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Gladstone Investment: Result Of Shareholder Meeting

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The BDC Reporter is on a roll. 

Here is a second extract of key items from a BDC filing.

In this case we’re shining a spotlight on  key sections from Gladstone Investment’s (GAIN) just published transcript of its annual shareholder meeting, which may/should be of interest to its shareholders.


Preliminary Transcript of Gladstone Investment Corp shareholder or annual meeting Thursday, August 15, 2019 at 3:00:00pm GMT

Corporate Participants

   * David A. R. Dullum

      Gladstone Investment Corporation – President

   * Michael B. LiCalsi

      Gladstone Commercial Corporation – General Counsel & Secretary

“Michael B. LiCalsi, Gladstone Commercial Corporation – General Counsel & Secretary

 Proxy’s ever [?] exceed for 52.7% of the 32,822,459 shares of common stock outstanding on the record date, and for 43.45% of the 5,290,000 shares of preferred stock outstanding on the record date. Total number of common and preferred shares in the aggregate is 38,112,459. Thus, the presence of 19,056,230 shares constitute a quorum.

 We received 19,598,203 shares voted in person or by proxy, which constitutes a quorum for today’s meeting.

David A. R. Dullum, Gladstone Investment Corporation – President 

 Thank you, Mike. We will now proceed with the business of this meeting. There are essentially 3 proposals to be considered by the stockholders. Proposal 1, to elect incumbent directors, Paul Adelgren, David Gladstone and John Outland to an additional term to expire in the 2022 annual meeting of stockholders. The vote of the (inaudible) and the votes cast by the common and preferred stockholders is needed to carry this proposal.

 Proposal 2, is to authorize us with the approval of our Board of Directors, to issue and sell shares of our common stock during the next 12 months at a price below its then current net asset value or NAV per share, subject to certain limitations delineated in the proxy, including 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 such issuance.

 The affirmative vote of each of the following is required to approve this proposal: first, a majority of the outstanding common stock and preferred stock voting together as a single class. And secondly, a majority of our outstanding voting securities that are not held by affiliated persons of the company.

Michael B. LiCalsi, Gladstone Commercial Corporation – General Counsel & Secretary 

 If report of the inspectors of election covering the proposals presented at this meeting is as follows, the proposal to select Paul, David Gladstone, and John Outland as Directors of the company, each to serve a term that will expire as the 2022 annual meeting is carried and the proposal to authorize this to issue and sell shares of our common stock below our then current net asset value per share, subject to certain limitations (inaudible) in the proxy is also carried. A full tally of the votes will be filed with the SEC on Form 8-K within the next 4 business days.”

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