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):
January 17, 2014
FULL CIRCLE CAPITAL CORPORATION
(Exact name of registrant as specified in its charter)
| Maryland | 814-00809 | 27-2411476 |
| (State or other jurisdiction | (Commission File Number) | (I.R.S. Employer Identification No.) |
| of incorporation) |
800 Westchester Ave., Suite S-620
Rye Brook, NY 10573
(Address of principal executive offices and zip code)
Registrant’s telephone number, including area code:(914) 220-6300
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))
Item 5.07. Submission of Matters to a Vote of Security Holders
Annual Meeting of Shareholders
Full Circle Capital Corporation (the“Company”) held its Annual Meeting of Shareholders on January 17, 2014 and submitted two matters to the vote of the shareholders. A summary of the matters voted upon by shareholders is set forth below.
1. Shareholders elected two nominees for director to serve for three-year terms to expire at the 2017 Annual Meeting of Shareholders and elected one nominee for director to serve for a two-year term to expire at the 2016 Annual Meeting of Shareholders based on the following votes:
Name | Votes For | Votes Withheld | Broker Non-Votes | |||
Mark C. Biderman (three-year term) | 1,497,253 | 166,437 | 4,481,084 | |||
Thomas A. Ortwein, Jr. (three-year term) | 1,496,540 | 167,150 | 4,481,084 | |||
Gregg J. Felton (two-year term) | 1,493,373 | 170,317 | 4,481,084 |
2. Shareholders ratified the appointment of Rothstein, Kass & Company, P.C. as the Company’s independent registered public accounting firm for the fiscal year ending June 30, 2014 based on the following votes:
| Votes For | Votes Against | Abstentions | ||
| 6,003,733 | 85,735 | 55,306 |
Special Meeting of Shareholders
The Company also held a Special Meeting of Shareholders on January 17, 2014 and submitted one matter to the vote of the shareholders. A summary of the matter voted upon by shareholders is set forth below.
1. Shareholders approved the authorization of the Company, with the approval of its Board of Directors, to sell shares of its common stock at a price or prices below the Company’s then current net asset value per share in one or more offerings on the following votes:
| Votes For | Votes Against | Abstentions | ||||
| With Affiliates | 2,875,766 | 874,580 | 90,153 | |||
| Without Affiliates | 2,862,258 | 874,580 | 84,133 |
Item 9.01 Financial Statements and Exhibits.
(a) Not applicable.
(b) Not applicable.
(c) Not applicable.
(d) Not applicable.
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.
| Date: January 24, 2014 | FULL CIRCLE CAPITAL CORPORATION | |
| By: | /s/ John E. Stuart | |
| John E. Stuart Co-Chief Executive Officer | ||
