0001376067-12-000009.txt : 20120511 0001376067-12-000009.hdr.sgml : 20120511 20120511133401 ACCESSION NUMBER: 0001376067-12-000009 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20120509 ITEM INFORMATION: Submission of Matters to a Vote of Security Holders FILED AS OF DATE: 20120511 DATE AS OF CHANGE: 20120511 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Venture Lending & Leasing V, Inc. CENTRAL INDEX KEY: 0001376067 IRS NUMBER: 141974295 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 814-00731 FILM NUMBER: 12833374 BUSINESS ADDRESS: STREET 1: 2010 NORTH FIRST STREET, SUITE 310 CITY: SAN JOSE STATE: CA ZIP: 95131 BUSINESS PHONE: (408) 436-8577 MAIL ADDRESS: STREET 1: 2010 NORTH FIRST STREET, SUITE 310 CITY: SAN JOSE STATE: CA ZIP: 95131 8-K 1 vll5resultsofproxy051112.htm VLL5 RESULTS OF PROXY 051112 VLL5 Results of Proxy 051112





U.S. 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 9, 2012

 
Venture Lending & Leasing V, Inc.
(Exact name of registrant as specified in its charter)
 
 
 
 
 
 
 MARYLAND
 
814-00731
 
14-1974295
(State or other jurisdiction
of incorporation)
 
(Commission
File Number)
 
(I.R.S. Employer
Identification No.)
 
 
104 La Mesa Drive, Suite 102, Portola Valley, CA 94028
(Address of principal executive offices, zip code)
 
Registrant's telephone number, including area code: (650) 234-4300

(Former name or former address, if changed since last report): N/A

 
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
 
o
Soliciting material pursuant to Rule 14a-12(b) under the Exchange Act
 
o
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act
 
o
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act.













Item 5.07 Submission of Matters to a Vote of Security Holders.
The annual shareholder meeting (the “Meeting”) of Venture Lending & Leasing V, Inc. (the “Fund”) was held on May 9, 2012, to consider and vote on the election of five members of the Board of Directors of the Fund (William Russell Miller, Scott C. Taylor, Ronald W. Swenson, George Von Gehr and Maurice C. Werdegar) and the ratification of the appointment of Deloitte & Touche LLP as the Fund's independent registered public accounting firm for the fiscal year ending on December 31, 2012.

On March 31, 2012, the record date for the Meeting, there were 100,000 shares of Common Stock, $.001 par value (“Shares”) of the Fund outstanding and entitled to vote. 100% of the Shares are owned by Venture Lending & Leasing V, LLC (the “LLC”). The LLC in turn is owned by its members (the “LLC Members”). The Operating Agreement of the LLC grants the LLC Members pass-through voting rights, meaning that the LLC, as the sole shareholder of the Fund, may take no action as shareholder of the Fund without first securing the approval of the LLC Members, with the same vote required of the LLC Members as is required of the shareholder of the Fund. Accordingly, the election of each of the nominated directors of the Fund required the prior approval of the holders of at least a plurality of the outstanding shares of membership interest of the LLC (the “LLC Shares”), and ratification of the appointment of Deloitte & Touche LLP as the Fund's independent registered public accounting firm for the fiscal year ending on December 31, 2012 required the prior approval of at least a majority of the outstanding LLC Shares.

201,712.50 out of 202,500 total outstanding LLC Shares, or 99.61% of the LLC Shares, were cast in favor of the election of each of the six members of the Board of Directors and in favor of the ratification of the appointment of Deloitte & Touche LLP as the Fund's independent registered public accounting firm for the fiscal year ending on December 31, 2012. No LLC Shares were cast against or withheld for either of the proposals presented at the Meeting. Consequently, the LLC cast 100% of the Shares in favor of approval of both of the proposals presented at the Meeting.







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 duly authorized.

VENTURE LENDING & LEASING V, INC.
(Registrant)

By: /s/ Maurice C. Werdegar
By: /s/ Martin D. Eng
Maurice C. Werdegar
Martin D. Eng
Chief Executive Officer & President
Chief Financial Officer
Date: May 11, 2012
Date: May 11, 2012