UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
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| Item 5.07 | Submission of Matters to a Vote of Security Holders. |
On June 18, 2025, MidCap Financial Investment Corporation (the “Company”) held its Annual Meeting of Stockholders (the “Annual Meeting”). At the Annual Meeting, the Company’s stockholders approved two proposals. The proposals are described in detail in the Company’s definitive proxy statement for the Annual Meeting as filed with the Securities and Exchange Commission on April 29, 2025, as amended. As of April 21, 2025, the record date, 93,303,622 shares of the Company’s common stock were eligible to vote.
Proposal 1: The Company’s stockholders elected two Class III Directors of the Company, who will each serve a term of three years, or until their successors are duly elected and qualified, as follows:
| Name of Director |
FOR | WITHHELD | BROKER-NON-VOTE | |||||||||
| Elliot Stein, Jr. |
29,268,588 | 11,993,089 | 30,687,495 | |||||||||
| Carmencita N. M. Whonder |
37,768,849 | 3,492,828 | 30,687,495 | |||||||||
Proposal 2: The Company’s stockholders ratified the selection of Deloitte & Touche LLP as an independent registered public accounting firm of the Company for the fiscal year ending December 31, 2025, as follows:
| FOR |
AGAINST |
ABSTAIN |
BROKER-NON-VOTE | |||
| 69,940,094 | 905,734 | 1,103,344 | 0 |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| MIDCAP FINANCIAL INVESTMENT CORPORATION | ||
| By: | /s/ Kristin M. Hester | |
| Name: | Kristin M. Hester | |
| Title: | Chief Legal Officer, Vice President and Secretary | |
| Date: | June 20, 2025 | |