FS Investment Corporation 8-K Summary
Business Context and Reporting Period
This Form 8-K reports on the Annual Meeting of Stockholders held by FS Investment Corporation on June 22, 2016. The record date for the meeting was April 20, 2016, with 243,488,590 shares eligible to vote. A total of 111,081,884 shares were voted in person or by proxy.
Key Financial Metrics
The filing text does not provide a clear value for revenue, profit, cash flow, margins, debt, or liquidity metrics. This report focuses exclusively on corporate governance and voting results.
Material Changes and Voting Results
Two proposals were presented to stockholders:
- Proposal No. 1 (Director Election): All four Class C director nominees were elected. Voting results were as follows:
- Gregory P. Chandler: 105,813,357 votes for; 5,268,527 withheld.
- Michael C. Forman: 107,296,471 votes for; 3,785,413 withheld.
- Barry H. Frank: 107,219,021 votes for; 3,862,863 withheld.
- Michael J. Heller: 95,633,575 votes for; 15,488,309 withheld.
- Proposal No. 2 (Share Issuance Flexibility): This proposal sought authorization to sell shares below net asset value (NAV) within 12 months. The meeting was adjourned regarding this proposal to allow additional time for vote solicitation.
Outlook and Contingencies
A Reconvened Meeting is scheduled for July 13, 2016, at 1:00 p.m. Eastern Time to vote on the Share Issuance Proposal. The record date remains April 20, 2016, and previously submitted proxies remain valid unless revoked. No specific financial guidance or risk factors were disclosed in this filing.
Key Facts for Investor Verification
- Verify the outcome of the Share Issuance Proposal at the July 13, 2016, reconvened meeting.
- Confirm the final composition of the Board of Directors following the election of the four Class C members.
- Review the definitive proxy statement filed on April 29, 2016, for detailed limitations on the proposed share issuance below NAV.