Arbor Realty Trust Inc SEC Filings

Arbor Commercial Mortgage, LLC reported beneficial ownership of 13,019,800 shares of Arbor Realty Trust, Inc. common stock, representing 6.2% of the outstanding class as of December 31, 2025. All of these shares are held with shared voting and shared dispositive power, with no sole voting or dispositive authority.

The filing states that Ivan Kaufman beneficially owns these 13,019,800 shares because of his direct and indirect ownership interest in Arbor Commercial Mortgage, LLC. The Schedule 13G indicates that ownership remains above the 5% reporting threshold and confirms no change to a smaller, non-reportable position.

Arbor Realty Trust, Inc. reported a planned board transition. On December 29, 2025, longtime director Joseph Martello, who has served since 2003, notified the company of his decision to retire and resign from the Board of Directors effective December 31, 2025. The company states that his resignation did not result from any disagreement regarding operations, policies, or practices.

To fill the resulting vacancy, the Board elected John Natalone as a Class II director on January 5, 2026. His appointment was not made pursuant to any arrangement or understanding with another person. The Board determined that he is not independent under applicable stock exchange listing standards and has not appointed him to any board committees. His director compensation will follow the existing program described in Arbor Realty Trust’s April 17, 2025 proxy statement.

Arbor Realty Trust, Inc. disclosed that subsidiary Arbor Realty SR, Inc. has issued and sold $400 million of 8.50% Senior Notes due December 15, 2028 in a private offering. The notes are senior unsecured obligations of the subsidiary and are fully and unconditionally guaranteed on a senior unsecured basis by the parent. Interest is payable at 8.50% per year on June 15 and December 15, beginning on June 15, 2026.

The company intends to use a portion of the net proceeds to refinance, redeem or otherwise repay its remaining outstanding 7.75% Senior Notes due 2026 and 5.00% Senior Notes due 2026, with any remainder for general corporate purposes. Before September 15, 2028, the issuer may redeem the notes at a make-whole price, or up to 40% at 108.500% using proceeds of certain equity offerings; on and after that date, it may redeem at 100% plus accrued interest. The notes include covenants on unencumbered assets, additional indebtedness and major transactions, customary events of default, and a requirement to offer to repurchase at 101% if a defined Change of Control Triggering Event occurs. The securities were sold only to qualified institutional buyers under Rule 144A and to non-U.S. persons under Regulation S and are not registered under the Securities Act.

Arbor Realty Trust, Inc. reported that its subsidiary, Arbor Realty SR, Inc., has priced an offering of $400 million aggregate principal amount of 8.50% Senior Notes due 2028 in a private transaction. The Notes are being offered to qualified institutional buyers under Rule 144A and to certain non-U.S. persons under Regulation S. The company states that the Notes and their related guarantee are not registered under U.S. securities laws and may only be sold under applicable exemptions. A press release detailing the pricing was issued on December 11, 2025.

Arbor Realty Trust director reports stock purchase and RSU dividend equivalents. Director William C. Green bought 12,800 shares of Arbor Realty Trust common stock on November 28, 2025 in an open market purchase at an average price of $9.02 per share, bringing his directly held stake to 205,418 shares.

On November 26, 2025, he also received 1,476 fully vested restricted stock units (RSUs) as a dividend equivalent on his existing RSUs, with 45,904 derivative securities beneficially owned afterward. He has elected to defer receipt of the underlying common stock until his board service ends or an earlier change in control, under a pre-established deferral election.

Arbor Realty Trust Inc. director Kenneth J. Bacon reported a compensation-related equity transaction. On November 26, 2025, he received 335 fully vested Restricted Stock Units (RSUs) of Arbor Realty Trust, Inc. in lieu of the dividend equivalent that was due on his existing RSUs and paid by the company on that same date. These RSUs represent a right to receive shares of common stock with a stated price of $9.03 per share and increase his derivative securities holdings to 10,426 RSUs held directly.

Mr. Bacon has elected to defer both his dividend equivalents and the receipt of the common stock underlying these RSUs until January 1, 2027, or earlier if there is a change in control of the company or his service as a director ends, consistent with a pre-established deferral election.

Arbor Realty Trust director reports dividend-equivalent RSUs

Arbor Realty Trust, Inc. director Melvin F. Lazar reported receiving 1,161 fully vested restricted stock units (RSUs) of the company on November 26, 2025. These RSUs were granted in lieu of the dividend equivalent due on his existing RSUs and were paid by the company on the same date. Following this transaction, Mr. Lazar beneficially owned 36,101 derivative securities in the form of RSUs. He has elected to defer both his dividend equivalents and the receipt of the common stock issuable upon RSU conversion until his board service ends, or earlier upon a change in control, under a pre-established deferral election.

Arbor Realty Trust CEO Ivan Kaufman filed a Form 4 reporting internal transfers of his equity interests in the company. On 11/17/2025, he moved 334,700 shares of common stock and 80,161 shares of special voting preferred stock between his direct ownership and IK Main LLC, a limited liability company that he wholly owns and manages. The filing states these transfers were made for administrative convenience and did not involve any sale of securities or change in his beneficial ownership. He also reports indirect holdings through Arbor Commercial Mortgage, LLC and related partnership common units linked to Arbor Realty Trust common stock.

Arbor Realty Trust (ABR)