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 5, 2015
Business Development Corporation of America II
(Exact Name of Registrant as Specified in Charter)
| Maryland | 814-01083 | 61-173588 |
| (State or Other Jurisdiction | (Commission File Number) | (IRS Employer |
| of Incorporation) | Identification No.) |
405 Park Avenue, 14th Floor
New York, New York 10022
(Address of Principal Executive Offices, including Zip Code)
Registrant’s telephone number,
including area code: (212) 415-6500
Not applicable
(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):
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 5.07. Submission of Matters to a Vote of Security Holders
On May 5, 2015, the sole stockholder of Business Development Corporation of America II (the “Company”), AR Capital, LLC (the “Sole Stockholder”), executed a written consent in lieu of an annual stockholder meeting for 2015 to elect the following individuals as directors to serve until the annual stockholder meeting in 2016 and until their successors have been duly elected and qualified. The following individuals constituted all of the nominees that were recommended for nomination by the nominating and corporate governance committee of the Company’s board of directors (the “Board”) and nominated by the Board for submission to the Sole Stockholder.
| Nominee | Position |
| Peter M. Budko | Interested Director, Chairman of the Board |
| William M. Kahane | Interested Director |
| Leslie D. Michelson | Disinterested Director |
| Randolph C. Read | Disinterested Director |
| Edward G. Rendell | Disinterested Director |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| BUSINESS DEVELOPMENT CORPORATION OF AMERICA II | ||||
| Date: | May 6, 2015 | By: | /s/ Peter M. Budko | |
| Peter M. Budko | ||||
| Chief Executive Officer, President and Chairman of the Board of Directors | ||||