8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 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) October 29, 2018

MEDALLION FINANCIAL CORP.

(Exact name of registrant as specified in its charter)

Delaware

(State or other jurisdiction of incorporation)

001-37747	04-3291176
(Commission File Number)	(IRS Employer Identification Number)

437 Madison Avenue

New York, New York 10022

(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code (212) 328-2100

(Former Name or Former Address, if Changed Since Last Report)

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):

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company  ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐

ITEM 8.01. OTHER EVENTS.

On October 29, 2018, Medallion Financial Corp. (the “Company”) mailed a Letter to Stockholders regarding the Company’s common stock repurchase program.

A copy of the Letter to Stockholders is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS.

Exhibit No.	Description
99.1	Letter to Stockholders, dated October 29, 2018.

2

Exhibit Index

Exhibit No.	Description
99.1	Letter to Stockholders, dated October 29, 2018.

3

SIGNATURES

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.

MEDALLION FINANCIAL CORP.
By:	/s/ Larry D. Hall
	Name:	Larry D. Hall
	Title:	Chief Financial Officer

Date:  October 29, 2018

4

EX-99.1

Exhibit 99.1

MEDALLION FINANCIAL CORP.

437 Madison Avenue, 38^th Floor

New York, New York 10022

October 29, 2018

Dear Stockholder:

On July 28, 2015, the Board of Directors authorized management to repurchase up to $26,000,000 of Medallion Financial Corp. (the “Company”) common stock, par value $0.01 per share (the “Common Stock”) (the “Repurchase Program”).

This letter is to advise you that the Company has extended the terms of its Repurchase Program. Purchases will commence no earlier than the thirtieth (30^th) calendar day following the mailing date of this notice, and are expected to conclude on the one hundred eightieth (180^th) calendar day following the commencement of the purchases.

Under the terms of the Company’s Repurchase Program, the Company is permitted to repurchase its Common Stock in the open market from time-to-time pursuant to applicable securities laws and regulations. If the Company has not repurchased the $26,000,000 of Common Stock by the end of the period set forth above, the Company is permitted to extend the term of the Repurchase Program for an additional period or periods, until the Company has repurchased up to the total amount authorized under the Repurchase Program.

The Company and its Board of Directors believe the Repurchase Program is a productive and valuable use of capital. Thank you for your continued and steadfast support of our Company.

Sincerely,

/s/Alvin Murstein

Alvin Murstein

Chairman of the Board of Directors

and Chief Executive Officer