Current Report Filing (8-k)
June 02 2017 - 5:09PM
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):
June 2, 2017
CROSSROADS CAPITAL, INC.
(Exact name of registrant as specified
in its charter)
Maryland
|
000-53504
|
26-2582882
|
(State
or other jurisdiction of incorporation)
|
(Commission
File Number)
|
(I.R.S.
Employer Identification No.)
|
128
N. 13th Street, #1100
Lincoln,
Nebraska 68508
(Address
of principal executive offices and zip code)
Registrant’s
telephone number, including area code:
(402) 261-5345
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 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. ☐
Item
3.01.
Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard;
Transfer of Listing
On
June 2, 2017, stockholders of Crossroads Capital, Inc. (the “Company”) approved the voluntary delisting of the common
stock of the Company from NASDAQ. Following the special meeting of stockholders, the Board of Directors of the Company authorized
the delisting and the Company provided notice to NASDAQ of the voluntary delisting. NASDAQ will suspend trading of shares of common
stock of the Company following the close of business on June 12, 2017. The Company expects the delisting to be effective on June
22, 2017.
On
June 2, 2017, the Company issued a press release announcing the voluntary delisting from NASDAQ. A copy of the press release is
included herewith as Exhibit 99.1 and incorporated herein by reference.
Item
5.07.
|
Submission
of Matters to a Vote of Security Holders
|
Special
Meeting
At
the Special Meeting of Stockholders held on June 2, 2017, the following matters were acted upon:
1.
Stockholders approved the withdrawal of the Company’s election to be regulated a business development company under the
Investment Company Act of 1940. The results of the vote are as follows:
Votes
For
|
Votes
Against
|
Abstentions
|
5,133,411
|
228,108
|
223,674
|
2.
Stockholders approved any adjournments of the Special Meeting to permit time to voluntarily delist the Company from NASDAQ and
to begin the process of withdrawing its election to be regulated as a business development company. The results of the vote are
as follows:
Votes
For
|
Votes
Against
|
Abstentions
|
5,301,885
|
237,827
|
45,481
|
The
Company will reconvene the Special Meeting on June 23, 2017, at 10:00 a.m. Central Time at 128 N. 13
th
St, #1100, Lincoln,
Nebraska 68508.
Annual
Meeting
At
the Annual Meeting of Stockholders held on June 2, 2017, the following matters were acted upon:
1.
Three directors were elected for one-year terms. The results of the vote are as follows:
Nominee
|
Votes
For
|
Withheld
|
Phillip
Goldstein
|
4,426,685
|
72,995
|
Andrew
Dakos
|
4,420,858
|
78,822
|
Gerald
Hellerman
|
4,424,059
|
75,621
|
2.
The selection of Tait, Weller & Baker, LLP as the Company’s independent registered accounting firm for the fiscal year
ending December 31, 2017 was ratified. The results of the vote are as follows:
Votes
For
|
Votes
Against
|
Abstentions
|
7,661,033
|
16,105
|
17,646
|
Item
9.01.
|
Financial
Statements and Exhibits
|
(d)
Exhibits
Exhibit
No.
|
|
Description
|
99.1
|
|
Press
Release dated June 2, 2017
|
SIGNATURE
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.
|
CROSSROADS
CAPITAL, INC.
|
|
|
|
Date: June 2,
2017
|
By:
|
/s/
Ben H. Harris
|
|
|
Ben H. Harris
|
|
|
President and
Chief Executive Officer
|
EXHIBIT
INDEX
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