Source Capital Inc. Announces Special Shareholder Meeting for Director Elections and Reorganization Vote

TL;DR

<b>Source Capital, Inc. is convening a special shareholder meeting on May 30, 2024, to vote on electing five directors and approving a reorganization into a Delaware statutory trust.</b>

AI Summary

SOURCE CAPITAL INC /DE/ (SOR) filed a Proxy Statement (DEF 14A) with the SEC on April 19, 2024. Source Capital, Inc. is holding a Special Meeting of Shareholders on May 30, 2024, at 10:00 a.m. PT. Shareholders will vote on the election of five incumbent Director nominees. A key proposal is the approval of an Agreement and Plan of Reorganization to convert the company into a Delaware statutory trust named 'Source Capital'. The company believes the reorganization offers advantages including more favorable tax treatment and cost-effectiveness. The Board of Directors unanimously recommends voting 'FOR' both proposals.

Why It Matters

For investors and stakeholders tracking SOURCE CAPITAL INC /DE/, this filing contains several important signals. The proposed reorganization into a Delaware statutory trust is expected to provide more favorable tax treatment and operational flexibility, potentially enhancing shareholder value. Shareholder approval is required for both the election of directors and the significant structural change of the company's legal form.

Risk Assessment

Risk Level: — SOURCE CAPITAL INC /DE/ shows moderate risk based on this filing. The filing is a routine proxy statement for a shareholder meeting and does not contain significant new financial information or operational changes that would indicate high risk.

Analyst Insight

Shareholders should carefully review the proxy statement to understand the implications of the proposed reorganization and director elections before casting their vote.

Key Numbers

• 5 — Director Nominees (election of five (5) Director nominees)
• 10:00 — Meeting Time (10:00 a.m. Pacific Time)
• 2024-05-30 — Meeting Date (scheduled to be held at 10:00 a.m. Pacific Time on May 30, 2024)
• 2024-04-19 — Filing Date (April 19, 2024)

Key Players & Entities

• Source Capital, Inc. (company) — Registrant
• Mutual Fund Administration LLC (company) — offices of
• Source Capital (company) — newly formed Delaware statutory trust named
• Delaware (regulator) — newly formed Delaware statutory trust
• Milwaukee (company) — BUSINESS ADDRESS
• Glendora (company) — offices of Mutual Fund Administration LLC

FAQ

Risk Factors

• Proxy Statement Filing [low — regulatory]: This filing is a Definitive Proxy Statement (DEF 14A) filed under the Securities Exchange Act of 1934.

Industry Context

Source Capital, Inc. is an investment company operating under Delaware corporate law. This filing concerns a shareholder meeting to vote on director elections and a proposed shift to a Delaware statutory trust structure.

Regulatory Implications

The filing is made under Section 14(a) of the Securities Exchange Act of 1934, requiring public companies to provide shareholders with information for voting on corporate matters.

What Investors Should Do

1. Review the proxy statement for details on director nominees and the proposed reorganization.
2. Vote on the election of the five director nominees.
3. Vote on the approval of the Agreement and Plan of Reorganization.

Key Dates

• 2024-05-30: Special Meeting of Shareholders — Vote on director elections and company reorganization.
• 1972-11-23: Date of Name Change — Indicates a past corporate name change from SMC INVESTMENT CORP.

Glossary

DEF 14A

Definitive Proxy Statement (Filed by Source Capital, Inc. to provide shareholders with information for voting on proposals.)

Agreement and Plan of Reorganization

A legal document outlining the terms for restructuring the company. (Shareholders are being asked to approve this agreement for the company's reorganization.)

Year-Over-Year Comparison

This filing is a DEF 14A, a definitive proxy statement, indicating it's for a shareholder meeting with specific proposals for voting.

Key Financial Figures

• $125,000 — porate franchise taxes of approximately $125,000 per year. Under current law, Delaware s
• $90,000 — at an anticipated cost of approximately $90,000 which will be borne by the Company. The

Filing Documents

• tm2410021d2_def14a.htm (DEF 14A) — 445KB
• tm2410021d2_14aimg001.jpg (GRAPHIC) — 2KB
• tm2410021d2_14aimg002.jpg (GRAPHIC) — 325KB
• tm2410021d2_14aimg003.jpg (GRAPHIC) — 114KB
• 0001104659-24-049417.txt (&nbsp;) — 1055KB

