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

 

 

Main Street Capital Corporation

(Exact name of registrant as specified in its charter)

 

 

 

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))

 

Indicate by check mark whether the registrant is an emerging growth company 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 o

 

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. o

 

 

 

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

 

On May 1, 2017, Main Street Capital Corporation (“Main Street”) held its 2017 annual meeting of stockholders (the “Annual Meeting”) at Pearl Studio, Full Goods Building, 200 East Grayson, Suite 115, San Antonio, Texas 78215.  The issued and outstanding shares of stock of Main Street entitled to vote at the Annual Meeting consisted of the 55,274,757 shares of common stock outstanding on the record date, March 3, 2017.  The common stockholders of Main Street voted on four matters at the Annual Meeting.  The final voting results from the Annual Meeting are as follows:

 

(1)         A proposal to elect each of the eight members of Main Street’s Board of Directors for a term of one year:

 

		Votes For		Votes Against		Abstentions		Broker Non-Votes
Michael Appling, Jr.		16,606,660		2,781,168		250,250		28,381,244
Joseph E. Canon		16,468,950		2,910,586		258,540		28,381,246
Arthur L. French		19,126,548		251,292		260,230		28,381,252
J. Kevin Griffin		16,623,869		2,760,661		253,546		28,381,246
John E. Jackson		19,206,564		173,239		258,269		28,381,250
Brian E. Lane		16,612,544		2,767,388		258,145		28,381,245
Stephen B. Solcher		19,214,152		166,676		257,246		28,381,248
Vincent D. Foster		18,744,101		639,198		254,772		28,381,251

 

(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, 2017:

 

Votes For		Votes Against		Abstentions
47,151,098		467,323		400,901

 

 

(3)         A proposal to approve, on an advisory basis, the compensation of our named executive officers:

 

Votes For		Votes Against		Abstentions		Broker Non-Votes
17,846,512		1,147,267		644,286		28,381,257

 

(4)         A proposal to determine, on an advisory basis, the preferred frequency (every one year, two years or three years) of our stockholders to conduct an advisory vote regarding the compensation of our named executive officers:

 

Three Years		Two Years		One Year		Abstentions
7,941,490		851,972		10,370,017		474,577

 

In accordance with the results of this vote, our Board of Directors determined to implement an advisory vote on executive compensation each year until the next required advisory vote on the frequency of stockholder votes on the compensation of executives, which is scheduled to occur at the 2023 Annual Meeting of Stockholders.

 

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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 3, 2017	By:		/s/ Jason B. Beauvais
		Name:	Jason B. Beauvais
		Title:	General Counsel

 

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