UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
FORM N-PX
 
ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED
MANAGEMENT INVESTMENT COMPANY
 
Investment Company Act file number 811-07074
 
180 Degree Capital Corp. 
(Exact name of registrant as specified in charter) 


7 N. Willow Street, Suite 4B
Montclair, NJ 07042
(Address of principal executive offices) (Zip code)
 
Daniel B. Wolfe
President and Chief Financial Officer
180 Degree Capital Corp.
7 N. Willow Street, Suite 4B
Montclair, NJ 07042
(Name and address of agent for service)
 
Registrant’s telephone number, including area code: 973-746-4500
 
Date of fiscal year end: December 31
 
Date of reporting period: July 1, 2018 — June 30, 2019 


Form N-PX is to be used by a registered management investment company, other than a small business investment company registered on Form N-5 (§§ 239.24 and 274.5 of this chapter), to file reports with the Commission, not later than August 31 of each year, containing the registrant’s proxy voting record for the most recent twelve-month period ended June 30, pursuant to section 30 of the Investment Company Act of 1940 and rule 30b1-4 thereunder (17 CFR 270.30b1-4). The Commission may use the information provided on Form N-PX in its regulatory, disclosure review, inspection, and policymaking roles.
 
A registrant is required to disclose the information specified by Form N-PX, and the Commission will make this information public. A registrant is not required to respond to the collection of information contained in Form N-PX unless the Form displays a currently valid Office of Management and Budget (“OMB”) control number. Please direct comments concerning the accuracy of the information collection burden estimate and any suggestions for reducing the burden to the Secretary, Securities and Exchange Commission, 100 F Street, NE, Washington, DC 20549. The OMB has reviewed this collection of information under the clearance requirements of 44 U.S.C. § 3507.






Item 1. Proxy Voting Record

Airgain, Inc.
 
 
 
 
 
 
 
Exchange and Symbol:
NASDAQ:AIRG
 
 
CUSIP:
00938A104
 
 
Shareholder Meeting Type:
Annual Meeting
 
 
Shareholder Meeting Date:
June 27, 2019
 
 
 
 
 
 
Proposals:
Proposed by:
Vote:
For/Against Management:
 
 
 
 
1.
Election of Class III Director
 
 
 
Thomas A. Munro
Management
No Vote
 
 
 
 
 
2.
Ratification of the appointment of KPMG LLP as the independent registered public accounting firm for the fiscal year ending December 31, 2019.
Management
No Vote
 

Adesto Technologies Corporation
 
 
 
 
 
 
 
Exchange and Symbol:
NASDAQ:IOTS
 
 
CUSIP:
00687D101
 
 
Shareholder Meeting Type:
Annual Meeting
 
 
Shareholder Meeting Date:
June 4, 2019
 
 
 
 
 
 
Proposals:
Proposed by:
Vote:
For/Against Management:
 
 
 
 
1.
Election of Class I Director
 
 
 
Keith Crandell
Management
For
For
 
 
 
 
2.
Ratification of the appointment of BPM LLP as the independent registered public accounting firm for the fiscal year ending December 31, 2019.
Management
For
For






Dawson Geophysical Company
 
 
 
 
 
 
 
Exchange and Symbol:
NASDAQ:DWSN
 
 
CUSIP:
239360100
 
 
Shareholder Meeting Type:
Annual Meeting
 
 
Shareholder Meeting Date:
April 30, 2019
 
 
 
 
 
 
Proposals:
Proposed by:
Vote:
For/Against Management:
 
 
 
 
1.
Election of Directors
Management
For
For
William J. Barrett
Management
For
For
Craig W. Cooper
Management
For
For
Gary M. Hoover, Ph.D.
Management
For
For
Stephen C. Jumper
Management
For
For
Michael L. Klofas
Management
For
For
Ted R. North
Management
For
For
Mark A. Vander Ploeg
Management
For
For
Wayne A. Whitener
Management
For
For
 
 
 
 
2.
Ratification of the appointment of RSM US LLP as the independent registered public accounting firm for the fiscal year ending December 31, 2019.
Management
For
For
 
 
 
 
3.
Approval of a non-binding advisory resolution on the compensation of the named executive officers as disclosed in the Proxy Statement of the Company for the 2019 Annual Meeting of Shareholders.
Management
For
For






D-Wave Systems, Inc.
 
 
 
 
 
 
 
Exchange and Symbol:
N/A
 
 
CUSIP:
N/A
 
 
Shareholder Meeting Type:
Annual Meeting
 
 
Shareholder Meeting Date:
June 28, 2019
 
 
 
 
 
 
Proposals:
Proposed by:
Vote:
For/Against Management:
 
 
 
 
1.
To determine the number of Directors at nine (9)
Management
No Vote
 
 
 
 
 
2.
To election of Directors
 
 
 
Vern J. Brownell
Management
No Vote
 
Geoff J. Catherwood
Management
No Vote
 
J. Haig Deb. Farris, LLD
Management
No Vote
 
Steve T. Jurvetson
Management
No Vote
 
François Lachance
Management
No Vote
 
V. Paul Lee
Management
No Vote
 
Donald J. Listwin
Management
No Vote
 
Anik Lanthier
Management
No Vote
 
Steven M. West
Management
No Vote
 
 
 
 
 
3.
To appoint PricewaterhouseCoopers LLP as the auditor of D-Wave Systems for the ensuing year.
Management
No Vote
 
 
 
 
 
4.
To authorize the directors of D-Wave Systems to fix the renumeration of PricewaterhouseCoopers LLP as the auditor of D-Wave Systems.
Management
No Vote
 






EMCORE Corporation
 
 
 
 
 
 
 
