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)
July 21, 2014
 
Capital Southwest Corporation
(Exact name of registrant as specified in its charter)
 
Texas
811-1056
75-1072796
(State or other jurisdiction
of incorporation)
(Commission
File Number)
(IRS Employer
Identification No.)

12900 Preston Road, Suite 700, Dallas, Texas
75230
(Address of principal executive offices)
 
(Zip Code)

Registrant’s telephone number, including area code
972-233-8242
 
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:
 
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 2.02 Results of Operations and Financial Condition.  

On July 24, 2014, Capital Southwest Corporation (the “Company”) issued a press release reporting the net asset value of the Company at June 30, 2014.  A copy of the press release is attached hereto as Exhibit 99.1.  Pursuant to the rules and regulations of the Securities and Exchange Commission, such exhibit and the information set forth therein and herein shall not be deemed to be filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and shall not be deemed to be incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.
 
Item 5.07 Submission of Matters to a Vote of Security Holders.
 
Our Annual Meeting of Shareholders was held on July 21, 2014.  As of May 30, 2014, the record date, 15,413,532 shares of common stock were eligible to be voted, and 12,803,034 of those shares were voted in person or by proxy at the Annual Meeting.  Shareholders were asked to consider and act upon the following resolutions:
 
(1) To elect seven (7) directors to serve until the next annual meeting of shareholders or until their respective successors shall be elected and qualified;

(2) To ratify the appointment by our Audit Committee of Grant Thornton LLP as our independent registered public accounting firm for the fiscal year ending March 31, 2015; and
 
(3)
To approve, by an advisory (non-binding) vote, our executive compensation.
 
The director nominees, Messrs. Joseph B. Armes, David R. Brooks, Jack D. Furst, Samuel B. Ligon, T. Duane Morgan, William R. Thomas III and John H. Wilson were elected to the Company’s board of directors. The votes for, votes withheld, and broker non-votes for each director nominee are set out below:

Director Nominee
  
Votes For
    
Votes Withheld
    
Broker Non-Votes
  
Joseph B. Armes
    
9,737,586
      
81,103
      
2,984,345
  
David R. Brooks
    
9,714,964
      
92,497
      
2,995,573
  
Jack D. Furst
    
9,767,253
      
51,436
      
2,984,345
  
Samuel B. Ligon
    
9,706,628
      
100,833
      
2,995,573
  
T. Duane Morgan
    
8,435,148
      
1,372,313
      
2,995,573
  
William R. Thomas III
    
9,747,714
      
59,747
      
2,995,573
  
John H. Wilson
    
9,694,718
      
112,743
      
2,995,573
  

The recommendation to ratify the appointment of Grant Thornton LLP as our independent registered public accounting firm for the fiscal year ending March 31, 2015 was approved.  The votes for, votes against, abstentions and broker non-votes for this proposal are set out below:

Votes For
    
12,532,953
  
Votes Against
    
257,509
  
Abstentions
    
12,571
  
Broker Non-Votes
    
-
  
 
The recommendation to approve our executive compensation was approved in an advisory (non-binding) vote.  The votes for, votes against, abstentions and broker non-votes for this proposal are set forth below:
 
Votes For
    
9,324,758
  
Votes Against
    
129,779
  
Abstentions
    
352,921
  
Broker Non-Votes
    
2,995,575
  
 
Item 9.01   Financial Statements and Exhibits.  
 
(a) None.
(b) None.
(c) None.
(d) Exhibits

Exhibit
Number
Description
Press Release dated July 24, 2014 
 
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.
 
 
Dated: July 24, 2014
 
 
 
 
By:
/s/ Joseph B. Armes
 
 
Name:
Joseph B. Armes
 
 
Title:
Chairman of the Board
 
 
 
Chief Executive Officer and President