From the Filing

DEF 14A 1 tm2410021d2_def14a.htm DEF 14A SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant Filed by a Party other than the Registrant Check the appropriate box: Preliminary Proxy Statement Confidential, for use of the Commission only (as permitted by Rule 14a-6(e)(2)) Definitive Proxy Statement Definitive Additional Materials Soliciting Material Pursuant to &sect;240.14a-12 SOURCE CAPITAL, INC. (Name of Registrant as Specified in Its Charter) Payment of Filing Fee (Check the appropriate box): No fee required. Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11. SOURCE CAPITAL, INC. 235 West Galena Street Milwaukee, Wisconsin 53212 April 19, 2024 Dear Shareholder: We are writing to inform you of a Special Meeting of Shareholders (the &ldquo;Meeting&rdquo;) of Source Capital, Inc. (the &ldquo;Company&rdquo;) scheduled to be held at 10:00 a.m. Pacific Time on May 30, 2024, at the offices of Mutual Fund Administration LLC, 2220 East Route 66, Suite 226, Glendora, California 91740. A Notice of Meeting of Shareholders, Proxy Statement regarding the Meeting, Proxy Card for your vote, and postage-paid envelope in which to return your Proxy Card are enclosed. As a shareholder of the Company, you are being asked to vote on two important proposals . First, you are being asked to vote on the election of five (5) Director nominees (the &ldquo;Nominees&rdquo;), all of whom currently serve as Directors of the Company. The Company&rsquo;s Board of Directors (the &ldquo;Board&rdquo;) has reviewed the qualifications and background of each of the Nominees and believes that they are experienced in overseeing an investment company, are familiar with the Company and its investment adviser, and that their election is in the Company&rsquo;s best interests. Second, you are being asked to vote on the approval of an Agreement and Plan of Reorganization (the &ldquo;Agreement&rdquo;), pursuant to which the Company would be reorganized into a newly formed Delaware statutory trust named &ldquo;Source Capital&rdquo; (the &ldquo;Reorganization&rdquo;). The Board has reviewed the Agreement and believes that the Delaware statutory form of organization offers a number of advantages over the current Delaware corporate form of organization, including more favorable tax treatment, which will permit the Company to operate in a more flexible and cost-effective manner. In addition, the Reorganization is not expected to result in the recognition of gain or loss by the Fund or its shareholders for federal income tax purposes. The Board believes that the approval of the Agreement is in the Company&rsquo;s best interests. The Board unanimously recommends that you vote &ldquo;FOR&rdquo; each proposal. The proposals are discussed in more detail in the Proxy Statement, which you should read carefully. Please exercise your right to vote by completing, dating and signing the enclosed Proxy Card or voting by telephone or Internet as described herein. A self-addressed, postage-paid envelope has been enclosed for your convenience. If you have questions, please do not hesitate to email the Company at crm@fpa.com . Thank you for taking the time to consider these important proposals and for your continuing investment in the Company. Respectfully, Diane J. Drake Secretary 1 SOURCE CAPITAL, INC. NOTICE OF SPECIAL MEETING OF SHAREHOLDERS MAY 30, 2024 To the Shareholders of Source Capital, Inc.: NOTICE IS HEREBY GIVEN that the Annual Meeting of Shareholders (the &ldquo;Meeting&rdquo;) of Source Capital, Inc. (the &ldquo;Company&rdquo;) will be held at 10:00 a.m. Pacific Time on May 30, 2024, at the offices of Mutual Fund Administration LLC, 2220 East Route 66, Suite 226, Glendora, California 91740 for the following purposes: 1. To elect five (5) Director nominees (the &ldquo;Nominees&rdquo;) to the Board of Directors of the Company (the &ldquo;Board&rdquo;) (Proposal 1); 2. To approve an Agreement and Plan of Reorganization, pursuant to which the Company would be reorganized into a newly formed Delaware statutory trust named &ldquo;Source Capital&rdquo; (Proposal 2); and 3. To transact such other business as may properly come before the Meeting, or any adjournment(s) or postponements(s) thereof. The Board has fixed the close of business on April 2, 2024, as the record date for the determination of shareholders entitled to notice of and to vote at the Meeting, or any adjournment(s) or postponement(s) thereof. You are cordially invited to attend the Meeting. Shareholders who do not expect to attend the Meeting are requested to vote by telephone, by Internet, or by completing, dating and signing the enclosed Proxy Card and returning it promptly in the envelope provided for that purpose. You may nevertheless vote at the Meeting if you choose to attend. The enclosed proxy is being solicited by the Board. IMPOR

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