Arbor Realty Trust, Inc. 8-K Filings

Arbor Realty Trust presents an update on its multifamily-focused mortgage REIT platform, built on two complementary engines: a $12.1B structured loan portfolio and a $36.7B GSE servicing portfolio as of June 30, 2026. Servicing generates prepayment-protected annual revenue of about $128M on loans with a 6-year weighted average remaining life, plus roughly $55M of earnings on ~$1.7B of cash and escrow balances.

The loan book is concentrated in bridge lending on multifamily and single-family rental properties, with a weighted average loan-to-value of 77% and average loan size of $24.7M. Combined non-performing assets were 8.5% of the total portfolio in 2Q26, and management outlines a visible path to resolve approximately $1.1B of non-performing assets and reduce REO from $545M to about $300M by year-end 2026.

Arbor highlights an enterprise value of $13.5B, a $2.6B pool of high-quality unencumbered assets and diversified funding across CRE CLOs, unsecured notes, preferred equity and warehouse lines. Distributable earnings were 246,184 (000s) in 2025 and 68,714 (000s) in the first half of 2026, producing an average distributable ROE of 8.6% over that period.

Arbor Realty Trust reported a GAAP net loss attributable to common stockholders of $37.3 million, or $(0.20) per diluted share, for the quarter ended June 30, 2026, versus net income of $24.0 million, or $0.12 per share, a year earlier. Distributable earnings were $21.7 million, or $0.10 per diluted share, compared with $52.1 million, or $0.25 per share, in the prior-year quarter. Results reflected a $38.2 million CECL loan-loss provision, a $12.9 million provision for loss-sharing obligations, $13.6 million of real estate owned impairments and nineteen non-performing loans totaling $428.8 million of unpaid principal balance.

The fee-based servicing portfolio totaled $36.70 billion and the structured loan portfolio had $12.11 billion of unpaid principal balance at quarter end. The board declared a quarterly common dividend of $0.17 per share, compared with $0.30 in the prior-year quarter. Arbor undertook significant capital actions, including redeeming in full a $787.0 million legacy CLO, issuing $375.0 million of 6.25% convertible senior notes due 2029, redeeming $270.0 million of 4.50% senior notes due 2026 and repurchasing $114.3 million of common stock at $5.42 per share plus an additional $20.8 million at $5.85 per share.

Arbor Realty Trust, Inc. issued and sold $375 million of 6.25% Convertible Senior Notes due 2029 in a private offering to qualified institutional buyers. The notes are senior unsecured, pay interest semiannually and mature on July 1, 2029, unless earlier converted or repurchased.

The notes are initially convertible at 164.0016 shares per $1,000 of principal, with a maximum adjusted rate of 184.5018 shares, allowing up to 69,188,175 shares of common stock to be issued on conversion. Arbor cannot redeem the notes before maturity, and holders may require repurchase at par plus interest after a fundamental change.

Gross proceeds will fund several actions: repurchasing 2,140,300 shares for about $11.6 million, paying about $102.7 million into a prepaid forward stock purchase on 18,941,200 shares, redeeming in full $270 million of 4.50% senior notes due September 1, 2026 at par plus interest, and supporting general corporate purposes.

Arbor Realty Trust, Inc. priced an upsized private offering of $325 million aggregate principal amount of 6.25% Convertible Senior Notes due July 1, 2029, sold to qualified institutional buyers. The company also granted an option for up to an additional $50 million of notes.

The notes are senior unsecured, pay interest semiannually starting January 1, 2027, and are not redeemable by Arbor before maturity. They are initially convertible at 164.0016 shares per $1,000 principal, implying an initial conversion price of about $6.10 per share, a roughly 12.5% premium to the $5.42 closing stock price on June 30, 2026.

Arbor plans to use the $325 million in gross proceeds, or $375 million if the option is fully exercised, to repurchase about 2.1 million shares for roughly $11.6 million, enter a prepaid forward stock repurchase of about $102.7 million covering initially about 18.9 million shares, redeem in full its outstanding $270 million 4.50% Senior Notes due September 1, 2026, and apply any remaining funds to general corporate purposes.

