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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): December 15, 2021
Safehold Inc.
(Exact Name of Registrant as Specified in its Charter)
| |
|
|
| Maryland |
001-38122 |
30-0971238 |
|
(State or Other Jurisdiction
of Incorporation) |
(Commission
File Number) |
(IRS Employer
Identification No.) |
1114 Avenue of the Americas, 39th Floor
New York, New York |
10036 |
| (Address of Principal Executive Offices) |
(Zip Code) |
(Registrant’s Telephone Number, Including Area Code) (212) 930-9400
N/A
(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:
¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
¨ 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 Act:
| Title of each class |
Trading Symbol(s) |
Name of each exchange on which registered |
| Common Stock |
SAFE |
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 ¨
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. ¨
| ITEM 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers;
Compensatory Arrangements of Certain Officers. |
On December 15, 2021,
the Board of Directors (the “Board”) of Safehold Inc. (the “Company”) increased the size of the Board from five
to six members and appointed Jesse Hom to the Board effective December 15, 2021, to hold office for an initial term extending until
the Company’s annual meeting of stockholders to be held in 2022. Mr. Hom’s committee appointments have not yet been determined
by the Board.
There is no arrangement or
understanding between Mr. Hom and any other person pursuant to which Mr. Hom was appointed as a director. Mr. Hom is a
Managing Director and Head of Global Real Estate Credit strategy at GIC Real Estate, Inc. (“GIC”), which is the investment
manager for SFTY Venture LLC (“GICRE”). GICRE is one of the Company’s founding investors since its initial public offering
in 2017. As further described in the Company’s proxy statement filed with the Securities and Exchange Commission on April 28,
2021, the Company is party to a stockholder’s agreement with GICRE. Mr. Hom does not have a direct or indirect material interest
in any other transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K.
Mr. Hom
has been with GIC since 2008 and has more than 15 years of commercial real estate experience in investments, asset management,
and capital markets. At GIC, he focuses on equity investments in addition to credit. Mr. Hom is a graduate of Cornell University
with a bachelor's degree and real estate finance concentration at the School of Hotel Administration and sits as a director on several
private real estate company boards. Mr. Hom's qualifications for the Board include his extensive commercial real estate experience
in investments, asset management, and capital markets.
Mr. Hom will not be receiving
any compensation in connection with his service as director of the Company.
The Company is expected to
enter into its standard form of indemnification agreement with Mr. Hom, which requires the Company to indemnify Mr. Hom against
certain liabilities that may arise as a result of his status or service as a director. The Company’s form of Indemnification Agreement
was filed as Exhibit 10.3 to the Company’s Registration Statement on Form S-11, which was filed with the SEC on May 8,
2017.
A copy of the press release
announcing Mr. Hom’s appointment is attached as Exhibit 99.1 to this Form 8-K and incorporated herein.
| ITEM 9.01 | Financial Statements and Exhibits. |
Exhibit 99.1 Press Release.
Exhibit 104 Inline
XBRL for the cover page of this Current Report on Form 8-K.
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.
| Date: December 17, 2021 |
SAFEHOLD INC. |
| |
|
| |
By: |
/s/ Geoffrey M. Dugan |
| |
|
Name: |
Geoffrey M. Dugan |
| |
|
Title: |
General Counsel, Corporate and Secretary |
