant to Exchange Act Rule 13a-14, filed herewith ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 31.2 ​ Certification of Chief Financial Officer pursuant to Exchange Act Rule 13a-14, filed herewith ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 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, filed herewith ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 101.1 ​ Financial statements from the Quarterly Report on Form 10-Q of Arbor Realty Trust, Inc. for the quarter ended March 31, 2023, filed on May 5, 2023, formatted in Inline Extensible Business Reporting Language (“XBRL”): (1) the Consolidated Balance Sheets, (2) the Consolidated Statements of Income, (3) the Consolidated Statements of Changes in Equity, (4) the Consolidated Statements of Cash Flows and (5) the Notes to Consolidated Financial Statements. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 104 ​ Cover Page Interactive Data File (formatted in Inline XBRL and contained in Exhibit 101) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 58 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: May 5, 2023 By: /s/ Ivan Kaufman Ivan Kaufman Chief Executive Officer ​ ​ ​ ​ ​ ​ Date: May 5, 2023 By: /s/ Paul Elenio Paul Elenio Chief Financial Officer ​ ​ 59