STOCK TITAN

New Mountain Finance (NASDAQ: NMFC) 2026 meeting elects directors and ratifies auditor

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

New Mountain Finance Corporation reported results from its 2026 Annual Meeting of Stockholders. As of the March 13, 2026 record date, 98,509,563 shares of common stock were outstanding and entitled to vote.

Stockholders elected three directors—Rome G. Arnold III, Daniel B. Hébert, and Steven B. Klinsky—to three-year terms expiring at the 2029 annual meeting. Each nominee received more votes “for” than “withheld,” with substantial broker non-votes recorded.

Stockholders also ratified the appointment of Deloitte & Touche LLP as NMFC’s independent registered public accounting firm for the fiscal year ending December 31, 2026, with 71,984,085 votes for, 1,201,914 against, and 513,579 abstentions.

Positive

  • None.

Negative

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Item 5.07 Submission of Matters to a Vote of Security Holders Governance
Results of a shareholder vote on proposals at an annual or special meeting.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Shares entitled to vote 98,509,563 shares Common stock outstanding as of March 13, 2026 record date
Votes for Deloitte & Touche LLP 71,984,085 votes Ratification as independent registered public accounting firm for 2026
Votes against Deloitte & Touche LLP 1,201,914 votes Ratification of independent registered public accounting firm
Votes for Daniel B. Hébert 38,469,408 votes Election as director for term expiring at 2029 Annual Meeting
Votes for Steven B. Klinsky 33,307,243 votes Election as director for term expiring at 2029 Annual Meeting
Annual Meeting of Stockholders financial
"New Mountain Finance Corporation (“NMFC”) held its 2026 Annual Meeting of Stockholders on May 12, 2026"
record date financial
"Stockholders of record as of March 13, 2026 (the "Record Date") were entitled to vote"
The record date is the specific day when a company determines which shareholders are eligible to receive a dividend or participate in an upcoming vote. It’s like a cutoff date; if you own the stock on that day, you get the benefits or voting rights. This date matters because it decides who qualifies for certain company benefits.
broker non-votes financial
"each to serve for a three-year term ... based on the following votes"
Broker non-votes occur when a brokerage firm is unable to vote on a shareholder’s behalf during a company election or decision because the shareholder has not given specific voting instructions, and the broker is not allowed or chooses not to vote on certain matters. They are important because they can affect the outcome of votes, especially when the results are close, by effectively reducing the total number of votes cast.
independent registered public accounting firm financial
"ratified the appointment of Deloitte & Touche LLP to serve as NMFC’s independent registered public accounting firm"
An independent registered public accounting firm is an outside accounting company officially registered with the government regulator to examine and report on a public company's financial records and controls. Investors treat its reports like an impartial inspector’s certificate — they add credibility to financial statements, help spot errors or misleading claims, and reduce the risk that shareholders are relying on unchecked or biased numbers.
Emerging growth company regulatory
"Emerging growth company New Mountain Finance Corporation"
An emerging growth company is a recently public or smaller public firm that qualifies for temporary, lighter regulatory and disclosure rules to reduce the cost and effort of being public. For investors, it means the company may provide less historical financial detail and face fewer reporting requirements than larger firms, so it can grow more quickly but also carries higher uncertainty—like buying a promising early-stage product with fewer user reviews.
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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): May 12, 2026

 

New Mountain Finance Corporation

(Exact name of registrant as specified in its charter)

 

Delaware   814-00832   27-2978010

(State or other jurisdiction of

incorporation or organization)

 

(Commission

File Number)

 

(IRS Employer

Identification Number)

 

 

1633 Broadway, 48th Floor,  
New York, New York 10019
(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: (212) 720-0300

None

(Former name or former 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))

 

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class   Trading
Symbol(s)
  Name of each exchange on which registered
Common stock, par value $0.01 per share   NMFC   NASDAQ Global Select Market
8.250% Notes due 2028   NMFCZ   NASDAQ Global Select Market

 

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

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.

 

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

 

New Mountain Finance Corporation (“NMFC”) held its 2026 Annual Meeting of Stockholders on May 12, 2026 (the “Annual Meeting”) and submitted two (2) matters to the vote of stockholders. Stockholders of record as of March 13, 2026 (the "Record Date") were entitled to vote at the Annual Meeting. As of the Record Date, there were 98,509,563 shares of common stock outstanding and entitled to vote. A summary of the matters voted upon by the stockholders is set forth below.

 

Election of Directors:

 

Stockholders of NMFC elected three nominees for director, each to serve for a three-year term to expire at the 2029 Annual Meeting of Stockholders based on the following votes:

Name FOR WITHHELD BROKER NON-VOTES
Rome G. Arnold III 31,775,941 8,216,335 33,707,302
Daniel B. Hébert 38,469,408 1,522,868 33,707,302
Steven B. Klinsky 33,307,243 6,685,033 33,707,302

 

Ratification of the Appointment of Deloitte & Touche LLP to serve as NMFC’s independent registered public accounting firm for the fiscal year ending December 31, 2026:

 

Stockholders of NMFC ratified the appointment of Deloitte & Touche LLP to serve as NMFC’s independent registered public accounting firm for the fiscal year ending December 31, 2026 based on the following votes:

 

FOR AGAINST ABSTAINED BROKER NON-VOTES
71,984,085 1,201,914 513,579 -0-

 

 

  Item 9.01 Financial Statements and Exhibits

  

  (d) Exhibits.

 

Exhibit No.

 

   
  104 Cover Page Interactive Data File (embedded within the Inline XBRL document).

 

 

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SIGNATURE

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.

 

New Mountain Finance Corporation
   
By: /s/ Eric Kane
Name:   Eric Kane
Title:   Corporate Secretary

 

Date: May 15, 2026

 

 

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Filing Exhibits & Attachments

4 documents