GOF launches up to $1 billion controlled equity program

Rhea-AI Filing Summary

Guggenheim Strategic Opportunities Fund has entered into an amended Controlled Equity OfferingSM Sales Agreement with Cantor Fitzgerald & Co., allowing it to offer and sell common shares with an aggregate initial offering price of up to $1,000,000,000. The sales are to be made from time to time through Cantor Fitzgerald acting as agent under the Fund’s effective shelf registration statement on Form N-2. The offering is supported by a prospectus supplement and base prospectus, both dated November 21, 2025, and the Fund commenced sales under this program on November 24, 2025.

Insights

Closed-end fund capital markets analyst

GOF adds capacity to raise up to $1B via at-the-market equity sales.

Guggenheim Strategic Opportunities Fund put in place an amended Controlled Equity OfferingSM Sales Agreement with Cantor Fitzgerald & Co.. This structure lets the fund issue and sell common shares over time, with an aggregate initial offering price ceiling of $1,000,000,000, using Cantor as its agent rather than via a single large transaction.

The sales are made under an effective shelf registration statement on Form N-2, relying on a prospectus and prospectus supplement both dated November 21, 2025. The fund began activity under this program on November 24, 2025. Actual impact depends on how many shares are ultimately sold and at what prices, which will influence assets under management and per-share metrics.

The disclosure specifies that the offering may occur "from time to time," so transaction timing and volume are flexible. Subsequent public reports would show any material issuance levels and resulting changes in the fund’s share count and capital base.

8-K Event Classification

3 items: 1.01, 8.01, 9.01

3 items

Item 1.01 Entry into a Material Definitive Agreement Business

The company signed a significant contract such as a merger agreement, credit facility, or major partnership.

Item 8.01 Other Events Other

Voluntary disclosure of events the company deems important to shareholders but not covered by other items.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, and exhibit attachments filed with this report.

Understanding 8-K Material Events →

false 0001380936 0001380936 2025-11-24 2025-11-24 iso4217:USD xbrli:shares iso4217:USD xbrli:shares xbrli:pure

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): November 24, 2025 (November 21, 2025)

Guggenheim Strategic Opportunities Fund

(Exact name of Registrant as Specified in Its Charter)

Delaware		811-21982				20-5997403
(State or other jurisdiction		(Commission File Number)				(I.R.S. Employer
of incorporation)						Identification No.)
227 West Monroe Street
Chicago, Illinois				60606
(Address of principal executive offices)				(Zip Code)
Registrant’s telephone number, including area code: (312) 827-0100
N/A
(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))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). 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. ¨

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 Shares of Beneficial Interest, $0.01 par value		GOF		New York Stock Exchange

Item 1.01. Entry into a Material Definitive Agreement.

Guggenheim Strategic Opportunities Fund (NYSE: GOF) (the “Fund”) has entered into a Controlled Equity Offering^SM Sales Agreement, dated July 1, 2019, as amended by First Amendment to Controlled Equity Offering^SM Sales Agreement, dated February 1, 2021, Second Amendment to Controlled Equity Offering^SM Sales Agreement, dated September 16, 2021, Third Amendment to Controlled Equity Offering^SM Sales Agreement, dated March 27, 2023, Fourth Amendment to Controlled Equity Offering^SM Sales Agreement, dated May 3, 2024, and Fifth Amendment to Controlled Equity Offering^SM Sales Agreement, dated November 21, 2025 (as amended, the “Sales Agreement”), by and among the Fund, Guggenheim Funds Investment Advisors, LLC, and Cantor Fitzgerald & Co. (“Cantor Fitzgerald”) relating to the Fund’s common shares of beneficial interest, par value $0.01 per share (the “Common Shares”). In accordance with the terms of the Sales Agreement, the Fund may offer and sell Common Shares having an aggregate initial offering price of up to $1,000,000,000, from time to time, through Cantor Fitzgerald as agent for the Fund for the offer and sale of the Common Shares (the “Offering”).

The Offering has been made pursuant to a prospectus supplement, dated November 21, 2025, and the accompanying prospectus, dated November 21, 2025, as supplemented from time to time, each of which constitute part of the Fund’s effective shelf registration statement on Form N-2 (File No. 333-291739) previously filed with the Securities and Exchange Commission (the “Registration Statement”).

The foregoing description of the Sales Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Sales Agreement, which is in part incorporated by reference to the Registration Statement and in part filed with this report as Exhibit 1.1 and incorporated herein by reference.

Item 8.01. Other Events.

On November 24, 2025, the Fund commenced the Offering pursuant to the Registration Statement. The Fund incorporates by reference the exhibit filed herewith into the Registration Statement.

Item 9.01. Financial Statements and Exhibits.

(d)       Exhibits

1.1 Fifth Amendment to Controlled Equity Offering^SM Sales Agreement, dated November 21, 2025, by and among the Fund, Guggenheim Funds Investment Advisors, LLC, and Cantor Fitzgerald & Co.

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.

GUGGENHEIM STRATEGIC OPPORTUNITIES FUND

Date: November 24, 2025	By:	/s/ Mark E. Mathiasen
		Name: Mark E. Mathiasen Title: Secretary

FAQ

What did Guggenheim Strategic Opportunities Fund (GOF) announce in this 8-K?

The Fund disclosed that it entered into an amended Controlled Equity OfferingSM Sales Agreement with Cantor Fitzgerald & Co., allowing it to offer and sell its common shares from time to time under an existing shelf registration.

How large is the new controlled equity offering program for GOF?

The Sales Agreement permits the Fund to offer and sell common shares with an aggregate initial offering price of up to $1,000,000,000 through Cantor Fitzgerald acting as sales agent.

When did Guggenheim Strategic Opportunities Fund commence the offering?

The Fund commenced the offering on November 24, 2025, using its effective shelf registration statement on Form N-2 and related prospectus materials dated November 21, 2025.

Under what registration statement is GOF’s offering being conducted?

The offering is being conducted under the Fund’s effective shelf registration statement on Form N-2 (File No. 333-291739), together with a prospectus and prospectus supplement dated November 21, 2025.

Who are the parties to GOF’s Controlled Equity Offering Sales Agreement?

The Sales Agreement is by and among Guggenheim Strategic Opportunities Fund, Guggenheim Funds Investment Advisors, LLC, and Cantor Fitzgerald & Co., covering sales of the Fund’s common shares.

What type of securities can GOF sell under this agreement and where are they listed?

The Fund may sell its common shares of beneficial interest, par value $0.01 per share, which trade on the New York Stock Exchange under the symbol GOF.