GLADSTONE INVESTMENT CORPORATION\DE
For the period ended Aug 6, 2026. Filed Jun 18, 2026.
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What shareholders are asked to vote on at a company's meeting. It is where to find what directors and top executives are paid, and who owns the most shares.
Aug 6, 2026 · Filed Jun 18, 2026
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 14A
Proxy Statement Pursuant to Section 14(a) of the
Securities Exchange Act of 1934
Filed by the Registrant ☒
Filed by a party other than the Registrant ☐
Check the appropriate box:
| ☐ | Preliminary Proxy Statement |
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| ☐ | Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) |
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| ☒ | Definitive Proxy Statement |
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| ☐ | Definitive Additional Materials |
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| ☐ | Soliciting Material Under §240.14a-12 |
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(Name of Registrant as Specified In Its Charter)
Not Applicable
(Name of Person(s) Filing Proxy Statement, If Other Than The Registrant)
Payment of Filing Fee (Check the appropriate box):
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| ☐ | Fee paid previously with preliminary materials. |
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| ☐ | Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11 |
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1521 Westbranch Drive, Suite 100, McLean, Virginia 22102
NOTICE OF ANNUAL MEETING OF STOCKHOLDERS
To Be Held On August 6, 2026
To the Stockholders of Gladstone Investment Corporation:
Notice is hereby given that the 2026 Annual Meeting of Stockholders of Gladstone Investment Corporation (the “Annual Meeting”) will be held on Thursday, August 6, 2026, at 11:00 a.m., Eastern Time. The Annual Meeting will be a completely “virtual meeting.” You will be able to attend the meeting, as well as vote and submit your questions during the live webcast of the meeting, by visitingwww.virtualshareholdermeeting.com/GAIN2026 and entering the company number and control number included on your proxy card or in the instructions that accompany your proxy materials.
At the Annual Meeting, you will be asked to consider and vote upon the following proposals:
| 1) | To elect two directors to hold office for terms that will expire at the 2029 Annual Meeting of Stockholders and until their respective successors are duly elected and qualified. |
| 2) | To approve a proposal to authorize us, with the subsequent approval of our board of directors (the “Board”), to issue and sell shares of our common stock (during the 12 months following such authorization) at a price below its then current net asset value 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. |
The foregoing items of business are more fully described in the Proxy Statement accompanying this Notice.
Our Board of Directors has fixed the close of business on June 10, 2026 as the record date for the determination of stockholders entitled to notice of and to vote at the Annual Meeting and at any adjournment or postponement thereof.
Important Notice Regarding the Availability of Proxy Materials for the Annual Meeting to be
held on Thursday, August 6, 2026 at 11:00 a.m., Eastern Time, virtually, in a live webcast atwww.virtualshareholdermeeting.com/GAIN2026.
The Proxy Statement accompanying this Notice and our Annual Report on Form 10-K
for the fiscal year ended March 31, 2026 are also available atwww.proxyvote.com.
By Order of the Board of Directors,
Michael LiCalsi Co-General Counsel and Co-Secretary
McLean, Virginia
June 18, 2026
All of our stockholders are cordially invited to attend the Annual Meeting via webcast. Whether or not you plan to attend the Annual Meeting, you are urged to complete, date, sign and return the enclosed proxy card as promptly as possible, submit your proxy electronically via the Internet, or by telephone as instructed in these materials. Submitting your proxy or voting instructions promptly will assist us in reducing the expenses of additional proxy solicitation, but it will not affect your right to vote if you attend the Annual Meeting (and, if you are not a stockholder of record, you have obtained a legal proxy from the bank, broker, trustee or other nominee that holds your shares giving you the right to vote the shares at the Annual Meeting).
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.