Angel Oak Mortgage, Inc. appointed Sreeniwas Prabhu as new CEO

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.


Appointment of Sreeniwas Prabhu to Chief Executive Officer and President


On September 28, 2022, Angel Oak Mortgage, Inc. (the "Company") announced that its Board of Directors (the "Board") has appointed Sreeniwas Prabhu as the Company's new Chief Executive Officer and President effective as of September 28, 2022. 


Mr. Prabhu, 48, has served as a Managing Partner, Co-Chief Executive Officer, and Group Chief Investment Officer at Angel Oak Capital Advisors, LLC ("Angel Oak Capital") since 2008 and as Co-President of Falcons I, LLC, the Company's external manager (the "Manager"), since March 2020. In this role, Mr. Prabhu is responsible for the overall strategy of the firm. Prior to Angel Oak Capital, from 2005 to 2008, Mr. Prabhu was the Chief Investment Officer at Washington Mutual Bank in Seattle. He was also part of the macro asset strategy team at the bank. From 2001 to 2005, Mr. Prabhu worked at SunTrust Banks, Inc. in Atlanta, where he was responsible for investment strategies and served as Head Portfolio Manager for its commercial mortgage-backed securities portfolio. Mr. Prabhu holds a B.B.A. in Economics from Georgia College and State University and an M.B.A. in Finance from Georgia State University. 


There are no arrangements or understandings between Mr. Prabhu and any other persons pursuant to which he was selected as an officer, and there are no family relationships between Mr. Prabhu and any director or executive officer of the Company. 


Contemporaneously with the effectiveness of Mr. Prabhu's appointment as the Company's Chief Executive Officer and President, the Company expects to enter into an indemnification agreement with Mr. Prabhu in the form filed as Exhibit 10.24 to the Company's Registration Statement on Form S-11 (File No. 333-256301) filed with the SEC on June 8, 2021.


The Company's officers are not employees of the Company and do not receive cash compensation for serving as officers of the Company (although they may receive equity compensation under the Company's 2021 Equity Incentive Plan). Rather, they are employees of the Manager or an affiliate thereof and are compensated by the Manager or such affiliate, and the Manager provides the services of the officers to the Company pursuant to a management agreement among the Company, its operating partnership and the Manager. The Company does not expect to reimburse the Manager for compensation paid to Mr. Prabhu for his service with the Company. Mr. Prabhu is an equity owner of the Manager. For a description of the fees, compensation, and reimbursements payable to the Manager by the Company and other transactions between the Company and the Manager or its affiliates, see the section titled "Certain Relationships and Related Party Transactions" in the Company's Definitive Proxy Statement on Schedule 14A, as filed with the Securities and Exchange Commission on April 8, 2022 (the "2022 Proxy Statement"), which disclosure is incorporated herein by this reference. 


Separation of Robert Williams


On September 28, 2022, the Company announced that Robert Williams will cease serving as the Company's Chief Executive Officer and President, effective as of September 28, 2022. Mr. Williams will continue to serve the Company and its affiliates in a senior advisory capacity and will be available as needed for questions and consultation at the direction of Mr. Prabhu during a transition period which is not expected to extend beyond Q1 2023. Upon his departure at the end of the transition period, Mr. Williams will be eligible for benefits for a termination without cause under the Angel Oak Mortgage, Inc. Executive Severance and Change in Control Plan, which is described in the Company's 2022 Proxy Statement.