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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 8-K/A

CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported):
August 5, 2016 (August 5, 2016)

Arbor Realty Trust, Inc.
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)

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:

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))

   

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Explanatory Note

        Arbor Realty Trust, Inc. (the "Company") is filing this Current Report on Form 8-K/A as Amendment No. 1 to the Current Report on Form 8-K filed on July 15, 2016 which reported the issuance of certain financial information under Item 8.01 (the "Original Form 8-K"). This Amendment No. 1 is being filed in order to amend the Company's Unaudited Pro Forma Financial Information filed as Exhibit 99.3 to the Original Form 8-K (the "Original Pro Forma Information"). The Original Pro Forma Information has been amended to reflect the estimated fair value of the Operating Partnership Units (as described in the Original Pro Forma Information) issued to satisfy a portion of the aggregate purchase price for the Acquisition (as described in the Original Pro Forma Information), using a Company common stock price of $7.29 per share, which was the closing price of the Company's common stock on the date the Acquisition was consummated. As a result, the revised fair value of the total consideration has been preliminarily allocated to assets and liabilities acquired.

Item 8.01    Other Events

        Incorporated by reference from Exhibit 99.1 to the Original Form 8-K are the audited combined balance sheets for the Carve-Out Agency Business of Arbor Commercial Mortgage, LLC and Subsidiaries, as of December 31, 2015 and December 31, 2014, and the related audited combined statements of income, changes in invested equity and cash flows for each of the three years in the period ended December 31, 2015.

        Incorporated by reference from Exhibit 99.2 to the Original Form 8-K are the unaudited combined balance sheet for the Carve-Out Agency Business of Arbor Commercial Mortgage, LLC and Subsidiaries, as of March 31, 2016, the related unaudited combined statements of income and cash flows for the three months ended March 31, 2016 and 2015, and the unaudited combined statement of changes in invested equity for the three months ended March 31, 2016.

        Attached hereto as Exhibit 99.3 are the unaudited pro forma consolidated balance sheet of Arbor Realty Trust, Inc. (the "Company") as of March 31, 2016 and the unaudited pro forma consolidated statements of income of the Company for the three months ended March 31, 2016 and the year ended December 31, 2015, in each case reflecting the Company's acquisition of the Agency Business of Arbor Commercial Mortgage, LLC and Subsidiaries (the "ACM Agency Business Acquisition").

Item 9.01    Financial Statements and Exhibits.

(d)

Exhibits

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SIGNATURE

        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 hereunto duly authorized.

Date: August 5, 2016

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EXHIBIT INDEX

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*

Incorporated by reference from the like-numbered Exhibit to the Original Form 8-K.

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Explanatory Note

Item 8.01 Other Events
Item 9.01 Financial Statements and Exhibits.

SIGNATURE
EXHIBIT INDEX