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)
June 30, 2026
ArrowMark Financial Corp.
(Exact Name of Registrant as Specified in Charter)
| Delaware | | 811-189307 | | 90-0934878 |
(State or other jurisdiction
of incorporation) | | (Commission
File Number) | | (IRS Employer
Identification No.) |
| | 100 Fillmore Street, Suite 325, Denver, Colorado | | 80206 | |
| | (Address of principal executive offices) | | (Zip Code) | |
Registrant’s telephone number, including
area code (303) 398-2929
(Former name or former address, if changed since
last report.)
Check the appropriate box below if the Form 8-K filing is intended
to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction
A.2. below):
| ☐ | 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 | BANX | NASDAQ |
Indicate by check mark whether the registrant is an emerging growth
company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act
of 1934 (17 CFR §240.12b-2). Emerging growth company ☐
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 5.02 |
Departure of Certain Officers; Appointment of Certain Officers |
Effective June 30, 2026 (the “Effective Date”), Patrick
Farrell has retired from his position as Chief Financial Officer of ArrowMark Financial Corp. (NASDAQ: BANX) (the “Company”),
a closed-end investment company. The Company has appointed Katherine Jones, 41, as Chief Financial Officer, effective as of the
Effective Date. Ms. Jones has been a key member of the ArrowMark Financial team since ArrowMark Partners assumed management of
the Company in 2019. Over the past seven years, she has been integral
to the operations of the Fund, demonstrating deep expertise and a sustained commitment to the Company’s investment objectives
and shareholder interests. Ms. Jones is not expected to receive any compensation from the Company for her services as its Chief
Financial Officer.
Further, Dana Staggs has resigned as President of the Company, effective
as of the Effective Date. The Company issued a press release, dated June 30, 2026, announcing the changes to its executive officers.
A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.
| Item 9.01 |
Financial Statements and Exhibits. |
(d) Exhibits:
| Exhibit Number |
Description |
| |
|
| 99.1 |
Press Release, dated June 30, 2026 |
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.
| |
ARROWMARK FINANCIAL CORP. |
| Date: June 30, 2026 |
|
| |
By: /s/ Katherine Jones |
| |
Name: Katherine Jones |
| |
Title: Chief Financial Officer |
Exhibit Index
| 99.1 |
Press Release, dated June 30, 2026 |
0001578987
false
0001578987
2026-06-30
2026-06-30
Exhibit 99.1
ArrowMark Financial Corp. Announces Officer
Changes
DENVER, CO, June 30, 2026 -- ArrowMark
Financial Corp. (Nasdaq: BANX) (“ArrowMark Financial” or the “Fund”), an SEC-registered closed-end management
investment company, today announced the appointment of Katie Jones as Chief Financial Officer of the Fund, effective immediately.
Pat Farrell, who previously served as Chief Financial Officer, retired from the Fund. ArrowMark Financial also announced that Dana
Staggs, President of the Fund will depart, both are effective August 2, 2026. Both have been tremendous contributors to the Fund,
and the team is grateful for their many years of dedicated service.
Ms. Jones has been a key member of the ArrowMark
Financial team since ArrowMark Partners assumed management of the Fund in 2019. Over the past seven years, she has been integral
to the operations of the Fund, demonstrating deep expertise and a sustained commitment to the Fund’s investment objectives
and shareholder interests. Her appointment as Chief Financial Officer reflects the confidence the Board of Directors places in
her capabilities and her extensive knowledge of the Fund’s operations.
“Katie has been an invaluable member
of our team since ArrowMark took over management of the Fund in 2019, and we are confident that her deep operational expertise
and dedication make her exceptionally well-suited to serve as our Chief Financial Officer,” said Chairman & CEO Sanjai
Bhonsle. “We are deeply grateful for both Dana Staggs’s and Pat Farrell’s contributions to the Fund. Dana’s
responsibilities will be assumed by multiple members of the investment team who have been closely involved in the product, and
Pat’s CFO responsibilities will be transitioned to Katie. We wish them both well in their future endeavors, and this transition
reflects our continued commitment to strong governance and operational excellence on behalf of our shareholders.”
The Company thanks Dana Staggs and Pat Farrell
for their service and leadership and wishes them continued success.
About ArrowMark Financial Corp.
ArrowMark Financial Corp. is an SEC registered non-diversified, closed-end
fund listed on the NASDAQ Global Select Market under the symbol “BANX.” Its investment objective is to provide shareholders
with current income. The Fund pursues its objective by investing primarily in regulatory capital securities of financial institutions.
ArrowMark Financial is managed by ArrowMark Asset Management, LLC. To learn more, visit ir.arrowmarkfinancialcorp.com or contact
the Fund’s secondary market service agent at 877-855-3434.
Disclaimer and Risk Factors:
There is no assurance that ArrowMark Financial will achieve its investment
objective. ArrowMark Financial is subject to numerous risks, including investment and market risks, management risk, income and
interest rate risks, banking industry risks, preferred stock risk, convertible securities risk, debt securities risk, liquidity
risk, valuation risk, leverage risk, non-diversification risk, credit and counterparty risks, market at a discount from net asset
value risk and market disruption risk. Shares of closed-end investment companies may trade above (a premium) or below (a discount)
their net asset value. Shares of ArrowMark Financial may not be appropriate for all investors. Investors should review and consider
carefully ArrowMark Financials’ investment objective, risks, charges and expenses. Past performance does not guarantee future
results.
The Annual Report, Semi-Annual Report and other regulatory filings
of the Fund with the SEC are accessible on the SEC’s website at www.sec.gov and on the Fund’s website at ir.arrowmarkfinancialcorp.com.
Contact:
BANX@destracapital.com
Destra Capital Advisors LLC (877) 855-3434
Destra Capital Advisors LLC provides secondary
market services for the Fund by agreement.
