| Item 5.02 |
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
Announcement of CEO Transition
On March 20, 2026, David Gladstone gave notice to the Board of Directors (the “Board”) of Gladstone Investment Corporation (the “Company”) that he has stepped down as the Company’s Chief Executive Officer (“CEO”) effective immediately. Mr. Gladstone will continue to serve as the Chairman of the Board.
Appointment of Successor CEO
On March 20, 2026, the Board of the Company appointed David A.R. Dullum as the Company’s CEO, effective immediately, in addition to his current role of President during a transition period. Prior to this promotion, Mr. Dullum, age 77, served as the Company’s President since April 2008 and served on the Board from June 2005 to August 2015. Mr. Dullum has been with the Gladstone Companies since February 2008. Mr. Dullum is an Executive Managing Director of Gladstone Management Corporation (the “Adviser”), served on the board of directors of Gladstone Commercial Corporation from August 2003 to May 2015, and served on the board of directors of Gladstone Capital Corporation from August 2001 to February 2015. Prior to joining the Gladstone Companies, from 1995 to 2007, Mr. Dullum was a Partner of New England Partners, a private equity firm focused on investments in small and medium-sized businesses in the Mid-Atlantic and New England regions. From 1976 to 1990, Mr. Dullum was a Managing General Partner of Frontenac Company, a Chicago-based private equity firm. Mr. Dullum has served as the Chairman of NASBIC (now known as SBIA) and on the Board of Trustees of The Stanford Business School Trust. Mr. Dullum holds an MBA from Stanford Graduate School of Business and a BME from the Georgia Institute of Technology.
Additional Leadership Changes
On March 20, 2026, the Board appointed John Sateri as the Company’s Chief Investment Officer (“CIO”), effective immediately, and contemporaneously with his appointment as the Company’s CIO, Mr. Sateri was also appointed as the CIO of Gladstone Capital Corporation, Gladstone Land Corporation, Gladstone Commercial Corporation, and the Adviser. Mr. Sateri, age 58, has been with the Gladstone Companies since April 2007. Since September 2021, Mr. Sateri has served as Executive Vice President of Investments of the Adviser, serving as a member of the Investment Committee supporting all Gladstone managed credit, equity, and real estate funds (including the Company, Gladstone Commercial Corporation, Gladstone Land Corporation, and Gladstone Capital Corporation) as well as originating debt and equity investments in privately held companies. Mr. Sateri has also served as the President of the Gladstone Alternative Income Fund (“GALT”) since its inception in June 2024. Mr. Sateri is active on numerous private company boards and holds a bachelor’s degree in Business Administration from The University of Hawaii at Manoa and a master’s degree in Real Estate Development from the University of Maryland at College Park.
On March 20, 2026, the Board of the Company approved the promotion of Erika Highland to the position of Executive Vice President, effective immediately, and further approved her appointment as President of the Company, effective October 1, 2026, following a transition period. Ms. Highland, age 46, has served as the Company’s Senior Managing Director since October 2023. She joined the Gladstone Companies in August 2005 and has led the investment activities for numerous portfolio companies, including sourcing, transaction execution, portfolio management, and exit. In addition, Ms. Highland has served, and continues to serve, on the boards of directors of various past and current portfolio companies. Prior to joining the Gladstone Companies, Ms. Highland worked at Wells Fargo Retail Finance and A.G. Edwards in investment banking. Ms. Highland holds a Bachelor of Science in Business Administration, with a concentration in Finance, from Boston College.
None of the Company’s executive officers receive direct compensation from the Company as the Company does not currently have any employees and does not expect to have any employees in the foreseeable future. Rather, all of the Company’s officers and other personnel are employed by our Adviser or Gladstone Administration, LLC (the “Administrator”). For a discussion of the terms of the Company’s Advisory and Administration Agreements with the Adviser and the Administrator, respectively, see “Certain Transactions” in the Company’s annual proxy statement; otherwise, there are no transactions between Mr. Dullum, Mr. Sateri or Ms. Highland and the Company required to be reported under Item 404(a) of Regulation S-K. There are no family relationships between Mr. Dullum, Mr. Sateri or Ms. Highland and any director or executive officer of the Company and there are no arrangements or understandings between Mr. Dullum, Mr. Sateri or Ms. Highland and any other persons with respect to these promotions.
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