Oaktree Specialty Lending Corp. Announces 2024 Annual Meeting of Stockholders

TL;DR

<b>Oaktree Specialty Lending Corp. is holding its 2024 Annual Meeting virtually on March 4, 2024, urging stockholders to vote on director nominees and auditor ratification.</b>

AI Summary

Oaktree Specialty Lending Corp (OCSL) filed a Proxy Statement (DEF 14A) with the SEC on January 19, 2024. The 2024 Annual Meeting of Stockholders for Oaktree Specialty Lending Corp. will be held virtually on March 4, 2024. Stockholders of record as of January 5, 2024, are eligible to vote at the meeting. The proxy statement and the Company's 2023 Annual Report on Form 10-K are available online as of January 19, 2024. The Board of Directors recommends voting 'FOR' director nominees and 'FOR' the ratification of Ernst & Young LLP as independent auditors. Voting can be done via the Internet or telephone, with a preference for Internet voting to save costs.

Why It Matters

For investors and stakeholders tracking Oaktree Specialty Lending Corp, this filing contains several important signals. The meeting's virtual format and the availability of proxy materials online are designed to increase accessibility and potentially reduce costs for both the company and its stockholders. The specific proposals to be voted on, including director elections and auditor ratification, are critical for corporate governance and financial oversight, directly impacting shareholder confidence and the company's operational integrity.

Risk Assessment

Risk Level: low — Oaktree Specialty Lending Corp shows low risk based on this filing. The filing is a routine proxy statement for an annual meeting, with no immediate financial or operational risks indicated.

Analyst Insight

Stockholders should review the proxy materials and vote on the proposed director nominees and the ratification of Ernst & Young LLP to ensure their participation in corporate governance.

Key Numbers

• 2024 — Annual Meeting Year (Oaktree Specialty Lending Corp.'s 2024 Annual Meeting of Stockholders.)
• March 4 — Meeting Date (The 2024 Annual Meeting of Stockholders will be held on this date.)
• January 5 — Record Date (Stockholders of record on this date are entitled to vote.)
• January 19 — Availability Date (Proxy statement and 2023 10-K made available on or about this date.)

Key Players & Entities

• Oaktree Specialty Lending Corp. (company) — Registrant and filer of the proxy statement.
• Ernst & Young LLP (company) — Proposed independent registered public accounting firm.
• March 4, 2024 (date) — Date of the 2024 Annual Meeting of Stockholders.
• January 5, 2024 (date) — Record date for determining stockholders eligible to vote.
• January 19, 2024 (date) — Approximate date proxy materials are made available to stockholders.
• September 30, 2023 (date) — Fiscal year end for the Annual Report on Form 10-K.

FAQ

Key Dates

• 2024-03-04: 2024 Annual Meeting of Stockholders — Key date for stockholder voting and participation.
• 2024-01-05: Record Date — Determines which stockholders are eligible to vote at the Annual Meeting.
• 2024-01-19: Proxy Materials Availability — Date proxy statement and 2023 10-K are made available to stockholders.

Key Financial Figures

• $11,500 — will pay an aggregate of approximately $11,500 plus out-of-pocket expenses for such se
• $20.91 — share for the Companys common stock of $20.91 on January 5, 2024 on The Nasdaq Global
• $1 — ecurities beneficially owned are: none, $1 $10,000, $10,001 $50,000, $50,001 $100
• $10,000 — rities beneficially owned are: none, $1 $10,000, $10,001 $50,000, $50,001 $100,000, or
• $10,001 — neficially owned are: none, $1 $10,000, $10,001 $50,000, $50,001 $100,000, or over $10
• $50,000 — ly owned are: none, $1 $10,000, $10,001 $50,000, $50,001 $100,000, or over $100,000.
• $50,001 — are: none, $1 $10,000, $10,001 $50,000, $50,001 $100,000, or over $100,000. In addit
• $100,000 — , $1 $10,000, $10,001 $50,000, $50,001 $100,000, or over $100,000. In addition, one o

Filing Documents

• d641390ddef14a.htm (DEF 14A) — 253KB
• g641390dsp32.jpg (GRAPHIC) — 4KB
• g641390dsp32a.jpg (GRAPHIC) — 3KB
• 0001193125-24-011223.txt (&nbsp;) — 264KB

