Runway Growth Finance 2026 shareholder vote results

Runway Growth Finance Corp. reported results of its 2026 Annual Meeting of Stockholders held on June 23, 2026.

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Form Type

8-K

Rhea-AI Filing Summary

Runway Growth Finance Corp. reported results of its 2026 Annual Meeting of Stockholders held on June 23, 2026. Stockholders re-elected Alexander Duka and Gary Kovacs as Class I directors to serve until the 2029 annual meeting.

Approximately 42.5 million shares were outstanding and entitled to vote as of the April 24, 2026 record date. Duka received 16,142,431 votes for and 8,625,120 withheld, while Kovacs received 15,965,968 for and 8,801,583 withheld, with 7,750,344 broker non-votes for each. Stockholders also ratified Deloitte & Touche LLP as independent registered public accounting firm for the year ending December 31, 2026, with 25,348,416 votes for, 6,981,350 against and 188,129 abstentions.

8-K Event Classification

Item 5.07 — Submission of Matters to a Vote of Security Holders

1 item

Item 5.07 Submission of Matters to a Vote of Security Holders Governance

Results of a shareholder vote on proposals at an annual or special meeting.

Key Figures

Shares entitled to vote: 42,464,546 shares Votes for Duka: 16,142,431 for; 8,625,120 withheld Votes for Kovacs: 15,965,968 for; 8,801,583 withheld +1 more

4 metrics

Shares entitled to vote 42,464,546 shares Common stock outstanding as of record date April 24, 2026

Votes for Duka 16,142,431 for; 8,625,120 withheld Election of director Alexander Duka, with 7,750,344 broker non-votes

Votes for Kovacs 15,965,968 for; 8,801,583 withheld Election of director Gary Kovacs, with 7,750,344 broker non-votes

Auditor ratification support 25,348,416 for; 6,981,350 against; 188,129 abstain Ratification of Deloitte & Touche LLP for fiscal year ending December 31, 2026

Key Terms

record date, broker non-votes, independent registered public accounting firm, Annual Meeting of Stockholders

4 terms

record date financial

"As of the close of business on April 24, 2026, the record date for the Annual Meeting"

The record date is the specific day when a company determines which shareholders are eligible to receive a dividend or participate in an upcoming vote. It’s like a cutoff date; if you own the stock on that day, you get the benefits or voting rights. This date matters because it decides who qualifies for certain company benefits.

broker non-votes financial

"The following votes were taken in connection with this proposal Name | For | Withhold | Broker Non-Votes"

Broker non-votes occur when a brokerage firm is unable to vote on a shareholder’s behalf during a company election or decision because the shareholder has not given specific voting instructions, and the broker is not allowed or chooses not to vote on certain matters. They are important because they can affect the outcome of votes, especially when the results are close, by effectively reducing the total number of votes cast.

independent registered public accounting firm financial

"to serve as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026"

An independent registered public accounting firm is an outside accounting company officially registered with the government regulator to examine and report on a public company's financial records and controls. Investors treat its reports like an impartial inspector’s certificate — they add credibility to financial statements, help spot errors or misleading claims, and reduce the risk that shareholders are relying on unchecked or biased numbers.

Annual Meeting of Stockholders financial

"held its 2026 Annual Meeting of Stockholders (the “Annual Meeting”)"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did Runway Growth Finance Corp. (RWAY) announce from its 2026 annual meeting?

Runway Growth Finance reported voting results from its 2026 annual meeting. Stockholders re-elected two Class I directors and ratified Deloitte & Touche LLP as independent auditor for the fiscal year ending December 31, 2026.

Which directors were re-elected at Runway Growth Finance (RWAY) 2026 annual meeting?

Stockholders re-elected Alexander Duka and Gary Kovacs as Class I directors. They will serve until the 2029 annual meeting and until their successors are duly elected and qualified, according to the disclosed voting results.

How many Runway Growth Finance (RWAY) shares were entitled to vote at the 2026 meeting?

There were 42,464,546 shares of common stock outstanding and entitled to vote. This share count is as of the close of business on April 24, 2026, which was the record date for the 2026 annual meeting.

What were the vote totals for director Alexander Duka at RWAY’s 2026 meeting?

Alexander Duka received 16,142,431 votes for election and 8,625,120 votes withheld. There were also 7,750,344 broker non-votes recorded on this proposal, reflecting shares not voted on the director election by certain intermediaries.

Did Runway Growth Finance (RWAY) stockholders ratify Deloitte & Touche as auditor?

Yes. Stockholders ratified Deloitte & Touche LLP as independent registered public accounting firm for 2026 with 25,348,416 votes for, 6,981,350 against, 188,129 abstentions, and no broker non-votes reported on the ratification proposal.

What was the outcome of the auditor ratification vote at RWAY’s 2026 meeting?

The selection of Deloitte & Touche LLP as RWAY’s independent registered public accounting firm for the year ending December 31, 2026 was ratified. Support totalled 25,348,416 votes for, versus 6,981,350 against and 188,129 abstaining.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 06/25/2026 - 04:00 PM EDT

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 23, 2026

RUNWAY GROWTH FINANCE CORP.

(Exact name of registrant as specified in its charter)


Maryland	814-01180	47-5049745
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

205 N. Michigan Ave., Suite 4200

Chicago, Illinois 60601

(Address of principal executive offices and zip code)

Registrant’s telephone number, including area code: (312) 698-6902

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

[ ] 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 Stock, par value $0.01 per share
7.50% Notes due 2027
7.25% Notes due 2031
9.00% Notes due 2027

      

     RWAY
RWAYL
RWAYI
SWKHL

      

     Nasdaq Global Select Market
Nasdaq Global Select Market
Nasdaq Global Select Market
Nasdaq Global Select Market

    

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934. 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 5.07. Submission of Matters to a Vote of Security Holders

On June 23, 2026, Runway Growth Finance Corp. (the “Company”) held its 2026 Annual Meeting of Stockholders (the “Annual Meeting”). The Company submitted two (2) matters to the vote of its stockholders, each of which is described in detail in the Company’s definitive proxy statement for the Annual Meeting filed with the Securities and Exchange Commission on April 29, 2026.

As of the close of business on April 24, 2026, the record date for the Annual Meeting, there were 42,464,546 shares of the Company’s common stock outstanding and entitled to vote at the Annual Meeting. A summary of the matters voted upon by the Company’s stockholders at the Annual Meeting is set forth below.

Proposal 1: Election of Directors

The Company’s stockholders re-elected Alexander Duka and Gary Kovacs to the Board of Directors as Class I directors to serve until the 2029 Annual Meeting of Stockholders and until their respective successors are duly elected and qualified. The following votes were taken in connection with this proposal:


Name	For	Withhold	Broker Non-Votes
Alexander Duka	16,142,431	8,625,120	7,750,344
Gary Kovacs	15,965,968	8,801,583	7,750,344

Proposal 2: Ratification of the selection of Deloitte & Touche LLP to serve as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026

The Company’s stockholder ratified the selection of Deloitte & Touche LLP to serve as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026. The following votes were taken in connection with this proposal:


For	Against	Abstain	Broker Non-Votes
25,348,416	6,981,350	188,129	0

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.


Date: June 25, 2026	RUNWAY GROWTH FINANCE CORP.


	By:	/s/ Thomas B. Raterman
		Thomas B. Raterman
		Chief Operating Officer, Chief Financial Officer, Treasurer and Secretary

Source: View Original Filing on SEC EDGAR

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