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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

February 6, 2024

Date of Report (Date of earliest event reported)

PennantPark Floating Rate Capital Ltd.

(Exact name of registrant as specified in its charter)

Maryland

814-00891

27-3794690

(State or other jurisdiction of incorporation)

(Commission File Number)

(IRS Employer Identification No.)

 

1691 Michigan Avenue

Miami Beach, Florida

(Address of Principal Executive Offices)

33139

(Zip Code)

(786) 297-9500

(Registrant's telephone number, including area code)

Not Applicable

(Former name or former address, if changed since last report)

 

 

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

PFLT

The New York Stock Exchange

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 February 6, 2024, PennantPark Floating Rate Capital Ltd. (the “Company”) held its annual meeting of stockholders (the “Annual Meeting”) and submitted two matters to the vote of its stockholders. The proposals are described in detail in the Company’s definitive proxy statement filed with the Securities and Exchange Commission on December 13, 2023. As of December 6, 2023, the record date, 58,734,702 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 two Class I directors of the Company, who will each serve until the 2027 Annual Meeting and until his successor is duly elected and qualifies.

The voting results as of February 6, 2024, as certified by the inspector of election, are set forth below:

Name

 

For

 

 

Against

 

 

Abstain

 

 

Broker Non-Vote

 

Marshall Brozost

 

 

10,138,155

 

 

4,413,739

 

 

400,420

 

 

21,341,596

 

% of Shares Voted

 

 

67.80

%

 

29.52

%

 

2.68

%

N/A

 

Samuel L. Katz

 

 

11,469,097

 

 

3,076,452

 

 

406,765

 

 

21,341,596

 

% of Shares Voted

 

 

76.70

%

 

20.58

%

 

2.72

%

N/A

 

 

Proposal 2. The Company’s stockholders ratified the selection of RSM US LLP to serve as the Company’s independent registered public accounting firm for the year ending September 30, 2024.

The voting results as of February 6, 2024, as certified by the inspector of election, are set forth below:

 

 

 

For

 

 

Against

 

 

Abstain

 

Shares Voted

 

 

34,583,302

 

 

 

842,528

 

 

 

868,080

 

% of Shares Voted

 

 

95.29

%

 

2.32

%

 

2.39

%

 

 

 

 

 

 

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 Floating Rate Capital Ltd.

Dated: February 9, 2024

/s/ RICHARD T. ALLORTO, Jr.

Richard T. Allorto, Jr.

Chief Financial Officer & Treasurer

 

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Feb. 06, 2024
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Entity File Number 814-00891
Entity Registrant Name PennantPark Floating Rate Capital Ltd.
Entity Central Index Key 0001504619
Entity Tax Identification Number 27-3794690
Entity Incorporation, State or Country Code MD
Entity Address, Address Line One 1691 Michigan Avenue
Entity Address, City or Town Miami Beach
Entity Address, State or Province FL
Entity Address, Postal Zip Code 33139
City Area Code 786
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Title of 12(b) Security Common Stock, par value $0.001 per share
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