Business Context and Reporting Period
This Form 8-K reports on the 2026 Annual Meeting of Stockholders held by Chicago Atlantic BDC, Inc. on June 24, 2026. The filing details the outcomes of shareholder votes regarding board elections and auditor ratification. As of the record date (April 27, 2026), there were 22,820,590 shares of common stock outstanding.
Key Financial Metrics
The filing text does not provide specific values for revenue, profit, cash flow, margins, debt, or liquidity. This report focuses exclusively on corporate governance events and does not contain financial performance data.
Material Changes
No material financial changes are reported in this filing. The document serves to disclose the results of the shareholder vote rather than operational or financial shifts.
Outlook, Management Commentary, and Risks
Proposal 1: Election of Directors
Stockholders re-elected two Class 2 directors to serve until the 2029 annual meeting. The voting results were as follows:
- Americo Da Corte: 4,619,116 For; 549,693 Withhold; 7,647,065 Broker Non-Votes.
- Tracey Brophy Warson: 4,619,100 For; 549,709 Withhold; 7,647,065 Broker Non-Votes.
Proposal 2: Ratification of Auditor
Stockholders ratified the selection of BDO USA, P.C. as the independent registered public accounting firm for the fiscal year ending December 31, 2026. The voting results were:
- For: 12,740,473
- Against: 27,637
- Abstain: 47,764
The filing does not contain management commentary on future outlook, specific risks, or contingencies beyond the standard disclosure of the meeting results.
Investor Verification Checklist
- Verify the definitive proxy statement filed on April 30, 2026, for detailed background on the director nominees and auditor selection.
- Confirm the total number of shares outstanding (22,820,590) against the latest 10-Q or 10-K filings to ensure no subsequent capital changes occurred.
- Review the high volume of broker non-votes (7,647,065) in the director election to understand the extent of beneficial ownership held in street name.
- Check subsequent filings for the official appointment letter from BDO USA, P.C. confirming their engagement for the 2026 fiscal year.