STOCK TITAN

Ares Commercial Real Estate (NYSE: ACRE) holders back directors, auditor and pay at 2026 meeting

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Ares Commercial Real Estate Corporation reported shareholder voting results from its 2026 Annual Meeting of Stockholders held on May 27, 2026. Stockholders elected Class II directors William S. Benjamin and Caroline E. Blakely to serve until the 2029 annual meeting and until their successors are elected and qualify.

Stockholders also ratified Ernst & Young LLP as the company’s independent registered public accounting firm for the fiscal year ending December 31, 2026, with 36,662,962 votes for, 328,926 against and 2,908,831 abstentions. In addition, they approved, on a non‑binding advisory basis, the compensation of the company’s named executive officers, with 19,848,823 votes for, 2,518,989 against, 283,582 abstentions and 17,249,325 broker non‑votes.

Positive

  • None.

Negative

  • None.
Item 5.07 Submission of Matters to a Vote of Security Holders Governance
Results of a shareholder vote on proposals at an annual or special meeting.
Votes for Benjamin 15,754,104 votes Election of Class II director William S. Benjamin
Votes for Blakely 15,832,783 votes Election of Class II director Caroline E. Blakely
Auditor ratification for 36,662,962 votes Ratification of Ernst & Young LLP for fiscal year ending December 31, 2026
Auditor ratification against 328,926 votes Votes against Ernst & Young LLP ratification
Say-on-pay for 19,848,823 votes Non-binding advisory approval of named executive officer compensation
Say-on-pay against 2,518,989 votes Non-binding advisory vote against named executive officer compensation
Broker non-votes 17,249,325 shares Broker non-votes on director elections and advisory compensation proposal
Annual Meeting of Stockholders financial
"held its 2026 Annual Meeting of Stockholders (the “Annual Meeting”)."
independent registered public accounting firm financial
"ratified the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm"
An independent registered public accounting firm is an outside accounting company officially registered with the government regulator to examine and report on a public company's financial records and controls. Investors treat its reports like an impartial inspector’s certificate — they add credibility to financial statements, help spot errors or misleading claims, and reduce the risk that shareholders are relying on unchecked or biased numbers.
non-binding, advisory basis financial
"approved on a non-binding, advisory basis, the compensation of the Company’s named executive officers."
broker non-votes financial
"VOTES FOR | VOTES WITHHELD | BROKER NON-VOTES"
Broker non-votes occur when a brokerage firm is unable to vote on a shareholder’s behalf during a company election or decision because the shareholder has not given specific voting instructions, and the broker is not allowed or chooses not to vote on certain matters. They are important because they can affect the outcome of votes, especially when the results are close, by effectively reducing the total number of votes cast.
named executive officers financial
"the compensation of the Company’s named executive officers."
Named executive officers are the senior company leaders whose names, roles and compensation are singled out in required regulatory filings; this typically includes the chief executive, chief financial officer and the next highest‑paid senior officers. Investors treat this list like a team roster — it shows who makes key decisions, how they are paid and whether incentives align with shareholder interests, so changes or pay patterns can signal governance quality, risk or strategic shifts.
See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google
Add on Google
False000152937700015293772026-05-272026-05-27

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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): May 27, 2026

ARES COMMERCIAL REAL ESTATE CORPORATION
(Exact Name of Registrant as Specified in Charter)
 
Maryland 001-35517 45-3148087
(State or Other Jurisdiction
of Incorporation)
 (Commission
File Number)
 (IRS Employer
Identification No.)
 
245 Park Avenue, 42nd Floor,New York,NY10167
(Address of Principal Executive Offices)(Zip Code)
 
Registrant’s telephone number, including area code (212750-7300
 
(Former Name or Former Address, if Changed Since Last Report)
 
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 (see General Instruction A.2. below):
 
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))

Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading Symbol(s)Name of each exchange on which registered
Common Stock, $0.01 par value per shareACRENew York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in 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. o









Item 5.07 Submission of Matters to a Vote Security Holders.

On May 27, 2026, Ares Commercial Real Estate Corporation (the “Company”) held its 2026 Annual Meeting of Stockholders (the “Annual Meeting”). A quorum was present at the Annual Meeting and the Company’s stockholders: (i) elected the two Class II directors named below; (ii) ratified the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026; and (iii) approved on a non-binding, advisory basis, the compensation of the Company’s named executive officers. The final voting results from the Annual Meeting were as follows:

(1) A proposal to elect two Class II directors to serve until the Company’s 2029 annual meeting of stockholders, and until their successors have been duly elected and qualify.

VOTES FOR
VOTES WITHHELD
BROKER NON-VOTES
William S. Benjamin
15,754,104
6,897,290
17,249,325
Caroline E. Blakely
15,832,783
6,818,611
17,249,325


(2) A proposal to ratify the selection of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026.

VOTES FOR
VOTES AGAINST
VOTES ABSTAINED
36,662,962
328,926
2,908,831


(3) A proposal for the non-binding, advisory vote to approve the compensation of the Company’s named executive officers.

VOTES FOR
VOTES AGAINST
VOTES ABSTAINEDBROKER NON-VOTES
19,848,823
2,518,989
283,582
17,249,325
2



SIGNATURE
 
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.
 
  ARES COMMERCIAL REAL ESTATE CORPORATION
   
Date: June 1, 2026/s/ Anton Feingold
 Name:Anton Feingold
 Title:General Counsel, Vice President and Secretary
    



3

FAQ

What did Ares Commercial Real Estate (ACRE) stockholders vote on at the 2026 annual meeting?

Stockholders voted on three key items: electing two Class II directors, ratifying Ernst & Young LLP as auditor for 2026, and approving on a non-binding basis the compensation of named executive officers, all of which received shareholder approval.

Who was elected to the Ares Commercial Real Estate (ACRE) board at the 2026 annual meeting?

Stockholders elected Class II directors William S. Benjamin and Caroline E. Blakely. They will serve until the company’s 2029 annual meeting of stockholders and remain in office until their successors are duly elected and qualify under the company’s governance framework.

Did Ares Commercial Real Estate (ACRE) stockholders ratify the company’s auditor for 2026?

Yes. Stockholders ratified Ernst & Young LLP as the independent registered public accounting firm for the fiscal year ending December 31, 2026, with 36,662,962 votes for, 328,926 votes against and 2,908,831 votes abstaining, confirming the audit firm’s appointment.

How did Ares Commercial Real Estate (ACRE) stockholders vote on executive compensation in 2026?

Stockholders approved, on a non-binding advisory basis, the compensation of the company’s named executive officers. The vote totaled 19,848,823 for, 2,518,989 against, 283,582 abstentions and 17,249,325 broker non-votes, indicating overall support for the disclosed pay program.

What are broker non-votes in the Ares Commercial Real Estate (ACRE) 2026 meeting results?

Broker non-votes are shares held by brokers that were not voted on certain proposals. In the 2026 meeting, director elections and the advisory vote on executive compensation each showed 17,249,325 broker non-votes, reflecting uninstructed shares on these matters.

Filing Exhibits & Attachments

3 documents