8-K 1 brhc10013569_8k.htm 8-K

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)

July 15, 2020

MVC CAPITAL, INC.
(the “Fund”)
(Exact name of registrant as specified in its charter)

DELAWARE, 814-00201, 943346760
(Jurisdiction of Incorporation) (Commission File Number) (IRS Employer Identification Number)

287 Bowman Avenue
2nd Floor
Purchase, NY 10577
(Address of registrant’s principal executive office)

914-701-0310
(Registrant’s telephone number)



(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:

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))

Securities registered pursuant to Section 12(b) of the Act:
 
Title of each class
Trading Symbol(s)
Name of each exchange on which registered
Common Stock
MVC
New York Stock Exchange
Senior Notes
MVCB
New York Stock Exchange

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 5.07.
SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.

On July 15, 2020, the Fund held its Annual Meeting of Stockholders.  During this meeting, our stockholders were asked to consider and vote upon two proposals: (1) to elect nine nominees to serve as members of the Board of Directors of the Fund to serve for a term of one year until the next annual meeting of stockholders; and (2) to ratify the selection of Grant Thornton LLP as the Fund’s independent registered public accounting firm for the fiscal year ending October 31, 2020.

 For each proposal, the final shareholder voting results were as follows:

Proposal 1: Election of nine directors.

Name
Votes For
Votes Withheld
Broker Non-Votes
Ron Avni
9,283,248
1,601,308
3,961,757
John Chapman
9,172,246
1,712,310
3,961,757
Phillip Goldstein
8,414,577
2,469,979
3,961,757
Gerald Hellerman
7,802,582
3,081,974
3,961,757
Douglas Kass
9,255,590
1,628,966
3,961,757
Robert Knapp
9,205,158
1,679,398
3,961,757
Scott Krase
9,344,400
1,540,156
3,961,757
Arthur Lipson
9,337,951
1,546,605
3,961,757
Michael Tokarz
9,964,054
   920,502
3,961,757

Proposal 2: Ratification of the selection of Grant Thornton LLP as the Fund’s independent registered public accounting firm for the fiscal year ending October 31, 2020.

Votes For
Votes Against
Abstentions
Broker Non-Votes
14,505,139
279,885
61,289
N/A

ITEM 8.01.
OTHER EVENTS.

The Company expressed its thanks to Emilio Dominianni, Warren Holtsberg and William Taylor, who retired from the Board effective July 15, 2020.  These long-serving directors have made valuable contributions to MVC over the years for which we are very appreciative. 


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.
 
 
MVC CAPITAL, INC.
     
 
By:
/s/  Michael Tokarz
   
Michael Tokarz
   
Chairman
     
Dated:  July 20, 2020