{"url_path":"/sec/cmtg/8-k/2026-06-05/item-5-02","section_key":"item-5-02","section_title":"Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.","topic":"sec","document":{"doc_type":"8-K","doc_date":"2026-06-05","source_url":"https://www.sec.gov/Archives/edgar/data/1666291/0001193125-26-259579-index.html","accession_number":"0001193125-26-259579","cik":"0001666291","ticker":"CMTG","issuer_name":"Claros Mortgage Trust, Inc.","edgar_url":"https://www.sec.gov/Archives/edgar/data/1666291/0001193125-26-259579-index.html","primary_entity_key":"0001666291","primary_entity_name":"Claros Mortgage Trust, Inc."},"word_count":308,"has_tables":true,"body_markdown":"## Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.\n\n##  \n\nAmendment to Claros Mortgage Trust, Inc. 2016 Incentive Award Plan\n\n \n\nOn June 3, 2026, Claros Mortgage Trust, Inc., a Maryland corporation (the “Company”), held its 2026 annual meeting of stockholders (the “Annual Meeting”). At the Annual Meeting, the Company’s stockholders approved an amendment (the “Amendment”) to the Company’s 2016 Incentive Award Plan (the “2016 Plan” and, as amended by the Amendment, the “Amended 2016 Plan”). The Amendment was adopted by the Company’s Board of Directors on April 20, 2026 and became effective on the date of the Annual Meeting. The Amendment makes the following material changes to the 2016 Plan:\n\n•\nIncreases the aggregate number of shares of common stock of the Company, par value $0.01 per share (“Common Stock”) reserved for issuance under the 2016 Plan by 6,500,000 shares to 14,781,594 shares;\n\n \n\n•\nIncreases the aggregate number of shares of Common Stock that may be granted as incentive stock options (“ISOs”) from 1,000,000 shares to 7,500,000 shares;\n\n \n\n•\nExtends the period during which ISOs may be granted under the 2016 Plan through April 20, 2036 (the tenth anniversary of the date on which the Board adopted the Amendment); and\n\n \n\n•\nProvides that the sum of any cash compensation and the aggregate grant date fair value (determined as of the grant date in accordance with FASB ASC Topic 718 (or any successor thereto)) of all awards granted to a non-employee director as compensation for services as a non-employee director with respect to any fiscal year may not exceed $750,000.\n\n \n\nThe foregoing description of the Amendment is not complete and is subject to, and qualified in its entirety by, the terms of the Amendment, a copy of which is filed herewith as Exhibit 10.1 and incorporated herein by reference."}