Additional Proxy Soliciting Materials - Form DEFA14A

mcvt_defa14a.htm

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): November 26, 2024

Mill City Ventures III, Ltd.

(Exact name of registrant as specified in its charter)

Minnesota		001-41472		90-0316651
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

1907 Wayzata Boulevard, Suite 205

Wayzata, MN 55391

(Address of principal executive offices)

(952) 479-1923

(Registrant's telephone number, including area code)

N/A

(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 or Rule 12b-2 of the Securities Exchange Act of 1934.

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 8.01 Other Events.

On November 26, 2024, Mill City Ventures III, Ltd. (the "Company") called to order its 2024 Annual Meeting of Shareholders (the "Annual Meeting"). At the Annual Meeting, there were not present or represented by proxy a sufficient number of shares of the Company's common stock in order to constitute a quorum. The Company adjourned the Annual Meeting until December 19, 2024, at 8:30 a.m. Central Time. At that time, the Annual Meeting will be reconvened at the Company's offices located at 1907 Wayzata Boulevard, Suite 205, Wayzata, Minnesota 55391.

Company shareholders who have previously submitted their proxy or otherwise voted, and who do not want to change their vote, do not need to take any action.

No changes have been made in the proposals to be voted on by shareholders at the Annual Meeting, or in the record date for the Annual Meeting. The Company encourages all of its shareholders to read the Company's definitive proxy statement on Schedule 14A, filed with the Securities and Exchange Commission (the "SEC") on October 11, 2024, and other proxy materials relating to the Annual Meeting, all of which are available free of charge on the SEC's website at www.sec.gov.

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SIGNATURE

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 hereunto duly authorized.

	Mill City Ventures III, Ltd.
Date: December 2, 2024	By:	/s/ Joseph A. Geraci, II
		Joseph A. Geraci, II
		Chief Financial Officer

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