Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On September 21, 2021, the Board of Directors of BBX Capital, Inc. (the
"Company") appointed Marcia Barry-Smith to the Company's Board of Directors.
Since 2012, Ms. Barry-Smith has served as President and CEO of MBS Consulting
Services. Prior to joining MBX Consulting Services, Ms. Barry-Smith was employed
in the banking industry for over 30 years, including serving as Senior Vice
President and CRA Officer of BankAtlantic and Senior Vice President of Citizens
Federal Bank.
As compensation for her service on the Company's Board of Directors, Ms.
Barry-Smith will receive the Company's standard compensation for non-employee
directors, which is currently an annual cash retainer of $100,000.
There is no arrangement or understanding between Ms. Barry-Smith and the Company
or any other person pursuant to which she was appointed as a director.
The Company's Board of Directors approved an increase in the size of the Board
from eleven directors to twelve directors in connection with the appointment of
Ms. Barry-Smith to the Board.
Item 8.01 Other Events.
Increase of Share Repurchase Program
On September 21, 2021, the Company's Board of Directors approved an increase in
the Company's existing share repurchase program from $10 million of shares of
the Company's Class A and Class B Common Stock to $20 million of shares of the
Company's Class A and Class B Common Stock. After giving effect to this increase
and previous repurchases made by the Company under the share repurchase program,
approximately $11.7 million of shares of the Company's Class A Common Stock and
Class B Common Stock remain available for repurchase by the Company under the
program. The timing, price, and number of shares which may be repurchased under
the program in the future will be based on market conditions, applicable
securities laws, and other factors. Share repurchases may be made from time to
time through solicited or unsolicited transactions in the open market, or in
privately negotiated transactions. The share repurchase program does not
obligate the Company to repurchase any specific number of shares and may be
suspended, modified, or terminated at any time without prior notice. A copy of
the Company's press release announcing the increase in the Company's share
repurchase program is attached as Exhibit 99.1 hereto.
Recapitalization of Altis Grand Central
In September 2021, BBX Capital Real Estate LLC's ("BBXRE") Altis Grand Central
joint venture, which owns Altis Grand Central, a 314-unit multifamily apartment
community located in Tampa, Florida, was recapitalized. In connection with the
recapitalization, BBXRE received a cash distribution of approximately $7.7
million from the joint venture, and BBXRE's ownership in the joint venture was
decreased from approximately 11% to 1%. As of June 30, 2021, the carrying amount
of BBXRE's investment in the joint venture was $2.1 million. BBXRE is a wholly
owned subsidiary of the Company.
Item 9.01. Financial Statements and Exhibits.
d) Exhibit.
99.1 Press Release dated September 21, 2021
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