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):  May 29, 2014

 

Main Street Capital Corporation

 (Exact name of registrant as specified in its charter)

 

Maryland

 

001-33723

 

41-2230745

(State or other jurisdiction of incorporation)

 

(Commission File Number)

 

(I.R.S. Employer Identification No.)

 

1300 Post Oak Boulevard, Suite 800,

Houston, Texas

 

77056

(Address of principal executive offices)

 

(Zip Code)

 

Registrant’s telephone number, including area code:  (713) 350-6000

 

Not Applicable

 Former name or former address, if changed since last report

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

o  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

o  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

o  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

o  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 



 

Item 5.07                                           Submission of Matters to a Vote of Security Holders.

 

The Annual Meeting of Stockholders of Main Street Capital Corporation (“Main Street”) was held on May 29, 2014. There were present at the Annual Meeting in person or by proxy stockholders holding an aggregate of 34,628,724 shares of Main Street’s common stock, out of a total number of 39,913,794  shares of Main Street’s common stock issued and outstanding and entitled to vote at the Annual Meeting.  Stockholders were asked to consider and act upon:

 

·                  Proposal No. 1 — The election of each member of Main Street’s Board of Directors for a term of one year;

 

·                  Proposal No. 2 — A proposal to ratify the appointment of Grant Thornton LLP as Main Street’s independent registered public accounting firm for the year ending December 31, 2014; and

 

·                  Proposal No. 3 — A proposal to provide an advisory vote on executive compensation.

 

Proposal 1 — Election of Directors

 

All nominees for a one-year term as listed in our 2014 proxy statement were elected.  The following votes were taken in connection with this proposal:

 

Director Nominee

 

Votes For

 

Votes Against

 

Abstentions

 

Broker Non-Votes

 

 

 

 

 

 

 

 

 

 

 

Michael Appling, Jr.

 

14,133,863

 

135,355

 

151,839

 

20,207,667

 

 

 

 

 

 

 

 

 

 

 

Joseph E. Canon

 

14,110,123

 

157,280

 

153,652

 

20,207,669

 

 

 

 

 

 

 

 

 

 

 

Arthur L. French

 

13,991,345

 

277,307

 

152,405

 

20,207,667

 

 

 

 

 

 

 

 

 

 

 

J. Kevin Griffin

 

14,116,726

 

152,328

 

152,004

 

20,207,666

 

 

 

 

 

 

 

 

 

 

 

John E. Jackson

 

14,129,942

 

139,044

 

152,070

 

20,207,668

 

 

 

 

 

 

 

 

 

 

 

Vincent D. Foster

 

13,929,902

 

250,048

 

241,106

 

20,207,668

 

 

Proposal 2 — Ratification of Appointment of Independent Registered Public Accounting Firm

 

The proposal to ratify the appointment of Grant Thornton LLP as Main Street’s independent registered public accounting firm for the year ending December 31, 2014 was approved.   The following votes were taken in connection with this proposal:

 

Votes For

 

Votes Against

 

Abstentions

 

 

 

 

 

 

 

34,089,435

 

211,039

 

328,250

 

 

Proposal 3 — Advisory Vote on Executive Compensation

 

The proposal to approve, on an advisory basis, the compensation of our named executive officers was approved. The following votes were taken in connection with this proposal:

 

Votes For

 

Votes Against

 

Abstentions

 

Broker Non-Votes

 

 

 

 

 

 

 

 

 

13,156,389

 

948,909

 

315,753

 

20,207,673

 

 

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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.

 

 

Main Street Capital Corporation

 

 

 

Date: May 29, 2014

By:

 

/s/ Jason B. Beauvais

 

 

Name:

Jason B. Beauvais

 

 

Title:

General Counsel

 

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