8-K 1 nc10001886x1_8k.htm FORM 8-K

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): May 14, 2019



CHERRY HILL MORTGAGE INVESTMENT CORPORATION
(Exact name of registrant as specified in its charter)



Maryland
001-36099
46-1315605
(State or other jurisdiction
of incorporation)
Commission
File Number
(IRS Employer
Identification No.)

1451 Route 34, Suite 303
Farmingdale, NJ 07727
(Address of principal executive offices, including zip code)

877.870.7005
(Registrant’s telephone number, including area code)

(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))

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. 

Securities registered or to be 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
CHMI
New York Stock Exchange
8.20% Series A Cumulative Redeemable Preferred Stock, $0.01 par value per share
CHMI-PRA
New York Stock Exchange
8.250% Series B Fixed-to-Floating Rate Cumulative Redeemable
Preferred Stock, $0.01 par value per share
CHMI-PRB
New York Stock Exchange

Item 8.01.
Other Events.

Cherry Hill Mortgage Investment Corporation (the “Company”) is filing this Current Report on Form 8-K solely for the purpose of incorporating by reference the disclosure set forth in Exhibit 99.1 attached hereto (Additional Material U.S. Federal Income Tax Considerations). The information in Exhibit 99.1 attached hereto supplements the discussions of material U.S. federal income tax considerations contained in (or deemed to be incorporated in) the following registration statements and any related prospectuses that the Company has filed with the Securities and Exchange Commission:

·
Registration Statement on Form S-8 (File No. 333-191600);

·
Registration Statement on Form S-3 (File No. 333-200151); and

·
Registration Statement on Form S-3 (File No. 333-221725).

Item 9.01.
Financial Statements and Exhibits.

(d) Exhibits:

Exhibit
    No.    
  
Exhibit Description
   
  
Additional Material U.S. Federal Income Tax Considerations.
 


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized.

 
CHERRY HILL MORTGAGE INVESTMENT CORPORATION
 
 
 
 
By:
/s/ Martin J. Levine
 
 
Martin J. Levine
Date: May 14, 2019
 
Chief Financial Officer