Runway Growth Finance Corp. Files 8-K on Security Holder Vote

TL;DR

RWY filed an 8-K for a security holder vote - details TBD.

AI Summary

On January 23, 2025, Runway Growth Finance Corp. filed an 8-K report detailing a submission of matters to a vote of security holders. The filing does not specify the nature of the vote or any associated resolutions.

Why It Matters

This filing indicates a formal process where security holders will be asked to vote on specific matters, which could impact the company's governance or strategic direction.

Risk Assessment

Risk Level: low — The filing is procedural and does not disclose any immediate financial risks or significant operational changes.

Key Players & Entities

• Runway Growth Finance Corp. (company) — Registrant
• January 23, 2025 (date) — Date of earliest event reported

FAQ

Key Financial Figures

• $0.01 — registered Common Stock, par value $0.01 per share RWAY Nasdaq Global Select

Filing Documents

• tm254593d1_8k.htm (8-K) — 35KB
• 0001104659-25-006338.txt ( ) — 258KB
• rway-20250123.xsd (EX-101.SCH) — 4KB
• rway-20250123_def.xml (EX-101.DEF) — 27KB
• rway-20250123_lab.xml (EX-101.LAB) — 36KB
• rway-20250123_pre.xml (EX-101.PRE) — 25KB
• tm254593d1_8k_htm.xml (XML) — 7KB

07. Submission of Matters to a Vote of Security Holders

Item 5.07. Submission of Matters to a Vote of Security Holders On January 23, 2025, the Company held a special meeting of the Company's stockholders (the "Special Meeting"). The proposals approved by the Company's stockholders are described in detail in the Company's definitive proxy statement for the Special Meeting filed with the Securities and Exchange Commission on December 13, 2024. As of the close of business on December 9, 2024, the record date for the Special Meeting, there were 37,347,428 shares of the Company's common stock outstanding and entitled to vote at the Special Meeting. A summary of the matters voted upon by the Company's stockholders at the Special Meeting is set forth below. Proposal 1: New Advisory Agreement The Company's stockholders voted to approve a new investment management agreement (the "New Advisory Agreement") by and between the Company and Runway Growth Capital LLC (the "Adviser"). As previously announced, the Adviser has entered into an agreement and plan of merger pursuant to which a newly formed entity, RGC Group Acquisition, LLC, owned by an affiliate of BC Partners Advisors L.P., will acquire all of the outstanding equity interests of the Adviser (the "Transaction"). The Transaction will result in the assignment and corresponding termination of the existing investment management agreement by and between the Company and the Adviser pursuant to Section 15 of the Investment Company Act of 1940, as amended. The New Advisory Agreement will be effective upon the consummation of the Transaction. The following votes were taken in connection with the proposal to approve the New Advisory Agreement: For Against Withheld Broker Non-Votes 22,286,582 517,807 327,658 — Proposal 2: Election of Director The Company's stockholders elected Ms. Catherine Frey to serve on the Board for the remainder of the Class III director term expiring at the Company's 2025 annual meeting of stockholders, or until her successor is duly elected

01. Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits (d) Exhibits: Exhibit Number Description 104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

SIGNATURES 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. Date: January 27, 2025 RUNWAY GROWTH FINANCE CORP. By: /s/ Thomas B. Raterman Thomas B. Raterman Chief Operating Officer, Chief Financial Officer, Treasurer and Secretary

View Full Filing

View this 8-K filing on SEC EDGAR