Business Context and Reporting Period
This Form 8-K was filed by Cherry Hill Mortgage Investment Corporation on January 5, 2023, reporting events occurring on January 1, 2023. The filing addresses a significant corporate governance event involving the Board of Directors.
Key Financial Metrics
The filing text does not provide a clear value for revenue, profit, cash flow, margins, debt, or liquidity. This report focuses exclusively on a corporate governance matter and does not contain financial performance data.
Material Changes
- Board Composition: Regina Lowrie, an independent director, passed away on January 1, 2023.
- Committee Structure: The Board was reduced to three members (two independent). The Audit, Compensation, and Nominating Committees were reduced to two members each.
- Listing Compliance: The Company is no longer compliant with NYSE Listed Company Manual Section 303A.07(a), which mandates a minimum of three independent directors on the audit committee.
Outlook, Risks, and Management Commentary
Management notified the NYSE of the non-compliance on January 5, 2023. The Company expects to appoint an additional independent director to the Board and Audit Committee as soon as practicable to regain compliance with NYSE listing standards. The filing includes standard forward-looking statement disclaimers regarding future performance and risks.
Investor Verification Checklist
- Verify the timeline for the appointment of a new independent director to restore NYSE compliance.
- Confirm the current composition of the Board and Audit Committee in subsequent filings.
- Review the Company's most recent 10-K or 10-Q for actual financial metrics, as this 8-K contains none.