Arbor Realty Trust, Inc. reported the results of its virtual annual stockholders meeting held on May 20, 2026. Stockholders elected four Class II directors—Ivan Kaufman, Melvin F. Lazar, Carrie Wilkens and John Natalone—to serve until the 2029 annual meeting and until their successors are elected and qualified.

Investors also approved an amendment and restatement of Arbor’s 2024 Amended Omnibus Stock Incentive Plan, as described in the 2026 proxy statement. They ratified Ernst & Young LLP as independent registered public accounting firm for 2026 and approved, on an advisory basis, the compensation of Arbor’s named executive officers.

Arbor Realty Trust, Inc. furnished an investor presentation highlighting its multifamily-focused mortgage REIT platform and portfolio performance. The company operates two main businesses: a $12.0B structured loan portfolio and a $36.3B agency servicing portfolio as of March 31, 2026, generating diversified, largely recurring revenue.

The presentation emphasizes Arbor’s annuity-like cash flows, including roughly $129M in annual prepayment-protected servicing revenue and about $66M in annual earnings from approximately $2.0B of cash and escrow balances. Management reports a 16% book value increase over six years, a 9.2% average ROE for 2025 and 1Q26, and a long record in multifamily lending.

Arbor also details non-performing assets, which represented about 8.0% of the total portfolio at March 31, 2026, and are estimated to be reducing annual earnings by $75M–$95M. The company outlines an aggressive 2026 resolution plan for roughly $480M of delinquencies and $520M of REO assets, aiming to substantially reduce this drag by year end.

Arbor Realty Trust, Inc. reported sharply weaker first-quarter 2026 results while declaring a quarterly common dividend of $0.17 per share. GAAP net income attributable to common stockholders fell to $0.6 million, or $0.00 per diluted share, from $30.4 million, or $0.16 per share, a year earlier. Distributable earnings dropped to $14.4 million, or $0.07 per diluted share, compared with $57.3 million, or $0.28 per share, for the first quarter of 2025. The company cited higher expenses, including a $12.5 million impairment on real estate owned and higher loss provisions.

Arbor’s fee-based servicing portfolio remained sizable at $36.31 billion unpaid principal balance, with servicing revenue, net of amortization, of $25.7 million in the quarter. The structured loan and investment portfolio had $12.00 billion of unpaid principal balance at a 7.03% weighted average interest rate including fees, while debt financing this portfolio totaled $10.71 billion at a 6.40% weighted average cost including fees. The company also completed a $762.6 million collateralized securitization and continued to manage credit quality with 19 non-performing loans totaling $481.5 million unpaid principal balance and a $131.2 million allowance for loan losses.

Arbor Realty Trust, Inc. completed a $762.6 million commercial real estate mortgage loan securitization through its subsidiary Arbor Realty Commercial Real Estate Notes 2026-FL1, LLC. The vehicle issued about $674.0 million of investment grade-rated notes and Arbor retained approximately $88.6 million of subordinate interests.

The securitization is backed by real estate related assets and cash with a face value of about $762.6 million, primarily first-lien mortgage bridge loans, and includes roughly $100 million of capacity to acquire additional loans for up to 180 days. The offered notes carry an initial weighted average interest rate of approximately 1.73% over Term SOFR, pay interest monthly, and have a stated maturity in September 2043, with expected repayment earlier based on collateral performance.

Arbor intends to treat the transaction as on-balance-sheet financing and hold the collateral portfolio to maturity. The company plans to use proceeds to repay borrowings under existing credit facilities, cover transaction expenses, and fund future loans and investments, while complying with risk-retention rules by retaining Income Notes equal to at least 5% of the aggregate fair value of the notes.

Arbor Realty Trust furnished a March 2026 investor presentation outlining its strategy and recent performance as an internally managed commercial mortgage REIT focused on multifamily lending. The company operates two main platforms: structured balance sheet lending and an agency origination and servicing business.

