UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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Item 5.07 Submission of Matters to a Vote of Security Holders.
The annual meeting of stockholders (the “Annual Meeting”) of Lument Finance Trust, Inc. (the “Company” or “LFT”) was held on June 12, 2025. At the Annual Meeting, LFT stockholders voted to (i) re-elect James P. Flynn, James C. Hunt, Neil A. Cummins, William A. Houlihan, Walter C. Keenan and Marie D. Reynolds to the Board of Directors to serve until the next annual meeting of stockholders or until their respective successors are duly elected, (ii) approve, on an advisory basis, the compensation of the named executive officers of LFT as described in the proxy statement for the Annual Meeting, (iii) approve, on an advisory basis, an annual frequency for holding future stockholder votes, on an advisory basis, of the compensation of the named executive officers of LFT and (iv) ratify the appointment of KPMG, LLP as LFT’s independent registered public accounting firm for the fiscal year ending December 31, 2025. The voting results with respect to each of these matters is set forth below:
| 1. | The voting results for each of the nominees for director were as follows: |
| Nominee | Shares For | Shares Withheld | Broker Non-Votes | |||
| James P. Flynn | 31,304,415 | 544,230 | 9,519,341 | |||
| James C. Hunt | 31,304,929 | 543,716 | 9,519,341 | |||
| Neil A. Cummins | 30,207,696 | 1,640,949 | 9,519,341 | |||
| William A. Houlihan | 30,758,730 | 1,089,915 | 9,519,341 | |||
| Walter C. Keenan | 30,774,810 | 1,073,835 | 9,519,341 | |||
| Marie D. Reynolds | 31,212,779 | 635,866 | 9,519,341 |
| 2. | The voting results of the proposal to approve, on an advisory basis, the compensation of the named executive officers of LFT, as described in the proxy statement for the Annual Meeting (the “Proxy Statement”), were as follows: |
| Shares For | Shares Against | Abstentions | Broker Non-Votes | |||
| 29,820,293 | 1,666,446 | 361,906 | 9,519,341 |
| 3. | The voting results of the proposal to approve, on an advisory basis, the frequency of holding future stockholder advisory votes on the compensation of the named executive officers of LFT were as follows: |
| One Year | Two Years | Three Years | Abstentions | Broker Non-Votes | ||||
| 30,881,591 | 249,874 | 388,821 | 328,359 | 9,519,341 |
| 4. | The voting results of the proposal to ratify the appointment of KPMG, LLP as LFT’s independent registered public accounting firm for the fiscal year ending December 31, 2025, were as follows: |
| Shares For | Shares Against | Abstentions | Broker Non-Votes | |||
| 40,746,484 | 362,612 | 258,890 | N/A |
Based on the vote of our shareholders at the Annual Meeting, and consistent with the recommendation of the Company’s Board of Directors (the “Board”) set forth in the Proxy Statement, the Board has determined that the Company will conduct a vote to approve, on an advisory basis, the compensation of the Company’s named executive officers every year until the next shareholder advisory vote on the frequency of say-on-pay advisory votes or until the Board otherwise determines that a different frequency for such advisory votes is in the best interests of the Company’s shareholders.
Item 9.01 Exhibits.
(d) Exhibits.
| 104 | Cover Page Interactive Data 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: June 18, 2025 | By: | /s/ James A. Briggs |
| James A. Briggs | ||
| Chief Financial Officer | ||