Washington, D.C. 20549










Pursuant to Section 13 Or 15(d) of

The Securities Exchange Act of 1934


October 11, 2018

Date of Report (Date of earliest event reported)





(Exact name of registrant as specified in its charter)


Delaware   814-00802   27-2114934

(State or other jurisdiction

of incorporation)

  (Commission File Number)   (I.R.S. Employer Identification No.)


312 Farmington Avenue

Farmington, CT 06032

(Address of principal executive offices and zip code)


Registrant’s telephone number, including area code: (860) 676-8654


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))


Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

Emerging growth company ¨

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. ¨






Item 5.07 Submission of Matters to a Vote of Security Holders


On October 11, 2018, Horizon Technology Finance Corporation (the “Company”) convened a special meeting of stockholders (the “Special Meeting”) for the purpose of voting on proposals (i) to approve the application to the Company of the reduced asset coverage requirements in Section 61(a)(2) of the Investment Company Act of 1940, as amended, which would permit the Company to reduce the asset coverage requirements applicable to the Company from 200% to 150%, such that the Company would have a debt to equity ratio of a maximum of 2.0x (i.e., $2 of debt outstanding for each $1 of equity) as compared to a current maximum of 1.0x (i.e., $1 of debt outstanding for each $1 of equity) and (ii) to approve a new investment management agreement between the Company and Horizon Technology Finance Management LLC, the Company’s investment adviser. 


Because less than fifty percent (50%) of the shares of common stock outstanding and entitled to vote were present in person or by proxy, the presiding officer of the Special Meeting, Robert D. Pomeroy, Jr., Chairman and Chief Executive Officer of the Company, adjourned the Special Meeting to October 30, 2018 at 10:00 a.m. to allow the Company to solicit additional proxies to obtain the requisite quorum necessary to conduct business. The Special Meeting will be reconvened at the offices of Horizon Technology Finance Corporation, located at 312 Farmington Avenue, Farmington, Connecticut, on October 30, 2018 at 10:00 a.m.







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.


  By: /s/ Robert D. Pomeroy, Jr.  
    Robert D. Pomeroy, Jr.  
    Chief Executive Officer and Chairman of the Board