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT 5 PROPOSAL 1 ELECTION OF DIRECTORS 7 Director and Executive Officer Information 8 Directors 8 Executive Officers 9 Biographical Information 10 Board Leadership Structure 13 Boards Role in Risk Oversight 14 Transactions with Related Persons 15 Review, Approval or Ratification of Transactions with Related Persons 17 Material Conflicts of Interest 17 Delinquent Section 16(a) Reports 19 Corporate Governance 19 Corporate Governance Documents 19 Director Independence 19 Evaluation 20 Communications with Directors 20 Board Meetings and Committees 20 Audit Committee 20 Compensation Committee 20 Nominating and Corporate Governance Committee 21 Co-Investment Committee 22 Code of Business Conduct 22 Securities Trading Policy 22

Executive Compensation

Executive Compensation 23 Director Compensation 23 PROPOSAL 2 RATIFY THE APPOINTMENT OF ERNST & YOUNG LLP AS THE INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE 2024 FISCAL YEAR 25 Independent Auditors Fees 25 Required Vote 25 Audit Committee Report 26 OTHER MATTERS 28 Stockholder Proposals 28 Other Business 28 Delivery of Proxy Materials 28 Available Information 29 i Table of Contents Oaktree Specialty Lending Corporation 333 South Grand Avenue, 28th Floor Los Angeles, CA 90071 PROXY STATEMENT Virtual 2024 Annual Meeting of Stockholders General We are furnishing you this proxy statement in connection with the solicitation of proxies by the Board of Directors (the Board) of Oaktree Specialty Lending Corporation (the Company, we, us, or our) for use at the Companys 2024 Annual Meeting of Stockholders (the Annual Meeting). This proxy statement and the Companys Annual Report on Form 10-K for the fiscal year ended September 30, 2023 are being made available to the Companys stockholders via the Internet on or about January 19, 2024. When we refer to the Companys fiscal year, we mean the 12-month period ending September 30 of the stated year (for example, fiscal year 2023 was October 1, 2022 through September 30, 2023). We encourage you to vote your shares by following the instructions on the Notice of Internet Availability of Proxy Materials and granting a proxy ( i.e. , authorizing someone to vote your shares). If you provide voting instructions, either via the Internet, by telephone or by requesting, signing, dating and returning a proxy card, and the Company receives them in time for the Annual Meeting, the persons named as proxies will vote your shares in the manner that you specified. Annual Meeting Information The Annual Meeting will be a completely virtual meeting. There will be no physical meeting location and the meeting will only be conducted via live webcast. The Annual Meeting will be hel

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT The following table sets forth, as of January 5, 2024, the beneficial ownership information of each current director, including each nominee for director, of the Company, as well as the Companys executive officers, and the executive officers and directors as a group. There is no person known to the Company to beneficially own 5% or more of the outstanding shares of the Companys common stock as of January 5, 2024. Percentage of beneficial ownership is based on 78,965,350 shares of the Companys common stock outstanding as of January 5, 2024. Beneficial ownership is determined in accordance with the rules of the Securities and Exchange Commission (SEC) and includes voting or investment power with respect to the securities. Unless otherwise indicated, the Company believes that each beneficial owner set forth in the table below has sole voting and investment power over the shares beneficially owned by such beneficial owner. The directors are divided into two groups interested director and independent directors. The interested director is an interested person of the Company as defined in Section 2(a)(19) of the Investment Company Act of 1940, as amended (the Investment Company Act). The address of all executive officers and directors is c/o Oaktree Specialty Lending Corporation, 333 South Grand Avenue, 28th Floor, Los Angeles, CA 90071. Name Number of Shares of Common Stock Owned Beneficially Percentage of Common Stock Outstanding Interested Director: John B. Frank (1) 54,261 * Independent Directors: Phyllis R. Caldwell 9,166 * Deborah Gero 19,911 * Craig Jacobson 56,757 * Bruce Zimmerman 19,130 * Executive Officers: Christopher McKown 5,655 * Ashley Pak 2,083 * Armen Panossian 12,789 * Mathew Pendo 41,698 * Matthew Stewart 10,781 * All Executive Officers and Directors as a Group (2) 232,231 * * Represents less than 1% (1) Of the 5

View Full Filing

View this DEF 14A filing on SEC EDGAR