MEDALLION FINANCIAL CORP. (NASDAQ:MFIN) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain OfficersItem 5.02. DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS.
(d) On July27, 2017, the Board of Directors (the “Board”) of Medallion Financial Corp. (the “Company”), upon the recommendation of the Board’s Nominating and Governance Committee, increased the size of the Board from seven to eight members and appointed John W. Everets to serve as a member of the Board, effective immediately. Mr.Everets was also appointed to the Audit Committee of the Board, effective immediately. The Board determined that Mr.Everets is an independent director within the meaning of the NASDAQ Stock Market listing standards.
Mr.Everets is currently a partner at Arcturus Capital in Boston, Massachusetts. Prior to joining Arcturus, he was lead investor, Chairman of the Board and Chief Executive Officer of the Bank of Maine from 2010 to 2015. Before leading the Bank of Maine, Mr.Everets was Chairman of Yorkshire Capital. Prior to that, he was Chairman and CEO of GE HPSC, Inc., from 1993 to 2006. Mr.Everets also previously held several executive positions at Advest, Inc. Mr.Everets is currently a Director of the Eastern Company, a Trustee of the Boston Athenaeum and is on the Board of Directors of Newman’s Own Foundation where he chairs the Finance Committee.
There are no arrangements or understandings between Mr.Everets and any other persons to which Mr.Everets was selected as a director of the Company. There are no transactions between Mr.Everets and the Company that would be reportable under Item404(a) of Regulation S-K. Mr.Everets will receive compensation for his service as a non-employee director of the Company’s Board in accordance with the terms of the Company’s director compensation program, which is described in the Company’s Definitive Proxy Statement on Schedule14A filed with the U.S. Securities and Exchange Commission on May1, 2017.
Item 5.02. OTHER EVENTS.
On July27, 2017, the Company issued a press release to the news media announcing the appointment of Mr.Everets to the Board.
A copy of the press release is attached hereto as Exhibit99.1 and is incorporated herein by reference. The information in the press release is being furnished, not filed, to Item 5.02. Accordingly, the information in the press release will not be incorporated by reference into any registration statement filed by the Company under the Securities Act of 1933, as amended, unless specifically identified therein as being incorporated therein by reference.
Please note that this report and Exhibit99.1 hereto contain forward-looking statements that involve risks and uncertainties relating to business performance, cash flow, costs, sales, net investment income, earnings, and growth. The Company’s actual results may differ significantly from the results discussed in such forward-looking statements. Factors that might cause such a difference include, but are not limited to, those factors discussed under the heading “Risk Factors,” in the Company’s 2016 Annual Report on Form10-K.
Item 5.02. FINANCIAL STATEMENTS AND EXHIBITS.
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Exhibit No. |
Description |
| 99.1 | Press release, dated July27, 2017. |
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MEDALLION FINANCIAL CORP ExhibitEX-99.1 2 d431239dex991.htm EX-99.1 EX-99.1 Exhibit 99.1 FOR IMMEDIATE RELEASE: MEDALLION FINANCIAL CORP. ANNOUNCES APPOINTMENT OF JOHN W. EVERETS TO BOARD OF DIRECTORS NEW YORK,…To view the full exhibit click here
About MEDALLION FINANCIAL CORP. (NASDAQ:MFIN)
Medallion Financial Corp. is a closed-end, non-diversified management investment company. The Company is a specialty finance company, which is engaged in originating, acquiring and servicing loans that finance taxicab medallions and various types of commercial businesses. The Company operates in lending and investing operations segment. It originates and services medallion, secured commercial, and consumer loans, and invests in both marketable and nonmarketable securities. The Company’s subsidiary, Medallion Bank, also originates consumer loans for the purchase of recreational vehicles, boats, motorcycles, trailers, and to finance small-scale home improvements. The Company also conducts business through its asset-based lending division, Medallion Business Credit, an originator of loans to small businesses for the purpose of financing inventory and receivables.
