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): June 30, 2020
 
 
 
 
 
Sierra Income Corporation
(Exact name of registrant as specified in its charter)
 
 
 
 
 

Maryland
 
0-54650
 
45-2544432
(State or other jurisdiction
of incorporation)
 
(Commission
File Number)
 
(I.R.S. Employer
Identification No.)

280 Park Ave, 6th Floor East
New York, NY 10017
(Address of principal executive offices and zip code)
Registrant’s telephone number, including area code: (212) 759-0777
 
 
 
 
 

Securities registered pursuant to Section 12(b) of the Exchange Act: None

Check the appropriate box below if the Form 8-K 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))

Indicate by check mark whether the registrant is an emerging growth company as defined in 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 June 30, 2020, Sierra Income Corporation (the "Company") held its 2020 Annual Meeting of Stockholders (the "Annual Meeting"). The following two proposals were voted on at the meeting: (1) the election of Mr. Brook Taube and Mr. Stephen R. Byers as Class II directors to serve until the Company's 2023 Annual Meeting of Stockholders or until his respective successor is duly elected and qualified; and (2) the ratification of the appointment of Ernst & Young LLP as the Company's independent registered public accounting firm the fiscal year ending December 31, 2020.

Stockholders of record at the close of business on April 29, 2020 were entitled to vote at the Annual Meeting. As of April 29, 2020, there were 102,867,590 shares of common stock outstanding and entitled to vote. A quorum consisting of 38,081,458 shares of common stock of the Company were present of represented by proxy at the Annual Meeting.

The final voting results for each of the proposals submitted to a vote of stockholders at the Annual Meeting are set forth below. Both such proposals were approved by the requisite vote.

Proposal 1. The election of Mr. Brook Taube and Mr. Stephen R. Byers as Class II directors to serve until the Company's 2023 Annual Meeting of Stockholders or until his respective successor is duly elected and qualified:



Director Nominee
Votes For
Votes Withheld
Abstentions
 
Brook Taube
34,541,611
3,539,847
 
Stephen R. Byers
34,829,447
3,252,011

Proposal 2. The ratification of the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm the fiscal year ending December 31, 2020:

 
Votes For
Votes Withheld
Abstentions
 
 
 
36,188,758
742,967
1,149,733
 
 





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.

 
 
 
 
 
 
 
 
 
Date: July 2, 2020
 
SIERRA INCOME CORPORATION
 
 
 
 
 
 
By:
/s/ Richard T. Allorto, Jr.
 
 
 
Richard T. Allorto, Jr.
Chief Financial Officer