ARES COMMERCIAL REAL ESTATE CORP : Change in Directors or Principal Officers, Regulation FD Disclosure, Financial Statements and Exhibits (form 8-K)
Item 5.02 Resignation of Directors or certain officers; Election of directors; Appointment of certain officers; Compensation Agreements for Certain Executives.
On and with effect from December 16, 2021, the board of directors (the “Board”) of Ares Commercial Real Estate Corporation (the “Company”) increased the board of directors from seven to eight members and appointed Rebecca J. Parekh as Class I independent director, to fill the vacancy created by such an increase. Ms. Parekh’s initial tenure as a Class I director ends at the Company’s annual general meeting in 2022. The Board of Directors has determined that Ms. Parekh is “independent” within the meaning of the Securities and Exchange Commission’s (the “SEC”) independence standards and rules the New York Stock Exchange is. As an independent director, Ms. Parekh receives the same compensation as the company’s other independent directors, as detailed in the company’s other filings with the SEC. Ms. Parekh, 43, has been the Co-Founder and Chief Executive Officer of The Well since 2016. From 2011 to 2016, Ms. Parekh held various management positions at other health and wellness organizations. Before moving to the health and wellness sector, she was Head of the US Private Institutional Client Group and Head of Cross Product Sales for Deutsche Bank. During her ten-plus years at Deutsche Bank, Ms. Parekh held various other roles, mainly focusing on structured loans. She was also a member of Deutsche Bank’s steering committee for the women’s network. Ms. Parekh is currently a consultant to the Tufts Friedman School of Nutrition Entrepreneurship Program and sits on the boards of several socially effective companies and charitable foundations. She received her bachelor’s degree from the University of Michigan. Ms. Parekh’s significant business building, strategic thinking and cultural leadership experience, as well as her experience in the banking and customer service industries, will provide the board with valuable knowledge, insight and perspective. There are no agreements or understandings between Ms. Parekh and any other person under which Ms. Parekh has been selected to be the company’s director. There are no related party transactions (within the meaning of Article 404 (a) of SEC Regulation SK) between Ms. Parekh and the company.
Point 7.01 Ordinance FD Disclosure.
On December 16, 2021, the company issued a news release announcing the appointment of Rebecca J. Parekh as the company’s Class I Independent Director. The text of the press release is attached to this Form 8-K as Appendix 99.1.
The information disclosed under this Section 7.01, including Appendix 99.1 hereto, is provided and shall not be deemed “filed” within the meaning of Section 18 of the Securities Exchange Act of 1934 and shall not be deemed to be by reference under the Securities Act of 1933, unless because, this is expressly indicated by a special reference in such a submission.
Item 9.01 Annual financial statements and annexes.
(d) Exhibits: Exhibit number Description 99.1 Press release of December 16, 2021 104 Interactive data file of the cover sheet – the XBRL tags of the cover sheet are embedded in the inline XBRL document 2
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