What governance-related updates were made in RWAY's Credit Facility Amendment?

The amendment updated key person trigger events. These provisions specify events related to designated key individuals that could affect the terms or availability of the credit facility, aligning the agreement’s protections with the company’s current leadership structure.

Runway Growth Finance cuts credit facility to $425M

Q: What major changes did the eighth Credit Facility Amendment make for RWAY?

The eighth amendment reduced the credit facility commitment to $425,000,000, allows future non-pro rata prepayment and termination of a specified lender’s commitments, revises certain financial covenants, updates key person trigger events, and modifies loan eligibility criteria and borrowing base concentration limits.

Q: When did Runway Growth Finance Corp. (RWAY)'s credit amendment become effective?

The Credit Facility Amendment became effective on June 30, 2026. The company entered into the eighth amendment on July 13, 2026, with the effectiveness date set earlier by agreement among the borrower, lenders, and administrative agent.

Q: Which institutions are involved in RWAY's amended credit agreement?

The amended credit agreement includes KeyBank National Association as administrative agent, CIBC Bank USA as documentation agent, MUFG Bank, Ltd. as co-documentation agent, U.S. Bank Trust Company as paying agent and collateral custodian, and various financial institutions as lenders.

Q: How does the amendment affect loan eligibility and borrowing base for RWAY?

The eighth amendment changes loan eligibility criteria and borrowing base concentration limitations. These revisions define which loans qualify as collateral and how concentrated the borrowing base may be, influencing the amount of credit that can be drawn against the underlying loan portfolio.

Runway Growth Finance Corp. entered into its eighth amendment to an amended and restated credit agreement among the company as borrower, financial institutions as lenders, and KeyBank National Association as administrative agent, effective as of June 30, 2026.

Filing Impact

(Moderate)

Filing Sentiment

(Neutral)How Sentiment works

Sentiment and the balance of points

Rhea-AI Sentiment reads the wording of the document, how positive or negative its language is on a 1 to 5 scale. The balance of points shown with the takes weighs what the document actually discloses, so the two can disagree, for example when a trial that missed its main goal is described in upbeat language.

How Sentiment works How the balance works

Form Type

8-K

Rhea-AI Filing Summary

The Credit Facility Amendment reduces the company’s credit facility commitment from $550,000,000 to $425,000,000, permits future prepayment and termination of a specified lender’s commitments on a non-pro rata basis, revises certain financial covenants, updates key person trigger events, and adjusts loan eligibility criteria and borrowing base concentration limits.

Positive

None.

Negative

Credit facility commitment reduced from $550,000,000 to $425,000,000, shrinking available committed borrowing capacity under the company’s amended and restated credit agreement.

8-K Event Classification

3 items: 1.01, 2.03, 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 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement Financial

The company incurred a new significant debt or off-balance-sheet obligation.

Item 9.01 Financial Statements and Exhibits Exhibits

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

Key Figures

New credit facility commitment: $425,000,000 Prior credit facility commitment: $550,000,000 Effective date of Credit Facility Amendment: June 30, 2026 +2 more

5 metrics

New credit facility commitment $425,000,000 Commitment amount after the eighth amendment to the Credit Agreement

Prior credit facility commitment $550,000,000 Commitment amount before the eighth amendment

Effective date of Credit Facility Amendment June 30, 2026 Date on which the eighth amendment became effective

Execution date of eighth amendment July 13, 2026 Date Runway Growth Finance Corp. entered into the Credit Facility Amendment

Original amended and restated Credit Agreement date April 20, 2022 Date of the underlying amended and restated credit agreement

Key Terms

Credit Facility Amendment, borrowing base concentration limitations, key person trigger events, non-pro rata basis

4 terms

Credit Facility Amendment financial

"entered into the eighth amendment (the "Credit Facility Amendment") to the amended"

A credit facility amendment is a formal change to the terms of an existing loan or line of credit, like altering interest rates, repayment schedule, borrowing limits, or the rules the borrower must follow. Investors care because those changes affect a company’s cash flow and financial flexibility — like renegotiating a mortgage can free up or constrain money — and can signal improving access to capital or potential financial stress.

borrowing base concentration limitations financial

"amended certain loan eligibility criteria and borrowing base concentration limitations"

key person trigger events financial

"amend certain financial covenants; (iv) updated key person trigger events"

non-pro rata basis financial

"future prepayment and termination of a certain lender’s commitments on a non-pro rata basis"

FAQ

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

What is Runway Growth Finance Corp. (RWAY)'s new credit facility commitment?

