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
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Date of Report (Date of Earliest Event Reported): | May 19, 2020 |
MMA Capital Holdings, Inc.
(Exact name of registrant as specified in its charter)
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Delaware | | 001‑11981 | | 52‑1449733 |
(State or other jurisdiction | | (Commission | | (I.R.S. Employer |
of incorporation) | | File Number) | | Identification No.) |
| | | | |
3600 O’Donnell St, Suite 600, | | | | |
Baltimore, Maryland | | | | 21224 |
(Address of principal executive offices) | | | | (Zip Code) |
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Registrant’s telephone number, including area code: | (443) 263‑2900 |
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:
☐ 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))
Securities registered pursuant to Section 12(b) of the Act:
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Title of each class
Common Shares, no par value Common Stock Purchase Rights | Trading Symbol(s) MMAC MMAC | Name of each exchange on which registered
Nasdaq Capital Market Nasdaq Capital Market |
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 ☐
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 5.07 Submission of Matters to a Vote of Security Holders
On May 19, 2020, MMA Capital Holdings, Inc. (the “Company”) held its annual meeting of stockholders. At that meeting, the stockholders of the Company re-elected Cecil E. Flamer, James C. Hunt and Lisa Kay to the Board of Directors for a three-year term, approved a non-binding advisory resolution ratifying the extension of the Company’s Tax Benefits Rights Agreement through May 5, 2023 and ratified the appointment of KPMG, LLP as independent registered public accountant for the fiscal year ending December 31, 2020. As to these matters, the numbers of votes cast for or against, as well as the number of abstentions and broker non-votes, are as set forth below:
| 1. | | Election of directors nominated by MMA Capital Holdings, Inc. to serve for a term to expire in 2023 and until their successors are duly elected and qualified: |
| | | | |
Nominee | Votes For | Votes Against | Votes Abstained | Broker Non-Votes |
Cecil E. Flamer | 2,778,791 | 29,392 | 3,295 | 1,755,146 |
James C. Hunt | 2,686,254 | 122,232 | 2,992 | 1,755,146 |
Lisa Kay | 2,395,608 | 107,855 | 308,015 | 1,755,146 |
| 2. | | The non-binding advisory vote ratifying the extension of the Tax Benefits Rights Agreement until May 5, 2023: |
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Votes For | Votes Against | Votes Abstained | Broker Non-Votes |
2,364,180 | 138,412 | 308,886 | 1,755,146 |
| 3. | | Ratification of KPMG, LLP as independent registered public accounting firm for the fiscal year ending December 31, 2020: |
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Votes For | Votes Against | Votes Abstained | Broker Non-Votes |
4,460,859 | 102,861 | 2,904 | 0 |
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.
| MMA Capital Holdings, Inc. |
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May 20, 2020 | By: | /s/ Michael L. Falcone |
| | Name: Michael L. Falcone |
| | Title: Chief Executive Officer |
