Additional Proxy Soliciting Materials (definitive) (defa14a)
April 02 2020 - 9:06AM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
SCHEDULE
14A
(RULE 14a-101)
Proxy
Statement Pursuant to Section 14(a) of the
Securities Exchange Act of 1934
Filed
by the Registrant
|
[X]
|
|
Filed
by a Party other than the Registrant
|
[ ]
|
Check
the appropriate box:
[ ]
|
Preliminary
Proxy Statement
|
|
|
[ ]
|
Confidential,
for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))
|
|
|
[ ]
|
Definitive
Proxy Statement
|
|
|
[X]
|
Definitive
Additional Materials
|
|
|
[ ]
|
Soliciting
Material Pursuant to §240.14a-12
|
RAND
CAPITAL CORPORATION
(Name of Registrant as Specified In Its Charter)
N/A
(Name of Person(s) Filing Proxy Statement, if other than the Registrant)
Payment
of Filing Fee (Check the appropriate box):
[ ]
|
Fee computed
on table below per Exchange Act Rules 14a-6(i)(1) and 0-11.
|
|
(1)
|
Title
of each class of securities to which transaction applies:
|
|
(2)
|
Aggregate
number of securities to which transaction applies:
|
|
(3)
|
Per
unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (set forth the amount
on which the filing fee is calculated and state how it was determined):
|
|
(4)
|
Proposed
maximum aggregate value of transaction:
|
|
(5)
|
Total
fee paid:
|
[ ]
|
Fee
paid previously with preliminary materials.
|
|
|
[ ]
|
Check
box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting
fee was paid previously. Identify the previous filing by registration statement number, or the Form or Schedule and the date
of its filing.
|
|
(1)
|
Amount
Previously Paid:
|
|
(2)
|
Form,
Schedule or Registration Statement No.:
|
|
(3)
|
Filing
Party:
|
|
(4)
|
Date
Filed:
|
On
April 2, 2020, Rand Capital Corporation issued the following press release:
|
NEWS
RELEASE
|
2200
Rand Building • Buffalo, New York 14203
FOR
IMMEDIATE RELEASE
Rand
Capital Announces Virtual Participation and Location Change for Annual Meeting of Shareholders
BUFFALO,
NY, April 2, 2020 – Rand Capital Corporation (Nasdaq: RAND) (“Rand” or “Rand Capital” or
the “Company”), a business development company, today announced virtual participation and a change in the location
for its Annual Meeting of Shareholders to be held on Wednesday, April 22, 2020 at 10:30 a.m. Eastern Time. Due to the rapidly
evolving public health concerns relating to the coronavirus, or COVID-19, the site at which the Company was hosting its Annual
Meeting was closed until further notice. As a result, Rand Capital has arranged for virtual participation at its 2020 Annual Meeting
of Shareholders and moved the physical location of the Annual Meeting to the Offices of Hodgson Russ LLP, 140 Pearl Street, Suite
100, Buffalo, NY 14202.
Shareholders
as of the close of business on March 6, 2020, which is the record date for the Annual Meeting, are strongly discouraged from attending
the meeting in person and can attend the meeting virtually via http://www.viewproxy.com/rand/2020. Further information
regarding the change of location of the Annual Meeting can be found in the Notice of Change of Location of Annual Meeting of Shareholders
filed by Rand Capital with the Securities and Exchange Commission on April 2, 2020.
Given
the fluid nature of the situation regarding the COVID-19 virus, the Annual Meeting may be converted to a virtual-only meeting
at a future date, if permitted by applicable law, or the Company may impose additional procedures or limitations on meeting attendees.
If Rand Capital decides to further modify the structure of its Annual Meeting, the Company will announce the decision to do so
in advance by press release which will also be filed with the Securities and Exchange Commission and made available at https://ir.randcapital.com.
