Current Report Filing (8-k)
November 08 2017 - 4:21PM
Edgar (US Regulatory)
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): November 8, 2017 (November 7, 2017)
CM Finance Inc
(Exact
name of registrant as specified in its charter)
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Maryland
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814-01054
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46-2883380
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(State or other jurisdiction
of incorporation)
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(Commission File Number)
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(I.R.S. Employer Identification No.)
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601 Lexington Avenue, 26
th
Floor
New York, New York
10022
(Address of principal executive offices and zip code)
Registrants telephone number, including area code: (212)
257-5199
Former name or former address, if changed since last report
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:
☐
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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☐
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Soliciting material pursuant to Rule
14a-12
under the Exchange Act (17 CFR
240.14a-12)
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☐
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Pre-commencement
communications pursuant to Rule
14d-2(b)
under the Exchange Act (17 CFR
240.14d-2(b))
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☐
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Pre-commencement
communications pursuant to Rule
13e-4(c)
under the Exchange Act (17 CFR
240.13e-4(c))
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Indicate by check mark whether the registrant is an emerging growth company as
defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule
12b-2
of the Securities Exchange Act of 1934 (17 CFR
§240.12b-2).
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.
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Item 5.07.
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Submission of Matters to a Vote of Security Holders.
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On November 7, 2017, CM
Finance Inc (the
Company
) held its Annual Meeting of Stockholders (the
Annual Meeting
). At the Annual Meeting, the Company submitted two proposals to the vote of the Companys stockholders,
which are described in detail in the Companys proxy statement dated September 20, 2017 (the
Proxy Statement
). As of September 8, 2017, the record date for the Annual Meeting, 13,689,723 shares of common
stock were eligible to be voted. Of the shares eligible to be voted, 9,770,978 shares were voted in person or by proxy in connection with the proposals. Below is a description of the matters voted on at the Annual Meeting on November 7, 2017
and the final results of such voting.
On November 7, 2017, the Company adjourned the Annual Meeting with respect to the one proposal
yet to be approved by the Companys stockholders, Proposal No. 2, which is discussed in detail in the Proxy Statement, in order to permit additional time to solicit stockholder votes for such proposal. The reconvened Annual Meeting will be
held on November 30, 2017, at 3:00 p.m., Eastern Time, at the offices of Eversheds Sutherland (US) LLP, The Grace Building, 40
th
Floor, 1114 Avenue of the Americas, New York, NY 10036.
Valid proxies for Proposal No. 2 submitted prior to the Annual Meeting and adjournments will continue to be valid for this reconvened Annual Meeting, unless properly changed or revoked prior to votes being taken at the reconvened Annual
Meeting. The record date of September 8, 2017 will remain the same for the reconvened Annual Meeting.
Proposal 1: Election of Directors
The Companys stockholders elected two directors to serve for three-year terms expiring in 2020, or until their successors
are duly elected and qualified. The voting results were as follows:
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Votes For
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Votes Withheld
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Keith Lee
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8,508,984
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1,261,994
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Julie Persily
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8,534,394
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1,236,583
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Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
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Exhibit Number
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Description
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99.1
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Press release, dated November 7, 2017
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EXHIBIT INDEX
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.
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Date: November 8, 2017
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CM FINANCE INC
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By:
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/s/ Rocco DelGuercio
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Name:
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Rocco DelGuercio
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Title:
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Chief Financial Officer and Treasurer
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