Article 5.02 Departure of directors or certain officers; Election of directors; Appointment of certain leaders; Compensatory provisions of certain executives.
On October 19, 2022, Curtis A. Pollock., member of the board of directors of
Greystone AF Manager LLC (the “Greystone Manager Board”), which is the general partner of the general partner of America First Multifamily Investors, LP (the “Partnership”), has notified Greystone’s board of directors of its intention to resign effective October 24, 2022including in his capacity as the equivalent of a director of the Company. At Mr. Pollock’s the decision to resign did not result from a disagreement with the Partnership on any matter relating to the operations, policies or practices of the Partnership.
Appointment of administrator
On October 19, 2022, Greystone LB Holdings LLCas a sole member of Greystone AF Manager LLCappointed Hafize Gaye Erkan as a member of the Greystone Manager Board from October 24, 2022. In this regard,
Ms Erkan will act as a director of the limited partnership. Greystone’s Board of Directors has determined that Ms Erkan does not meet the independence standards established by the NASDAQ Listing Rules and the Rules of the SECOND.
As part of his appointment, Ms Erkan received 2,235 restricted unit awards under the America First Multifamily Investors, LP 2015 stock incentive plan. Mrs. Erkan’s Restricted unit awards vest in three equal installments on
November 30, 20222023 and 2024.
Except as described above with respect to Mrs. Erkan’s restricted unit allocation, there is no arrangement or understanding between Ms Erkan and any other person or entity under which Ms Erkan was appointed to the Greystone Board of Directors. In addition, there is no transaction between the limited partnership and Ms Erkan that require disclosure under Section 404(a) of Regulation SK. Biographical information for Ms Erkan is set out below.
Hafize Gaye Erkan, 42, is the CEO of Greystone and is a recognized financial services leader with deep expertise in banking, investments, risk management, technology and digital innovation. Prior to joining Greystone,
Ms Erkan spent nearly eight years at First Republic Bank, in roles including Co-Chief Executive Officer, Chairman, Board Member, Chief Investment Officer, Chief Deposit Officer and Co-Chief Risk Officer. She spent nearly a decade at Goldman Sachs as Managing Director and Head of Financial Institutions Group Strategy and Analytics, advising the boards and management teams of large WE banks and insurance companies on balance sheet management, stress testing and capital planning, risk management and mergers and acquisitions. In March 2022, Ms Erkan
joined the board of Fortune 500 company Marsh McLennan, and she served on the board of Tiffany & Co. from 2019 until the company was acquired by LVMH in 2021. She also serves on the board of directors of Tiffany & Co. Princeton University Operations Research Advisory Board and Financial Engineering Department.
Ms Erkan sits on the board of directors of the New York City Partnership
and is an active supporter of the National Coalition of Girls’ Schools. She is the founder of the First Republic Hafize Gaye Erkan Scholarship Program, a one-of-a-kind program that guides young women from underserved backgrounds toward purpose-driven lives through STEM education, mentorship, and mentorship. professional development. She is also a member of the Young Presidents Organizationthe
Council on Foreign Relationsand the International Women’s Forum. Ms Erkan
was valedictorian of the University of Bo?aziçi in Turkey with a BS in Industrial Engineering and earned a Ph.D. in Operational research and Financial Engineering of princeton university. She graduated from Harvard Business School Advanced Management Program and the Stanford Graduate School of Business Executive Program in direction.
On October 21, 2022the Partnership issued a press release announcing At Mr. Pollock’s resignation from Greystone’s board of directors, and Mrs. Erkan’s
appointment to Greystone’s Board of Directors. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K and incorporated by reference herein.
Certain statements in this report are intended to be covered by the “forward-looking statements” safe harbor under the Private Securities Litigation Reform Act of 1995. Such forward-looking statements can generally be identified by the use of statements that include, but are not limited to, expressions such as “believe”, “expect”, “future”, “anticipate”, “intend”, “plan”, “expect”, “may”, “should”, “will”, “estimate”, “potential”, “continue” or other similar words or expressions. Similarly, statements that describe objectives, plans or goals are also forward-looking statements. Such forward-looking statements involve inherent risks and uncertainties, many of which are difficult to predict and generally beyond the Partnership’s control. The Partnership cautions readers that a number of important factors could cause actual results to differ materially from those expressed, implied or projected by such forward-looking statements. Risks and uncertainties include, but are not limited to: anticipated changes in senior management and board members will not occur as currently anticipated; and other risks detailed in the Partnership SECOND
filings (including, but not limited to, the Partnership’s Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, and Current Reports on Form 8-K). Readers are urged to carefully consider these factors when evaluating forward-looking statements. ————————————————– —————————— If any of these risks or uncertainties materialize, or if any of the assumptions underlying underlying these forward-looking statements is incorrect, future developments and events with respect to the Partnership presented in this report may differ materially from those expressed or implied by these forward-looking statements. You are cautioned not to place undue reliance on such statements, which speak only as of the date of this document. We anticipate that subsequent events and developments will cause our expectations and beliefs to change. The Partnership undertakes no obligation to update these forward-looking statements to reflect events or circumstances after the date of this document or to reflect the occurrence of unforeseen events, unless required to do so by federal laws on securities.
Item 9.01 Financial statements and supporting documents.
(a) Not applicable.
(b) Not applicable.
(c) Not applicable.
99.1 Press Release dated October 21, 2022.
104 Cover Page Interactive Data File (embedded within the Inline XBRL document)
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