0001717310-18-000008.txt : 20180510 0001717310-18-000008.hdr.sgml : 20180510 20180509175739 ACCESSION NUMBER: 0001717310-18-000008 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20180509 ITEM INFORMATION: Submission of Matters to a Vote of Security Holders FILED AS OF DATE: 20180510 DATE AS OF CHANGE: 20180509 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Venture Lending & Leasing IX, Inc. CENTRAL INDEX KEY: 0001717310 IRS NUMBER: 822040715 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 814-01253 FILM NUMBER: 18819787 BUSINESS ADDRESS: STREET 1: 104 LA MESA DRIVE, SUITE 102 CITY: PORTOLA VALLEY STATE: CA ZIP: 94028 BUSINESS PHONE: 6502344300 MAIL ADDRESS: STREET 1: 104 LA MESA DRIVE, SUITE 102 CITY: PORTOLA VALLEY STATE: CA ZIP: 94028 FORMER COMPANY: FORMER CONFORMED NAME: Venture Lending & Leasing Fund IX, Inc. DATE OF NAME CHANGE: 20170918 8-K 1 vll98kproxyresultsmay2018.htm VLL9 8-K PROXY MAY 2018 Document

U.S. 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): May 9, 2018
 
Venture Lending & Leasing IX, Inc.
(Exact name of registrant as specified in its charter)
 
 
 
 
 
 
MARYLAND
 
814-01253
 
82-2040715
(State or other jurisdiction
of incorporation)
 
(Commission
File Number)
 
(I.R.S. Employer
Identification No.)
 
 
104 La Mesa Drive, Suite 102, Portola Valley, CA 94028
(Address of principal executive offices, zip code)
 
Registrant’s telephone number, including area code: (650) 234-4300

(Former name or former address, if changed since last report): N/A

 
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
 
¨
Soliciting material pursuant to Rule 14a-12(b) under the Exchange Act
 
¨
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act
 
¨
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act.



 



Item 5.07 Submission of Matters to a Vote of Security Holders.

The annual shareholder meeting (the “Meeting”) of Venture Lending & Leasing IX, Inc. (the “Fund”) was held on May 9, 2018, to consider and vote on the election of five members of the Board of Directors of the Fund (Roger V. Smith, Scott C. Taylor, Robert Hutter, Ronald W. Swenson and Maurice C. Werdegar) and the ratification of the appointment of Deloitte & Touche LLP as the Fund’s independent registered public accounting firm for the fiscal year ending on December 31, 2018.

On April 13, 2018, the record date for the Meeting, there were 100,000 shares of Common Stock, $.001 par value (“Shares”) of the Fund outstanding and entitled to vote. 100% of the Shares are owned by Venture Lending & Leasing IX, LLC (the “LLC”). The LLC in turn is owned by its members (the “LLC Members”). The Operating Agreement of the LLC grants the LLC Members pass-through voting rights, meaning that the LLC, as the sole shareholder of the Fund, may take no action as shareholder of the Fund without first securing the approval of the LLC Members, with the same vote required of the LLC Members as is required of the shareholder of the Fund. Accordingly, the election of each of the nominated directors of the Fund required the prior approval of the holders of at least a plurality of the outstanding shares of membership interest of the LLC (the “LLC Shares”) and ratification of the appointment of Deloitte & Touche LLP as the Fund’s independent registered public accounting firm for the fiscal year ending on December 31, 2018 required the prior approval of at least a majority of the outstanding LLC Shares.

All of the outstanding LLC shares, which are held by the Fund’s sole shareholder, Venture Lending & Leasing IX, GP, LLC, were cast in favor of the election of each of the five members of the Board of Directors and in favor of the ratification of the appointment of Deloitte & Touche LLP as the Fund’s independent registered public accounting firm for the fiscal year ending on December 31, 2018. As such, no LLC Shares were cast against or withheld for either of the proposals presented at the Meeting. Consequently, the LLC cast 100% of the Shares in favor of approval of both of the proposals presented at the Meeting.



 


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 duly authorized.

VENTURE LENDING & LEASING IX, INC.
(Registrant)

By:    /s/ Maurice C. Werdegar
By:    /s/ Martin D. Eng    
Maurice C. Werdegar    
Martin D. Eng
President and Chief Executive Officer
Chief Financial Officer
 
 
Date: May 10, 2018
Date: May 10, 2018