Here are the DEF 14A proxy statements from Oaktree Specialty Lending Corporation (OCSL) in our archive over the last 12 months, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.
A DEF 14A covers the proxy statement, with executive pay and the shareholder votes, so if you follow OCSL and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full OCSL filings page.
Oaktree Specialty Lending Corporation is holding its 2026 virtual annual stockholder meeting on March 3, 2026. Stockholders of record as of January 5, 2026, when 88,085,523 common shares were outstanding, may vote online or by phone.
Investors will vote on two items: electing directors John B. Frank (interested director and board chair) and Bruce Zimmerman (lead independent director) to terms running to the 2029 annual meeting, and ratifying Ernst & Young LLP as independent auditor for the fiscal year ending September 30, 2026. The board recommends voting “FOR” both proposals.
The filing details governance practices, director independence and compensation, and related-party arrangements. The external adviser, an Oaktree affiliate, earns a 1.00% base management fee on gross assets (excluding cash) and 17.5% performance-based incentive fees, while an Oaktree affiliate administrator received about $2.4 million of reimbursed expenses in fiscal 2025. Audit and tax fees paid to EY were about $1.37 million and $0.45 million, respectively, in fiscal 2025. Brookfield has agreed to acquire the remaining 26% interest in Oaktree and its affiliates, which would give it full ownership after the expected first-quarter 2026 closing.
Oaktree Specialty Lending Corporation has called a virtual 2026 Special Meeting on March 3, 2026 to ask stockholders to approve a single proposal. The proposal would authorize the company, with Board approval, to sell or otherwise issue common stock at prices below its then-current net asset value (NAV) per share, as long as the number of new shares does not exceed 25% of the then-outstanding common stock and the authorization lasts for twelve months.
As of January 2, 2026, the company had 88,085,523 shares outstanding, and its shares have recently traded at a discount to NAV; for example, on January 5, 2026 the Nasdaq price of $12.91 was about 22.4% below NAV per share as of September 30, 2025. The Board, including all independent directors, argues that below-NAV issuance authority could give the BDC flexibility to raise equity during periods of market volatility, support compliance with asset coverage and debt covenants, and pursue attractive investments or acquisitions.
The proxy statement explains in detail how issuing stock below NAV can dilute existing holders’ NAV per share, ownership percentage and voting power, and provides numerical examples of dilution and accretion under different discount and participation scenarios. Stockholders will have no preemptive rights in any such issuance, and the Board emphasizes that the total shares issuable below NAV would be capped at 25% of outstanding shares. The Board unanimously recommends voting “FOR” the proposal.