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): June 28, 2018

 

VII Peaks Co-Optivist Income BDC II, Inc.

(Exact name of registrant as specified in its charter)

 

Maryland   0-54615   45-2918121
(State or other jurisdiction   (Commission File No.)   (I.R.S. Employer
of incorporation)       Identification No.)

 

4 Orinda Way, Suite 125-A

Orinda, California

    94563
(Address of principal executive offices)  (Zip Code)

 

Registrant's telephone number, including area code: (855) 889-1778

 

Not Applicable

(Former name or 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 (see General Instruction A.2. below):

 

¨   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))

 

Emerging Growth Company x

 

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. x

  

 

 

 

 

Section 5 - Corporate Governance and Management

 

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements with Certain Officers.

 

Emily Silva, chief compliance officer of VII Peaks Co-Optivist Income BDC II, Inc. (the “Company”), has resigned her position as chief compliance officer of the Company and her position with Cipperman Compliance Services LLC, effective as of July 5, 2018, in order to pursue other professional opportunities.  In accordance with Item 5.02 of Form 8-K, the Company provided Ms. Silva with a copy of this Form 8-K prior to filing it with the SEC. Ms. Silva did not serve on any committees of the board.

 

On June 28, 2018, the Board of Directors of the Company appointed, by written consent, Mr. Douglas Tyre of Cipperman Compliance Services LLC, as the chief compliance officer of the Company.  Mr. Tyre was not appointed pursuant to any arrangement or understanding between himself and any other persons pursuant to which he was selected as an officer. 

  

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.

 

 

VII Peaks Co-Optivist Income BDC II, Inc.

 July 2, 2018

By:   /s/ Gurpreet S. Chandhoke
  Gurpreet S. Chandhoke
  Chairman of the Board of Directors, Chief Executive Officer and President