Maryland
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001-08896
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75-2027937
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(State of Incorporation)
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(Commission File No.)
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(I.R.S. Employer Identification No.)
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8401 North Central Expressway
Suite 800
Dallas, Texas
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75225
|
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(Address of Principal Executive Offices)
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(Zip Code)
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☐ | 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 230.14a-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)). |
ITEM 5.07. | SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS |
1. | Proposal (1) to elect eight nominees to our board of directors to hold office until the next annual meeting of stockholders and until their successors are elected and qualified. The following nominees were elected to the board (constituting the entire board), with the voting results for each nominee as shown: |
Name
|
For
|
Against
|
Withheld/
Abstentions
|
Broker
Non-votes
|
Jack Bernard
|
57,465,831
|
483,707
|
488,852
|
28,496,819
|
Jack Biegler
|
57,554,766
|
393,110
|
490,314
|
28,496,819
|
Michelle P. Goolsby
|
57,558,564
|
386,097
|
493,729
|
28,496,819
|
Andrew F. Jacobs
|
57,519,823
|
447,355
|
471,212
|
28,496,819
|
Gary Keiser
|
57,435,094
|
507,418
|
495,878
|
28,496,819
|
Christopher W. Mahowald
|
57,606,070
|
346,001
|
486,319
|
28,496,819
|
Michael G. O’Neil
|
57,281,248
|
666,137
|
491,005
|
28,496,819
|
Mark S. Whiting
|
57,350,044
|
593,211
|
493,941
|
28,496,819
|
2. | Proposal (2) to conduct an advisory (nonbinding) vote to approve our 2014 named executive officers’ compensation. This proposal was approved by the votes indicated below: |
For
|
Against
|
Abstain
|
Broker
Non-votes
|
56,037,974
|
1,569,083
|
831,333
|
28,496,819
|
3. | Proposal (3) to ratify the appointment of Ernst & Young LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2015. This proposal was approved by the votes indicated below: |
For
|
Against
|
Abstain
|
Broker
Non-votes
|
85,142,534
|
1,054,428
|
738,247
|
-0-
|
CAPSTEAD MORTGAGE CORPORATION
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May 28, 2015
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By:
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/s/ Phillip A. Reinsch
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Phillip A. Reinsch
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Chief Financial Officer and
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Executive Vice President
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