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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):

August 26, 2024 (August 22, 2024)

 

RUNWAY GROWTH FINANCE CORP.

(Exact name of registrant as specified in its charter)

 

Maryland   000-55544   47-5049745
(State or other jurisdiction
of incorporation)		   (Commission File Number)   (I.R.S. Employer Identification
No.)

 

205 N. Michigan Ave., Suite 4200

Chicago, Illinois 60601

(Address of principal executive offices and zip code)

 

Registrant’s telephone number, including area code: (312) 281-6270

 

Check the appropriate box below if the Form 8-K 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))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class   Trading Symbol(s)   Name of each exchange on which
registered
Common Stock, par value $0.01 per share   RWAY   Nasdaq Global Select Market LLC
7.50% Notes due 2027   RWAYL   Nasdaq Global Select Market LLC
8.00% Notes due 2027   RWAYZ   Nasdaq Global Select Market LLC

 

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 x

 

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 5.07. Submission of Matters to a Vote of Security Holders

 

On August 22, 2024, Runway Growth Finance Corp. (the “Company”) held its 2024 Annual Meeting of Stockholders (the “Annual Meeting”). The Company submitted two (2) matters to the vote of its stockholders, each of which is described in detail in the Company’s definitive proxy statement for the Annual Meeting filed with the Securities and Exchange Commission on July 3, 2024.

 

As of the close of business on July 1, 2024, the record date for the Annual Meeting, there were 38,547,295 shares of the Company’s common stock outstanding and entitled to vote at the Annual Meeting. A summary of the matters voted upon by the Company’s stockholders at the Annual Meeting is set forth below.

 

Proposal 1: Election of Directors

 

The Company’s stockholders re-elected three directors to the Board of Directors, including Julie Persily and John F. Engel to serve until the 2027 Annual Meeting of Stockholders and until his or her successor is duly elected and qualified, and Gregory M. Share to serve for the remainder of the Class III director term until the 2025 Annual Meeting of Stockholders and until his successor is duly elected and qualified. The following votes were taken in connection with this proposal:

 

Name  For  Withhold  Broker Non-Votes
Julie Persily  15,216,445  2,153,024  8,867,737
          
John F. Engel  15,225,321  2,144,149  8,867,736
          
Gregory M. Share  17,253,837  115,633  8,867,736

 

Proposal 2: Ratification of the selection of RSM US LLP to serve as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2024

 

The Company’s stockholder ratified the selection of RSM US LLP to serve as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2024. The following votes were taken in connection with this proposal:

 

For  Against  Abstain  Broker Non-Votes
26,011,676  156,184  69,349  0

 

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

 

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: August 26, 2024 RUNWAY GROWTH FINANCE CORP.
     
     
  By: /s/ Thomas B. Raterman
    Thomas B. Raterman
    Chief Operating Officer, Chief Financial Officer, Treasurer and Secretary

 

 

 

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