8-K 1 a19-18402_18k.htm 8-K

 

 

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)
September 3, 2019

 

READY CAPITAL CORPORATION

(Exact Name of Registrant as Specified in its Charter)

 

Maryland

 

001-35808

 

90-0729143

(State or Other Jurisdiction
Of Incorporation)

 

(Commission File Number)

 

(IRS Employer
Identification No.)

 

1251 Avenue of the Americas,

50th Floor

New York, NY 10020

(Address of principal executive offices)
(Zip Code)

 

Registrant’s telephone number, including area code: (212) 257-4600

 

 

(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:

 

o            Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

o            Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

o            Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

o            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 Exchange Act:

 

Title of each class

 

Trading Symbol(s)

 

Name of each exchange on which registered

Common Stock, $0.0001 par value per share

 

RC

 

New York Stock Exchange

7.00% Convertible Senior Notes due 2023

 

RCA

 

New York Stock Exchange

6.50% Senior Notes due 2021

 

RCP

 

New York Stock Exchange

6.20% Senior Notes due 2026

 

RCB

 

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 o

 

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.   o

 

 

 


 

Item 1.01                   Entry into a Material Definitive Agreement.

 

On September 3, 2019, Ready Capital Corporation (the “Company”), in connection with a periodic review of its existing form indemnification agreement, entered into an updated indemnification agreement (the “Indemnification Agreement”) with each of its directors and certain officers. The Indemnification Agreement, among other things, provides that the Company will indemnify the director or officer party thereto to the maximum extent permitted by Maryland law, including indemnification of expenses such as attorneys’ fees, judgments, penalties, fines and settlement amounts incurred by such director or officer in any action or proceeding, including any action or proceeding by or in the right of the Company, arising out of his or her service as a director or an officer. The Indemnification Agreement contains customary terms and conditions and establishes certain customary procedures and presumptions.

 

The foregoing summary of the Indemnification Agreement is qualified in its entirety by reference to the form of Indemnification Agreement, which is filed as Exhibit 10.1 hereto and incorporated herein by reference thereto.

 

Item 9.01. Financial Statements and Exhibits

 

(d) Exhibits:

 

Exhibit

 

 

Number

 

Description

10.1

 

Form of Indemnification Agreement

 

2


 

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 hereunto duly authorized.

 

 

Ready Capital Corporation

 

 

 

 

 

By:

/s/ Andrew Ahlborn

 

Name:

Andrew Ahlborn

 

Title:

Chief Financial Officer

 

Dated: September 9, 2019

 

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