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): ~~December~~February 13, ~~2018~~2019

CORPORATE CAPITAL TRUST II

(Exact name of Registrant as specified in its charter)

Delaware

(State or other jurisdiction

of incorporation)

814-01108

(Commission

File Number)

47-1595504

(I.R.S. Employer

Identification No.)

201 Rouse Boulevard

Philadelphia, Pennsylvania

(Address of principal executive offices)

19112

(Zip Code)

Registrant’s telephone number, including area code: (215) 495-1150

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:

☐

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))

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. ☐

Item 58.0701 ~~Submission~~Other ~~of Matters to a Vote of Security Holders~~Events.

~~(a)~~ On February ~~December~~ 13, ~~2018~~2019, the board of trustees (the “Board”) of Corporate Capital Trust II (the “Company”) ~~held~~declared regular ~~its~~quarterly ~~annual~~cash ~~meeting~~distributions for the quarter ending March 31, 2019. Such distributions, in the amount of ~~shareholders~~$0.14625 per share (which represents the ~~“Annual Meeting”~~previously declared monthly amount multiplied by three months), atwill ~~which~~be payable on or about March 1, 2019 to shareholders of record as of February 28, 2019. Through December 31, 2018, the Company declared and paid regular cash distributions to shareholders on a ~~quorum~~monthly ~~was~~basis. ~~present~~Going inforward, ~~person~~the orCompany byintends ~~proxy~~to declare and pay regular cash distributions to shareholders on a quarterly basis.

~~(b)~~Certain AtInformation ~~the~~About Annual Meeting, the Company’s shareholders voted on a total of five proposals, as identified below, all of which were described in the Company’s 2018 Proxy Statement dated October 19, 2018 (the “2018 Proxy Statement”). The following are the voting results on the proposals considered and voted upon at the Annual Meeting. Distributions

1.The determination ~~Proposal~~of 1:the Totax ~~re-elect~~attributes ~~Todd~~of Cthe Company’s distributions will be made annually as of the end of the Company’s fiscal year based upon its taxable income and distributions paid, in each case, for the full year. ~~Builione~~Therefore, a determination as to the tax attributes of the distributions made on a quarterly basis may not be representative of the actual tax attributes for a ~~one-~~full year. ~~term~~The ~~expiring~~Company atintends ~~the~~to ~~2019~~update ~~annual~~shareholders ~~meeting~~quarterly with an estimated percentage of ~~shareholder~~its ~~and~~distributions ~~until~~that ~~his~~resulted from ~~successor~~taxable ordinary income. The actual tax characteristics of distributions to shareholders will be reported to shareholders annually on Form 1099-DIV. The payment of future distributions on the Company’s common shares is ~~duly~~subject ~~elected~~to the discretion of the Board and ~~qualified.~~applicable ~~This~~legal ~~proposal~~restrictions ~~was~~and, ~~passed~~therefore, ~~with~~there ~~voting~~can ~~results~~be no assurance as ~~follows:~~to the amount or timing of any such future distributions.

	For		Against		Abstain		Broker Non-Votes
	1,753,649		21,796		56,699		7,146,687

The Company may fund its cash distributions to shareholders from any sources of funds legally available to it, including borrowings, net investment income from operations, capital gains proceeds from the sale of assets, non-capital gains proceeds from the sale of assets and dividends or other distributions paid to it on account of preferred and common equity investments in portfolio companies. The Company has not established limits on the amount of funds it may use from available sources to make distributions. There can be no assurance that the Company will be able to pay distributions at a specific rate or at all.

2. Proposal 2: To re-elect James H. Kropp for a one-year term expiring at the 2019 annual meeting of shareholder and until his successor is duly elected and qualified. This proposal was passed, with voting results as follows:

	For		Against		Abstain		Broker Non-Votes
	1,753,649		21,796		56,699		7,146,687

3. Proposal 3: To re-elect Mark D. Linsz for a one-year term expiring at the 2019 annual meeting of shareholder and until his successor is duly elected and qualified. This proposal was passed, with voting results as follows:

	For		Against		Abstain		Broker Non-Votes
	1,737,375		34,541		60,228		7,146,687

4. Proposal 4: To re-elect Thomas W. Morgan for a one-year term expiring at the 2019 annual meeting of shareholder and until his successor is duly elected and qualified. This proposal was passed, with voting results as follows:

	For		Against		Abstain		Broker Non-Votes
	1,737,375		29,439		65,330		7,146,687

5. Proposal 5: To ratify the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for 2018. This proposal was passed, with voting results as follows:

	For		Against		Abstain		Broker Non-Votes
	8,917,541		6,252		55,038		—

SIGNATURE

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.

	CORPORATE CAPITAL TRUST II
Date: December 17, 2018	By:	/s/ Stephen S. Sypherd
Date: February 13, 2019	By:	/s/ Stephen S. Sypherd
		Stephen S. Sypherd
		General Counsel and Secretary

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