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

 

Date of Report (Date of Earliest Event Reported): June 14, 2012

 

Main Street Capital Corporation

(Exact name of registrant as specified in its charter)

 

 

 

Registrant’s telephone number, including area code: (713) 350-6000

 

Not Applicable

 Former name or former address, if changed since last report

 

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:

 

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

 

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

 

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

 

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

 

 

 

Item 5.07                                             Submission of Matters to a Vote of Security Holders.

 

Our Annual Meeting of Stockholders was held on June 14, 2012.  As of April 2, 2012, the record date, 27,061,484 shares of common stock were eligible to be voted, and 17,798,971 of those shares were voted in person or by proxy at the Annual Meeting. Stockholders were asked to consider and act upon:

 

·                  Proposal No. 1 — The election of each of the members of our Board of Directors for a term of one year; and

 

·                  Proposal No. 2 — A proposal to authorize us, with the approval of our Board of Directors, to sell shares of our common stock during the next twelve months at a price below our then current net asset value per share, subject to certain limitations described in our 2012 proxy statement (including that the number of shares sold in each offering does not exceed 25% of our outstanding common stock immediately prior to such sale).

 

Proposal 1 — Election of Directors

 

All nominees for a one-year term as listed in our 2012 proxy statement were elected.  The following votes were taken in connection with this proposal:

 

Director Nominee		Votes For		Votes Withheld
Michael Appling, Jr.		17,283,080		515,891
Joseph E. Canon		17,330,648		468,323
Arthur L. French		17,322,532		476,439
J. Kevin Griffin		17,431,838		367,133
Vincent D. Foster		17,528,486		270,485
Todd A. Reppert		17,135,101		663,870

 

Proposal 2 — Issuance of Shares Below Net Asset Value

 

The proposal to authorize us, with the approval of our Board of Directors, to sell shares of our common stock during the next twelve months at a price below our then current net asset value per share, subject to certain limitations described in our 2012 proxy statement (including that the number of shares sold in each offering does not exceed 25% of our outstanding common stock immediately prior to such sale) was approved.  The following votes were taken in connection with this proposal:

 

		Votes For		Votes Against		Abstentions
All Stockholders		16,589,260		1,060,350		149,361
Excluding Affiliates		13,393,738		1,060,350		149,361

 

Item 9.01                                             Financial Statements and Exhibits.

 

(d) Exhibits

 

99.1

Press release dated June 14, 2012

 

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SIGNATURES

 

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

 

	Main Street Capital Corporation
Date:     June 14, 2012	By:		/s/ Dwayne L. Hyzak
		Name:	Dwayne L. Hyzak
		Title:	Chief Financial Officer

 

Exhibit Index

 

Exhibit No.		Description
99.1		Press release dated June 14, 2012

 

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