Attached files
| file | filename |
|---|---|
| EX-31.2 - EXHIBIT 31.2 - Prospect Flexible Income Fund, Inc. | exhibit312.htm |
| EX-31.1 - EXHIBIT 31.1 - Prospect Flexible Income Fund, Inc. | exhibit311.htm |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K/A
x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended: June 30, 2019
OR
☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934
Commission File Number 814-00908
TP FLEXIBLE INCOME FUND, INC.
(Exact name of Registrant as specified in its charter)
Maryland | 45-2460782 | |
(State or other jurisdiction of incorporation or organization) | (I.R.S. Employer Identification No.) | |
10 East 40th Street, 42nd Floor New York, NY | 10016 | |
(Address of principal executive offices) | (Zip Code) | |
Registrant’s telephone number, including area code: (212) 448-0702
Securities registered pursuant to Section 12(b) of the Act:
Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||||
None | None | None | ||||
Securities registered pursuant to Section 12(g) of the Act:
Common Stock, $0.001 par value per share
Indicate by check mark if the Registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes ☐ No x
Indicate by check mark if the Registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes ☐ No x
Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x No ☐
Indicate by check mark whether the Registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the Registrant was required to submit such files). Yes ☐ No ☐
Indicate by check mark whether the Registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See definitions of “large accelerated filer”, “accelerated filer”, “smaller reporting company”, and “emerging growth company” in Rule 12b-2 of the Exchange Act.
Large accelerated filer | o | Accelerated filer | o |
Non-accelerated filer | x | Smaller reporting company | o |
Emerging growth company | o | ||
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. o
Indicate by check mark whether the Registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes o No x
The aggregate market value of common stock held by non-affiliates as of June 30, 2019 has not been provided because there is no established market for the Registrant’s shares of common stock.
As of June 19, 2020, there were 2,361,302 shares of the Registrant’s Class A common stock, $0.001 par value, outstanding.
Documents Incorporated by Reference
Portions of the Registrant’s definitive Proxy Statement relating to the 2019 Annual Meeting of Stockholders, filed with the Securities and Exchange Commission, are incorporated by reference in Part III of this Annual Report on Form 10-K to the extent described therein.
EXPLANATORY NOTE
TP Flexible Income Fund, Inc. (the “Company,” “we,” “us,” or “our”) is filing this Amendment No. 1 on Form 10-K/A (this “Amendment No.1”) to amend our Annual Report on Form 10-K for the year ended June 30, 2019, originally filed with the Securities and Exchange Commission (the “SEC”) on September 27, 2019 (the “Original Form 10-K”). The Company inadvertently omitted certain information from the certifications of its chief executive officer and its chief financial officer that were included with the Original Form 10-K. The Company is filing this Amendment No. 1 solely to include the revised certifications of the Company’s chief executive officer and chief financial officer.
Except as described above, this Amendment No. 1 does not modify or update disclosure in, or exhibits to, the Original Form 10-K. Furthermore, this Amendment No. 1 does not change any previously reported financial results, nor does it reflect events occurring after the filing date of the Original 10-K. This Amendment No. 1 should be read in conjunction with the Original Form 10-K and with our filings with the SEC subsequent to the Original Form 10-K.
PART IV
Item 15. Exhibits and Financial Statement Schedules
The following exhibits are filed as part of this amendment.
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized on June 19, 2020.
TP FLEXIBLE INCOME FUND, INC.
By: /s/ M. GRIER ELIASEK
M. Grier Eliasek
Chairman of the Board and Chief Executive Officer
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the Registrant and in the capacities and on the dates indicated.
/s/ M. GRIER ELIASEK | /s/ EUGENE S. STARK |
M. Grier Eliasek | Eugene S. Stark |
Chairman of the Board, Chief Executive Officer and Director | Director |
June 19, 2020 | June 19, 2020 |
/s/ KRISTIN L. VAN DASK | /s/ WILLIAM J. GREMP |
Kristin L. Van Dask | William J. Gremp |
Chief Financial Officer | Director |
June 19, 2020 | June 19, 2020 |
/s/ CRAIG FAGGEN | /s/ ANDREW C. COOPER |
Craig Faggen | Andrew C. Cooper |
Director | Director |
June 19, 2020 | June 19, 2020 |