Welcome to the Claros Mortgage Trust 2026 Annual Meeting. My name is Madeline, and I will be your conference facilitator today. All participants will be in a listen-only mode. Please note, this event is being recorded. I would now like to hand over the meeting to Richard Mack, CEO and Chairman of Claros Mortgage Trust, to call the required annual meeting to order. Please proceed.
Good afternoon, ladies and gentlemen. I'm Richard Mack. It is my pleasure to welcome you to the company's 2020 stockholders. Thank you for making the time today. We appreciate your continued support and confidence in CMTG and our team. We are holding our annual meeting of stockholders virtually with stockholders attending via the web portal. With us today is Simon Coop from American Election Services, who will act as the inspector of election. The inspector of election will tabulate all votes and, where applicable, abstentions. We are also joined today by representatives of PricewaterhouseCoopers, our independent auditors. Our secretary will file the proof of mailing of notice of the meeting with the records of the meeting.
You are entitled to vote if you are a holder of record of our common stock as of the close of business on April 7, 2026, which was the record date, or if you are a proxy holder for a stockholder of record as of the close of business on the record date. I have been advised by the inspector of election that based upon a preliminary tabulation, stockholders entitled to cast the majority of all the votes entitled to be cast at this annual meeting are present virtually or by proxy. I therefore declare that a quorum is present and that the meeting is lawfully convened for the purpose of conducting the business indicated in the notice of annual meeting and corresponding proxy statement as supplemented. We will now turn to the business of the annual meeting.
We will present the proposals described in the notice of annual meeting and our proxy statement as supplemented. We will open the polls for voting after all items have been presented. On the virtual meeting webpage, you will find the rules of conduct for today's meeting. Please review these rules carefully. Note that only stockholders or authorized proxy holders who are logged into the meeting using their unique control number will be able to vote and submit questions at today's meeting. The first item of business is the election of nine individuals as directors of the company. Each nominee is nominated for a term expiring at the annual meeting of stockholders to be held in 2027 and until his or her successor is duly elected and qualifies.
In order to be elected as a director, a nominee must receive a plurality of the votes cast by holders of our common stock at this meeting. On May 19th, 2026, the company filed a supplement to the proxy statement with the SEC disclosing that in connection with his retirement from Almanac Realty Investors, Andrew Silberstein retired from our board effective May 11th, 2026, and is not standing for re-election at this annual meeting. Mr. Silberstein was originally elected to our board pursuant to Almanac's right to designate one director to our board. In accordance with that right, Almanac has designated Pike Aloian as the replacement designee for Mr. Silberstein, and accordingly, the board has named Mr. Aloian as substitute nominee. Any proxy or voting instruction previously submitted with respect to Mr. Silberstein will apply with respect to Mr. Aloian using the same voting instructions.
The board recommends that you vote for the election of each of its nine nominees, including Mr. Aloian as the board's substitute nominee for Mr. Silberstein. The proxy statement as supplemented, made available to our common stockholders, contains the names of the following nine director nominees, each of whom is standing for election today. They are as follows: Richard Mack, Michael McGillis, Steven Richman, Pike Aloian, Derrick Cephas, Mary Haggerty, Pamela Liebman, Denise Olsen, and Edward Walter. The second item of business is the ratification of the audit committee's appointment of PricewaterhouseCoopers LLP as the independent registered public accounting firm of the company for the fiscal year ending December 31st, 2026. Because stockholder ratification is not required, it will not be binding upon the company or the board.
Nonetheless, the audit committee and the board will take into account the outcome of this ratification vote when reviewing its future selection of our independent registered public accounting firm. Scott, would you like to make a statement?
I have no comments at this time.
Thank you, Scott. The third item of business is the approval on an advisory basis of the compensation of the company's named executive officers as disclosed in the compensation discussion and analysis, compensation tables, and narrative discussion of the proxy statement for this annual meeting. Because your vote is advisory, it will not be binding upon the company or board. Nonetheless, the compensation committee and the board will take into account the outcome of this advisory vote when determining compensation of the company's named executive officers. The fourth item of business is the approval of an amendment to the company's 2016 Incentive Award Plan, as disclosed in the proxy statement for this annual meeting. In order for the amendment to be approved, the item must receive a majority of the votes cast by holders of our common stock at this meeting. That was the final proposal for today's meeting.
The polls are now open, and we will proceed with the vote. Stockholders who have voted by mailed proxy, telephone, or internet do not need to vote again unless they wish to change their vote. Your shares will be voted in accordance with the instructions given in your proxy, or if no instruction was given for each of the nominees for director listed on your proxy card for the ratification or the appointment of the independent registered public accounting firm, for the resolution to approve on an advisory basis the compensation of our named executive officers, and for the approval of the amendment to the Claros Mortgage Trust, Inc. 2016 Incentive Award Plan. We are now available to answer any questions relating specifically to the proposals being considered. We will have a general question and answer session after the polls have closed and the votes have been tabulated.
Please note that we will only be answering questions that are within the parameters of the rules of conduct. Only from stockholders who have logged into the meeting using their unique control number are able to submit a question through the question area of the web portal. Chloe, are there any questions that have been submitted?
No, there are no questions at this time.
Thank you. We will pause for approximately 30 seconds before closing the voting polls. Everyone has had an opportunity to cast his or her ballot, and the polls are now closed. I have been advised that the Inspector of Election has completed the preliminary vote count. The Inspector of Election has informed me that each nominee for director has received a plurality of the votes cast. Based on these results, I hereby declare that each director nominee has been duly elected. The Inspector of Election has also informed me that the appointment of the independent registered public accounting firm has received a majority of the votes cast. Based on these results, I hereby declare that the appointment of the independent registered public accounting firm has been ratified.
The Inspector of Election has further informed me that the proposal to approve the compensation of named executive officers on an advisory basis has received a majority of the votes cast. Based on these results, I hereby declare that the resolution to approve on an advisory basis the compensation of our named executive officers has been approved. The Inspector of Election has also informed me that the amendment to the company's 2016 Incentive Award Plan has received a majority of the votes cast. Based on these results, I hereby declare that the resolution to approve the amendment has been approved. A final tally of the votes will be published within four days in a current report on Form 8-K to be filed with the Securities and Exchange Commission.
As these proposals were the only business of this formal part of the meeting, the business of the meeting is now concluded, and I declare the meeting adjourned. I want to thank all of you for attending today's meeting. Before we hang up, I will hand the call over to Chloe Balsley , investor relations, for any general questions. Chloe?
Thank you, Richard. We are now available to answer general questions. Please note that we will only be answering questions that are within the parameters of the rules of conduct. If you have a question, please submit your question now. There are no questions. Please proceed with your closing remarks. Apologies.
Thank you.
You can conclude the call, Richard.
Yeah. Thank you. This concludes the call. I want to thank all of you for your interest in the affairs of Claros Mortgage Trust. Operator, we can now conclude the call. Thank you all for joining.
Thank you. This call is now concluded. All parties will be disconnected. Have a pleasant day.