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Section 1: 8-K (FORM 8-K)

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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): April 20, 2020

 

Walker & Dunlop, Inc.

(Exact name of registrant as specified in its charter)

 

Maryland   001-35000   80-0629925
(State or other jurisdiction
of incorporation)
  (Commission
File Number)
  (IRS Employer
Identification No.)

 

7501 Wisconsin Avenue
Suite 1200E
Bethesda, MD
  20814
(Address of principal executive offices)   (Zip Code)

 

(Registrant’s telephone number, including area code): (301215-5500

 

Not applicable

(Former name or former address, if changed since last report)

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class Trading Symbol

Name of each exchange on which 

registered

Common Stock, Par Value $0.01 WD New York Stock Exchange

 

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))

 

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 7.01 Regulation FD Disclosure.

 

On April 20, 2020, Walker & Dunlop, Inc. (the “Company”) issued a press release announcing a change in the place of its 2020 Annual Meeting of Stockholders (the “Annual Meeting”) to a meeting by remote communication. A copy of the press release is furnished as Exhibit 99.1 hereto and incorporated by reference herein. Further information regarding the change in the place of the Annual Meeting can be found in the proxy statement supplement filed by the Company with the Securities and Exchange Commission on April 20, 2020.

 

The information set forth in this Item 7.01, including Exhibit 99.1, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section. The information set forth in this Item 7.01, including Exhibit 99.1, shall not be deemed incorporated by reference into any other filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

 

Item 9.01 Financial Statements and Exhibits.

 

Exhibit

Number

Description
99.1 Press Release dated April 20, 2020
104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

 

 

 

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.

 

Date: April 20, 2020 WALKER & DUNLOP, INC.
   
  By:   /s/ Richard M. Lucas
    Richard M. Lucas
    Executive Vice President, General Counsel, and Secretary

 

 

 

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Section 2: EX-99.1 (EXHIBIT 99.1)

Exhibit 99.1

 

Walker & Dunlop Announces Change of Place of

2020 Annual Meeting of Stockholders

 

Bethesda, Maryland – April 20, 2020 – Walker & Dunlop, Inc. (NYSE: WD) today announced a change in the place of its 2020 Annual Meeting of Stockholders (the “Annual Meeting”), to be held on Thursday, May 14, 2020, at 10:00 a.m., Eastern Daylight Time, due to the public health risks and associated stay at home orders related to the coronavirus pandemic. The Annual Meeting will be held by remote communication only, in a virtual meeting format. Stockholders will not be able to attend the Annual Meeting in person. As described in the proxy materials previously distributed in connection with the Annual Meeting, only stockholders at the close of business on March 13, 2020, the record date, are entitled to vote at the Annual Meeting.

 

Stockholders can attend the Annual Meeting at www.meetingcenter.io/269882278 and login by entering their 15-digit control number. The Annual Meeting password is WD2020. Instructions on how to locate or receive a control number can be found in the proxy statement supplement filed by the Company with the Securities and Exchange Commission on April 20, 2020. Once admitted, stockholders will be able to participate in the meeting, submit questions or vote by following the instructions that will be available on the meeting website. The items of business to be considered at the Annual Meeting are the same as set forth in the meeting notice previously mailed or made available to stockholders.

 

About Walker & Dunlop

Walker & Dunlop (NYSE: WD), headquartered in Bethesda, Maryland, is one of the largest commercial real estate finance companies in the United States. The company provides a comprehensive range of capital solutions for all commercial real estate asset classes, as well as investment sales brokerage services to owners of multifamily properties. Walker & Dunlop is included on the S&P SmallCap 600 Index and was ranked as one of FORTUNE Magazine’s Fastest Growing Companies in 2014, 2017, and 2018. Walker & Dunlop’s 800+ professionals in 40 offices across the nation have an unyielding commitment to client satisfaction.

 

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