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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
Date of Report (Date of Earliest Event Reported): August 10, 2023
MSC Income Fund, Inc.
(Exact name of registrant as specified in its charter)
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Maryland | 814-00939 | 45-3999996 |
(State or other jurisdiction of incorporation) | (Commission File Number) | (I.R.S. Employer Identification No.) |
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1300 Post Oak Boulevard, 8th Floor Houston, TX | 77056 |
(Address of principal executive offices) | (Zip Code) |
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:
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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)) |
Securities registered pursuant to Section 12(b) of the Act:
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Title of each class | | Trading Symbol | | Name of each exchange on which registered |
None | | N/A | | N/A |
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 o
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. o
Item 5.07 Submission of Matters to a Vote of Security Holders.
On August 10, 2023, MSC Income Fund, Inc (the “Company”) held its 2023 annual meeting of stockholders (the “Annual Meeting”). The issued and outstanding shares of stock of the Company entitled to vote at the Annual Meeting consisted of the 80,456,816 shares of common stock outstanding on the record date, May 18, 2023. The common stockholders of the Company voted on two matters at the Annual Meeting. The final voting results from the Annual Meeting are as follows:
(1) A proposal to elect each of the four members of the Company’s board of directors (the “Board”) for a term of one year:
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| Nominee | | Votes For | | Authority Withheld or Abstained from Voting |
| Robert L. Kay | | 26,531,612 | | 1,514,403 |
| John O. Niemann, Jr. | | 26,551,783 | | 1,494,232 |
| Jeffrey B. Walker | | 26,574,855 | | 1,471,160 |
| Dwayne L. Hyzak | | 26,588,432 | | 1,457,583 |
(2) A proposal to ratify the appointment of Grant Thornton LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2023:
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| Votes For | | Votes Against | | Abstentions |
| 40,482,903 | | 481,350 | | 875,219 |
Item 8.01. Other Events.
On August 10, 2023, the Company declared a cash dividend of $0.175 per share of the Company’s common stock, par value $0.001 per share. This dividend will be payable on November 1, 2023 to holders of the Company’s common stock as of a record date of September 29, 2023. Additionally, the Board approved a repurchase offer pursuant to the Company’s share repurchase program in an amount equal 90% of the amount of proceeds resulting from shares issued in lieu of cash distributions from the November 1, 2023 dividend payment.
On August 11, 2023, the Company issued a press release announcing the dividend described above and the offer pursuant to the share repurchase program. A copy of such press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
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.
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| MSC Income Fund, Inc. |
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Date: August 11, 2023 | By: | /s/ Jason B. Beauvais |
| | Name: Jason B. Beauvais |
| | Title: General Counsel |