Gladstone Investment Corporation 4.875% Notes due 2028 AGM 2026
Review the key takeaways and the transcript of this earnings call.
- Proposals at the 2026 Annual Stockholders Meeting of Gladstone Investment were approved by shareholders.
- Michael English and Tony Parker were elected as directors to serve until the 2029 Annual Meeting of stockholders.
- Shareholders authorized the company, with subsequent board approval, to issue and sell shares of common stock during the 12 months following the authorization at a price below its then current NAV per share, with a limit of 25% of outstanding common stock per sale.
- Proxies representing 20,269,735 shares, or approximately 50.9% of the 39,821,967 shares outstanding as of June 10, 2026, constituted a quorum for the meeting.
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Transcript
Preview the first fifteen paragraphs, organized by speaker.
Good morning. Welcome to the reconvened 2026 annual stockholders' meeting of Gladstone Investment. I am Mike LiCalsi, Co-General Counsel and Co-Secretary of the company. With me, I have Erich Hellmold, our Co-General Counsel and Co-Secretary. It is 11:00 A.M. and the meeting will now officially come to order. We will proceed with the business of the meeting as set forth in your notice of annual meeting and proxy statement. Erich Hellmold will be the secretary of the meeting. Will he please report on the mailing of the notice and of the annual meeting and the stockholders list?
I have here a complete list of the stockholders of record of the company's common stock on June 10, 2026, the record date for this meeting. I also have an affidavit certifying that on June 18, 2026, a notice for the Annual Meeting of Stockholders of the Company was mailed to all stockholders of record at the close of business on June 10, 2026.
Thanks, Erich. Erich Hellmold and myself have been appointed Inspectors of Election for the meeting. Broadridge Financial Solutions has tabulated the votes, and inspectors and their staff remain in close contact with the representatives from the tabulator Broadridge Financial Solutions to get the vote tally in. The inspectors have also taken and subscribed the customary oath of office to impartially execute their duties. Now we will file this oath with the records of the meeting. Their function is to decide upon the qualifications of voters, accept votes and at the end of balloting, to tally the final votes. Now, will the Secretary please report at this time with respect to the existence of a quorum?
The Inspectors of Election have informed the company that proxies have been received for 20,269,735 shares of the 39,821,967 shares of common stock outstanding as of the close of business on the record date, which represents approximately 50.9% of the total number of outstanding shares. This constitutes a quorum for the meeting today, and we can now carry out the official business of the meeting. If there are any additional proxies to be submitted, please vote your shares through the web portal at this time.
Thanks, Erich. We'll now proceed with the business of the meeting. There are two proposals to be considered by stockholders. Proposal 1, election of two directors to hold office until the 2029 annual meeting of stockholders and until their successors are duly elected and qualify. Proposal 2, to authorize with the subsequent approval of our board of directors to issue and sell shares of our common stock during the 12 months following the authorization at a price below its then current NAV per share, provided that the number of shares issued and sold pursuant to the authority does not exceed 25% of our then outstanding common stock immediately prior to each such sale. The time is now 11:03 A.M. on September 4, 2026.
The polls have been open for voting by computer for some time, and are still open. The polls will be closed to voting after we go through the matters one more time. First item of business, the election of two directors to serve until the 2029 annual meeting and until their successors are duly elected and qualified. Nominees for directors whose terms will expire in 2029 are incumbent director Michela English and Tony Parker. Is there any discussion? Second item of business is the authorization with the subsequent approval of our board to issue and sell shares of our common stock during the 12 months following the authorization at a price below its then current NAV per share, provided that the number of shares issued and sold pursuant to such authority does not exceed 25% of our then outstanding common stock immediately prior to each such sale.
Any discussion here? That was the final proposal for today's meeting, and voting is by proxy and written ballot. You do not need to vote through the web portal for the meeting today. You have already voted. Each share of common stock is entitled to one vote for each matter on which they are entitled to vote. Time is now 11:04 A.M., and the polls are now closed for voting. Mr. Secretary, have you finished counting the votes?
If so, may we have the results of the voting?
The report of the Inspectors of Election covering the proposals is as follows. The proposal to elect Michela English and Anthony W. Parker as directors of the company to serve terms that will expire at the 2029 annual meeting is carried. The proposal to authorize with subsequent approval of our board to issue and sell shares of our common stock during the 12 months following such authorization at a price below its then current NAV per share, provided that the number of shares issued and sold pursuant to such authority does not exceed 25% of our then outstanding common stock immediately prior to each such sale, is carried. Full tally of the votes will be filed with the SEC on Form 8-K within the next four business days.
Okay, that's the end of the business and the agenda of the annual stockholders meeting for today. We want to thank everybody for joining our virtual stockholders meeting, and the meeting is now adjourned at 11:05 A.M.
Thank you very much. This concludes today's annual meeting.
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