New Mountain Finance Corporation (NYSE:NMFC) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
Item 5.02.
New Mountain Finance Corporation (NYSE:NMFC) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
On November 19, 2019, the board of directors of New Mountain Finance Corporation (“NMFC” or the “Company”) appointed Alice W. Handy as a Class II director with a term that expires at the Company’s 2022 annual meeting of stockholders. Additionally, Ms. Handy was appointed to the Company’s audit committee, valuation committee, compensation committee and nominating and corporate governance committee.
Ms. Handy retired from Investure on December 31, 2018, an outsourced investment office for colleges and foundations which she formed in 2003 having served most recently as its Managing Member until her retirement and its Chief Executive Officer until January 1, 2018. Prior to forming Investure, Ms. Handy was the President of the University of Virginia Investment Management Company from 1974 to 2003. She currently serves on the board of directors of MSCI Inc., a company that provides investment decision support tools.
Ms. Handy is not an “interested person” of the Company as such term is defined under Section 2(a)(19) of the Investment Company Act of 1940, as amended (the “1940 Act”).
Ms. Handy (i) was not appointed to the Company’s board of directors to any arrangement or understanding with any other person; (ii) has not engaged, since the beginning of the Company’s last fiscal year, nor proposes to engage, in any transaction (for which the amount exceeds $120,000) in which the Company was or is a participant; and (iii) has not entered into, nor expects to enter into, any material plan, contract, arrangement, grant or award in connection with her appointment to the Company’s board of directors.
Also, on November 19, 2019, the board of directors of NMFC appointed John R. Kline as a Class I director with a term that expires at the Company’s 2021 annual meeting of stockholders. Mr. Kline is the Chief Operating Officer and President of NMFC and thus, Mr. Kline is an “interested person” of the Company as such term is defined under Section 2(a)(19) of the 1940 Act.
Mr. Kline (i) was not appointed to the Company’s board of directors to any arrangement or understanding with any other person; (ii) except for purchasing 10,000 shares of the Company’s common stock at $13.25 per share in the Company’s primary offering of common stock that closed on October 25, 2019, has not engaged, since the beginning of the Company’s last fiscal year, nor proposes to engage, in any transaction (for which the amount exceeds $120,000) in which the Company was or is a participant; and (iii) has not entered into, nor expects to enter into, any material plan, contract, arrangement, grant or award in connection with his appointment to the Company’s board of directors.
d) Exhibits.
New Mountain Finance Corp Exhibit
EX-99.1 2 a52132299ex99_1.htm EXHIBIT 99.1 Exhibit 99.1 New Mountain Finance Corporation Announces Appointment of Directors NEW YORK–(BUSINESS WIRE)–November 19,…
To view the full exhibit click
EX-99.1 2 a52132299ex99_1.htm EXHIBIT 99.1 Exhibit 99.1 New Mountain Finance Corporation Announces Appointment of Directors NEW YORK–(BUSINESS WIRE)–November 19,…
To view the full exhibit click
here
About New Mountain Finance Corporation (NYSE:NMFC)
New Mountain Finance Corporation is a closed-end, non-diversified management investment company. The Company’s investment objective is to generate current income and capital appreciation through the sourcing and origination of debt securities at all levels of the capital structure, including first and second lien debt, notes, bonds and mezzanine securities. Its investments may also include equity interests, such as preferred stock, common stock, warrants or options received in connection with its debt investments, or may include a direct investment in the equity of private companies. It makes investments through both primary originations and open-market secondary purchases. Its portfolio includes investments in various sectors, such as software, business services, education, distribution and logistics, federal services, consumer services, healthcare services, media and healthcare products. New Mountain Finance Advisers BDC, L.L.C. is the investment advisor of the Company.