Business Context and Reporting Period
This Form 8-K is a current report filed by Apollo Investment Corporation (not Midcap Financial Investment Corp) on August 9, 2019. The filing reports on the results of the Company's Annual Meeting of Stockholders held on August 6, 2019. The Company is incorporated in Maryland and is not an emerging growth company.
Key Financial Metrics
The filing text does not provide a clear value for revenue, profit, cash flow, margins, debt, or liquidity. This document is a procedural report regarding corporate governance and does not contain financial performance data.
Material Changes and Voting Results
As of the record date (June 12, 2019), 68,179,426 shares were eligible to vote. Stockholders approved two proposals:
- Proposal 1 (Election of Directors): Three Class III Directors were elected for three-year terms.
- Elliot Stein, Jr.: 19,100,510 FOR; 17,512,077 WITHHELD; 23,449,265 BROKER-NON-VOTE.
- Bradley J. Wechsler: 34,239,133 FOR; 2,373,454 WITHHELD; 23,449,265 BROKER-NON-VOTE.
- James C. Zelter: 35,254,171 FOR; 1,358,416 WITHHELD; 23,449,265 BROKER-NON-VOTE.
- Proposal 2 (Ratification of Auditors): Stockholders ratified PricewaterhouseCoopers LLP as the independent registered public accounting firm for the fiscal year ending March 31, 2020.
- Results: 58,188,242 FOR; 1,399,588 WITHHELD; 474,022 ABSTAIN; 0 BROKER-NON-VOTE.
Guidance, Outlook, and Risks
The filing text does not provide a clear value for guidance, outlook, management commentary, risks, contingencies, or unusual items. The document strictly details the voting outcomes of the Annual Meeting.
Investor Verification Checklist
- Verify the correct registrant name is Apollo Investment Corporation, as the input metadata referenced "Midcap Financial Investment Corp" which does not match the filing.
- Confirm the high number of "Broker-Non-Votes" (23,449,265) for the director elections, indicating brokers did not vote on these matters for beneficial owners who did not provide instructions.
- Note the significant number of "Withheld" votes for Elliot Stein, Jr. (17.5 million) compared to the other directors, which may warrant review of the proxy statement for context.
- Review the definitive proxy statement filed on June 19, 2019, for detailed biographies of the elected directors and the rationale for the auditor selection.