As of December 31, 2025, Arbor reported a $12.1B structured loan portfolio and a $36.2B agency servicing portfolio generating about $129M of annual prepayment‑protected revenue. 2025 distributable earnings were $246.2M, or $1.17 per common share, with a 9.9% return on equity and $1.20 in annual common dividends.

The presentation highlights deleveraging to a 3.3x debt‑to‑equity ratio, a diversified capital structure with significant non‑recourse CLO and securitized funding, and a $3.2B unencumbered asset pool. Arbor also details plans to resolve non‑performing assets that are currently reducing annual earnings by an estimated $80M–$100M.

Arbor Realty Trust reported significantly lower results for the fourth quarter and full year 2025 but continued to grow its lending and servicing platforms. Fourth quarter net income was $14.6 million, or $0.07 per diluted common share, down from $59.8 million, or $0.32, a year earlier. Full year net income was $107.4 million, or $0.56 per diluted share, compared with $223.3 million, or $1.18, for 2024.

Distributable earnings for the quarter were $41.2 million, or $0.19 per diluted share, versus $81.6 million, or $0.40, a year earlier; for the full year they were $223.6 million, or $1.07, compared with $358.0 million, or $1.74. The board declared a quarterly cash dividend of $0.30 per common share for the quarter ended December 31, 2025.

Operationally, Arbor originated $1.63 billion of agency loans and $1.10 billion of structured loans in the quarter, and its fee-based servicing portfolio reached $36.20 billion of unpaid principal balance at December 31, 2025. The structured loan and investment portfolio had unpaid principal of $12.11 billion with a weighted average current pay rate of 6.49%. The company issued $400 million of 8.50% senior unsecured notes due 2028 and, over the year, issued $900.0 million of senior unsecured notes, repaid $557.5 million of unsecured debt and added approximately $340 million of liquidity, while also unwinding several CLO vehicles to generate additional liquidity.

Arbor Realty Trust appointed Yoni Goodman as Executive Vice President and Chief Operating Officer, effective February 17, 2026, under a new five-year employment agreement that can automatically extend for another five years. Goodman previously held senior roles at Green Pine Real Estate and Meridian Capital Group.

The agreement provides a $1,000,000 annual base salary and eligibility for annual cash bonuses with threshold, target and maximum opportunities of $1,500,000, $3,000,000 and $4,500,000, with at least $2,000,000 for 2026. Beginning in 2027, he is expected to receive annual equity awards of at least $1,000,000 in restricted stock, generally vesting over three years.

Goodman is also eligible for a multi-year performance equity package for 2026–2030, including up to $20,000,000 in restricted stock tied to new business volume and $5,000,000 of performance-based RSUs linked to total shareholder return. The agreement includes severance, vesting and COBRA benefits upon certain terminations, all conditioned on compliance with restrictive covenants.

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, Inc. filed an 8-K stating it issued a press release with earnings for the quarter ended September 30, 2025. The release is furnished as Exhibit 99.1.

The company’s securities trade on the NYSE: ABR (common), ABR-PD (6.375% Series D preferred), ABR-PE (6.25% Series E preferred), and ABR-PF (6.25% Series F fixed-to-floating preferred).

Arbor Realty Trust disclosed that a consolidated subsidiary completed a commercial real estate mortgage securitization issuing nine classes of notes with an aggregate principal amount of $1,050,000,000 — including $933,187,000 of investment-grade-rated Offered Notes and $116,813,000 of below-investment-grade notes purchased by an Arbor subsidiary. The collateral backing the Secured Notes has a face value of approximately $1,050,000,000, comprised primarily of first-lien mortgage bridge loans.

Proceeds will repay borrowings under Arbor’s credit facilities, cover transaction expenses and fund future loans and investments. The Offered Notes carry an initial weighted average interest rate of about 1.82% plus Term SOFR, pay interest monthly beginning on August 20, 2025, and have a stated maturity in January 2043. Arbor will treat the issuance as financing on its balance sheet, the transaction includes a replenishment period for replacement collateral, and certain subordinate classes were purchased by Arbor affiliates.