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): March 18, 2015

 

Fifth Street Senior Floating Rate Corp.

(Exact name of registrant as specified in its charter)

 

Delaware 1-35999 61-1713295
(State or other jurisdiction  (Commission File Number) (I.R.S. Employer Identification No.)
of incorporation)    

 

777 West Putnam Avenue, 3rd Floor

Greenwich, CT 06830

(Address of principal executive offices and zip code)

 

Registrant’s telephone number, including area code: (203) 681-3600

 

Not Applicable

______________________________________________
Former name or former address, if changed since last report

 

 

Check the appropriate box below if the Form 8-K 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))

 

 
 

 

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

 

On March 18, 2015, Fifth Street Senior Floating Rate Corp. (the “Company”) jointly held its 2015 Annual Meeting of Stockholders (the “Annual Meeting”) with Fifth Street Finance Corp. At the Annual Meeting, the Company’s stockholders approved two proposals. The proposals are described in detail in the joint proxy statement of the Company and Fifth Street Finance Corp. dated February 5, 2015. As of January 21, 2015, the record date, 29,466,768 shares of common stock were eligible to vote.

 

Proposal 1. The Company’s stockholders elected two directors of the Company, each of whom will serve until the 2018 Annual Meeting of Stockholders, or until their successors are duly elected and qualified. The tabulation of votes was:

 

Name Votes For Votes Against Abstain

Broker

Non-Votes

Bernard  D. Berman 7,238,862 282,960 201,994 16,847,360
Richard P. Dutkiewicz 7,287,145 230,822 205,849 16,847,360
         

 

Proposal 2. The Company’s stockholders ratified the selection of PricewaterhouseCoopers LLP to serve as the Company’s independent registered public accounting firm for the fiscal year ending September 30, 2015, as set forth below:

 

Votes For Votes Against Abstain
24,140,836 103,354 326,986

 

 
 

 

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.

 

Date: March 18, 2015 FIFTH STREET SENIOR FLOATING RATE CORP.
   
   
  By:  /s/ David H. Harrison
  Name: David H. Harrison
  Title: Chief Compliance Officer and Secretary