Business Context and Reporting Period
This Form 8-K reports on the 2020 Annual Meeting of Stockholders held by BlackRock TCP Capital Corp. (TCPC) on May 27, 2020. The meeting was conducted via live Internet webcast. As of the record date of March 30, 2020, the company had 57,766,426 shares of common stock outstanding, including 900,301 shares owned by affiliates.
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
Stockholders voted on and approved two proposals:
- Proposal 1: Election of Directors. Eight directors were re-elected to serve until the 2021 Annual Meeting. The voting results were as follows:
- Kathleen A. Corbet: 28,902,757 For / 947,299 Withheld
- Eric J. Draut: 28,894,865 For / 955,191 Withheld
- M. Freddie Reiss: 24,680,367 For / 5,169,689 Withheld
- Peter E. Schwab: 28,876,634 For / 973,422 Withheld
- Karyn L. Williams: 28,884,652 For / 965,404 Withheld
- Brian F. Wruble: 28,882,610 For / 967,446 Withheld
- Howard M. Levkowitz: 28,902,779 For / 947,277 Withheld
- Rajneesh Vig: 29,104,275 For / 745,781 Withheld
- Proposal 2: Authorization to Issue Shares Below Net Asset Value (NAV). Stockholders approved the authorization for TCPC to sell or issue common stock at a price below the then-current NAV per share over the next 12 months, subject to Board approval and specific limitations (e.g., sales on any given date not exceeding 25% of outstanding shares).
- Total Votes: 25,110,565 For / 3,690,936 Against / 1,048,548 Abstained.
- Adjusted Votes (excluding 900,301 affiliated shares): 24,210,264 For / 3,690,936 Against / 1,048,548 Abstained.
Guidance, Outlook, and Risks
The filing text does not provide a clear value for financial guidance, outlook, management commentary on future performance, or specific risk factors. The document references a definitive proxy statement filed on April 1, 2020, for detailed descriptions of the proposals and limitations.
Key Facts for Investor Verification
- Verify the specific limitations and conditions attached to the authorization to issue shares below NAV as detailed in the April 1, 2020 proxy statement.
- Confirm the tenure of the newly re-elected directors, which extends until the 2021 Annual Meeting.
- Note the significant number of votes withheld for director M. Freddie Reiss (5,169,689) compared to other nominees.
- Review the definitive proxy statement for the full text of the share issuance authorization proposal.