pnnt-8k_20200317.htm

 

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 8-K

 

 

CURRENT REPORT

Pursuant to Section 13 Or 15(d) of The

Securities Exchange Act of 1934

March 17, 2020

Date of Report (Date of earliest event reported)

 

 

PennantPark Investment Corporation

(Exact name of registrant as specified in its charter)

 

 

 

Maryland

814-00736

20-8250744

(State or other jurisdiction of incorporation)

(Commission File Number)

(IRS Employer Identification No.)

 

 

590 Madison Avenue, 15th Floor, New York, NY

10022

(Address of principal executive offices)

(Zip Code)

 

 

212-905-1000

(Registrant’s telephone number, including area code)

 

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of Each Class

Trading Symbol(s)

Name of Each Exchange on Which Registered

Common Stock, par value $0.001 per share

PNNT

The Nasdaq Stock Market LLC

5.50% Notes due 2024

PNNTG

The Nasdaq Stock Market LLC

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

 

Emerging growth company

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

 

 


 

 

 

 

Item 5.07

Submission of Matters to a Vote of Security Holders

On March 17, 2020, PennantPark Investment Corporation (the “Company”) held a reconvened annual meeting of stockholders (the “Annual Meeting”) and submitted one matter to the vote of its stockholders. The proposal is described in detail in the Company’s definitive proxy statement filed with the Securities and Exchange Commission on December 17, 2019. As of November 20, 2019, the record date, 67,045,105 shares of common stock were eligible to vote. A summary of the matters voted upon by the stockholders is set forth below.

 

Proposal 1. The Company’s stockholders elected Mr. Samuel Katz as a Class I Director of the Company to serve until the 2023 Annual Meeting and until his successor is duly elected and qualifies. Mr. Marshall Brozost did not receive the affirmative vote of a majority of the shares outstanding to be elected as a Class I Director of the Company. Mr.  Brozost, however, received the affirmative vote of a majority of the shares voted. In accordance with Maryland law, he will continue to serve as a director of the Company until his successor is duly elected and qualifies as per the Charter and Bylaws of the Company. The voting results are set forth below:

 

Name

 

For

 

 

Withheld

 

 

Broker Non-Votes

 

Marshall Brozost

 

 

30,927,507

 

 

 

16,653,726

 

 

 

 

 

% of Shares Voted

 

 

65.0

%

 

 

35.0

%

 

N/A

 

% of Shares Outstanding

 

 

46.1

%

 

 

24.9

%

 

 

N/A

 

Samuel L. Katz

 

 

38,223,718

 

 

 

9,357,515

 

 

 

 

 

% of Shares Voted

 

 

80.3

%

 

 

19.7

%

 

N/A

 

% of Shares Outstanding

 

 

57.0

%

 

 

14.0

%

 

N/A

 

 

 

 



 

 

 

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

PennantPark Investment Corporation

 

 

 

 

Date: March 20, 2020

 

 

 

 

 

/s/ AVIV EFRAT

 

 

 

 

 

 

Aviv Efrat

Chief Financial Officer & Treasurer