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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):
August 10, 2026
Starwood
Property Trust, Inc.
(Exact name of registrant as specified in its
charter)
Maryland
(State or other jurisdiction of
incorporation) |
|
001-34436
(Commission File Number) |
|
27-0247747
(IRS Employer Identification No.) |
|
2340
Collins Avenue, Suite 700
Miami
Beach, FL |
|
33139 |
| (Address of principal |
|
(Zip Code) |
| executive offices) |
|
|
Registrant's telephone number, including area code:
(305) 695-5500
(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:
| ¨ | 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 class |
Trading
Symbol(s) |
Name of each exchange on which
registered |
| Common
stock, $0.01 par value per share |
STWD |
New
York Stock Exchange |
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 5.02. | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements
of Certain Officers |
Appointment of Jeffrey F. DiModica to Board of Directors
Effective August 10, 2026, the Board of Directors
(the “Board”) of Starwood Property Trust, Inc. (the “Company”) appointed Jeffrey F. DiModica to serve as a member
of the Board. Mr. DiModica will also serve as a member of the Investment Committee of the Board.
Mr. DiModica, age 59, has served as the President of the Company since
2014. In his current role, he leads and serves as a member of the investment committee of each of the Company’s business lines,
including Large Loan Lending, Residential Lending, Infrastructure Lending, Property Investing, and Investing & Servicing, which collectively
have approximately $31 billion of assets under management. Mr. DiModica additionally serves as a Senior Managing Director of an affiliate
of the manager of the Company. He previously served as a director of the Company from its inception in 2009 until July 2014.
Prior to serving as the President of the Company,
from 1993 to 2014, Mr. DiModica served in various investment banking roles at Royal Bank of Scotland and Merrill Lynch. Mr. DiModica began
his career in the Merchant and Investment Banking Group of the Commercial Real Estate Department at Chemical Bank from 1989 to 1991. Mr.
DiModica received a B.S./B.A. degree with distinction and a concentration in Finance from Boston University in 1989 and an M.B.A. degree
from the Amos Tuck School at Dartmouth College in 1993. He received his Chartered Financial Analyst designation in 1995. Mr. DiModica
serves on the Miami Advisory Board of the Posse Foundation and was the founding president of MitoAction, a support, education and advocacy
group for families affected by mitochondrial disease.
Mr. DiModica’s background, experience and
record in both the commercial real estate markets and as a senior executive and director of the Company enable him to provide the Board
with important perspectives on the Company’s investments and operations and the current state of the global commercial real estate
markets.
Mr. DiModica will not receive compensation for
his service on the Board. He will not be considered an independent director due to his position as the President of the Company. For more
information on the relationship and transactions between the Company and both Mr. DiModica and its manager and affiliates, please refer
to the section entitled “Certain Relationships and Related Transactions” in the Company’s Proxy Statement for the 2026
Annual Meeting of Stockholders, filed with the Securities and Exchange Commission on March 13, 2026.
Departure of Jeffrey G. Dishner from Board of Directors
Effective August 10, 2026, Jeffrey G. Dishner resigned
as a member of the Board and its Investment Committee. Mr. Dishner’s decision to resign did not involve any disagreement with the
Company on any matter relating to the Company’s operations, policies or practices. Mr. Dishner served as a member of the Board since
the Company’s inception in 2009, and the Company is grateful to Mr. Dishner for his 17 years of service to the Company.
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.
| Dated: August 12, 2026 |
STARWOOD PROPERTY TRUST, INC. |
| |
|
|
| |
By: |
/s/ Barry Sternlicht |
| |
Name: |
Barry Sternlicht |
| |
Title: |
Chief Executive Officer |