ABOUT
RAND CAPITAL
Rand
Capital (Nasdaq: RAND) is an externally-managed Business Development Company (BDC) with a wholly-owned subsidiary licensed by
the U.S. Small Business Administration (SBA) as a Small Business Investment Company (SBIC). The Company’s investment objective
is to maximize total return to its shareholders with current income and capital appreciation by focusing its debt and related
equity investments in privately-held, lower middle market companies with committed and experienced managements in a broad variety
of industries. Rand invests in early to later stage businesses that have sustainable, differentiated and market-proven products,
revenue of more than $2 million and a path to free cash flow or up to $5 million in EBITDA. The Company’s investment activities
are managed by its external investment adviser, Rand Capital Management LLC. Additional information can be found at the Company’s
website where it regularly posts information: https://www.randcapital.com/.
Contacts:
Company:
|
Investors:
|
Allen
F. (“Pete”) Grum
|
Deborah
K. Pawlowski / Karen L. Howard
|
President
and CEO
|
Kei
Advisors LLC
|
Phone:
716.853.0802
|
Phone:
716.843.3908 / 716.843.3942
|
Email:
pgrum@randcapital.com
|
Email:
dpawlowski@keiadvisors.com / khoward@keiadvisors.com
|
####
On
April 2, 2020, Rand Capital Corporation began distributing the following Notice of Change of Location of Annual Meeting of Shareholders
to be Held on April 22, 2020:
Rand
Capital Corporation
2200
Rand Building
Buffalo,
New York 14203
NOTICE
OF CHANGE OF LOCATION
OF ANNUAL MEETING OF SHAREHOLDERS
TO BE HELD ON APRIL 22, 2020
Dear
Shareholders:
Due
to the rapidly evolving public health concerns relating to the coronavirus, or COVID-19, the site at which we were hosting our
Annual Meeting has been closed until further notice. We support their decision and wish to protect the health and well-being of
our shareholders and partners. For that reason, we have arranged for virtual participation at our 2020 Annual Meeting of Shareholders,
which is to be held on Wednesday, April 22, 2020 at 10:30 a.m. Eastern Time, and have moved the physical location of the Annual
Meeting to the Offices of Hodgson Russ LLP, 140 Pearl Street, Suite 100, Buffalo, NY 14202.
In
light of ongoing health concerns related to the spread of COVID-19, we STRONGLY DISCOURAGE ATTENDING THE MEETING IN PERSON
and encourage you to participate in the Annual Meeting virtually via the internet by registering at this link: http://www.viewproxy.com/rand/2020.
As
described in the proxy statement for the Annual Meeting filed on March 17, 2020, the record date for the meeting is March 6, 2020.
You are entitled to participate in and vote at the Annual Meeting if you were a shareholder of record as of the record date or
hold an appropriate legal proxy for the Annual Meeting provided by your broker, bank or other nominee. You will be able to attend
and participate virtually in the Annual Meeting at http://www.viewproxy.com/rand/2020.
Whether
or not you plan to attend the Annual Meeting by virtual means, we urge you to vote and submit your proxy in advance of the Annual
Meeting. If applicable, you may vote online during the Annual Meeting by following the instructions available on the meeting website
during the Annual Meeting.
Given
the fluid nature of the situation regarding the COVID-19 virus, the Annual Meeting may be converted to a virtual-only meeting
at a future date, if permitted by applicable law, or we may impose additional procedures or limitations on meeting attendees.
If we decide to further modify the structure of our Annual Meeting, we will announce the decision to do so in advance by press
release which will also be filed with the Securities and Exchange Commission and made available at https://ir.randcapital.com.
We
genuinely hope you will be a virtual meeting participant at our Annual Meeting and thank you for your investment and interest
in Rand Capital.
|
Sincerely,
|
|
|
|
|
|
Allen
F. “Pete” Grum
|
|
President
and Chief Executive Officer
|
Buffalo,
New York
April
2, 2020
The
Company’s proxy statement is available on our Investor Relations website at https://ir.randcapital.com. Additionally,
Company shareholders who have questions about the proxy statement or voting their shares should contact Alliance Advisors, which
is assisting with the virtual portion of the Annual Meeting, at 1-866-612-8937.
Rand Capital (NASDAQ:RAND)
Historical Stock Chart
From Aug 2024 to Sep 2024
Rand Capital (NASDAQ:RAND)
Historical Stock Chart
From Sep 2023 to Sep 2024