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 16, 2018
On Deck Capital, Inc.
(Exact name of registrant as specified in its charter)
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| Delaware | | 001-36779 | | 42-1709682 |
(State or other jurisdiction
of incorporation) | | (Commission File Number) | | (I. R. S. Employer Identification No.) |
1400 Broadway, 25th Floor
New York, New York 10018
(Address of principal executive offices, including ZIP code)
(888) 269-4246
(Registrant’s telephone number, including area code)
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:
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| ¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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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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| ¨ | 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 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 x
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. x
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| Item 5.07 | Submission of Matters to a Vote of Security Holders. |
On May 16, 2018, On Deck Capital, Inc. (the “Company”) held its annual meeting of stockholders (the “Annual Meeting”).
At the Annual Meeting, the Company's stockholders elected three Class I directors, each for a three-year term of office to serve on the Board of Directors of the Company until the Company's 2021 annual meeting of stockholders, or until his respective successor is duly elected and qualified, or until his earlier death, resignation or removal. The nominated directors received the following votes:
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| Name | | For | | Against | | Abstain | | Broker Non-Vote |
| David Hartwig | | 47,675,764 | | 639,804 | | 453,393 | | 7,658,010 |
| Daniel Henson | | 47,392,005 | | 942,652 | | 434,304 | | 7,658,010 |
| Neil E. Wolfson | | 47,740,904 | | 574,664 | | 453,393 | | 7,658,010 |
At the Annual Meeting, the Company's stockholders ratified the appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2018. The proposal received the following votes:
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| For | | Against | | Abstain | | Broker Non-Vote |
| 55,922,525 | | 69,843 | | 434,603 | | 0 |
The results reported above are final voting results.
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: May 16, 2018 | | | | On Deck Capital, Inc. |
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| | | | | | | /s/ Cory R. Kampfer |
| | | | | | | Cory R. Kampfer Chief Legal Officer |
