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): April 25, 2024
TriplePoint Private Venture Credit Inc.
(Exact name of registrant as specified in its charter)
| | | | | | | | | | | | | | |
| Maryland | | 814-01327 | | 84-3383695 |
(State or other jurisdiction
of incorporation) | | (Commission
File Number) | | (IRS Employer
Identification No.) |
| | | | | | | | |
2755 Sand Hill Road, Suite 150 Menlo Park, California | | 94025 |
| (Address of principal executive offices) | | (Zip Code) |
(650) 854-2090
(Registrant’s telephone number, including area code)
n/a
(Former name or former address, if changed since last report)
Securities registered pursuant to Section 12(b) of the Exchange Act:
| | | | | | | | | | | | | | |
| Title of each class | | Trading Symbol(s) | | Name of each exchange on which registered |
| N/A | | N/A | | N/A |
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 (see General Instructions A.2. below):
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| ☐ | 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)) |
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.
(a)TriplePoint Private Venture Credit Inc. (the “Company”) held its 2024 Annual Meeting of Stockholders (the “Annual Meeting”) on April 25, 2024. As of March 4, 2024, the record date for the determination of stockholders entitled to notice of, and to vote at, the Annual Meeting, 23,689,363 shares of the Company’s common stock and 525 shares of the Company’s preferred stock were eligible to be voted in person or by proxy. Of the shares of common stock eligible to be voted, 22,892,195 shares were voted in person or by proxy at the Annual Meeting. Of the shares of preferred stock eligible to be voted, 525 shares were voted in person or by proxy at the Annual Meeting.
(b)At the Annual Meeting, the Company’s stockholders (i) elected two Class II directors to serve on the Company’s board of directors until the Company’s 2027 annual meeting of stockholders or until their respective successors are duly elected and qualified, and (ii) ratified the selection of Deloitte & Touche LLP to serve as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2024. The proposals are described in detail in the Company’s definitive proxy statement filed with the Securities and Exchange Commission on March 14, 2024. The final voting results for each proposal are set forth below.
(i)The following individuals were elected as Class II directors: (a) Sajal K. Srivastava, elected solely by the holders of preferred stock, voting as a single class, and (b) Stephan A. Cassani, elected by the holders of common stock and preferred stock, voting together as a single class, by the following votes:
| | | | | | | | | | | | | | | | | | | | |
| Name | | Votes For | | Votes Withheld | | Broker Non-Votes |
| Sajal K. Srivastava | | 525 | | — | | — |
| Stephen A. Cassani | | 22,892,720 | | — | | — |
(ii)The voting results with respect to the ratification by the holders of common stock and preferred stock, voting together as a single class, of the appointment of Deloitte & Touche LLP to serve as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2024 were as follows:
| | | | | | | | | | | | | | | | | | | | |
| Votes For | | Votes Against | | Abstain | | Broker Non-Votes |
| 22,892,720 | | — | | — | | — |
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
| | | | | | | | |
| Exhibit No. | | Description |
| 104 | | | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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.
| | | | | |
| TriplePoint Private Venture Credit Inc. |
| |
| By: | /s/ Sajal K. Srivastava |
| Name: | Sajal K. Srivastava |
| Title: | President |
Date: April 29, 2024
