Business Context and Reporting Period
This Form 8-K reports on the Annual Meeting of Stockholders held by FS Investment Corporation (also referenced as FS KKR Capital Corp) on June 22, 2015. The record date for the meeting was April 20, 2015.
Key Financial Metrics
The filing text does not provide a clear value for revenue, profit, cash flow, margins, debt, or liquidity. This report focuses exclusively on corporate governance and voting results.
Material Changes and Voting Results
Two proposals were submitted to stockholders and approved:
- Proposal No. 1 (Director Election): Three Class B director nominees were elected to serve three-year terms.
- David J. Adelman: 115,073,949 votes for; 6,513,107 votes withheld.
- Thomas J. Gravina: 117,600,257 votes for; 3,986,799 votes withheld.
- Philip E. Hughes, Jr.: 118,175,622 votes for; 3,411,434 votes withheld.
- Proposal No. 2 (Share Issuance Flexibility): Stockholders authorized the Company to offer and sell shares below net asset value (NAV) for 12 months, subject to board approval and limitations.
- Votes For: 98,788,795
- Votes Against: 16,865,292
- Abstentions: 5,932,969
Participation: Of 241,702,625 eligible shares, 121,587,056 were voted in person or by proxy.
Guidance, Outlook, and Risks
The filing text does not provide a clear value for financial guidance, outlook, management commentary on operations, or specific risk factors beyond the standard authorization for share issuance below NAV.
Key Facts for Investor Verification
- Verify the specific limitations and conditions attached to the newly authorized "Share Issuance Proposal" in the definitive proxy statement filed on April 30, 2015.
- Confirm the total number of shares outstanding and the impact of the 50.3% voting participation rate on corporate governance stability.
- Review the Company's current Net Asset Value (NAV) to assess the potential dilution impact of the approved authority to issue shares below NAV.