Runway Growth Finance Corp.’s amended credit agreement sets a credit facility commitment of $425,000,000. This is down from $550,000,000 under the prior terms and is reflected in the eighth amendment entered July 13, 2026, effective as of June 30, 2026.

What major changes did the eighth Credit Facility Amendment make for RWAY?

The eighth amendment reduced the credit facility commitment to $425,000,000, allows future non-pro rata prepayment and termination of a specified lender’s commitments, revises certain financial covenants, updates key person trigger events, and modifies loan eligibility criteria and borrowing base concentration limits.

When did Runway Growth Finance Corp. (RWAY)'s credit amendment become effective?

The Credit Facility Amendment became effective on June 30, 2026. The company entered into the eighth amendment on July 13, 2026, with the effectiveness date set earlier by agreement among the borrower, lenders, and administrative agent.

Which institutions are involved in RWAY's amended credit agreement?

The amended credit agreement includes KeyBank National Association as administrative agent, CIBC Bank USA as documentation agent, MUFG Bank, Ltd. as co-documentation agent, U.S. Bank Trust Company as paying agent and collateral custodian, and various financial institutions as lenders.

How does the amendment affect loan eligibility and borrowing base for RWAY?

The eighth amendment changes loan eligibility criteria and borrowing base concentration limitations. These revisions define which loans qualify as collateral and how concentrated the borrowing base may be, influencing the amount of credit that can be drawn against the underlying loan portfolio.

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

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Accepted by SEC EDGAR 07/15/2026 - 04:49 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): July 13, 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)	(IRS Employer Identification No.)

205 N. Michigan Ave. Suite 4200
Chicago, Illinois		60601
(Address of Principal Executive Offices)		(Zip Code)

     Registrant’s Telephone Number, Including Area Code: (312) 698-6902

    

(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:

☐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	RWAY	Nasdaq Global Select Market
7.50% Notes due 2027	RWAYL	Nasdaq Global Select Market
7.25% Notes due 2031	RWAYI	Nasdaq Global Select Market
9.00% Notes due 2027	SWKHL	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 (§ 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. ☐

Item 1.01 Entry into a Material Definitive Agreement.

On July 13, 2026, Runway Growth Finance Corp. (the “Company”) entered into the eighth amendment (the “Credit Facility Amendment”) to the amended and restated credit agreement, dated as of April 20, 2022 ( as amended, the “Credit Agreement”), among the Company, as borrower; each guarantor party thereto; the financial institutions party thereto as lenders (the “Lenders”); KeyBank National Association, as administrative agent for the Lenders and a Lender; CIBC Bank USA, as documentation agent; MUFG Bank, Ltd. (as successor in interest to MUFG Union Bank, N.A.), as co-documentation agent; and U.S. Bank Trust Company, National Association, as paying agent and collateral custodian. The Credit Facility Amendment is effective as of June 30, 2026.

The Credit Facility Amendment amended the Credit Agreement to, among other things: (i) decrease the credit facility commitment amount from $550,000,000 to $425,000,000; (ii) permit the future prepayment and termination of a certain lender’s commitments on a non-pro rata basis; (iii) amend certain financial covenants; (iv) updated key person trigger events and (v) amended certain loan eligibility criteria and borrowing base concentration limitations.

Capitalized terms under this Item 1.01, unless otherwise defined herein, have the meaning ascribed to them under the Credit Agreement. The description above is only a summary of the material provisions of the Credit Facility Amendment, and is qualified in its entirety by reference to a copy of the Credit Facility Amendment, which is filed as Exhibit 10.1 to this current report on Form 8-K.

Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

The information set forth in Item 1.01 is incorporated by reference into this Item 2.03.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits:


Exhibit No.		Description
10.1		Eighth Amendment to Credit Agreement, dated as of July 13, 2026, among Runway Growth Finance Corp., as borrower, each guarantor party thereto; the financial institutions party thereto as lenders; KeyBank National Association, as administrative agent; CIBC Bank USA, as documentation agent; MUFG Bank, Ltd. (as successor in interest to MUFG Union Bank, N.A.), as co-documentation agent; and U.S. Bank Trust Company, National Association, as paying agent and collateral custodian.
104		Cover Page Interactive Data File (embedded within the Inline XBRL document).

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.


			Runway Growth Finance Corp.

Date:	July 15, 2026	By:	/s/ Carmela Thomson
			Carmela Thomson, Chief Financial Officer, Treasurer and Secretary

Source: View Original Filing on SEC EDGAR

Filing Exhibits & Attachments

2 documents

Agreements & Contracts

EX-10.1 EX-10.1 1.8 MB