Exchange and Symbol:
NASDAQ:EMKR
 
 
CUSIP:
290846203
 
 
Shareholder Meeting Type:
Annual Meeting
 
 
Shareholder Meeting Date:
March 22, 2019
 
 
 
 
 
 
Proposal:
Proposed by:
Vote:
For/Against Management:
 
 
 
 
1.
Election of Director for a three-year term expiring at EMCORE's 2022 Annual Meeting of Shareholders
 
 
 
Rex. S. Jackson
Management
For
For
Jeffrey Rittichier
Management
For
For
 
 
 
 
2.
To ratify the appointment of KMPG LLP as EMCORE's independent registered public accounting firm for the fiscal year ending September 30, 2019.
Management
For
For
 
 
 
 
3.
To approve the EMCORE Corporation 2019 Equity Incentive Plan.
Management
For
For
 
 
 
 
4.
To approve, on an advisory basis, the executive compensation of EMCORE's Named Executive Officers.
Management
For
For






Lantronix, Inc.
 
 
 
 
 
 
 
Exchange and Symbol:
NASDAQ: LTRX
 
 
CUSIP:
516548203
 
 
Shareholder Meeting Type:
Annual Meeting
 
 
Shareholder Meeting Date:
November 13, 2018
 
 
 
 
 
 
Proposal:
Proposed by:
Vote:
For/Against Management:
 
 
 
 
1.
Election of Directors
 
 
 
Jeffrey Benck
Management
For
For
Bernhard Bruscha
Management
For
For
Bruce C. Edwards
Management
For
For
Paul F. Folino
Management
For
For
Martin Hale, Jr.
Management
For
For
Hoshi Printer
Management
For
For
 
 
 
 
2.
To ratify the appointment of Squar Milner LLP as Lantronix's independent registered public accountants for the fiscal year ending June 30, 2019.
Management
For
For
 
 
 
 
3.
Advisory approval of the compensation of Lantronix's named executive officers.
Management
For
For
 
 
 
 
4.
Approval of an amendment to the Lantronix, Inc. 2013 Employee Stock Purchase Plan, which increases the number of shares of common stock reserved for issuance under the plan by 500,000 shares.
Management
For
For






Mersana Therapeutics, Inc.
 
 
 
 
 
 
 
Exchange and Symbol:
NASDAQ: MRSN
 
 
CUSIP:
59045L106
 
 
Shareholder Meeting Type:
Annual Meeting
 
 
Shareholder Meeting Date:
June 7, 2019
 
 
 
 
 
 
Proposals:
Proposed by:
Vote:
For/Against Management:
 
 
 
 
1.
Election of Class II Directors
 
 
 
Andrew A. F. Hack M.D., Ph.D.
Management
For
For
Kristin Hege, M.D.
Management
For
For
 
 
 
 
2.
To ratify the selection of Ernst & Young LLP as the independent registered public accounting firm for the Company for the fiscal year ending December 31, 2019.
Management
For
For






Synacor, Inc.
 
 
 
 
 
 
 
Exchange and Symbol:
NASDAQ: SYNC
 
 
CUSIP:
871561106
 
 
Shareholder Meeting Type:
Annual Meeting
 
 
Shareholder Meeting Date:
May 16, 2019
 
 
 
 
 
 
Proposals:
Proposed by:
Vote:
For/Against Management:
 
 
 
 
1.
Election of Class I Directors
 
 
 
Elisabeth B. Donohue
Management
For
For
Marwan Fawaz
Management
For
For
Michael J. Montgomery
Management
For
For
 
 
 
 
2.
To ratify the appointment by the Audit Committee of the Board of Directors of Deloitte & Touche LLP as the independent registered public accounting firm of the Company for its fiscal year ending December 31, 2019.
Management
For
For
 
 
 
 
3.
To approve, on a non-binding, advisory basis, the compensation of our named executive officers.
Management
For
For






TheStreet, Inc.
 
 
 
 
 
 
 
Exchange and Symbol:
NASDAQ: TST
 
 
CUSIP:
88368Q103
 
 
Shareholder Meeting Type:
Special Meeting
 
 
Shareholder Meeting Date:
February 12, 2019
 
 
 
 
 
 
Proposals:
Proposed by:
Vote:
For/Against Management:
 
 
 
 
1.
To approve the sale by TheStreet of all membership interest of The Deal, L.L.C. on the terms and subject to the conditions set forth in the Membership Interest Purchase Agreement, dated as of December 6, 2018, by and between TheStreet and Euromoney Institutional Investor PLC, for $87.3 million in cash, subject to adjustment as specified therein.
Management
For
For
 
 
 
 
2.
To approve an amendment to TheStreet's restated certificate of incorporation to effect a reverse stock split of TheStreet's common stock, by a ratio of not less than 1-for-5 and not more than 1-for-20, and a proportionate reduction in the number of authorized share of common stock, such ratio and the implementation and timing of such reverse stock split to be determined in the discretion of the Board of Directors of TheStreet.
Management
For
For
 
 
 
 
3.
To approve, on a non-binding, advisory basis, the compensation that may be paid or become payable to certain of TheStreet's named executive officers as a result of the consummation of the transactions contemplated by the Membership Interest Purchase Agreement, including the agreements and understandings pursuant to which such compensation may be paid or become payable.
Management
For
For
 
 
 
 
4.
To approve an adjournment of the Special Meeting, if necessary, to solicit additional proxies if there are not sufficient votes in favor of the proposal to approve the Sale.
Management
For
For

SIGNATURES

Pursuant to the requirements of the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Registrant:
180 Degree Capital Corp.
 
 
By:
/s/ Daniel B. Wolfe
 
Daniel B. Wolfe
 
President and Chief Financial Officer
 
 
Date:
August 14, 2019