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What: Saratoga Investment Corp. Definitive Proxy Statement for the 2025 Annual Meeting of Stockholders.
When/Who: Meeting on September 25, 2025 at 10:00 a.m. ET; record date July 29, 2025; 15,951,835 shares outstanding as of the record date.
Proposals: (1) Elect Steven M. Looney and Charles S. Whitman III as directors for terms ending 2028 (election by plurality); (2) Ratify Ernst & Young LLP as independent registered public accounting firm for fiscal year ending February 28, 2026 (majority vote). The Board unanimously recommends a vote FOR both proposals.
Material items: Audit fees for FY2025 totaled $961,700 (FY2024: $642,300); total EY fees FY2025 $1,046,050 plus other fees $65,000. Management Agreement with Saratoga Investment Advisors was renewed on July 7, 2025. Chairman/CEO is Christian L. Oberbeck; directors and execs beneficially own 1,667,162 shares (10.0%); Mr. Oberbeck beneficially reported 1,505,809 shares (9.4%) and retains voting rights over 549,183 shares; Mr. Oberbeck has pledged 600,000 shares as collateral.
On 29–30 Jul 2025, SARATOGA INVESTMENT CORP. (SAR) CEO, Chairman and >10% owner Christian L. Oberbeck filed a Form 4 showing non-open-market, $0.00-price transfers of 28,261 and 48 shares (total 28,309) to 17 Saratoga employees as compensation (transaction code “J”). The shares came from his indirect vehicle CLO Partners LLC, whose stake fell to 89,465.
Post-transaction, Oberbeck holds 650,426 shares directly and about 263,881 shares indirectly via CLO Partners LLC, CLO Partners Holdings LLC, spouse and children, maintaining 10%-plus ownership. No derivative positions were reported. The filing signals no cash sale or market disposal, but it modestly reduces insider ownership while broadening employee equity participation.
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