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): January 13,
2011
_______________
REDWOOD
TRUST, INC.
(Exact
name of registrant as specified in its charter)
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Maryland
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001-13759
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68-0329422
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(State
or other
jurisdiction
of
incorporation)
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(Commission
File Number)
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(I.R.S.
Employer
Identification
No.)
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One
Belvedere Place
Suite 300
Mill
Valley, California 94941
(Address
of principal executive offices and Zip Code)
(415) 389-7373
(Registrant’s
telephone number, including area code)
Not
Applicable
(Former
name or former address, if changed since last report)
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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 (see General Instruction A.2. below):
o Written communications
pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material
pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
o Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
o Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
(d)
On
January 13, 2011, the Board of Directors of Redwood Trust, Inc. (the “Company”)
increased the number of directors constituting the Board of Directors from nine
to ten and elected Martin S. Hughes, who is currently the President and Chief
Executive Officer of the Company, as a Class II director, with a term
expiring in May 2011, to fill the vacancy on the Board created by the increase
in the number of directors. Mr. Hughes will continue to serve as the President
and Chief Executive Officer of the Company and is expected to be nominated to
stand for re-election as a director at the Company’s May 2011 Annual Meeting of
Stockholders.
Further
information relating to Mr. Hughes that is responsive to the requirements of
Item 5.02(d)(4)&(5) of Form 8-K is incorporated by reference from (i) the
Company’s Proxy Statement for its 2010 Annual Meeting of Stockholders, a copy of
which was filed with the SEC on April 3, 2010, (ii) the Company’s Current Report
on Form 8-K which was filed with the SEC on March 18, 2010, and (iii) the
Company’s Current Report on Form 8-K which was filed with the SEC on December 2,
2010.
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant has
duly caused this report to be signed on its behalf by the undersigned thereunto
duly authorized.
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Date:
January 14, 2011
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REDWOOD
TRUST, INC.
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By:
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/s/
Andrew P. Stone
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Andrew
P. Stone
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General
Counsel & Secretary
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