Filing Overview
Morgan Stanley Direct Lending Fund filed a Form 8-K reporting the results of its 2020 Annual Meeting of Stockholders held on May 22, 2020. The report was signed and dated May 27, 2020. The filing concerns corporate governance matters rather than operating or financial results.
Annual Meeting and Voting Results
As of the March 25, 2020 record date, 2,876,560 common shares were outstanding and entitled to vote. A total of 1,012,262 shares were present or represented by proxy, constituting a quorum.
| Proposal | For | Against | Withhold | Abstain | Result |
|---|---|---|---|---|---|
| Election of David N. Miller as director | 1,004,497 | — | 7,765 | — | Approved |
| Election of Kevin Shannon as director | 1,004,497 | — | 7,765 | — | Approved |
| Ratification of Deloitte & Touche LLP as independent registered public accounting firm for fiscal year ending December 31, 2020 | 1,002,085 | 4,335 | — | 5,842 | Approved |
Both directors were elected to three-year terms ending at the 2023 Annual Meeting, subject to earlier resignation, removal, death or incapacity. No broker non-votes were reported for either proposal.
Financial and Operating Information
The filing does not provide revenue, profit, cash flow, margins, debt, liquidity, investment portfolio data or other operating metrics. It also does not report a change versus a prior comparable period.
Outlook, Risks and Unusual Items
The filing contains no management guidance, outlook, material risk update, contingency disclosure or unusual financial item. The principal reported actions are the election of two directors and the ratification of the independent auditor.
Investor Verification Points
- Verify the director terms and the composition of the board following the meeting.
- Confirm Deloitte & Touche LLP’s appointment for the fiscal year ending December 31, 2020.
- Review subsequent filings for financial results, portfolio performance, leverage, liquidity and any material developments not addressed in this 8-K.
- Note that the filing reports 1,012,262 shares present or represented by proxy out of 2,876,560 shares entitled to vote.