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): | May 4, 2020 |
Main Street Capital Corporation
(Exact name of registrant as specified in its charter)
| Maryland | 001-33723 | 41-2230745 |
|
_____________________ (State or other jurisdiction of incorporation) |
_____________ (Commission File Number) |
______________ (I.R.S. Employer Identification No.) |
| 1300 Post Oak Boulevard, 8th Floor Houston, Texas |
77056 | |
|
________________________________ (Address of principal executive offices) |
___________ (Zip Code) | |
| Registrant’s telephone number, including area code: | (713) 350-6000 | |
Not Applicable
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 | Name of each exchange on which registered |
| Common Stock, par value $0.01 per share | MAIN | 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 May 4, 2020, Main Street Capital Corporation (“Main Street”) held its 2020 annual meeting of stockholders (the “Annual Meeting”) in a virtual format. The issued and outstanding shares of stock of Main Street entitled to vote at the Annual Meeting consisted of the 64,415,828 shares of common stock outstanding on the record date, March 4, 2020. The common stockholders of Main Street voted on four matters at the Annual Meeting. The final voting results from the Annual Meeting are as follows:
(1) A proposal to elect each of the ten members of Main Street’s Board of Directors for a term of one year:
| Votes For | Votes Against | Abstentions | Broker Non-Votes | |||||||||
| Valerie L. Banner | 20,354,871 | 362,173 | 310,284 | 31,533,350 | ||||||||
| Arthur L. French | 20,190,714 | 541,603 | 295,011 | 31,533,350 | ||||||||
| J. Kevin Griffin | 20,385,464 | 343,445 | 298,420 | 31,533,349 | ||||||||
| John E. Jackson | 20,398,647 | 322,011 | 306,670 | 31,533,350 | ||||||||
| Brian E. Lane | 20,436,163 | 292,413 | 298,753 | 31,533,349 | ||||||||
| Kay Matthews | 20,373,414 | 353,772 | 300,144 | 31,533,348 | ||||||||
| Dunia A. Shive | 20,290,317 | 420,060 | 316,951 | 31,533,350 | ||||||||
| Stephen B. Solcher | 20,369,556 | 347,260 | 310,509 | 31,533,353 | ||||||||
| Vincent D. Foster | 20,389,302 | 333,562 | 304,461 | 31,533,353 | ||||||||
| Dwayne L. Hyzak | 20,406,117 | 322,402 | 298,806 | 31,533,353 |
| (2) | A proposal to ratify the appointment of Grant Thornton LLP as Main Street’s independent registered public accounting firm for the year ending December 31, 2020: |
| Votes For | Votes Against | Abstentions | |||||
| 51,420,364 | 640,765 | 499,549 |
| (3) | A proposal to approve, on an advisory basis, the compensation of our named executive officers: |
| Votes For | Votes Against | Abstentions | Broker Non-Votes | |||||||
| 18,707,209 | 1,596,848 | 723,252 | 31,533,369 |
| (4) | A proposal to approve an amendment to Main Street’s Articles of Amendment and Restatement to allow stockholders to amend Main Street’s bylaws by a majority vote of the outstanding shares entitled to be cast on the matter: |
| Votes For | Votes Against | Abstentions | Broker Non-Votes | |||||||
| 20,029,148 | 608,957 | 389,220 | 31,533,353 |
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.
| Main Street Capital Corporation | |||
| Date: May 6, 2020 | By: | /s/ Jason B. Beauvais | |
| Name: | Jason B. Beauvais | ||
| Title: | General Counsel | ||